First Eagle Global Fund (SGIIX) N-CSR Certified annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number			811-7762
First Eagle Funds
(Exact name of registrant as specified in charter)
1345 Avenue of the Americas New York, NY					10105
(Address of principal executive offices)					(Zip code)
Robert Bruno First Eagle Funds 1345 Avenue of the Americas New York, NY 10105
(Name and address of agent for service)
Registrant’s telephone number, including area code:				1-212-632-2700
Date of fiscal year end:	October 31
Date of reporting period:		October 31, 2013

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.

Annual Report

OCTOBER 31, 2013

Global Fund

Overseas Fund

U.S. Value Fund

Gold Fund

Global Income Builder Fund

High Yield Fund

Fund of America

ADVISED BY FIRST EAGLE INVESTMENT MANAGEMENT, LLC

Forward-Looking Statement Disclosure

One of our most important responsibilities as mutual fund managers is to communicate with shareholders in an open and direct manner. Some of our comments in our letters to shareholders are based on current management expectations and are considered "forward-looking statements". Actual future results, however, may prove to be different from our expectations. You can identify forward-looking statements by words such as "may", "will", "believe", "attempt", "seem", "think", "ought", "try" and other similar terms. We cannot promise future returns. Our opinions are a reflection of our best judgment at the time this report is compiled, and we disclaim any obligation to update or alter forward-looking statements as a result of new information, future events, or otherwise.

Table of Contents

Letter from the President	4
Management's Discussion of Fund Performance	8
Performance Chart	13
First Eagle Global Fund:
Fund Overview	18
Consolidated Schedule of Investments	20
First Eagle Overseas Fund:
Fund Overview	46
Consolidated Schedule of Investments	48
First Eagle U.S. Value Fund:
Fund Overview	74
Consolidated Schedule of Investments	76
First Eagle Gold Fund:
Fund Overview	92
Consolidated Schedule of Investments	94
First Eagle Global Income Builder Fund:
Fund Overview	100
Schedule of Investments	102
First Eagle High Yield Fund:
Fund Overview	114
Schedule of Investments	116
First Eagle Fund of America:
Fund Overview	128
Schedule of Investments	130
Statements of Assets and Liabilities	136
Statements of Operations	144
Statements of Changes in Net Assets	148
Financial Highlights	152
Notes to Financial Statements	166
Fund Expenses	207
General Information	211
Tax Information	212
Privacy Notice	213
Additional Information	215

Letter from the President

John P. Arnhold

Dear Fellow Shareholders,

At First Eagle, we remain committed to attempting to protect and preserve our shareholders' purchasing power over time. Irrespective of short-term market events, swings in investor confidence or the pressure to follow a new market paradigm, our first priority is unwavering — to provide prudent stewardship of the assets you've placed in our care.

Before I provide a market overview and each portfolio management team's views, I wanted to pause and thank you for your continued confidence and support.

Market Overview

Since I last wrote to you in April, equity markets have generally continued their steady march higher and, while there have been a few pockets of uncertainty, by and large investors seem unruffled by continued unprecedented central bank intervention, budget impasses that cause government shut downs, stubbornly high global unemployment, large municipal bankruptcies and debt ceiling impasses — just to name a few. In contrast, talk of "tapering" sent fixed income markets into a swoon through May and June. Nonetheless, prices seem to have stabilized — at least for now.

With the fifth anniversary of the financial crisis upon us, we find it disquieting that investors appear so comfortable taking on more risk while these unresolved global, monetary and fiscal issues continue to fester in the background.

For example, during the six-month period ending October 31^st, U.S. and Japanese markets continued on their path of nearly uninterrupted appreciation — still benefiting from accommodative monetary policy. Specifically, in the U.S., the S&P 500 appreciated 11.15%. Similarly, Japan's equity market, as measured by the Nikkei 225, has risen 3.37%. In Europe, the MSCI EAFE has risen 8.53% since April 30, 2013¹.

¹  Source: FactSet, as of 10/31/2013

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
4

Letter from the President (continued)

During the same period, high yield market spreads also generally tightened and ended October at 436 basis points; a 19 basis point move from 455 basis points on April 30^th.²

It is perhaps unsurprising that in a period where investors are feeling good, gold bullion's price has declined significantly from $1,477 on April 30^th to $1,323 on October 31^st.³ As I mentioned in my last letter, while bullion's price declines have been steep, we remain comfortable with our view of gold as a potential hedge against unforeseen circumstances.

Our focus continues to be seeking to identify quality businesses priced at what we believe to be a discount to our view of their intrinsic values. In periods like the past year where equity markets enjoy nearly uninterrupted growth, we tended to underperform equity indexes that do not hold cash or gold, but instead own equities with no view about appropriate valuation and bonds we consider to be high risk. Rest assured that at First Eagle, we remain focused on attempting to deliver long-term absolute returns while also striving to avoid the permanent impairment of our clients' capital.

Global Value Team

The Global Value team remains focused on seeking to produce attractive real returns over the long term and to provide an element of resilience in times of distress. Portfolio Managers Matthew McLennan, Abhay Deshpande, Kimball Brooker, Giorgio Caputo, Robert Hordon, Edward Meigs and Sean Slein believe these goals are especially relevant today. Looking back on the year, investors might be cheered by the strong stock market performance. There are numerous signs of improved business and market sentiment in the U.S. and the global imbalances they have previously discussed have moderated somewhat. Nonetheless, sovereign debt levels still approach 100% of GDP in developed economies around the world and unemployment levels in many of these developed countries remain close to double-digits. As a result, this team expects to see a continuation of the financial repression in place since the financial crisis. In the team's view, this period will be punctuated by episodic windows of market distress driven by fiscal policy tightening or private sector deleveraging.

The Global Value team continues to maintain cash balances, reflecting both the absence of bargains and the trimming of what they consider to be more fully

²  Source: BofA Merrill Lynch Global Research, OAS for BofA Merrill Lynch U.S. High Yield Master II Index

³  Source: Bloomberg

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
5

Letter from the President (continued)

valued positions. We believe this cash should help the funds weather — and take advantage of — bouts of market turbulence. The team remains patient as equity valuations drift ever higher.

High Yield Team

Portfolio Managers Edward Meigs and Sean Slein feel the Fund is well-constructed to weather the current tepid growth environment. In this Fund, we remain focused on purchasing debt from companies we believe have strong balance sheets that support their ability to satisfy obligations as they come due.

Throughout this year, the High Yield team has remained more comfortable with credit risk than interest rate risk and the Fund reflected this view. As of October 31^st, we had allocated approximately 58% to single-B issues compared with about 30% allocated to double-B issues, which have historically been more sensitive to increases in interest rates.⁴ In addition, our allocation to bank loans was approximately 19% as of October 31^st. We feel these investments, along with the portfolio's duration of 3.23 years, have helped minimize sensitivity to increases in interest rates. The duration of the portfolio is less than that of the Barclays Capital U.S. Corporate High Yield Index, which is 4.14 years.⁴

Fund of America Team

While Portfolio Managers Harold Levy and David Cohen continue to believe that the global macro environment offers many challenges and opportunities, the team's investment philosophy remains constant: to identify fundamental corporate change that they believe is not appreciated by the market. Our goal is to deliver positive absolute return on our shareholder's investments. Consistent with this focus, Harold and David believe that each and every idea in their portfolio has a compelling story and they continue to find what they believe are attractive investment opportunities.

Closing Tribute

We lost a highly respected and valued colleague earlier this year. Rachel Benepe passed away on November 2^nd. No words can adequately express our sorrow over her passing or our gratitude for the meaningful contributions she made at First Eagle. Those of us who knew and worked with Rachel experienced her

⁴  Source: Factset, as of 10/31/2013

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
6

Letter from the President (continued)

unwavering passion for investing and admired the diligence and care she brought to her work serving as a Portfolio Manager of the Gold Fund and as a Senior Analyst on the Global Value team. She will be missed.

Sincerely,

John P. Arnhold

President

December 2013

The commentary represents the opinion of John Arnhold as of December 2013 and is subject to change based on market and other conditions. These materials are provided for informational purposes only. These opinions are not intended to be a forecast of future events, a guarantee of future results, or investment advice. The views expressed herein may change at any time subsequent of the date of issue hereof. The information provided is not to be construed as a recommendation or an offer to buy or sell or the solicitation of an offer to buy or sell any fund or security.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
7

Management's Discussion of Fund Performance

The MSCI World Index rose 25.8% in the 12 months ending October 31, 2013. In the U.S. the S&P 500 Index increased 27.2%. In Europe, the German DAX Index rose 24.4% and the French CAC 40 Index rose 25.4% during the period. The Nikkei 225 Index surged 60.5% during the twelve-month period. Crude oil rose 11.8% to $96 a barrel, and the price of gold fell 23.1% to $1,323 an ounce as of October 31^st. Over the twelve-month period, the Japanese yen weakened 22.7% against the dollar, and in Europe, the dollar weakened 4.9% against the Euro.

First Eagle Global Fund

The net asset value ("NAV") of the Fund's Class A shares increased 16.5% for the year ending October 31, 2013 while the MSCI World Index rose 25.8%. The Fund's cash and cash equivalents position was 21.2% as of October 31, 2013.

The top five performers for the period were Keyence Corporation (factory automation sensor equipment, Japan), Cisco Systems, Inc. (networking, United States), HeidelbergCement AG (cement, Germany), SMC Corporation (pneumatic equipment, Japan) and American Express Company (global payments, United States) collectively accounting for 3.0 percentage points of this period's performance.

The bottom five performers for the period were gold bullion, Newcrest Mining Limited (gold mining, Australia), Goldcorp, Inc. (precious metals mining, Canada), Gold Fields Limited (gold mining, South Africa) and Industrias Peñoles S.A.B. de C.V. (precious metals mining, Mexico). Their combined performance over the twelve months subtracted 3.3 percentage points from the Fund's performance.

As of October 31, 2013, the Fund was approximately 40% hedged versus the Japanese Yen and 35% hedged versus the Euro.

First Eagle Overseas Fund

The NAV of the Fund's Class A shares rose 15.5% for the year ending October 31, 2013 while the MSCI EAFE Index increased 26.9%. The Fund's cash and cash equivalents position was 22.0% as of October 31, 2013.

The top five performers for the period were Keyence Corporation (factory automation sensor equipment, Japan), SMC Corporation (pneumatic equipment, Japan), Bouygues SA (infrastructure construction, France),

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
8

First Eagle Global, Overseas, U.S. Value, Gold, Global Income Builder, High Yield Funds and Fund of America

HeidelbergCement AG (cement, Germany) and MS&AD Insurance Group Holdings (insurance, Japan) collectively accounting for 3.8 percentage points of the Fund's performance.

The bottom five performers for the period were gold bullion, Newcrest Mining Limited (gold mining, Australia), Agnico-Eagle Mines Limited (gold mining, Canada), Gold Fields Limited (gold mining, South Africa) and Industrias Peñoles S.A.B. de C.V. (precious metals mining, Mexico). Their combined performance over the twelve-month period subtracted 3.8 percentage points from the Fund's performance.

As of October 31, 2013, the Fund was approximately 40% hedged versus the Japanese Yen and 35% hedged versus the Euro.

First Eagle U.S. Value Fund

The NAV of the Fund's Class A shares increased 14.3% for the year ending October 31, 2013 while the S&P 500 Index rose 27.2%. The Fund's cash and cash equivalents position was 15.5% as of October 31, 2013.

The top five performers for the period were Alliant Techsystems (defense manufacturer), Cisco Systems, Inc. (networking), 3M (conglomerate), Northrop Grumman Corporation (defense manufacturer) and Comcast Corporation (cable) collectively accounting for 5.1 percentage points of the Fund's performance.

The bottom five performers for the period were Newcrest Mining Limited (gold mining), gold bullion, Agnico-Eagle Mines Limited (gold mining), Newmont Mining Corporation (gold mining) and Gold Fields Limited (gold mining). Their combined performance over the twelve-month period subtracted 3.7 percentage points from the Fund's performance.

First Eagle Gold Fund

The NAV of the Fund's Class A shares fell 42.8% for the year ending October 31, 2013 while the FTSE Gold Mines Index declined 51.5%. The Fund's cash and cash equivalents position was 4.7% as of October 31, 2013.

The top five performers for the period were Tahoe Resources, Inc. (United States), Primero Mining Corporation (Canada), St. Augustine Gold & Copper Warrants (United States), Primero Mining Warrants (Canada) and Aurizon Mines Limited (Canada) collectively accounting for 0.48 percentage points of the Fund's performance.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
9

Management's Discussion of Fund Performance (continued)

The bottom five performers for the period were gold bullion, Newcrest Mining Limited (Australia), Agnico-Eagle Mines Limited (Canada), AngloGold Ashanti Limited (South Africa) and Barrick Gold Corporation (Canada). Their combined performance over the twelve-month period subtracted 16.9 percentage points from the Fund's performance.

First Eagle Global Income Builder Fund

The NAV of the Fund's Class A shares rose 13.1% for the year ending October 31, 2013 while the Barclays Capital U.S. Aggregate Bond Index fell 1.1% and the MSCI World Index increased 25.8%. The Fund's cash and cash equivalents position was 7.2% as of October 31, 2013.

The top five performers for the period were Bouygues SA (infrastructure construction, France), Daimler AG (auto manufacturing, Germany), Italcementi S.p.A RSP (cement, Italy), Lockheed Martin Corporation (defense manufacturer, United States), and ConocoPhillips (oil and gas, United States) collectively accounting for 3.4 percentage points of the Fund's performance.

The bottom five performers for the period were Barrick Gold (gold mining, Canada), Newcrest Mining (gold mining, Australia), Newmont Mining Corporation (gold mining, U.S.), Goldcorp (precious metals mining, Canada) and AngloGold Ashanti Limited (gold mining, South Africa). Their combined performance over the twelve-month period subtracted 2.1 percentage points from the Fund's performance.

As of October 31, 2013, the First Eagle Global Income Builder Fund was approximately 40% hedged against the Yen and 35% hedged against the Euro on equities. The Fund was approximately 100% hedged on Euro-denominated bonds.

First Eagle High Yield Fund

The NAV of the Fund's Class I Shares rose 7.9% for the twelve-month period, while the Barclays Capital U.S. Corporate High Yield Index increased 8.9%. The Fund held 7.1% in cash and cash equivalents as of October 31, 2013.

The top five performers for the period were Bi-Lo LLC 9.25% 02/15/19, Advanced Micro Devices, Inc. 6.0% 05/01/15, HeidelbergCement AG 8.5% 10/31/19, Offshore Group Investments Ltd. 7.5% 11/01/19 and The Sheridan Group, Inc. 12.5% 04/15/14, collectively accounting for 1.1 percentage points of the Fund's performance.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
10

First Eagle Global, Overseas, U.S. Value, Gold, Global Income Builder, High Yield Funds and Fund of America

The bottom five performers for the period were Ogx Petroleo E Gas Participacoes S.A. 8.5% 06/01/18, Ogx Austria GMBH 8.375% 04/01/22, Mood Media Corp. 9.25% 10/15/20, JC Penney Corporation, Inc. 6.875% 10/15/15 and JC Penney Corporation, Inc. Term Loan 6% 05/22/18. Their combined performance over the twelve-month period subtracted 1.2 percentage points from the Fund's performance.

As of October 31, 2013 the Fund was 98% hedged against the Euro.

First Eagle Fund of America

The NAV of the First Eagle Fund of America Class Y Shares increased 29.5% for the year ending October 31, 2013 versus 27.2% for the S&P 500 Index.

The Fund held 1.9% of cash and cash equivalents as of October 31, 2013.

The top five performers for the period were Valeant Pharmaceuticals International, Inc, Seagate Technology PLC, Omnicare Inc., Packaging Corporation of America and Eastman Chemical Company collectively accounting for 13.6 percentage points of the Fund's performance.

The bottom five performers for the period were SPDR Gold Trust, Garmin Limited, Halozyme Therapeutics, Inc., General Dynamics Corporation and Atlas Resource Partners, L.P. Their combined performance over the twelve-month period subtracted 0.78 percentage points from the Fund's performance.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
11

Management's Discussion of Fund Performance (continued)

Matthew McLennan	Abhay Deshpande
Head of the Global Value Team Portfolio Manager Global, Overseas, U.S. Value and Gold Funds	Portfolio Manager Global, Overseas and U.S. Value Funds
T. Kimball Brooker, Jr.	Giorgio Caputo
Portfolio Manager Global, Overseas and U.S. Value Funds	Portfolio Manager Global Income Builder Fund
Robert Hordon	Edward Meigs
Portfolio Manager Global Income Builder Fund	Portfolio Manager Global Income Builder and High Yield Funds
Harold Levy	Sean Slein
Portfolio Manager Fund of America	Portfolio Manager Global Income Builder and High Yield Funds

December 2013

The performance data quoted herein represents past performance and does not guarantee future results. Market volatility can dramatically impact the fund's short-term performance. Current performance may be lower or higher than figures shown. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Past performance data through the most recent month end is available at firsteaglefunds.com or by calling 800.334.2143.

The commentary represents the opinion of the Portfolio Management Teams as of December 2013 and is subject to change based on market and other conditions. These materials are provided for informational purposes only. These opinions are not intended to be a forecast of future events, a guarantee of future results, or investment advice. The views expressed herein may change at any time subsequent of the date of issue hereof. The information provided is not to be construed as a recommendation or an offer to buy or sell or the solicitation of an offer to buy or sell any fund or security.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
12

Performance Chart¹  Average Annual Returns as of October 31, 2013

	ONE-YEAR			THREE-YEARS			FIVE-YEARS			TEN-YEARS			SINCE INCEPTION			INCEPTION DATE
First Eagle Global Fund
Class A (SGENX)
without sales charge		16.47	%		10.37	%		13.53	%		10.88	%		14.10	%	01/01/792
with sales charge		10.65			8.50			12.38			10.32			13.98		01/01/792
Class C (FESGX)		14.63			9.56			12.69			10.06			11.47		06/05/00
Class I (SGIIX)		16.78			10.65			13.82			11.16			12.07		07/31/98
MSCI World Index3		25.77			11.89			13.34			7.38			9.87		01/01/79
First Eagle Overseas Fund
Class A (SGOVX)
without sales charge		15.52	%		8.17	%		12.79	%		10.65	%		11.87	%	08/31/93
with sales charge		9.75			6.33			11.63			10.08			11.66		08/31/93
Class C (FESOX)		13.67			7.36			11.93			9.82			11.10		06/05/00
Class I (SGOIX)		15.82			8.45			13.07			10.92			12.24		07/31/98
MSCI EAFE Index4		26.88			8.38			11.99			7.71			5.44		08/31/93
First Eagle U.S. Value Fund
Class A (FEVAX)
without sales charge		14.32	%		11.50	%		12.52	%		8.68	%		9.66	%	09/04/01
with sales charge		8.62			9.61			11.38			8.13			9.19		09/04/01
Class C (FEVCX)		12.53			10.69			11.68			7.87			8.84		09/04/01
Class I (FEVIX)		14.69			11.81			12.80			8.95			9.93		09/04/01
Standard & Poor's 500 Index5		27.18			16.56			15.17			7.46			5.74		09/04/01
First Eagle Gold Fund
Class A (SGGDX)
without sales charge		-42.80	%		-17.37	%		6.35	%		5.45	%		6.44	%	08/31/93
with sales charge		-45.66			-18.77			5.26			4.91			6.24		08/31/93
Class C (FEGOX)		-43.81			-17.99			5.54			4.65			6.99		05/15/03
Class I (FEGIX)		-42.68			-17.16			6.59			5.70			8.05		05/15/03
FTSE Gold Mines Index6		-51.49			-25.42			0.89			-0.57			-0.93		08/31/93
MSCI World Index3		25.77			11.89			13.34			7.38			6.78		08/31/93

Please see the following pages for important notes to this table.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
13

Performance Chart¹ (continued)

	ONE-YEAR			THREE-YEARS			FIVE-YEARS			TEN-YEARS			SINCE INCEPTION			INCEPTION DATE
First Eagle Global Income Builder
Class A (FEBAX)
without sales charge		13.14	%		—			—			—			11.71	%	05/01/12
with sales charge		7.52			—			—			—			7.93		05/01/12
Class C (FEBCX)		11.25			—			—			—			10.86		05/01/12
Class I (FEBIX)		13.36			—			—			—			11.96		05/01/12
MSCI World Index3		25.77			—			—			—			17.60		05/01/12
Barclays Capital U.S. Aggregate Bond Index7		-1.08			—			—			—			1.17		05/01/12
First Eagle High Yield
Class A (FEHAX)
without sales charge		7.49	%		—			—			—			10.33	%	01/03/12
with sales charge		2.66			—			—			—			7.61		01/03/12
Class C (FEHCX)		5.69			—			—			—			9.44		01/03/12
Class I (FEHIX)		7.85			8.71	%		18.55	%		—			12.19		11/19/078
Barclays Capital U.S. Corporate High Yield Index9		8.87			9.16			18.12			—			9.87		11/19/07
First Eagle Fund of America
Class A (FEFAX)
without sales charge		29.45	%		16.26	%		16.38	%		10.33	%		9.00	%	11/20/98
with sales charge		22.99			14.28			15.19			9.76			8.62		11/20/98
Class C (FEAMX)		27.50			15.38			15.51			9.51			8.18		03/02/98
Class I (FEAIX)		—			—			—			—			14.38		03/08/13
Class Y (FEAFX)10		29.45			16.26			16.38			10.32			12.30		04/10/87
Standard & Poor's 500 Index5		27.18			16.56			15.17			7.46			9.45		04/10/87

Please see the following pages for important notes to this table.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
14

Average Annual Returns as of October 31, 2013

¹  The performance data quoted herein represents past performance and does not guarantee future results. Market volatility can dramatically impact the fund's short-term performance. Current performance may be lower or higher than figures shown. The investment return and principal value will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Past performance data through the most recent month end is available at firsteaglefunds.com or by calling 800.334.2143. The average annual returns for Class A Shares "with sales charge" of First Eagle Global, Overseas, U.S. Value, Gold, Global Income Builder Fund and Fund of America give effect to the deduction of the maximum sales charge of 5.00%. The average annual returns for Class A Shares "with sales charge" of First Eagle High Yield gives effect to the deduction of the maximum sales charge of 4.50%.

The average annual returns for Class C Shares reflect the CDSC (Contingent Deferred Sales Charge) of 1.00% which pertains to the first year or less of investment only.

Class I Shares of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle High Yield Fund, and First Eagle Fund of America require $1mm minimum investment and are offered without sales charge.

Class Y Shares of First Eagle Fund of America are offered without charge.

²  The Fund commenced operation April 28, 1970. Performance for periods prior to January 1, 2000 occurred while a prior portfolio manager of the fund was affiliated with another firm. Inception date shown is when this prior portfolio manager assumed portfolio management responsibilities.

³  The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. The index provides total returns in U.S. dollars with net dividends reinvested.

⁴  The MSCI EAFE Index is a total return index, reported in U.S. dollars, based on share prices and reinvested net dividends of approximately 1,100 companies from 22 countries and is not available for purchase.

⁵  The Standard & Poor's 500 Index is a widely recognized unmanaged index including a representative sample of 500 leading companies in leading sectors of the U.S. economy and is not available for purchase. Although the Standard & Poor's 500 Index focuses on the large-cap segment of the market, with approximately 80% coverage of U.S. equities, it is also considered a proxy for the total market. The Standard & Poor's 500 Index includes dividends reinvested.

⁶  The FTSE Gold Mines Index Series is designed to reflect the performance of the worldwide market in the shares of companies whose principal activity is the mining of gold. The FTSE Gold Mines Index encompasses all gold mining companies that have a sustainable, attributable gold production of at least 300,000 ounces a year and that derive 51% or more of their revenue from mined gold. The Index is unmanaged, is available with dividends reinvested and is not available for purchase.

⁷  The Barclays Capital U.S. Aggregate Bond Index is an unmanaged broad-based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM passthroughs), ABS, and CMBS and is not available for purchase.

⁸  First Eagle High Yield Fund commenced operations in its present form on December 30, 2011, and is successor to another mutual fund pursuant to a reorganization December 30, 2011. Information prior to December 30, 2011 is for this predecessor fund. Immediately after the reorganization, changes in net asset value of the Class I shares were partially impacted by differences in how the Fund and the predecessor fund price portfolio securities.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
15

Performance Chart¹ (continued)

⁹  The Barclays Capital U.S. Corporate High Yield Bond Index is composed of fixed-rate, publicly issued, non-investment grade debt, is unmanaged, with dividends reinvested, and is not available for purchase. The index includes both corporate and non-corporate sectors. The corporate sectors are Industrial, Utility, and Finance, which include both U.S. and non-U.S. corporations. The index is presented here for comparison purposes only. One cannot invest directly in an index.

¹⁰  As of September 1, 2005 First Eagle Fund of America Class Y is closed to new accounts.

Expense Ratios As Stated In The Most Recent Prospectus
Total Annual Gross Operating Expense Ratios

	CLASS A			CLASS C			CLASS I			CLASS Y
First Eagle Global Fund		1.15	%		1.89	%		0.90	%		—
First Eagle Overseas Fund		1.17			1.92			0.92			—
First Eagle U.S. Value Fund		1.17			1.92			0.93			—
First Eagle Gold Fund		1.21			1.96			0.96			—
First Eagle Global Income Builder*		2.13			2.88			2.20
First Eagle High Yield Fund**		1.27			2.02			1.03
First Eagle Fund of America		1.45			2.20			1.20			1.45	%

*  These are the actual fund operating expenses prior to the application of fee waivers and/or expense reimbursements. The Adviser has contractually agreed to limit operating expenses of the Fund to an annual rate of 1.30% for A Shares, 2.05% for C Shares, and 1.05% for I Shares with gross operating expenses of 2.13%, 2.88%, and 2.20% respectively. This limitation excludes certain expenses as described in the Fees and Expenses section of the prospectus. This limitation will continue until December 31, 2013 and is expected to terminate then.

**  These are the actual fund operating expenses prior to the application of fee waivers and/or expense reimbursements. The Adviser has contractually agreed to limit operating expenses of the Fund to an annual rate of 0.80% for I Shares, 1.25% for A Shares, and 2.00% for C Shares, with gross operating expenses of 1.03%, 1.27%, and 2.02% respectively. This limitation excludes certain expenses as described in the Fees and Expenses section of the prospectus. This limitation will continue until December 31, 2013 and is expected to terminate then.

These expense ratios are presented as of October 31, 2013 and may differ from corresponding ratios shown elsewhere in this report because of differing time periods (and/or, if applicable, because these expense ratios do not include expense credits or waivers).

There are risks associated with investing in funds that invest in securities of foreign countries, such as erratic market conditions, economic and political instability and fluctuations in currency exchange rates. Funds whose investments are concentrated in a specific industry or sector may be subject to a higher degree of risk than funds whose investments are diversified and may not be suitable for all investors.

The principal risk of investing in value stocks is that the price of the security may not approach its anticipated value or may decline in price.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
16

Average Annual Returns as of October 31, 2013

Investment in gold and gold related investments present certain risks, including political and economic risks affecting the price of gold and other precious metals like changes in U.S. or foreign tax, currency or mining laws, increased environmental costs, international monetary and political policies, economic conditions within an individual country, trade imbalances, and trade or currency restrictions between countries. The price of gold, in turn, is likely to affect the market prices of securities of companies mining or processing gold, and accordingly, the value of investments in such securities may also be affected. Gold related investments as a group have not performed as well as the stock market in general during periods when the U.S. dollar is strong, inflation is low and general economic conditions are stable. In addition, returns on gold related investments have traditionally been more volatile than investments in broader equity or debt markets.

The event-driven investment style used by First Eagle Fund of America carries the additional risk that the event anticipated occurs later than expected, does not occur at all or does not have the desired effect on the market price of the securities.

First Eagle High Yield and Global Income Builder Funds invest in high yield securities that are non-investment grade, and often called "junk bonds." High yield securities are rated lower than investment-grade securities because there is a greater possibility that the issuer may be unable to make interest and principal payments on those securities. High yield securities involve greater risk than higher rated securities and portfolios that invest in them may be subject to greater levels of credit and liquidity risk than portfolios that do not.

The First Eagle High Yield Fund's investment strategies may result in high turnover rates. This may increase the Fund's brokerage commission costs, which would reduce performance. Rapid portfolio turnover also exposes shareholders to a higher current realization of short-term gains, which could cause you to pay higher taxes.

Funds that invest in bonds are subject to interest-rate risk and can lose principal value when interest rates rise. Bonds are also subject to credit risk, in which the bond issuer may fail to pay interest and principal in a timely manner, or that negative perception of the issuer's ability to make such payments may cause the price of that bond to decline.

Income generation and dividends are not guaranteed. If dividend paying stocks in the fund's portfolio stop paying or reduce dividends the fund's ability to generate income will be adversely affected.

All investments involve the risk of loss.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
17

  Fund Overview | Data as of October 31, 2013 (unaudited)

INVESTMENT OBJECTIVE

The First Eagle Global Fund seeks long-term growth of capital by investing in a range of asset classes from markets in the United States and around the world. This truly global fund is managed with a highly disciplined, bottom-up, value oriented style.  

Average Annual Returns
	ONE-YEAR			FIVE-YEARS			TEN-YEARS
First Eagle Global Fund (A Shares)
without sales load		16.47	%		13.53	%		10.88	%
with sales load		10.65			12.38			10.32
MSCI World Index		25.77			13.34			7.38
Consumer Price Index		0.96			1.52			2.36

Asset Allocation*

Countries**
United States	37.18	%
Japan	14.35
France	6.62
Canada	4.71
Germany	2.33
United Kingdom	2.22
Mexico	2.10
Switzerland	1.76
South Korea	0.94
South Africa	0.89
Australia	0.79
Sweden	0.64
Belgium	0.54
Ireland	0.54
Spain	0.45
Thailand	0.43
Italy	0.42
Bermuda	0.40
Austria	0.35
Hong Kong	0.35
Israel	0.28
Netherlands	0.25
Malaysia	0.15
Singapore	0.05
Norway	0.03

*  Asset Allocation and Countries percentages are based on total investments in the portfolio.

**  Country allocations reflect country of the issuer (not currency of issue) and exclude short term investments. Bonds of non-U.S. issuers may be U.S. dollar denominated.

  The Fund's portfolio composition is subject to change at any time.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
18

Global Fund

Growth of a $10,000 Initial Investment

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses.

The average annual returns for Class A Shares give effect to the deduction of the maximum sales charge of 5.00%.

The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. The index provides total returns in U.S. dollars with net dividends reinvested. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

Top 10 Holdings*
Gold Bullion (precious metal)	3.68	%
Comcast Corporation, Class 'A' (U.S. cable/satellite television company)	1.75
Microsoft Corporation (U.S. software developer)	1.69
Oracle Corporation (U.S. software developer)	1.65
Keyence Corporation (Japanese sensors manufacturer)	1.55
Cintas Corporation (U.S. commercial services equipment supplier)	1.53
Secom Company Limited (Japanese security services provider)	1.51
Cisco Systems, Inc. (U.S. computer communications company)	1.37
American Express Company (U.S. consumer finance company)	1.34
HeidelbergCement AG (German cement company)	1.33
Total	17.40	%

*  Holdings in cash, commercial paper and other short term cash equivalents have been excluded. Percentages are based on total net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
19

First Eagle Global Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Common Stocks — 74.14%
U.S. Common Stocks — 33.21%
Consumer Discretionary 2.93%
	17,414,912	Comcast Corporation, Class 'A'	$	296,976,000	$	806,310,425
	6,208,490	Omnicom Group, Inc.		186,093,077		422,860,254
	3,992,318	H&R Block, Inc.		67,554,207		113,541,524
	2,485	JG Boswell Company		573,840		2,209,165
	182,756	St. John Knits International, Inc. (a)(b)		3,127,408		950,331
	33,892	Mills Music Trust (b)(c)		1,015,863		832,049
				555,340,395		1,346,703,748
Consumer Staples 2.52%
	17,479,577	Sysco Corporation		495,705,689		565,289,520
	4,978,354	Lorillard, Inc.		156,064,738		253,945,838
	3,258,980	Colgate-Palmolive Company		125,309,063		210,953,775
	1,693,404	Wal-Mart Stores, Inc.		82,465,011		129,968,757
				859,544,501		1,160,157,890
Energy 2.79%
	6,224,163	ConocoPhillips		250,797,600		456,231,148
	5,498,448	Devon Energy Corporation		312,965,847		347,611,882
	2,774,795	National Oilwell Varco, Inc.		216,368,370		225,257,858
	1,442,501	Apache Corporation		90,693,920		128,094,089
	806,395	Helmerich & Payne, Inc.		17,026,317		62,535,932
	3,908,035	San Juan Basin Royalty Trust (c)		138,744,050		61,512,471
				1,026,596,104		1,281,243,380
Financials 8.28%
	7,529,993	American Express Company		317,870,387		615,953,427
	17,571,107	Bank of New York Mellon Corporation		441,008,507		558,761,203
	2,714	Berkshire Hathaway, Inc., Class 'A' (a)		218,995,900		469,507,887
	6,804,202	Cincinnati Financial Corporation		170,308,782		340,210,100
	9,693,682	BB&T Corporation		245,863,323		329,294,378
	9,921,397	Weyerhaeuser Company, REIT		154,182,567		301,610,469
	7,819,459	U.S. Bancorp		192,949,644		292,134,988
	5,719,208	Plum Creek Timber Company, Inc., REIT		212,342,604		259,652,043
	4,386,051	WR Berkley Corporation		117,583,057		192,591,499
	743,437	Visa, Inc., Class 'A'		53,618,674		146,211,755
	202,406	Mastercard, Inc., Class 'A'		40,702,513		145,145,343

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
20

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Common Stocks — 33.21% — (continued)
Financials 8.28% — (continued)
	2,858,553	Rayonier, Inc., REIT	$	27,837,041	$	134,409,162
	40,182	Alleghany Corporation (a)		13,132,071		16,290,586
	277,374	First American Financial Corporation		6,437,306		7,172,892
				2,212,832,376		3,808,945,732
Health Care 0.90%
	3,728,870	WellPoint, Inc.		190,623,058		316,208,176
	1,059,980	Johnson & Johnson		59,610,843		98,164,748
				250,233,901		414,372,924
Industrials 5.11%
	13,051,511	Cintas Corporation (c)		438,387,413		701,779,746
	4,069,880	3M Company		315,646,157		512,194,398
	3,867,416	Northrop Grumman Corporation		231,724,655		415,785,894
	3,069,252	Lockheed Martin Corporation		217,057,860		409,254,062
	2,319,923	Alliant Techsystems, Inc. (c)		169,039,622		252,570,017
	558,107	Unifirst Corporation		7,536,171		57,384,562
				1,379,391,878		2,348,968,679
Information Technology 7.80%
	21,967,680	Microsoft Corporation		566,099,740		776,557,488
	22,706,515	Oracle Corporation		673,138,684		760,668,252
	28,001,169	Cisco Systems, Inc.		451,350,030		630,026,303
	23,729,320	Intel Corporation		444,931,301		579,707,288
	8,019,789	Linear Technology Corporation		227,165,656		329,934,119
	282,275	Google, Inc., Class 'A' (a)		149,382,648		290,906,970
	2,365,411	Automatic Data Processing, Inc.		85,148,200		177,334,863
	1,137,229	NetApp, Inc. (d)		36,048,305		44,135,857
				2,633,264,564		3,589,271,140
Materials 1.60%
	4,172,577	Scotts Miracle-Gro Company, Class 'A' (c)		182,102,946		245,013,721
	4,056,879	Vulcan Materials Company		200,596,336		217,245,871
	1,752,640	Martin Marietta Materials, Inc.		155,134,877		171,916,458
	811,480	Deltic Timber Corporation (c)		39,544,384		51,837,342
	1,780,037	Newmont Mining Corporation		45,037,176		48,523,809
				622,415,719		734,537,201
Utilities 1.28%
	6,222,880	FirstEnergy Corporation		217,342,226		235,660,466
	3,760,485	IDACorp, Inc. (c)		124,066,738		194,041,026

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
21

Global Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Common Stocks — 33.21% — (continued)
Utilities 1.28% — (continued)
	2,491,660	Entergy Corporation	$	164,249,120	$	161,260,235
				505,658,084		590,961,727
Total U.S. Common Stocks				10,045,277,522		15,275,162,421
International Common Stocks — 40.93%
Australia 0.79%
	37,126,221	Newcrest Mining Limited		792,366,434		361,425,472
Austria 0.35%
	3,381,194	OMV AG		137,478,048		161,344,149
Belgium 0.54%
	2,788,865	Groupe Bruxelles Lambert SA		234,732,253		249,043,331
Bermuda 0.40%
	3,388,770	Jardine Matheson Holdings Limited		168,970,353		184,654,077
Canada 4.68%
	13,592,100	Canadian Natural Resources Limited		391,636,305		431,364,877
	16,009,475	Goldcorp, Inc.		535,969,039		407,120,949
	13,438,924	Cenovus Energy, Inc.		384,463,896		399,404,821
	9,130,439	Potash Corporation of Saskatchewan, Inc.		351,228,590		283,956,653
	7,419,204	Agnico-Eagle Mines Limited		234,920,569		220,302,648
	41,796,270	Kinross Gold Corporation		213,305,145		211,907,089
	17,645,244	Penn West Petroleum Limited		273,529,232		197,450,280
	1,008,427	Catalyst Paper Corporation (a)(b)(c)(e)		17,346		1,005,864
				2,385,070,122		2,152,513,181
France 6.44%
	8,485,204	Total SA		432,228,230		521,488,092
	4,179,227	Sanofi		323,385,924		445,662,858
	10,735,807	Bouygues SA		391,146,130		419,658,422
	9,014,634	Carrefour SA		370,611,753		330,224,755
	3,330,779	Sodexo		88,582,313		323,303,717
	6,144,333	Compagnie de Saint-Gobain		257,667,236		323,228,758
	8,653,008	Société Télévision Francaise 1		127,399,223		166,830,339
	2,044,437	Neopost SA (c)		184,799,958		154,780,441
	921,669	Wendel SA		19,716,342		128,643,450
	1,401,821	Legrand SA		47,735,245		79,615,937

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
22

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 40.93% — (continued)
France 6.44% — (continued)
	157,260	Robertet SA (c)	$	20,623,058	$	38,433,538
	42,252	Robertet SA CI (b)(f)(g)		800,508		6,648,908
	385,000	Sabeton SA (c)		4,841,233		6,795,535
	12,000,000	FINEL (a)(b)(c)(e)(f)(h)		0		5,865,477
	69,500	NSC Groupe (b)(c)		12,298,421		5,567,451
	104,457	Gaumont SA		6,087,824		5,091,568
				2,287,923,398		2,961,839,246
Germany 2.03%
	7,775,691	HeidelbergCement AG		424,710,748		612,964,903
	2,900,292	Daimler AG		128,173,845		238,004,826
	693,440	Fraport AG		20,976,007		53,732,413
	773,684	Hornbach Baumarkt AG		21,504,161		27,832,173
				595,364,761		932,534,315
Hong Kong 0.35%
	12,693,580	Guoco Group Limited		115,086,260		157,175,762
	20,738,780	City e-Solutions Limited (a)(b)(c)		936,898		2,180,073
				116,023,158		159,355,835
Ireland 0.54%
	10,094,915	CRH PLC		175,024,030		246,515,502
Israel 0.28%
	15,719,757	Israel Chemicals Limited		156,830,538		130,082,243
Italy 0.42%
	18,139,395	Italcementi S.p.A. RSP		249,186,230		85,215,477
	4,682,069	Italcementi S.p.A.		86,201,872		41,638,847
	1,734,972	Italmobiliare S.p.A. RSP (a)		121,356,934		33,756,564
	1,021,137	Italmobiliare S.p.A. (a)		107,360,738		33,274,753
				564,105,774		193,885,641
Japan 14.32%
	1,669,990	Keyence Corporation		301,279,965		713,308,044
	11,539,630	Secom Company Limited		525,695,986		692,401,271
	2,519,456	SMC Corporation		272,409,539		583,679,525
	10,093,100	KDDI Corporation		320,823,747		545,045,876
	3,169,600	Fanuc Corporation		295,828,491		506,723,401
	8,116,560	Astellas Pharma, Inc.		324,707,133		450,690,711
	4,713,690	Shimano, Inc. (c)		75,712,451		412,262,117
	14,917,300	NKSJ Holdings, Inc.		402,645,728		383,514,028

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
23

Global Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 40.93% — (continued)
Japan 14.32% — (continued)
	14,618,720	MS&AD Insurance Group Holdings	$	356,085,457	$	375,391,722
	14,298,940	Hoya Corporation		305,848,299		342,168,268
	11,939,880	Mitsubishi Estate Company Limited		205,947,588		339,630,269
	2,224,800	Hirose Electric Company Limited (c)		234,623,569		338,030,225
	2,555,700	Ono Pharmaceutical Company Limited		102,994,964		192,333,774
	4,274,630	Nissin Foods Holdings Company Limited		152,059,580		182,583,606
	5,247,260	MISUMI Group, Inc. (c)		84,131,270		153,100,671
	4,484,910	Nomura Research Institute Limited		92,604,811		150,059,533
	3,526,280	Chofu Seisakusho Company Limited (c)		64,322,537		81,585,345
	5,147,000	T. Hasegawa Company Limited (c)		79,849,658		72,653,677
	924,660	Shin-Etsu Chemical Company Limited		43,043,581		52,002,134
	1,450,100	Seikagaku Corporation		14,788,552		18,758,540
				4,255,402,906		6,585,922,737
Malaysia 0.15%
	51,884,780	Genting Malaysia Berhad		43,613,470		71,031,120
Mexico 2.10%
	16,713,544	Grupo Televisa S.A.B., ADR		327,870,823		508,760,279
	17,363,483	Fresnillo PLC		235,978,628		271,585,003
	6,401,020	Industrias Peñoles S.A.B. de C.V.		7,339,323		185,855,135
				571,188,774		966,200,417
Netherlands 0.25%
	12,298,606	TNT Express NV		131,267,728		113,549,280
Singapore 0.04%
	13,467,250	ComfortDelGro Corporation Limited		3,279,184		20,869,792
South Africa 0.89%
	16,836,513	AngloGold Ashanti Limited, ADR		269,094,862		254,231,346
	25,019,071	Gold Fields Limited, ADR		233,463,377		115,087,726
	8,092,307	Harmony Gold Mining Company Limited, ADR		69,852,451		27,513,844
	2,373,735	Sibanye Gold Limited, ADR		11,315,584		13,340,391
				583,726,274		410,173,307

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
24

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 40.93% — (continued)
South Korea 0.88%
	3,898,597	KT&G Corporation	$	216,376,344	$	284,837,396
	51,900	Lotte Confectionery Company Limited		21,157,499		88,999,387
	39,989	Namyang Dairy Products Company Limited (c)		7,325,466		32,684,858
				244,859,309		406,521,641
Spain 0.45%
	3,295,234	Red Electrica Corporation SA		165,292,750		205,406,005
Sweden 0.64%
	5,939,940	Investor AB, Class 'A'		116,378,542		186,171,683
	3,394,798	Investor AB, Class 'B'		63,888,333		109,072,761
				180,266,875		295,244,444
Switzerland 1.75%
	5,091,560	Nestlé SA		146,056,201		367,550,758
	4,327,670	Pargesa Holding SA		272,881,781		344,601,485
	388,803	Kuehne & Nagel International AG		7,503,142		49,149,396
	10,581	Lindt & Spruengli AG PC		1,761,121		44,663,283
				428,202,245		805,964,922
Thailand 0.43%
	30,023,200	Bangkok Bank PCL, NVDR		97,800,376		198,707,765
United Kingdom 2.21%
	62,985,553	WM Morrison Supermarkets PLC		279,065,348		284,390,616
	7,175,381	Berkeley Group Holdings PLC (c)		86,127,761		269,217,005
	4,355,040	Willis Group Holdings PLC		119,957,625		196,281,653
	7,387,420	GlaxoSmithKline PLC		140,774,624		194,672,301
	3,052,693	Anglo American PLC		74,109,214		72,686,080
				700,034,572		1,017,247,655
Total International Common Stocks				15,018,823,332		18,830,032,077
Total Common Stocks				25,064,100,854		34,105,194,498
International Preferred Stock — 0.30%
Germany 0.30%
	1,754,484	Hornbach Holding AG		63,837,360		138,164,665

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
25

Global Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Warrant — 0.20%
United States — 0.20%
	5,806,899	JPMorgan Chase & Company Warrant expire 10/28/18 (a)	$	75,108,859	$	92,736,177
OUNCES
Commodity — 3.68%
	1,277,428	Gold bullion (a)		1,041,821,196		1,691,084,211
PRINCIPAL
Notes and Bonds — 0.28%
U.S. Corporate Bond 0.01%
$	5,467,000	Bausch & Lomb, Inc. 7.125% due 08/01/28 (b)		4,792,808		5,302,990
International Notes and Bonds — 0.27%
International Corporate Notes and Bonds — 0.22%
Canada 0.02%
	17,593,454 USD	Catalyst Paper Corporation 11.00% due 10/30/17 (e)(i)		18,350,695		10,116,236
France 0.17%
	15,649,146 EUR	Emin Leydier SA FRN 7.32% due 07/31/16 (b)(e)(f)(i)		22,293,878		21,247,617
	17,256,032 EUR	FINEL 9.50% due 06/30/17 (b)(e)(f)(i)		21,555,398		17,572,024
	12,050,000 EUR	Wendel SA 4.375% due 08/09/17		12,879,589		17,425,645
	10,000,000 EUR	Wendel SA 4.875% due 09/21/15		12,168,953		14,434,233
	3,500,000 EUR	Wendel SA 4.875% due 05/26/16		3,428,496		5,089,808
				72,326,314		75,769,327
Norway 0.03%
	5,500,000 USD	Den Norske Bank ASA FRN 0.48% due 02/28/14 (b)(j)		3,989,968		3,184,500
	3,170,000 USD	Den Norske Creditbank FRN 0.511% due 02/28/14 (b)(j)		2,120,851		1,854,450
	3,500,000 USD	Den Norske Creditbank FRN 0.543% due 02/28/14 (b)(j)		2,668,614		2,012,500

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
26

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL	DESCRIPTION	COST (NOTE 1)	VALUE (NOTE 1)
International Corporate Notes and Bonds — 0.22% — (continued)

Norway 0.03% — (continued)
	10,000,000 USD	Nordea Bank Norge ASA FRN 0.625% due 05/21/14 (b)(j)	$	7,022,585	$	5,950,000
				15,802,018		13,001,450
Total International Corporate Notes and Bonds				106,479,027		98,887,013
International Government Bond — 0.05%
South Korea 0.05%
	25,753,560,000 KRW	Inflation Linked Korea Treasury Bond 2.75% due 03/10/17 (k)		24,545,654		25,239,679
Total International Notes and Bonds				131,024,681		124,126,692
Total Notes and Bonds				135,817,489		129,429,682
Commercial Paper — 21.18%
International Commercial Paper — 6.44%
Australia 0.57%
	37,025,000 USD	Telstra Corporation Limited 0.10% due 12/04/13		37,021,606		37,021,606
	11,727,000 USD	Telstra Corporation Limited 0.12% due 11/01/13		11,727,000		11,727,000
	37,796,000 USD	Telstra Corporation Limited 0.12% due 11/06/13		37,795,370		37,795,370
	36,111,000 USD	Telstra Corporation Limited 0.12% due 12/02/13		36,107,269		36,107,269
	18,690,000 USD	Telstra Corporation Limited 0.12% due 12/16/13		18,687,197		18,687,197
	35,053,000 USD	Telstra Corporation Limited 0.15% due 11/12/13		35,051,393		35,051,393
	35,053,000 USD	Telstra Corporation Limited 0.15% due 11/13/13		35,051,247		35,051,247
	13,556,000 USD	Telstra Corporation Limited 0.16% due 12/03/13		13,554,072		13,554,072
	36,882,000 USD	Telstra Corporation Limited 0.16% due 12/17/13		36,874,460		36,874,460
Canada 0.29%
	39,519,000 USD	Suncor Energy, Inc. 0.24% due 11/21/13		39,513,731		39,513,731
	28,237,000 USD	Suncor Energy, Inc. 0.26% due 01/06/14		28,223,540		28,222,023

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
27

Global Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.44% — (continued)
Canada 0.29% — (continued)
	12,505,000 USD	Suncor Energy, Inc. 0.23% due 01/10/14	$	12,499,407	$	12,497,922
	22,594,000 USD	Suncor Energy, Inc. 0.24% due 12/16/13		22,587,222		22,587,222
	29,254,000 USD	Suncor Energy, Inc. 0.26% due 01/16/14		29,237,943		29,235,792
France 1.39%
	45,744,000 USD	Air Liquide SA 0.12% due 12/13/13		45,737,596		45,737,596
	47,363,000 USD	Air Liquide SA 0.13% due 12/20/13		47,354,619		47,354,619
	13,606,000 USD	Air Liquide SA 0.15% due 11/27/13		13,604,526		13,604,526
	35,053,000 USD	EI du Pont de Nemours & Company 0.06% due 11/05/13		35,052,766		35,052,766
	39,288,000 USD	EI du Pont de Nemours & Company 0.06% due 12/02/13		39,285,970		39,285,970
	38,243,000 USD	EI du Pont de Nemours & Company 0.07% due 11/05/13		38,242,703		38,242,703
	35,053,000 USD	EI du Pont de Nemours & Company 0.07% due 11/07/13		35,052,591		35,052,591
	19,634,000 USD	EI du Pont de Nemours & Company 0.07% due 11/08/13		19,633,733		19,633,733
	20,639,000 USD	EI du Pont de Nemours & Company 0.07% due 11/21/13		20,638,197		20,638,197
	40,789,000 USD	EI du Pont de Nemours & Company 0.07% due 11/22/13		40,787,335		40,787,335
	37,025,000 USD	EI du Pont de Nemours & Company 0.07% due 12/06/13		37,022,480		37,022,480
	29,505,000 USD	EI du Pont de Nemours & Company 0.08% due 12/05/13		29,502,771		29,502,771
	14,215,000 USD	GDF Suez SA 0.21% due 11/06/13		14,214,585		14,214,585
	17,731,000 USD	GDF Suez SA 0.21% due 11/07/13		17,730,379		17,730,379
	36,154,000 USD	GDF Suez SA 0.21% due 01/06/14		36,140,081		36,141,552
	36,568,000 USD	GDF Suez SA 0.21% due 01/08/14		36,553,495		36,554,964
	44,919,000 USD	GDF Suez SA 0.22% due 11/13/13		44,915,706		44,915,706
	14,863,000 USD	GDF Suez SA 0.22% due 01/28/14		14,855,007		14,855,687

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
28

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.44% — (continued)
France 1.39% — (continued)
	37,381,000 USD	Électricité de France SA 0.13% due 12/20/13	$	37,374,386	$	37,374,386
	37,536,000 USD	Électricité de France SA 0.19% due 11/12/13		37,533,821		37,533,821
Germany 0.63%
	37,025,000 USD	BASF AG 0.07% due 12/16/13		37,021,760		37,021,760
	36,111,000 USD	BASF AG 0.07% due 12/17/13		36,107,770		36,107,770
	55,538,000 USD	Siemens Company 0.08% due 12/03/13		55,534,051		55,534,051
	35,188,000 USD	Siemens Company 0.08% due 12/09/13		35,185,029		35,185,029
	84,210,000 USD	Siemens Company 0.08% due 12/27/13		84,199,520		84,199,520
	8,995,000 USD	Siemens Company 0.09% due 12/19/13		8,993,921		8,993,921
	34,360,000 USD	Siemens Company 0.11% due 12/03/13		34,356,640		34,356,640
Italy 0.36%
	8,373,000 USD	Eni S.p.A. 0.33% due 12/11/13		8,369,930		8,369,930
	77,355,000 USD	Eni S.p.A. 0.37% due 11/08/13		77,349,585		77,349,585
	27,589,000 USD	Eni S.p.A. 0.37% due 11/15/13		27,585,138		27,585,138
	53,110,000 USD	Eni S.p.A. 0.39% due 01/03/14		53,074,681		53,086,111
Japan 0.18%
	17,853,000 USD	Hitachi Limited 0.36% due 11/20/13		17,849,702		17,849,702
	26,914,000 USD	Hitachi Limited 0.36% due 11/22/13		26,908,505		26,908,505
	19,339,000 USD	Mitsui & Company Limited 0.16% due 11/21/13		19,337,281		19,337,281
	17,785,000 USD	Mitsui & Company Limited 0.16% due 01/23/14		17,778,440		17,776,867

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
29

Global Fund

PRINCIPAL		DESCRIPTION		COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.44% — (continued)
Switzerland 1.94%
	23,711,000 USD	Nestlé SA 0.03% due 12/02/13		$	23,710,387	$	23,710,387
	23,711,000 USD	Nestlé SA 0.03% due 12/06/13			23,710,308		23,710,308
	15,035,000 USD	Nestlé SA 0.03% due 12/09/13			15,034,524		15,034,524
	39,519,000 USD	Nestlé SA 0.03% due 12/19/13			39,517,419		39,517,419
	34,487,000 USD	Nestlé SA 0.04% due 12/18/13			34,485,199		34,485,199
	20,210,000 USD	Nestlé SA 0.04% due 01/27/14			20,208,046		20,206,591
	33,684,000 USD	Nestlé SA 0.04% due 02/03/14			33,680,482		33,677,334
	14,666,000 USD	Nestlé SA 0.05% due 11/20/13			14,665,613		14,665,613
	38,677,000 USD	Nestlé SA 0.05% due 12/19/13			38,674,422		38,674,422
	55,322,000 USD	Nestlé SA 0.05% due 01/22/14			55,315,700		55,313,707
	14,952,000 USD	Nestlé SA 0.05% due 01/23/14			14,950,276		14,949,697
	14,010,000 USD	Nestlé SA 0.06% due 11/05/13			14,009,907		14,009,907
	31,156,000 USD	Nestlé SA 0.06% due 11/06/13			31,155,740		31,155,740
	12,697,000 USD	Nestlé SA 0.06% due 11/15/13	��		12,696,704		12,696,704
	36,407,000 USD	Nestlé SA 0.07% due 11/19/13			36,405,726		36,405,726
	27,332,000 USD	Nestlé SA 0.08% due 11/25/13			27,330,542		27,330,542
	88,513,000 USD	Nestlé SA 0.08% due 01/07/14			88,500,645		88,503,803
	36,568,000 USD	Nestlé SA 0.08% due 01/16/14			36,561,824		36,563,228
	37,770,000 USD	Roche Holdings, Inc. 0.03% due 11/21/13			37,769,371		37,769,371
	27,074,000 USD	Roche Holdings, Inc. 0.04% due 11/19/13			27,073,459		27,073,459
	18,277,000 USD	Roche Holdings, Inc. 0.04% due 12/13/13			18,276,147		18,276,147
	13,898,000 USD	Roche Holdings, Inc. 0.05% due 11/14/13			13,897,749		13,897,749

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
30

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.44% — (continued)
Switzerland 1.94% — (continued)
	34,598,000 USD	Roche Holdings, Inc. 0.05% due 11/19/13	$	34,597,135	$	34,597,135
	30,594,000 USD	Roche Holdings, Inc. 0.05% due 11/20/13		30,593,193		30,593,193
	19,023,000 USD	Roche Holdings, Inc. 0.05% due 01/23/14		19,020,807		19,015,632
	18,828,000 USD	Roche Holdings, Inc. 0.06% due 12/20/13		18,826,462		18,826,462
	37,153,000 USD	Roche Holdings, Inc. 0.09% due 12/11/13		37,149,285		37,149,285
	21,853,000 USD	Roche Holdings, Inc. 0.09% due 12/20/13		21,850,323		21,850,323
	37,397,000 USD	Roche Holdings, Inc. 0.10% due 12/16/13		37,392,325		37,392,325
	35,540,000 USD	Roche Holdings, Inc. 0.11% due 01/15/14		35,531,855		35,527,920
United Kingdom 1.08%
	56,738,000 USD	AstraZeneca PLC 0.07% due 11/15/13		56,736,456		56,736,456
	72,297,000 USD	AstraZeneca PLC 0.07% due 12/05/13		72,292,220		72,292,220
	33,282,000 USD	AstraZeneca PLC 0.08% due 12/09/13		33,279,190		33,279,190
	31,509,000 USD	AstraZeneca PLC 0.08% due 12/17/13		31,505,779		31,505,779
	29,505,000 USD	AstraZeneca PLC 0.08% due 12/18/13		29,501,918		29,501,918
	38,045,000 USD	AstraZeneca PLC 0.08% due 01/24/14		38,037,898		38,029,999
	57,009,000 USD	AstraZeneca PLC 0.09% due 11/18/13		57,006,577		57,006,577
	38,730,000 USD	BP Capital Markets PLC 0.05% due 11/29/13		38,728,494		38,728,494
	27,795,000 USD	Centrica PLC 0.27% due 11/04/13		27,794,375		27,794,375
	4,427,000 USD	Centrica PLC 0.30% due 11/13/13		4,426,557		4,426,557
	21,322,000 USD	Centrica PLC 0.30% due 11/25/13		21,317,736		21,317,736
	14,749,000 USD	Centrica PLC 0.31% due 11/20/13		14,746,587		14,746,587
	36,111,000 USD	GlaxoSmithKline PLC 0.10% due 12/02/13		36,107,890		36,107,890

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
31

Global Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.44% — (continued)
United Kingdom 1.08% — (continued)
	22,292,000 USD	GlaxoSmithKline PLC 0.12% due 12/09/13	$	22,289,176	$	22,289,176
	14,228,000 USD	GlaxoSmithKline PLC 0.12% due 01/10/14		14,224,680		14,222,753
Total International Commercial Paper				2,965,403,265		2,965,390,040
U.S. Commercial Paper — 14.74%
$	30,016,000	3M Company 0.04% due 12/06/13		30,014,833		30,014,833
	48,133,000	3M Company 0.04% due 12/09/13		48,130,968		48,130,968
	54,167,000	3M Company 0.04% due 12/18/13		54,164,171		54,164,171
	63,250,000	3M Company 0.05% due 11/20/13		63,248,331		63,248,331
	22,641,000	3M Company 0.05% due 12/09/13		22,639,805		22,639,805
	37,543,000	3M Company 0.06% due 11/27/13		37,541,373		37,541,373
	36,065,000	Abbott Laboratories 0.06% due 11/22/13		36,063,738		36,063,738
	14,361,000	Abbott Laboratories 0.06% due 12/19/13		14,359,851		14,359,851
	33,871,000	Abbott Laboratories 0.07% due 12/19/13		33,867,839		33,867,839
	73,420,000	Abbott Laboratories 0.08% due 12/17/13		73,412,495		73,412,495
	31,552,000	Abbott Laboratories 0.09% due 11/01/13		31,552,000		31,552,000
	35,238,000	Abbott Laboratories 0.09% due 11/04/13		35,237,736		35,237,736
	34,706,000	Abbott Laboratories 0.09% due 11/05/13		34,705,653		34,705,653
	27,493,000	Abbott Laboratories 0.09% due 11/12/13		27,492,244		27,492,244
	35,540,000	Abbott Laboratories 0.17% due 12/16/13		35,532,448		35,532,448
	36,154,000	Abbott Laboratories 0.17% due 01/03/14		36,143,244		36,150,594
	38,045,000	Air Products 0.11% due 01/21/14		38,035,584		38,028,100
	19,251,000	Air Products 0.11% due 01/22/14		19,246,177		19,242,345

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
32

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	17,529,000	Baker Hughes, Inc. 0.11% due 11/04/13	$	17,528,839	$	17,528,839
	34,744,000	BHP Billiton Finance USA Limited 0.09% due 11/13/13		34,742,958		34,742,958
	18,898,000	BHP Billiton Finance USA Limited 0.10% due 11/06/13		18,897,738		18,897,738
	52,579,000	BHP Billiton Finance USA Limited 0.10% due 11/15/13		52,576,955		52,576,955
	35,630,000	BHP Billiton Finance USA Limited 0.12% due 11/01/13		35,630,000		35,630,000
	36,790,000	BHP Billiton Finance USA Limited 0.12% due 11/12/13		36,788,651		36,788,651
	73,448,000	BHP Billiton Finance USA Limited 0.12% due 11/14/13		73,444,817		73,444,817
	36,407,000	BHP Billiton Finance USA Limited 0.12% due 11/18/13		36,404,937		36,404,937
	19,923,000	BHP Billiton Finance USA Limited 0.12% due 12/18/13		19,919,879		19,919,879
	35,238,000	BHP Billiton Finance USA Limited 0.13% due 11/05/13		35,237,491		35,237,491
	79,036,000	Caterpillar Financial Services Company 0.07% due 11/22/13		79,032,773		79,032,773
	21,226,000	Caterpillar Financial Services Company 0.08% due 11/04/13		21,225,858		21,225,858
	37,521,000	Caterpillar Financial Services Company 0.08% due 11/15/13		37,519,833		37,519,833
	35,817,000	Caterpillar Financial Services Company 0.11% due 11/12/13		35,815,796		35,815,796
	42,553,000	Celgene Corporation 0.28% due 11/04/13		42,552,007		42,552,007
	37,397,000	Celgene Corporation 0.38% due 01/09/14		37,370,479		37,376,129
	28,923,000	Celgene Corporation 0.38% due 01/13/14		28,901,300		28,905,817
	14,292,000	Chevron Corporation 0.03% due 12/17/13		14,291,452		14,291,452
	14,228,000	Chevron Corporation 0.04% due 12/09/13		14,227,399		14,227,399
	15,117,000	Chevron Corporation 0.04% due 12/11/13		15,116,328		15,116,328
	40,789,000	Chevron Corporation 0.05% due 11/01/13		40,789,000		40,789,000

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
33

Global Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	37,589,000	Chevron Corporation 0.05% due 11/04/13	$	37,588,843	$	37,588,843
	29,041,000	Chevron Corporation 0.05% due 11/05/13		29,040,839		29,040,839
	37,397,000	Chevron Corporation 0.13% due 12/02/13		37,392,814		37,392,814
	49,388,000	Chevron Corporation 0.17% due 01/07/14		49,372,374		49,373,539
	53,311,000	Chevron Corporation 0.17% due 01/08/14		53,293,881		53,295,060
	37,521,000	Church & Dwight Company, Inc. 0.32% due 11/18/13		37,515,330		37,515,330
	18,441,000	Coca-Cola Company 0.07% due 01/08/14		18,438,562		18,437,961
	36,725,000	Coca-Cola Company 0.07% due 01/10/14		36,720,001		36,718,698
	63,786,000	Coca-Cola Company 0.08% due 12/04/13		63,781,322		63,781,322
	18,828,000	Coca-Cola Company 0.08% due 01/10/14		18,825,071		18,824,769
	22,429,000	Coca-Cola Company 0.09% due 01/30/14		22,423,953		22,423,274
	39,288,000	Coca-Cola Company 0.10% due 01/15/14		39,279,815		39,280,453
	36,633,000	Coca-Cola Company 0.10% due 02/10/14		36,622,722		36,621,376
	19,023,000	Coca-Cola Company 0.10% due 02/18/14		19,017,240		19,016,024
	33,684,000	Coca-Cola Company 0.10% due 02/19/14		33,673,708		33,671,432
	36,954,000	Coca-Cola Company 0.11% due 01/16/14		36,945,418		36,946,809
	36,154,000	Coca-Cola Company 0.16% due 01/14/14		36,142,109		36,147,221
	35,213,000	Coca-Cola Company 0.16% due 01/17/14		35,200,949		35,205,982
	10,997,000	ConocoPhillips 0.09% due 11/18/13		10,996,533		10,996,533
	28,454,000	ConocoPhillips 0.12% due 12/09/13		28,450,396		28,450,396
	40,920,000	ConocoPhillips 0.15% due 01/17/14		40,906,871		40,911,845
	27,214,000	ConocoPhillips 0.19% due 01/09/14		27,204,090		27,209,395

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
34

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	15,883,000	Corning, Inc. 0.20% due 12/02/13	$	15,880,265	$	15,880,265
	17,865,000	Corning, Inc. 0.20% due 12/06/13		17,861,526		17,861,526
	16,362,000	Corning, Inc. 0.20% due 12/11/13		16,358,364		16,358,364
	12,495,000	Corning, Inc. 0.21% due 12/11/13		12,492,085		12,492,085
	38,710,000	Corning, Inc. 0.21% due 12/13/13		38,700,516		38,700,516
	31,575,000	Deere & Company 0.06% due 11/05/13		31,574,789		31,574,789
	36,954,000	Deere & Company 0.09% due 12/13/13		36,950,120		36,950,120
	36,111,000	Devon Energy Corporation 0.16% due 12/04/13		36,105,704		36,105,704
	37,589,000	Devon Energy Corporation 0.17% due 11/08/13		37,587,757		37,587,757
	37,153,000	Devon Energy Corporation 0.19% due 12/12/13		37,144,960		37,144,960
	15,117,000	Devon Energy Corporation 0.22% due 01/29/14		15,108,778		15,105,662
	36,421,000	Devon Energy Corporation 0.25% due 12/11/13		36,410,883		36,410,883
	19,216,000	Diageo Capital PLC 0.24% due 12/12/13		19,210,748		19,210,748
	26,319,000	Dominion Resources, Inc. 0.28% due 12/06/13		26,311,835		26,311,835
	16,823,000	Emerson Electric Company 0.06% due 11/26/13		16,822,299		16,822,299
	20,759,000	Emerson Electric Company 0.06% due 12/11/13		20,757,616		20,757,616
	19,312,000	Emerson Electric Company 0.07% due 11/04/13		19,311,887		19,311,887
	15,494,000	Emerson Electric Company 0.08% due 01/13/14		15,491,487		15,491,166
	36,554,000	Emerson Electric Company 0.11% due 12/30/13		36,547,410		36,547,410
	20,152,000	Exxon Mobil Corporation 0.04% due 11/07/13		20,151,866		20,151,866
	35,053,000	Exxon Mobil Corporation 0.05% due 11/12/13		35,052,464		35,052,464
	16,954,000	Exxon Mobil Corporation 0.05% due 12/05/13		16,953,199		16,953,199

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
35

Global Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	54,832,000	Exxon Mobil Corporation 0.06% due 12/12/13	$	54,828,253	$	54,828,253
	35,730,000	Exxon Mobil Corporation 0.06% due 01/13/14		35,725,653		35,718,323
	35,188,000	Exxon Mobil Corporation 0.08% due 12/10/13		35,184,950		35,184,950
	73,763,000	Exxon Mobil Corporation 0.08% due 01/06/14		73,752,181		73,741,719
	37,397,000	Exxon Mobil Corporation 0.16% due 12/17/13		37,389,354		37,389,354
	37,153,000	General Dynamics Corporation 0.12% due 12/13/13		37,147,799		37,147,799
	36,154,000	General Dynamics Corporation 0.15% due 12/12/13		36,147,824		36,147,824
	18,077,000	General Dynamics Corporation 0.15% due 12/13/13		18,073,837		18,073,837
	52,954,000	General Dynamics Corporation 0.15% due 12/19/13		52,943,409		52,943,409
	28,574,000	General Dynamics Corporation 0.18% due 12/12/13		28,568,142		28,568,142
	36,462,000	General Mills, Inc 0.14% due 11/07/13		36,461,149		36,461,149
	17,243,000	General Mills, Inc 0.15% due 11/06/13		17,242,641		17,242,641
	10,589,000	General Mills, Inc 0.21% due 12/04/13		10,586,962		10,586,962
	37,153,000	General Mills, Inc 0.24% due 12/09/13		37,143,588		37,143,588
	34,744,000	Google, Inc. 0.05% due 11/14/13		34,743,373		34,743,373
	63,019,000	Google, Inc. 0.06% due 12/10/13		63,014,904		63,014,904
	39,707,000	Google, Inc. 0.06% due 01/28/14		39,701,176		39,700,226
	37,222,000	Google, Inc. 0.07% due 11/07/13		37,221,566		37,221,566
	70,903,000	Google, Inc. 0.07% due 12/03/13		70,898,588		70,898,588
	23,309,000	Honeywell International, Inc. 0.08% due 01/28/14		23,304,442		23,301,567
	73,109,000	International Business		73,104,025		73,104,025
		Machines Corporation 0.07% due 12/06/13
	29,563,000	International Business		29,560,766		29,560,766
		Machines Corporation 0.08% due 12/05/13

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
36

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	37,767,000	International Business	$	37,760,391	$	37,761,426
		Machines Corporation 0.10% due 01/03/14
	54,633,000	International Business		54,618,978		54,624,357
		Machines Corporation 0.14% due 01/06/14
	35,060,000	Johnson & Johnson 0.03% due 11/06/13		35,059,854		35,059,854
	98,994,000	Johnson & Johnson 0.03% due 11/08/13		98,993,423		98,993,423
	31,509,000	Johnson & Johnson 0.03% due 11/21/13		31,508,475		31,508,475
	45,578,000	Johnson & Johnson 0.03% due 12/05/13		45,576,709		45,576,709
	22,013,000	Johnson & Johnson 0.04% due 11/01/13		22,013,000		22,013,000
	63,786,000	Johnson & Johnson 0.04% due 11/14/13		63,785,079		63,785,079
	38,243,000	Johnson & Johnson 0.04% due 11/18/13		38,242,278		38,242,278
	38,243,000	Johnson & Johnson 0.04% due 11/19/13		38,242,235		38,242,235
	53,311,000	Johnson & Johnson 0.14% due 01/09/14		53,296,695		53,305,093
	15,946,000	Medtronic, Inc. 0.05% due 12/17/13		15,944,981		15,944,981
	31,742,000	Medtronic, Inc. 0.06% due 11/19/13		31,741,048		31,741,048
	58,933,000	Medtronic, Inc. 0.06% due 01/07/14		58,926,419		58,919,086
	56,071,000	Medtronic, Inc. 0.07% due 01/14/14		56,062,932		56,055,816
	31,509,000	Merck & Company, Inc. 0.04% due 11/01/13		31,509,000		31,509,000
	35,188,000	Merck & Company, Inc. 0.06% due 12/03/13		35,186,123		35,186,123
	37,770,000	Merck & Company, Inc. 0.06% due 12/05/13		37,767,860		37,767,860
	39,519,000	Merck & Company, Inc. 0.06% due 12/06/13		39,516,695		39,516,695
	53,151,000	Microsoft Corporation 0.06% due 11/13/13		53,149,937		53,149,937
	53,151,000	Microsoft Corporation 0.07% due 11/20/13		53,149,036		53,149,036
	39,288,000	Omnicom Group, Inc. 0.29% due 11/21/13		39,281,670		39,281,670

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
37

Global Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	36,421,000	Omnicom Group, Inc. 0.38% due 12/12/13	$	36,405,653	$	36,405,653
	35,540,000	Omnicom Group, Inc. 0.39% due 12/13/13		35,524,244		35,524,244
	25,934,000	Parker-Hannifin Corporation 0.06% due 11/01/13		25,934,000		25,934,000
	28,749,000	Parker-Hannifin Corporation 0.07% due 11/05/13		28,748,776		28,748,776
	18,795,000	PepsiCo, Inc. 0.04% due 11/12/13		18,794,770		18,794,770
	40,789,000	PepsiCo, Inc. 0.04% due 11/19/13		40,788,184		40,788,184
	40,789,000	PepsiCo, Inc. 0.04% due 11/20/13		40,788,139		40,788,139
	21,032,000	PepsiCo, Inc. 0.05% due 11/06/13		21,031,854		21,031,854
	37,521,000	PepsiCo, Inc. 0.05% due 11/07/13		37,520,687		37,520,687
	49,182,000	PepsiCo, Inc. 0.06% due 11/01/13		49,182,000		49,182,000
	28,111,000	PepsiCo, Inc. 0.06% due 11/04/13		28,110,859		28,110,859
	31,509,000	Pfizer, Inc. 0.03% due 11/21/13		31,508,475		31,508,475
	35,537,000	Philip Morris International, Inc. 0.06% due 11/04/13		35,536,822		35,536,822
	10,173,000	Philip Morris International, Inc. 0.06% due 12/03/13		10,172,457		10,172,457
	18,896,000	Philip Morris International, Inc. 0.06% due 12/20/13		18,894,457		18,894,457
	35,139,000	Philip Morris International, Inc. 0.07% due 11/06/13		35,138,658		35,138,658
	35,116,000	Philip Morris International, Inc. 0.07% due 11/07/13		35,115,590		35,115,590
	25,875,000	Philip Morris International, Inc. 0.07% due 11/15/13		25,874,296		25,874,296
	38,045,000	Philip Morris International, Inc. 0.08% due 12/19/13		38,040,942		38,040,942
	35,471,000	Philip Morris International, Inc. 0.09% due 12/10/13		35,467,542		35,467,542
	38,045,000	Philip Morris International, Inc. 0.09% due 12/24/13		38,039,959		38,039,959
	37,381,000	Philip Morris International, Inc. 0.10% due 12/26/13		37,375,289		37,375,289

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
38

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	56,485,000	Philip Morris International, Inc. 0.12% due 12/23/13	$	56,475,209	$	56,475,209
	37,397,000	Philip Morris International, Inc. 0.15% due 12/18/13		37,389,676		37,389,676
	36,154,000	Philip Morris International, Inc. 0.18% due 12/27/13		36,143,877		36,143,877
	34,595,000	Praxair, Inc. 0.05% due 12/03/13		34,593,462		34,593,462
	35,188,000	Praxair, Inc. 0.07% due 12/18/13		35,184,784		35,184,784
	36,554,000	Praxair, Inc. 0.09% due 12/12/13		36,550,253		36,550,253
	17,785,000	Precision Castparts Corporation 0.09% due 12/12/13		17,783,177		17,783,177
	21,438,000	Precision Castparts Corporation 0.10% due 12/18/13		21,435,201		21,435,201
	26,439,000	Proctor & Gamble Company 0.06% due 12/20/13		26,436,841		26,436,841
	29,244,000	Proctor & Gamble Company 0.08% due 12/19/13		29,240,881		29,240,881
	35,060,000	Schlumberger Investments SA 0.13% due 11/14/13		35,058,354		35,058,354
	35,060,000	Schlumberger Investments SA 0.13% due 11/18/13		35,057,848		35,057,848
	39,276,000	Schlumberger Investments SA 0.14% due 11/12/13		39,274,320		39,274,320
	35,540,000	Schlumberger Investments SA 0.14% due 12/10/13		35,534,610		35,534,610
	21,088,000	Stanley Black & Decker, Inc. 0.27% due 11/26/13		21,084,046		21,084,046
	37,770,000	Toyota Motor Credit Corporation 0.05% due 11/06/13		37,769,738		37,769,738
	37,796,000	Toyota Motor Credit Corporation 0.06% due 11/05/13		37,795,748		37,795,748
	36,568,000	Toyota Motor Credit Corporation 0.06% due 12/04/13		36,565,989		36,565,989
	35,060,000	Toyota Motor Credit Corporation 0.07% due 11/19/13		35,058,773		35,058,773
	34,487,000	Toyota Motor Credit Corporation 0.07% due 11/20/13		34,485,726		34,485,726
	38,677,000	Toyota Motor Credit Corporation 0.07% due 11/22/13		38,675,421		38,675,421
	37,589,000	Toyota Motor Credit Corporation 0.07% due 12/02/13		37,586,734		37,586,734

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
39

Global Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 14.74% — (continued)
$	38,045,000	Toyota Motor Credit Corporation 0.09% due 01/21/14	$	38,037,296	$	38,032,955
	36,954,000	United Healthcare Company 0.21% due 12/11/13		36,945,377		36,945,377
	36,421,000	United Healthcare Company 0.25% due 12/11/13		36,410,883		36,410,883
	37,397,000	United Healthcare Company 0.26% due 12/13/13		37,385,656		37,385,656
	36,154,000	United Healthcare Company 0.29% due 12/18/13		36,140,312		36,140,312
	37,589,000	United Parcel Service, Inc. 0.01% due 12/04/13		37,588,655		37,588,655
	38,677,000	United Parcel Service, Inc. 0.03% due 11/07/13		38,676,807		38,676,807
	16,759,000	United Parcel Service, Inc. 0.03% due 12/06/13		16,758,511		16,758,511
	27,589,000	Verizon Communications, Inc. 0.24% due 11/18/13		27,585,873		27,585,873
	17,243,000	Verizon Communications, Inc. 0.24% due 11/21/13		17,240,701		17,240,701
	95,608,000	Wal-Mart Stores, Inc. 0.06% due 11/13/13		95,606,088		95,606,088
	28,816,000	Wal-Mart Stores, Inc. 0.06% due 11/14/13		28,815,376		28,815,376
	36,954,000	Wal-Mart Stores, Inc. 0.08% due 12/02/13		36,951,454		36,951,454
	36,421,000	Wal-Mart Stores, Inc. 0.13% due 12/10/13		36,415,871		36,415,871
	36,154,000	Wal-Mart Stores, Inc. 0.17% due 12/16/13		36,146,317		36,146,317
	73,521,000	Walt Disney Company 0.05% due 12/16/13		73,516,405		73,516,405
	35,188,000	Walt Disney Company 0.06% due 12/04/13		35,186,065		35,186,065
	37,153,000	Walt Disney Company 0.06% due 12/10/13		37,150,585		37,150,585
	19,472,000	WellPoint, Inc. 0.30% due 11/01/13		19,472,000		19,472,000
	36,724,000	WellPoint, Inc. 0.30% due 11/15/13		36,719,716		36,719,716
Total U.S. Commercial Paper				6,779,024,048		6,779,018,291
Total Commercial Paper				9,744,427,313		9,744,408,331
Total Investment Portfolio Excluding Options Written — 99.78%			$	36,125,113,071	$	45,901,017,564

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
40

Consolidated Schedule of Investments | Year Ended October 31, 2013

CONTRACTS		DESCRIPTION	STRIKE PRICE		EXPIRATION DATE	VALUE (NOTE 1)
Covered Call Options Written — 0.00%
	8,500	NetApp, Inc. (Premium Received $373,861)	$	47.00	November 2013	$	(51,000	)
Total Investments — 99.78% ($36,124,739,210)							45,900,966,564
Other Assets in Excess of Liabilities — 0.22%							99,659,171
Net Assets — 100.00%						$	46,000,625,735

  (a)  Non-income producing security/commodity.

  (b)  Security is deemed illiquid. At October 31, 2013, the value of these securities amounted to $80,174,234 or 0.17% of net assets.

  (c)  An affiliate of the Fund as defined by the Investment Company Act of 1940. An affiliate is defined as a company in which the Fund directly or indirectly owns, controls, or holds power to vote 5% or more of the outstanding voting securities.

  (d)  At October 31, 2013, all or a portion of this security was segregated to cover collateral requirement for options.

  (e)  Represents securities that are subject to legal or contractual restrictions on resale. At October 31, 2013, the value of these securities amounted to $55,807,218 or 0.12% of net assets.

  (f)  Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing $51,334,026 or 0.11% of net assets.

  (g)  Represents non-voting class of shares.

  (h)  Held through Financiere Rouge, LLC, wholly owned subsidiary and disregarded entity for U.S. tax purposes.

  (i)  Payment-in-kind security.

  (j)  Floating rate security. Rate shown is the rate in effect at October 31, 2013.

  (k)  Inflation protected security.

At October 31, 2013, aggregate cost for federal income tax purposes was $36,701,323,944. Net unrealized appreciation consisted of:

Gross unrealized appreciation	$	10,713,689,480
Gross unrealized depreciation		(1,514,046,860	)
Net unrealized appreciation	$	9,199,642,620

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
41

Global Fund

Abbreviations used in this schedule include:

ADR  — American Depositary Receipt

FRN  — Floating Rate Note

NVDR  — Non-Voting Depository Receipt

PC  — Participation Certificate

PCL  — Public Company Limited

PLC  — Public Limited Company

REIT  — Real Estate Investment Trust

RSP  — Represents Non-Voting Shares

Currencies

EUR  — Euro

KRW  — South Korean Won

USD  — United States Dollar

RESTRICTED SECURITIES	ACQUISITION DATE	COST		CARRYING VALUE PER SHARE/PRINCIPAL
Catalyst Paper Corporation	09/17/12	$	17,346	$	1.00
Catalyst Paper Corporation 11.00% due 10/30/17	09/17/12		18,350,695		0.57
Emin Leydier SA FRN 7.32% due 07/31/16	07/30/09		22,293,878		1.36
FINEL 9.50% due 06/30/17	06/22/05		21,555,398		1.02
FINEL	07/30/09		—		0.49

Foreign Currency Exchange Contracts — Sales

SETTLEMENT DATES THROUGH	FOREIGN CURRENCY TO BE DELIVERED			U.S. $ TO BE RECEIVED		U.S. $ VALUE AT OCTOBER 31, 2013		UNREALIZED APPRECIATION AT OCTOBER 31, 2013		UNREALIZED DEPRECIATION AT OCTOBER 31, 2013
12/18/13		112,915,000	Euro	$	150,654,580	$	153,321,860	$	—	$	(2,667,280	)
01/15/14		203,414,000	Euro		261,423,605		276,214,042		—		(14,790,437	)
02/19/14		456,251,000	Euro		602,492,829		619,551,992		—		(17,059,163	)
03/19/14		336,074,000	Euro		451,819,825		456,406,620		—		(4,586,795	)
04/16/14		185,408,000	Euro		251,319,043		251,807,910		—		(488,867	)
12/18/13		33,397,135,000	Japanese Yen		351,265,314		339,733,852		11,531,462		—
01/15/14		46,877,363,000	Japanese Yen		469,635,132		476,969,638		—		(7,334,506	)
02/19/14		92,498,796,000	Japanese Yen		938,062,683		941,108,175		—		(3,045,492	)
03/19/14		51,335,400,000	Japanese Yen		518,042,283		522,547,541		—		(4,505,258	)
04/16/14		33,980,849,000	Japanese Yen		346,718,674		345,963,229		755,445		—
				$	4,341,433,968	$	4,383,624,859	$	12,286,907	$	(54,477,798	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
42

Consolidated Schedule of Investments | Year Ended October 31, 2013

Affiliated Securities

AFFILIATED SECURITIES	SHARES OCTOBER 31, 2012		GROSS ADDITIONS		GROSS REDUCTIONS		SHARES OCTOBER 31, 2013		MARKET VALUE OCTOBER 31, 2013		REALIZED GAIN/(LOSS)			DIVIDEND INCOME
Alliant Techsystems, Inc.		3,638,247		—		1,318,324		2,319,923	$	252,570,017	$	(10,286,384	)	$	3,561,761
Berkeley Group Holdings PLC		9,342,277		—		2,166,896		7,175,381		269,217,005		37,136,878			8,328,054
Catalyst Paper Corporation		1,008,427		—		—		1,008,427		1,005,864		—			—
Chofu Seisakusho Company Limited		3,526,280		—		—		3,526,280		81,585,345		—			1,075,992
Cincinnati Financial Corporation*		8,511,151		—		1,706,949		6,804,202		340,210,100		29,693,852			11,785,878
Cintas Corporation		13,051,511		—		—		13,051,511		701,779,746		—			8,352,967
City e-Solutions Limited		20,738,780		—		—		20,738,780		2,180,073		—			—
Deltic Timber Corporation		1,249,382		—		437,902		811,480		51,837,342		7,983,912			336,150
FINEL		12,000,000		—		—		12,000,000		5,865,477		—			—
Hirose Electric Company Limited		2,318,500		—		93,700		2,224,800		338,030,225		1,445,429			3,477,016
IDACorp, Inc.		3,760,485		—		—		3,760,485		194,041,026		—			5,715,937
Mills Music Trust		33,892		—		—		33,892		832,049		—			16,959
MISUMI Group, Inc.		12,811,860		—		7,564,600		5,247,260		153,100,671		71,539,804			2,272,388
Namyang Dairy Products Company Limited		39,989		—		—		39,989		32,684,858		—			29,092
Neopost SA		2,044,437		—		—		2,044,437		154,780,441		—			8,982,147
NSC Groupe		69,500		—		—		69,500		5,567,451		—			157,523
Robertet SA		157,260		—		—		157,260		38,433,538		—			521,578
Sabeton SA		385,000		—		—		385,000		6,795,535		—			96,495
San Juan Basin Royalty Trust		3,908,035		—		—		3,908,035		61,512,471		—			2,366,499
Scotts Miracle-Gro Company		4,172,577		—		—		4,172,577		245,013,721		—			5,893,765

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
43

Global Fund

Affiliated Securities — (continued)

AFFILIATED SECURITIES	SHARES OCTOBER 31, 2012		GROSS ADDITIONS		GROSS REDUCTIONS		SHARES OCTOBER 31, 2013		MARKET VALUE OCTOBER 31, 2013		REALIZED GAIN/(LOSS)		DIVIDEND INCOME
Shimano, Inc.		6,969,690		—		2,256,000		4,713,690	$	412,262,117	$	87,825,952	$	4,762,492
Société Télévision Francaise 1*		11,803,362		—		3,150,354		8,653,008		166,830,339		3,324,423		7,183,427
T. Hasegawa Company Limited		5,147,000		—		—		5,147,000		72,653,677		—		1,231,083
Total									$	3,588,789,088	$	228,663,866	$	76,147,203

  *  Represents an unaffiliated issuer as of October 31, 2013, as such, amounts represented above will not agree to balances in the Statements of Assets and Liabilities and Statements of Operations.

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS	PERCENT OF NET ASSETS
U.S. Common Stocks
Consumer Discretionary		2.93	%
Consumer Staples		2.52
Energy		2.79
Financials		8.28
Health Care		0.90
Industrials		5.11
Information Technology		7.80
Materials		1.60
Utilities		1.28
Total U.S. Common Stocks		33.21
International Common Stocks
Consumer Discretionary		4.58
Consumer Staples		3.54
Energy		3.73
Financials		5.81
Health Care		2.83
Industrials		6.91
Information Technology		3.69
Materials		8.21
Telecommunication Services		1.18
Utilities		0.45
Total International Common Stocks		40.93

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
44

Consolidated Schedule of Investments | Year Ended October 31, 2013

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)	PERCENT OF NET ASSETS
International Preferred Stock
Consumer Discretionary		0.30	%
Total International Preferred Stock		0.30
Warrant		0.20
Commodity		3.68
U.S. Corporate Bond
Consumer Discretionary		0.01
Total U.S. Corporate Bond		0.01
International Notes and Bonds
Financials		0.15
Government Issues		0.05
Materials		0.07
Total International Notes and Bonds		0.27
Commercial Paper
International Commercial Paper		6.44
U.S. Commercial Paper		14.74
Total Commercial Paper		21.18
Covered Call Options Written		0.00
Total Investments		99.78	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
45

Fund Overview | Data as of October 31, 2013 (unaudited)

INVESTMENT OBJECTIVE

The First Eagle Overseas Fund seeks long-term growth of capital by investing primarily in equities issued by non-U.S. corporations. Management's research-driven process seeks to minimize risk by focusing on undervalued securities.

Average Annual Returns
	ONE-YEAR			FIVE-YEARS			TEN-YEARS
First Eagle Overseas Fund (A Shares)
without sales load		15.52	%		12.79	%		10.65	%
with sales load		9.75			11.63			10.08
MSCI EAFE Index		26.88			11.99			7.71
Consumer Price Index		0.96			1.52			2.36

Asset Allocation*

Countries**
Japan	23.77	%
France	10.95
Canada	6.64
Germany	4.58
United States	3.86
Switzerland	3.26
Mexico	3.15
United Kingdom	2.90
South Korea	2.16
Singapore	2.13
South Africa	1.61
Hong Kong	1.47
Thailand	1.29
Austria	1.21
Sweden	0.99
Netherlands	0.92
Ireland	0.91
Greece	0.85
Australia	0.79
Spain	0.73
Bermuda	0.66
Norway	0.64
Italy	0.57
Belgium	0.56
Israel	0.43
Taiwan	0.34
Turkey	0.25
Malaysia	0.23
Mauritius	0.12

*  Asset Allocation and Countries percentages are based on total investments in the portfolio.

**  Country allocations reflect country of the issuer (not currency of issue) and exclude short term investments. Bonds of non-U.S. issuers may be U.S. dollar denominated.

  The Fund's portfolio composition is subject to change at any time.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
46

Overseas Fund

Growth of a $10,000 Initial Investment

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses.

The average annual returns for Class A Shares give effect to the deduction of the maximum sales charge of 5.00%.

The MSCI EAFE Index is a total return index, reported in U.S. Dollars, based on share prices and reinvested net dividends of approximately 1,100 companies from 22 countries and is not available for purchase. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

Top 10 Holdings*
Gold Bullion (precious metal)	3.67	%
Keyence Corporation (Japanese sensors manufacturer)	2.15
Grupo Televisa S.A.B., ADR (Mexican media company)	2.09
SMC Corporation (Japanese automated control devices manufacturer)	1.84
Total SA (French energy company)	1.84
Secom Company Limited (Japanese security services provider)	1.74
Fanuc Corporation (Japanese industrial manufacturing company)	1.71
HeidelbergCement AG (German cement company)	1.55
KDDI Corporation (Japanese telecommunications company)	1.53
Canadian Natural Resources Limited (Canadian energy company)	1.43
Total	19.55	%

*  Holdings in cash, commercial paper and other short term cash equivalents have been excluded. Percentages are based on total net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
47

First Eagle Overseas Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Common Stocks — 72.45%
International Common Stocks — 72.27%
Australia 0.79%
	11,735,292	Newcrest Mining Limited	$	249,853,632	$	114,243,608
Austria 1.21%
	5,915,786	Wienerberger AG (a)		88,605,266		102,891,896
	1,497,779	OMV AG		60,437,488		71,471,166
				149,042,754		174,363,062
Belgium 0.56%
	788,508	Groupe Bruxelles Lambert SA		60,174,722		70,413,110
	98,473	Sofina SA		8,428,556		10,432,740
				68,603,278		80,845,850
Bermuda 0.66%
	1,501,500	Jardine Matheson Holdings Limited		55,390,800		81,816,735
	1,189,958	Hiscox Limited		10,562,041		12,621,273
				65,952,841		94,438,008
Canada 6.55%
	6,484,098	Canadian Natural Resources Limited		187,009,526		205,782,192
	5,974,278	Cenovus Energy, Inc.		158,949,360		177,555,542
	5,364,723	Goldcorp, Inc.		162,169,134		136,424,906
	4,331,099	Potash Corporation of Saskatchewan, Inc.		166,886,332		134,697,179
	3,533,546	Agnico-Eagle Mines Limited		123,390,960		104,923,593
	8,606,885	Penn West Petroleum Limited		134,619,835		96,311,043
	13,227,434	Kinross Gold Corporation		67,525,604		67,063,090
	1,100,050	EnCana Corporation		14,298,776		19,712,896
	1,266,835	Catalyst Paper Corporation (a)(b)(c)(d)		27,586,952		1,263,615
				1,042,436,479		943,734,056
France 10.73%
	4,313,250	Total SA		224,492,499		265,085,968
	5,176,813	Bouygues SA		189,847,951		202,359,559
	1,660,633	Sanofi		135,351,026		177,085,966
	4,677,267	Carrefour SA		148,208,450		171,337,999
	1,472,625	Sodexo		40,712,418		142,941,077
	2,605,941	Compagnie de Saint-Gobain		109,283,280		137,088,122
	3,953,564	Société Télévision Francaise 1		57,939,701		76,224,871
	505,501	Wendel SA		10,862,584		70,556,124
	827,900	Neopost SA		44,073,366		62,678,736

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
48

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 72.27% — (continued)
France 10.73% — (continued)
	235,837	Robertet SA (a)	$	20,591,064	$	57,637,353
	51,500	Robertet SA CI (c)(e)(f)		2,151,628		8,104,202
	558,938	Laurent-Perrier (a)		19,851,603		52,219,749
	648,834	Legrand SA		22,223,920		36,850,302
	442,830	Société Foncière Financière et de Participations (b)		29,139,582		25,631,378
	896,416	Legris Industries SA (a)(b)(c)(d)(e)		23,119,325		20,410,904
	364,373	Gaumont SA		21,698,753		17,760,706
	146,562	BioMerieux		11,367,766		14,717,630
	11,593,581	FINEL (a)(b)(c)(d)(e)(g)		9,166,547		5,666,823
	100,000	Sabeton SA (b)		1,463,142		1,765,074
				1,121,544,605		1,546,122,543
Germany 3.86%
	2,840,411	HeidelbergCement AG		152,136,558		223,912,222
	6,446,343	Deutsche Wohnen AG		67,848,829		121,309,894
	1,371,345	Daimler AG		62,617,706		112,535,817
	2,985,955	Hamburger Hafen und Logistik AG		87,574,308		75,002,298
	296,503	Fraport AG		8,930,449		22,975,054
				379,107,850		555,735,285
Greece 0.85%
	9,086,616	Jumbo SA (a)(b)		48,664,050		122,139,729
Hong Kong 1.47%
	7,806,340	Guoco Group Limited		57,283,838		96,660,472
	24,680,115	Hopewell Holdings Limited		65,895,797		83,243,262
	8,508,741	Great Eagle Holdings Limited		27,982,800		30,345,246
	10,851,720	City e-Solutions Limited (b)(c)		323,358		1,140,739
				151,485,793		211,389,719
Ireland 0.91%
	5,148,559	CRH PLC		90,816,793		125,726,626
	1,547,320	Beazley PLC		5,085,535		5,676,463
				95,902,328		131,403,089
Israel 0.43%
	7,510,515	Israel Chemicals Limited		75,169,596		62,150,111
Italy 0.56%
	7,315,306	Italcementi S.p.A. RSP		87,341,485		34,365,936
	1,197,736	Italmobiliare S.p.A. RSP (b)		50,324,930		23,303,807

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
49

Overseas Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 72.27% — (continued)
Italy 0.56% — (continued)
	168,142	Italmobiliare S.p.A. (b)	$	19,250,153	$	5,479,073
	1,385,400	Recordati S.p.A.		9,200,042		18,189,520
				166,116,610		81,338,336
Japan 23.74%
	724,300	Keyence Corporation		133,083,138		309,372,521
	1,141,590	SMC Corporation		145,885,808		264,470,866
	4,170,700	Secom Company Limited		178,984,614		250,250,483
	1,537,040	Fanuc Corporation		153,201,753		245,726,318
	4,070,400	KDDI Corporation		129,140,567		219,809,051
	7,730,800	MS&AD Insurance Group Holdings		179,151,117		198,517,950
	2,252,470	Shimano, Inc.		30,397,762		197,002,359
	7,316,700	NKSJ Holdings, Inc.		201,780,857		188,107,573
	7,118,930	Hoya Corporation		151,068,607		170,353,323
	2,932,840	Astellas Pharma, Inc.		118,711,986		162,852,704
	1,028,300	Hirose Electric Company Limited		113,046,859		156,237,181
	5,075,850	Mitsubishi Estate Company Limited		85,221,118		144,382,716
	1,222,300	Ono Pharmaceutical Company Limited		42,975,549		91,986,372
	2,146,230	Nissin Foods Holdings Company Limited		76,085,758		91,672,592
	6,736,430	Kansai Paint Company Limited		52,830,721		89,883,008
	2,631,260	Nomura Research Institute Limited		50,223,890		88,038,700
	2,656,270	MISUMI Group, Inc.		43,868,090		77,502,681
	2,485,480	Daiichikosho Company Limited		27,081,144		70,901,774
	6,407,900	Japan Wool Textile Company Limited (a)		48,358,369		50,374,318
	2,023,800	Chofu Seisakusho Company Limited (a)		33,120,144		46,823,401
	3,206,911	T. Hasegawa Company Limited (a)		43,073,853		45,267,899
	2,254,200	Nitto Kohki Company Limited (a)		37,923,681		42,571,437
	1,880,224	Nagaileben Company Limited		18,352,756		30,996,065
	508,106	SK Kaken Company Limited		9,470,131		28,885,514
	1,299,640	As One Corporation (a)		26,525,156		28,654,729
	488,980	Shin-Etsu Chemical Company Limited		22,769,653		27,499,841
	1,837,300	Seikagaku Corporation		13,574,844		23,767,371
	2,068,330	Maezawa Kasei Industries Company Limited (a)		31,939,631		21,981,133
	2,535,900	Yomeishu Seizo Company Limited (a)		22,847,623		20,967,016

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
50

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 72.27% — (continued)
Japan 23.74% — (continued)
	493,250	Mandom Corporation	$	6,249,764	$	16,879,754
	199,150	Kobayashi Pharmaceutical Company Limited		9,171,366		11,119,023
	464,300	OSG Corporation		4,623,751		7,484,140
				2,240,740,060		3,420,339,813
Malaysia 0.23%
	24,617,950	Genting Malaysia Berhad		20,600,283		33,702,380
Mexico 3.15%
	9,913,871	Grupo Televisa S.A.B., ADR		205,791,189		301,778,233
	5,543,609	Fresnillo PLC		96,608,773		86,708,471
	2,246,692	Industrias Peñoles S.A.B. de C.V.		1,833,689		65,233,236
				304,233,651		453,719,940
Netherlands 0.91%
	560,446	HAL Trust		20,803,015		77,996,878
	5,838,866	TNT Express NV		60,453,524		53,908,470
				81,256,539		131,905,348
Norway 0.64%
	11,393,841	Orkla ASA		83,103,593		92,348,095
Singapore 2.12%
	25,512,113	Haw Par Corporation Limited (a)		76,875,317		152,596,200
	70,167,015	ComfortDelGro Corporation Limited		68,385,814		108,735,714
	16,373,450	Singapore Airport Terminal Services Limited		18,528,182		44,815,432
				163,789,313		306,147,346
South Africa 1.06%
	5,312,877	AngloGold Ashanti Limited, ADR		85,033,348		80,224,443
	12,311,178	Gold Fields Limited, ADR		110,560,691		56,631,419
	3,275,059	Harmony Gold Mining Company Limited, ADR		30,822,097		11,135,200
	819,436	Sibanye Gold Limited, ADR		4,656,927		4,605,230
				231,073,063		152,596,292
South Korea 2.10%
	2,079,636	KT&G Corporation		121,672,848		151,941,353
	35,325	Lotte Confectionery Company Limited		12,445,892		60,576,172
	186,884	Nong Shim Company Limited		43,886,371		45,278,518
	872,463	Fursys, Inc. (a)		10,110,165		25,744,136

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
51

Overseas Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 72.27% — (continued)
South Korea 2.10% — (continued)
	22,950	Namyang Dairy Products Company Limited	$	4,912,653	$	18,758,096
				193,027,929		302,298,275
Spain 0.73%
	1,688,700	Red Electrica Corporation SA		84,248,760		105,263,881
Sweden 0.99%
	3,013,030	Investor AB, Class 'A'		59,333,861		94,435,443
	1,515,198	Investor AB, Class 'B'		29,407,014		48,682,375
				88,740,875		143,117,818
Switzerland 3.25%
	2,810,500	Nestlé SA		92,700,397		202,885,050
	2,413,791	Pargesa Holding SA		129,478,661		192,204,111
	157,154	Rieter Holding AG		19,522,299		32,960,166
	172,385	Autoneum Holding AG		8,402,598		22,988,466
	137,452	Kuehne & Nagel International AG		1,733,811		17,375,593
				251,837,766		468,413,386
Taiwan 0.34%
	20,184,980	Taiwan Secom Company Limited		32,105,415		48,917,462
Thailand 1.29%
	14,068,859	Bangkok Bank PCL, NVDR		47,289,992		93,114,376
	210,130,685	Thai Beverage PCL		35,453,479		92,192,258
				82,743,471		185,306,634
Turkey 0.25%
	3,205,889	Yazicilar Holding AS		21,541,251		35,652,216
United Kingdom 2.89%
	31,592,414	WM Morrison Supermarkets PLC		139,403,240		142,645,188
	3,194,828	Berkeley Group Holdings PLC		38,894,900		119,868,482
	3,995,640	GlaxoSmithKline PLC		76,140,895		105,292,570
	2,055,388	Anglo American PLC		51,610,549		48,939,771
				306,049,584		416,746,011
Total International Common Stocks				7,798,971,369		10,414,378,293
U.S. Common Stock — 0.18%
Materials 0.18%
	958,483	Newmont Mining Corporation		26,165,171		26,128,246
Total Common Stocks				7,825,136,540		10,440,506,539

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
52

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Preferred Stocks — 0.69%
Germany 0.63%
	1,160,182	Hornbach Holding AG	$	39,421,559	$	91,363,704
South Korea 0.06%
	27,183	Namyang Dairy Products Company Limited		387,445		7,918,498
Total International Preferred Stocks				39,809,004		99,282,202
Right — 0.00%
	55,324	Pfleiderer Atlantik Raco RI Rights (b)(c)(e)		7,625		0
OUNCES
Commodity — 3.67%
	399,263	Gold bullion (b)		205,232,834		528,551,814
PRINCIPAL
Term Loans — 0.08%
Germany 0.08%
	72 EUR	Atlantik Commitment Fee Facility due 05/30/17 (b)(c)(e)		0		0
	609,009 EUR	Atlantik Duration Fee Facility due 05/30/17 (b)(c)(e)		0		0
	132,149 EUR	Atlantik Senior Debt due 05/30/17 (b)(c)		0		179,425
	1,880,723 EUR	Atlantik Senior Debt 79.5M 6.00% due 05/30/17 (c)(h)		2,553,647		2,553,550
	371,719 EUR	Atlantik Senior Debt Term Facility 1A 6.00% due 05/30/17 (c)(h)		504,720		504,701
	364,387 EUR	Atlantik Senior Debt Term Facility 2A 6.00% due 05/30/17 (c)(h)		494,765		494,746
	346,348 EUR	Atlantik Senior Debt Term Facility 3A 6.00% due 05/30/17 (c)(h)		470,272		470,254
	219,842 EUR	Atlantik Senior Debt Term Facility 4A 6.00% due 05/30/17 (c)(h)		298,502		298,490
	1,996,449 EUR	Atlantik Standstill Accrued Interest Facility due 05/30/17 (b)(c)(e)		0		0
	4,000,000 EUR	Atlantik Subordinated Debt 79.5M 15.00% due 05/30/17 (c)(h)		5,431,204		0

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
53

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Term Loans — 0.08% — (continued)
Germany 0.08% — (continued)
	790,586 EUR	Atlantik Subordinated Debt Term Facility 1A 15.00% due 05/30/17 (c)(h)	$	1,073,458	$	0
	774,993 EUR	Atlantik Subordinated Debt Term Facility 2A 15.00% due 05/30/17 (c)(h)		1,052,286		0
	739,302 EUR	Atlantik Subordinated Debt Term Facility 3A 15.00% due 05/30/17 (c)(h)		1,003,825		0
	469,266 EUR	Atlantik Subordinated Debt Term Facility 4A 15.00% due 05/30/17 (c)(h)		637,170		0
	4,119,277 EUR	Pfleiderer AG 79.5M 4.19% due 11/30/16 (c)(h)(i)		5,593,158		4,194,709
	264,297 EUR	Pfleiderer AG Debt due 11/30/16 (b)(c)		0		269,137
	814,161 EUR	Pfleiderer AG Term Facility 1A 4.19% due 11/30/16 (c)(h)(i)		1,105,469		829,070
	798,102 EUR	Pfleiderer AG Term Facility 2A 4.19% due 11/30/16 (c)(h)(i)		1,083,664		812,717
	761,348 EUR	Pfleiderer AG Term Facility 3A 4.19% due 11/30/16 (c)(h)(i)		1,033,759		775,290
	483,259 EUR	Pfleiderer AG Term Facility 4A 4.19% due 11/30/16 (c)(h)(i)		656,169		492,109
	230,294 EUR	Pfleiderer AG Term Loan B 4.13% due 05/12/18 (c)		329,942		306,428
Total Term Loans				23,322,010		12,180,626
International Bonds — 0.96%
International Convertible Bond — 0.13%
Mauritius 0.13%
	18,400,000 USD	Golden Agri-Resources Limited 2.50% due 10/04/17 (c)(j)(k)		16,933,194		17,779,000
International Corporate Bonds — 0.83%
Canada 0.08%
	21,221,754 USD	Catalyst Paper Corporation 11.00% due 10/30/17 (d)(h)		22,191,558		12,202,509
France 0.20%
	10,432,764 EUR	Emin Leydier SA FRN 7.32% due 07/31/16 (c)(d)(e)(h)(i)		14,857,059		14,165,078
	11,504,021 EUR	FINEL 9.50% due 06/30/17 (b)(c)(d)(e)(h)		14,365,842		11,714,683

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
54

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Corporate Bonds — 0.83% — (continued)
France 0.20% — (continued)
	1,950,000 EUR	Wendel SA 4.875% due 09/21/15	$	2,059,354	$	2,814,675
��				31,282,255		28,694,436
South Africa 0.55%
	73,500,000 USD	AngloGold Ashanti Holdings PLC 8.50% due 07/30/20		73,801,555		79,012,500
Total International Corporate Bonds				127,275,368		119,909,445
Total International Bonds				144,208,562		137,688,445
Commercial Paper — 22.00%
International Commercial Paper — 6.98%
Australia 0.64%
	11,414,000 USD	Telstra Corporation Limited 0.10% due 12/04/13		11,412,954		11,412,954
	4,773,000 USD	Telstra Corporation Limited 0.12% due 11/01/13		4,773,000		4,773,000
	11,219,000 USD	Telstra Corporation Limited 0.12% due 11/06/13		11,218,813		11,218,813
	11,257,000 USD	Telstra Corporation Limited 0.12% due 12/02/13		11,255,837		11,255,837
	6,310,000 USD	Telstra Corporation Limited 0.12% due 12/16/13		6,309,053		6,309,053
	14,947,000 USD	Telstra Corporation Limited 0.15% due 11/12/13		14,946,315		14,946,315
	14,947,000 USD	Telstra Corporation Limited 0.15% due 11/13/13		14,946,253		14,946,253
	4,444,000 USD	Telstra Corporation Limited 0.16% due 12/03/13		4,443,368		4,443,368
	13,118,000 USD	Telstra Corporation Limited 0.16% due 12/17/13		13,115,318		13,115,318
Canada 0.42%
	4,995,000 USD	Suncor Energy, Inc. 0.23% due 01/10/14		4,992,766		4,992,173
	7,406,000 USD	Suncor Energy, Inc. 0.24% due 12/16/13		7,403,778		7,403,778
	10,746,000 USD	Suncor Energy, Inc. 0.26% due 01/16/14		10,740,102		10,739,312
	19,966,000 USD	Suncor Energy, Inc. 0.27% due 12/11/13		19,960,010		19,960,010

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
55

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)			VALUE (NOTE 1)
International Commercial Paper — 6.98% — (continued)
Canada 0.42% — (continued)
	8,322,000 USD	Suncor Energy, Inc. 0.24% due 11/21/13	$	8,320,890		$	8,320,890
	8,692,000 USD	Suncor Energy, Inc. 0.26% due 01/06/14		8,687,857			8,687,390
France 1.47%
	17,565,000 USD	Air Liquide SA 0.12% due 12/13/13		17,562,541			17,562,541
	15,337,000 USD	Air Liquide SA 0.13% due 12/20/13		15,334,286			15,334,286
	4,039,000 USD	Air Liquide SA 0.15% due 11/27/13		4,038,562			4,038,562
	14,947,000 USD	EI du Pont de Nemours & Company 0.06% due 11/05/13		14,946,900			14,946,900
	10,712,000 USD	EI du Pont de Nemours & Company 0.06% due 12/02/13		10,711,447			10,711,447
	10,806,000 USD	EI du Pont de Nemours & Company 0.07% due 11/05/13		10,805,916			10,805,916
	14,947,000 USD	EI du Pont de Nemours & Company 0.07% due 11/07/13		14,946,826			14,946,826
	5,615,000 USD	EI du Pont de Nemours & Company 0.07% due 11/08/13		5,614,924			5,614,924
	4,661,000 USD	EI du Pont de Nemours & Company 0.07% due 11/21/13		4,660,819	��		4,660,819
	9,211,000 USD	EI du Pont de Nemours & Company 0.07% due 11/22/13		9,210,624			9,210,624
	11,414,000 USD	EI du Pont de Nemours & Company 0.07% due 12/06/13		11,413,223			11,413,223
	10,495,000 USD	EI du Pont de Nemours & Company 0.08% due 12/05/13		10,494,207			10,494,207
	5,785,000 USD	GDF Suez SA 0.21% due 11/06/13		5,784,831			5,784,831
	6,363,000 USD	GDF Suez SA 0.21% due 11/07/13		6,362,777			6,362,777
	11,690,000 USD	GDF Suez SA 0.21% due 01/06/14		11,685,500			11,685,975
	13,432,000 USD	GDF Suez SA 0.21% due 01/08/14		13,426,672			13,427,212
	18,281,000 USD	GDF Suez SA 0.22% due 11/13/13		18,279,659			18,279,659
	5,287,000 USD	GDF Suez SA 0.22% due 01/28/14		5,284,157			5,284,399
	12,619,000 USD	Électricité de France SA 0.13% due 12/20/13		12,616,767			12,616,767

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
56

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.98% — (continued)
France 1.47% — (continued)
	9,022,000 USD	Électricité de France SA 0.19% due 11/12/13	$	9,021,476	$	9,021,476
Germany 0.63%
	11,414,000 USD	BASF AG 0.07% due 12/16/13		11,413,001		11,413,001
	11,257,000 USD	BASF AG 0.07% due 12/17/13		11,255,993		11,255,993
	17,121,000 USD	Siemens Company 0.08% due 12/03/13		17,119,783		17,119,783
	13,511,000 USD	Siemens Company 0.08% due 12/09/13		13,509,859		13,509,859
	26,021,000 USD	Siemens Company 0.08% due 12/27/13		26,017,762		26,017,762
	1,132,000 USD	Siemens Company 0.09% due 12/19/13		1,131,864		1,131,864
	10,429,000 USD	Siemens Company 0.11% due 12/03/13		10,427,980		10,427,980
Italy 0.57%
	2,827,000 USD	Eni S.p.A. 0.33% due 12/11/13		2,825,963		2,825,963
	22,645,000 USD	Eni S.p.A. 0.37% due 11/08/13		22,643,415		22,643,415
	8,261,000 USD	Eni S.p.A. 0.37% due 11/15/13		8,259,844		8,259,844
	10,023,000 USD	Eni S.p.A. 0.39% due 12/19/13		10,017,922		10,017,922
	19,423,000 USD	Eni S.p.A. 0.39% due 12/20/13		19,412,954		19,412,954
	18,890,000 USD	Eni S.p.A. 0.39% due 01/03/14		18,877,437		18,881,503
Japan 0.17%
	5,516,000 USD	Hitachi Limited 0.36% due 11/20/13		5,514,981		5,514,981
	9,086,000 USD	Hitachi Limited 0.36% due 11/22/13		9,084,145		9,084,145
	5,661,000 USD	Mitsui & Company Limited 0.16% due 11/21/13		5,660,497		5,660,497
	3,946,000 USD	Mitsui & Company Limited 0.16% due 01/23/14		3,944,544		3,944,195

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
57

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.98% — (continued)
Switzerland 1.90%
	4,993,000 USD	Nestlé SA 0.03% due 12/02/13	$	4,992,871	$	4,992,871
	4,993,000 USD	Nestlé SA 0.03% due 12/06/13		4,992,854		4,992,854
	4,578,000 USD	Nestlé SA 0.03% due 12/09/13		4,577,855		4,577,855
	8,322,000 USD	Nestlé SA 0.03% due 12/19/13		8,321,667		8,321,667
	10,326,000 USD	Nestlé SA 0.04% due 12/18/13		10,325,461		10,325,461
	6,245,000 USD	Nestlé SA 0.04% due 01/27/14		6,244,396		6,243,946
	10,408,000 USD	Nestlé SA 0.04% due 02/03/14		10,406,913		10,405,940
	3,959,000 USD	Nestlé SA 0.05% due 11/20/13		3,958,896		3,958,896
	11,323,000 USD	Nestlé SA 0.05% due 12/19/13		11,322,245		11,322,245
	19,678,000 USD	Nestlé SA 0.05% due 01/22/14		19,675,759		19,675,050
	5,048,000 USD	Nestlé SA 0.05% due 01/23/14		5,047,418		5,047,223
	4,088,000 USD	Nestlé SA 0.06% due 11/05/13		4,087,973		4,087,973
	8,844,000 USD	Nestlé SA 0.06% due 11/06/13		8,843,926		8,843,926
	2,492,000 USD	Nestlé SA 0.06% due 11/15/13		2,491,942		2,491,942
	12,459,000 USD	Nestlé SA 0.07% due 11/19/13		12,458,564		12,458,564
	7,985,000 USD	Nestlé SA 0.08% due 11/25/13		7,984,574		7,984,574
	7,893,000 USD	Nestlé SA 0.08% due 01/07/14		7,891,898		7,892,180
	18,910,000 USD	Nestlé SA 0.08% due 01/07/14		18,907,360		18,908,035
	13,432,000 USD	Nestlé SA 0.08% due 01/16/14		13,429,731		13,430,247
	12,230,000 USD	Roche Holdings, Inc. 0.03% due 11/21/13		12,229,796		12,229,796
	7,926,000 USD	Roche Holdings, Inc. 0.04% due 11/19/13		7,925,842		7,925,842
	5,547,000 USD	Roche Holdings, Inc. 0.04% due 12/13/13		5,546,741		5,546,741

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
58

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.98% — (continued)
Switzerland 1.90% — (continued)
	5,424,000 USD	Roche Holdings, Inc. 0.05% due 11/14/13	$	5,423,902	$	5,423,902
	12,812,000 USD	Roche Holdings, Inc. 0.05% due 11/19/13		12,811,680		12,811,680
	8,645,000 USD	Roche Holdings, Inc. 0.05% due 11/20/13		8,644,772		8,644,772
	5,977,000 USD	Roche Holdings, Inc. 0.05% due 01/23/14		5,976,311		5,974,685
	6,172,000 USD	Roche Holdings, Inc. 0.06% due 12/20/13		6,171,496		6,171,496
	11,437,000 USD	Roche Holdings, Inc. 0.09% due 12/11/13		11,435,856		11,435,856
	7,343,000 USD	Roche Holdings, Inc. 0.09% due 12/20/13		7,342,101		7,342,101
	12,603,000 USD	Roche Holdings, Inc. 0.10% due 12/16/13		12,601,425		12,601,425
	11,744,000 USD	Roche Holdings, Inc. 0.11% due 01/15/14		11,741,309		11,740,008
United Kingdom 1.18%
	20,361,000 USD	AstraZeneca PLC 0.07% due 11/15/13		20,360,446		20,360,446
	24,829,000 USD	AstraZeneca PLC 0.07% due 12/05/13		24,827,359		24,827,359
	12,812,000 USD	AstraZeneca PLC 0.08% due 12/09/13		12,810,918		12,810,918
	13,858,000 USD	AstraZeneca PLC 0.08% due 12/17/13		13,856,583		13,856,583
	10,495,000 USD	AstraZeneca PLC 0.08% due 12/18/13		10,493,904		10,493,904
	11,955,000 USD	AstraZeneca PLC 0.08% due 01/24/14		11,952,769		11,950,286
	15,710,000 USD	AstraZeneca PLC 0.09% due 11/18/13		15,709,332		15,709,332
	12,170,000 USD	BP Capital Markets PLC 0.05% due 11/29/13		12,169,527		12,169,527
	10,848,000 USD	Centrica PLC 0.27% due 11/04/13		10,847,756		10,847,756
	1,325,000 USD	Centrica PLC 0.30% due 11/13/13		1,324,867		1,324,867
	8,678,000 USD	Centrica PLC 0.30% due 11/25/13		8,676,264		8,676,264

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
59

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 6.98% — (continued)
United Kingdom 1.18% — (continued)
	5,677,000 USD	Centrica PLC 0.31% due 11/20/13	$	5,676,071	$	5,676,071
	11,257,000 USD	GlaxoSmithKline PLC 0.10% due 12/02/13		11,256,031		11,256,031
	6,862,000 USD	GlaxoSmithKline PLC 0.12% due 12/09/13		6,861,131		6,861,131
	3,157,000 USD	GlaxoSmithKline PLC 0.12% due 01/10/14		3,156,263		3,155,836
Total International Commercial Paper				1,005,639,127		1,005,635,560
U.S. Commercial Paper — 15.02%
$	8,184,000	3M Company 0.04% due 12/06/13		8,183,682		8,183,682
	14,838,000	3M Company 0.04% due 12/09/13		14,837,373		14,837,373
	16,885,000	3M Company 0.04% due 12/18/13		16,884,118		16,884,118
	12,359,000	3M Company 0.05% due 12/09/13		12,358,348		12,358,348
	7,906,000	3M Company 0.06% due 11/27/13		7,905,657		7,905,657
	3,900,000	Abbott Laboratories 0.06% due 11/22/13		3,899,863		3,899,863
	1,808,000	Abbott Laboratories 0.06% due 12/19/13		1,807,855		1,807,855
	10,441,000	Abbott Laboratories 0.07% due 12/19/13		10,440,025		10,440,025
	16,580,000	Abbott Laboratories 0.08% due 12/17/13		16,578,305		16,578,305
	10,850,000	Abbott Laboratories 0.09% due 11/01/13		10,850,000		10,850,000
	13,424,000	Abbott Laboratories 0.09% due 11/04/13		13,423,899		13,423,899
	12,547,000	Abbott Laboratories 0.09% due 11/05/13		12,546,875		12,546,875
	7,095,000	Abbott Laboratories 0.09% due 11/12/13		7,094,805		7,094,805
	11,744,000	Abbott Laboratories 0.17% due 12/16/13		11,741,504		11,741,504
	11,690,000	Abbott Laboratories 0.17% due 01/03/14		11,686,522		11,688,899

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
60

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	11,955,000	Air Products 0.11% due 01/21/14	$	11,952,041	$	11,949,690
	6,049,000	Air Products 0.11% due 01/22/14		6,047,484		6,046,280
	6,028,000	Baker Hughes, Inc. 0.11% due 11/04/13		6,027,945		6,027,945
	13,560,000	BHP Billiton Finance USA Limited 0.09% due 11/13/13		13,559,593		13,559,593
	5,609,000	BHP Billiton Finance USA Limited 0.10% due 11/06/13		5,608,922		5,608,922
	22,421,000	BHP Billiton Finance USA Limited 0.10% due 11/15/13		22,420,128		22,420,128
	14,370,000	BHP Billiton Finance USA Limited 0.12% due 11/01/13		14,370,000		14,370,000
	11,999,000	BHP Billiton Finance USA Limited 0.12% due 11/12/13		11,998,560		11,998,560
	19,085,000	BHP Billiton Finance USA Limited 0.12% due 11/14/13		19,084,173		19,084,173
	12,459,000	BHP Billiton Finance USA Limited 0.12% due 11/18/13		12,458,294		12,458,294
	6,065,000	BHP Billiton Finance USA Limited 0.12% due 12/18/13		6,064,050		6,064,050
	13,424,000	BHP Billiton Finance USA Limited 0.13% due 11/05/13		13,423,806		13,423,806
	16,645,000	Caterpillar Financial Services Company 0.07% due 11/22/13		16,644,320		16,644,320
	6,887,000	Caterpillar Financial Services Company 0.08% due 11/04/13		6,886,954		6,886,954
	12,479,000	Caterpillar Financial Services Company 0.08% due 11/15/13		12,478,612		12,478,612
	12,948,000	Caterpillar Financial Services Company 0.11% due 11/12/13		12,947,565		12,947,565
	15,271,000	Celgene Corporation 0.28% due 11/04/13		15,270,644		15,270,644
	12,603,000	Celgene Corporation 0.38% due 01/09/14		12,594,062		12,595,966
	9,352,000	Celgene Corporation 0.38% due 01/13/14		9,344,984		9,346,444
	5,708,000	Chevron Corporation 0.03% due 12/17/13		5,707,781		5,707,781
	3,157,000	Chevron Corporation 0.04% due 12/09/13		3,156,867		3,156,867

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
61

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	1,903,000	Chevron Corporation 0.04% due 12/11/13	$	1,902,915	$	1,902,915
	9,211,000	Chevron Corporation 0.05% due 11/01/13		9,211,000		9,211,000
	11,444,000	Chevron Corporation 0.05% due 11/04/13		11,443,952		11,443,952
	6,559,000	Chevron Corporation 0.05% due 11/05/13		6,558,964		6,558,964
	12,603,000	Chevron Corporation 0.13% due 12/02/13		12,601,589		12,601,589
	16,594,000	Chevron Corporation 0.17% due 01/07/14		16,588,750		16,589,141
	17,615,000	Chevron Corporation 0.17% due 01/08/14		17,609,344		17,609,733
	12,479,000	Church & Dwight Company, Inc. 0.32% due 11/18/13		12,477,114		12,477,114
	6,559,000	Coca-Cola Company 0.07% due 01/08/14		6,558,133		6,557,919
	13,275,000	Coca-Cola Company 0.07% due 01/10/14		13,273,193		13,272,722
	21,214,000	Coca-Cola Company 0.08% due 12/04/13		21,212,444		21,212,444
	6,172,000	Coca-Cola Company 0.08% due 01/10/14		6,171,040		6,170,941
	7,571,000	Coca-Cola Company 0.09% due 01/30/14		7,569,297		7,569,067
	10,712,000	Coca-Cola Company 0.10% due 01/15/14		10,709,768		10,709,942
	12,367,000	Coca-Cola Company 0.10% due 02/10/14		12,363,530		12,363,076
	5,977,000	Coca-Cola Company 0.10% due 02/18/14		5,975,190		5,974,808
	10,408,000	Coca-Cola Company 0.10% due 02/19/14		10,404,820		10,404,117
	12,006,000	Coca-Cola Company 0.11% due 01/16/14		12,003,212		12,003,664
	11,690,000	Coca-Cola Company 0.16% due 01/14/14		11,686,155		11,687,808
	11,387,000	Coca-Cola Company 0.16% due 01/17/14		11,383,103		11,384,731
	4,836,000	ConocoPhillips 0.09% due 11/18/13		4,835,794		4,835,794

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
62

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	9,245,000	ConocoPhillips 0.12% due 12/09/13	$	9,243,829	$	9,243,829
	15,030,000	ConocoPhillips 0.15% due 01/17/14		15,025,178		15,027,005
	8,378,000	ConocoPhillips 0.19% due 01/09/14		8,374,949		8,376,582
	5,673,000	Corning, Inc. 0.20% due 12/02/13		5,672,023		5,672,023
	5,520,000	Corning, Inc. 0.20% due 12/06/13		5,518,927		5,518,927
	3,631,000	Corning, Inc. 0.20% due 12/11/13		3,630,193		3,630,193
	4,462,000	Corning, Inc. 0.21% due 12/11/13		4,460,959		4,460,959
	11,961,000	Corning, Inc. 0.21% due 12/13/13		11,958,070		11,958,070
	9,613,000	Deere & Company 0.06% due 11/05/13		9,612,936		9,612,936
	12,006,000	Deere & Company 0.09% due 12/13/13		12,004,739		12,004,739
	11,257,000	Devon Energy Corporation 0.16% due 12/04/13		11,255,349		11,255,349
	11,444,000	Devon Energy Corporation 0.17% due 11/08/13		11,443,622		11,443,622
	11,437,000	Devon Energy Corporation 0.19% due 12/12/13		11,434,525		11,434,525
	1,903,000	Devon Energy Corporation 0.22% due 01/29/14		1,901,965		1,901,573
	12,238,000	Devon Energy Corporation 0.25% due 12/11/13		12,234,601		12,234,601
	6,243,000	Diageo Capital PLC 0.24% due 12/12/13		6,241,294		6,241,294
	7,988,000	Dominion Resources, Inc. 0.28% due 12/06/13		7,985,825		7,985,825
	3,302,000	Emerson Electric Company 0.06% due 11/26/13		3,301,862		3,301,862
	7,687,000	Emerson Electric Company 0.06% due 12/11/13		7,686,488		7,686,488
	5,783,000	Emerson Electric Company 0.07% due 11/04/13		5,782,966		5,782,966
	4,788,000	Emerson Electric Company 0.08% due 01/13/14		4,787,223		4,787,124

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
63

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	11,094,000	Emerson Electric Company 0.11% due 12/30/13	$	11,092,000	$	11,092,000
	7,865,000	Exxon Mobil Corporation 0.04% due 11/07/13		7,864,948		7,864,948
	14,947,000	Exxon Mobil Corporation 0.05% due 11/12/13		14,946,772		14,946,772
	4,218,000	Exxon Mobil Corporation 0.05% due 12/05/13		4,217,801		4,217,801
	16,641,000	Exxon Mobil Corporation 0.06% due 12/12/13		16,639,863		16,639,863
	14,270,000	Exxon Mobil Corporation 0.06% due 01/13/14		14,268,264		14,265,337
	13,511,000	Exxon Mobil Corporation 0.08% due 12/10/13		13,509,829		13,509,829
	26,237,000	Exxon Mobil Corporation 0.08% due 01/06/14		26,233,152		26,229,431
	12,603,000	Exxon Mobil Corporation 0.16% due 12/17/13		12,600,423		12,600,423
	11,437,000	General Dynamics Corporation 0.12% due 12/13/13		11,435,399		11,435,399
	11,690,000	General Dynamics Corporation 0.15% due 12/12/13		11,688,003		11,688,003
	5,845,000	General Dynamics Corporation 0.15% due 12/13/13		5,843,977		5,843,977
	17,846,000	General Dynamics Corporation 0.15% due 12/19/13		17,842,431		17,842,431
	9,442,000	General Dynamics Corporation 0.18% due 12/12/13		9,440,064		9,440,064
	11,101,000	General Mills, Inc 0.14% due 11/07/13		11,100,741		11,100,741
	5,163,000	General Mills, Inc 0.15% due 11/06/13		5,162,892		5,162,892
	3,781,000	General Mills, Inc 0.21% due 12/04/13		3,780,272		3,780,272
	11,437,000	General Mills, Inc 0.24% due 12/09/13		11,434,103		11,434,103
	13,560,000	Google, Inc. 0.05% due 11/14/13		13,559,755		13,559,755
	27,715,000	Google, Inc. 0.06% due 12/10/13		27,713,199		27,713,199
	14,183,000	Google, Inc. 0.06% due 01/28/14		14,180,920		14,180,580

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
64

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	11,562,000	Google, Inc. 0.07% due 11/07/13	$	11,561,865	$	11,561,865
	22,956,000	Google, Inc. 0.07% due 12/03/13		22,954,572		22,954,572
	7,203,000	Honeywell International, Inc. 0.08% due 01/28/14		7,201,592		7,200,703
	22,188,000	International Business Machines Corporation 0.07% due 12/06/13		22,186,490		22,186,490
	9,605,000	International Business Machines Corporation 0.08% due 12/05/13		9,604,274		9,604,274
	12,270,000	International Business Machines Corporation 0.10% due 01/03/14		12,267,853		12,268,189
	18,356,000	International Business Machines Corporation 0.14% due 01/06/14		18,351,289		18,353,096
	10,027,000	Johnson & Johnson 0.03% due 11/06/13		10,026,958		10,026,958
	36,276,000	Johnson & Johnson 0.03% due 11/08/13		36,275,788		36,275,788
	13,858,000	Johnson & Johnson 0.03% due 11/21/13		13,857,769		13,857,769
	13,035,000	Johnson & Johnson 0.03% due 12/05/13		13,034,631		13,034,631
	9,387,000	Johnson & Johnson 0.04% due 11/01/13		9,387,000		9,387,000
	21,214,000	Johnson & Johnson 0.04% due 11/14/13		21,213,694		21,213,694
	10,806,000	Johnson & Johnson 0.04% due 11/18/13		10,805,796		10,805,796
	10,806,000	Johnson & Johnson 0.04% due 11/19/13		10,805,784		10,805,784
	17,615,000	Johnson & Johnson 0.14% due 01/09/14		17,610,273		17,613,048
	3,966,000	Medtronic, Inc. 0.05% due 12/17/13		3,965,747		3,965,747
	6,231,000	Medtronic, Inc. 0.06% due 11/19/13		6,230,813		6,230,813
	16,067,000	Medtronic, Inc. 0.06% due 01/07/14		16,065,206		16,063,207
	18,929,000	Medtronic, Inc. 0.07% due 01/14/14		18,926,276		18,923,874

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
65

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	13,858,000	Merck & Company, Inc. 0.04% due 11/01/13	$	13,858,000	$	13,858,000
	13,511,000	Merck & Company, Inc. 0.06% due 12/03/13		13,510,279		13,510,279
	12,230,000	Merck & Company, Inc. 0.06% due 12/05/13		12,229,307		12,229,307
	8,322,000	Merck & Company, Inc. 0.06% due 12/06/13		8,321,515		8,321,515
	17,217,000	Microsoft Corporation 0.06% due 11/13/13		17,216,656		17,216,656
	17,217,000	Microsoft Corporation 0.07% due 11/20/13		17,216,364		17,216,364
	10,712,000	Omnicom Group, Inc. 0.29% due 11/21/13		10,710,274		10,710,274
	12,238,000	Omnicom Group, Inc. 0.38% due 12/12/13		12,232,843		12,232,843
	11,744,000	Omnicom Group, Inc. 0.39% due 12/13/13		11,738,793		11,738,793
	7,765,000	Parker-Hannifin Corporation 0.06% due 11/01/13		7,765,000		7,765,000
	15,900,000	Parker-Hannifin Corporation 0.06% due 12/12/13		15,898,913		15,898,913
	8,222,000	Parker-Hannifin Corporation 0.07% due 11/05/13		8,221,936		8,221,936
	5,722,000	PepsiCo, Inc. 0.04% due 11/12/13		5,721,930		5,721,930
	9,211,000	PepsiCo, Inc. 0.04% due 11/19/13		9,210,816		9,210,816
	9,211,000	PepsiCo, Inc. 0.04% due 11/20/13		9,210,806		9,210,806
	8,968,000	PepsiCo, Inc. 0.05% due 11/06/13		8,967,938		8,967,938
	12,479,000	PepsiCo, Inc. 0.05% due 11/07/13		12,478,896		12,478,896
	16,221,000	PepsiCo, Inc. 0.06% due 11/01/13		16,221,000		16,221,000
	8,411,000	PepsiCo, Inc. 0.06% due 11/04/13		8,410,958		8,410,958
	13,858,000	Pfizer, Inc. 0.03% due 11/21/13		13,857,769		13,857,769
	14,463,000	Philip Morris International, Inc. 0.06% due 11/04/13		14,462,928		14,462,928

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
66

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	2,257,000	Philip Morris International, Inc. 0.06% due 12/03/13	$	2,256,880	$	2,256,880
	2,379,000	Philip Morris International, Inc. 0.06% due 12/20/13		2,378,806		2,378,806
	10,514,000	Philip Morris International, Inc. 0.07% due 11/06/13		10,513,898		10,513,898
	13,516,000	Philip Morris International, Inc. 0.07% due 11/07/13		13,515,842		13,515,842
	14,125,000	Philip Morris International, Inc. 0.07% due 11/15/13		14,124,615		14,124,615
	11,955,000	Philip Morris International, Inc. 0.08% due 12/19/13		11,953,725		11,953,725
	13,029,000	Philip Morris International, Inc. 0.09% due 12/10/13		13,027,730		13,027,730
	11,955,000	Philip Morris International, Inc. 0.09% due 12/24/13		11,953,416		11,953,416
	12,619,000	Philip Morris International, Inc. 0.10% due 12/26/13		12,617,072		12,617,072
	18,515,000	Philip Morris International, Inc. 0.12% due 12/23/13		18,511,791		18,511,791
	12,603,000	Philip Morris International, Inc. 0.15% due 12/18/13		12,600,532		12,600,532
	11,690,000	Philip Morris International, Inc. 0.18% due 12/27/13		11,686,727		11,686,727
	10,784,000	Praxair, Inc. 0.05% due 12/03/13		10,783,521		10,783,521
	13,511,000	Praxair, Inc. 0.07% due 12/18/13		13,509,765		13,509,765
	11,094,000	Praxair, Inc. 0.09% due 12/12/13		11,092,863		11,092,863
	3,946,000	Precision Castparts Corporation 0.09% due 12/12/13		3,945,596		3,945,596
	8,562,000	Precision Castparts Corporation 0.10% due 12/18/13		8,560,882		8,560,882
	8,561,000	Proctor & Gamble Company 0.06% due 12/20/13		8,560,301		8,560,301
	8,875,000	Proctor & Gamble Company 0.08% due 12/19/13		8,874,053		8,874,053
	10,027,000	Schlumberger Investments SA 0.13% due 11/14/13		10,026,529		10,026,529
	10,027,000	Schlumberger Investments SA 0.13% due 11/18/13		10,026,384		10,026,384

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
67

Overseas Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	10,136,000	Schlumberger Investments SA 0.14% due 11/12/13	$	10,135,566	$	10,135,566
	11,744,000	Schlumberger Investments SA 0.14% due 12/10/13		11,742,219		11,742,219
	6,912,000	Stanley Black & Decker, Inc. 0.27% due 11/26/13		6,910,704		6,910,704
	12,230,000	Toyota Motor Credit Corporation 0.05% due 11/06/13		12,229,915		12,229,915
	11,219,000	Toyota Motor Credit Corporation 0.06% due 11/05/13		11,218,925		11,218,925
	13,432,000	Toyota Motor Credit Corporation 0.06% due 12/04/13		13,431,261		13,431,261
	10,027,000	Toyota Motor Credit Corporation 0.07% due 11/19/13		10,026,649		10,026,649
	10,326,000	Toyota Motor Credit Corporation 0.07% due 11/20/13		10,325,618		10,325,618
	11,323,000	Toyota Motor Credit Corporation 0.07% due 11/22/13		11,322,538		11,322,538
	11,444,000	Toyota Motor Credit Corporation 0.07% due 12/02/13		11,443,310		11,443,310
	11,955,000	Toyota Motor Credit Corporation 0.09% due 01/21/14		11,952,579		11,951,215
	12,006,000	United Healthcare Company 0.21% due 12/11/13		12,003,199		12,003,199
	12,238,000	United Healthcare Company 0.25% due 12/11/13		12,234,601		12,234,601
	12,603,000	United Healthcare Company 0.26% due 12/13/13		12,599,177		12,599,177
	11,690,000	United Healthcare Company 0.29% due 12/18/13		11,685,574		11,685,574
	11,444,000	United Parcel Service, Inc. 0.01% due 12/04/13		11,443,895		11,443,895
	11,323,000	United Parcel Service, Inc. 0.03% due 11/07/13		11,322,943		11,322,943
	4,793,000	United Parcel Service, Inc. 0.03% due 12/06/13		4,792,860		4,792,860
	8,261,000	Verizon Communications, Inc. 0.24% due 11/18/13		8,260,064		8,260,064
	5,163,000	Verizon Communications, Inc. 0.24% due 11/21/13		5,162,312		5,162,312
	27,015,000	Wal-Mart Stores, Inc. 0.06% due 11/13/13		27,014,460		27,014,460

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
68

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 15.02% — (continued)
$	9,584,000	Wal-Mart Stores, Inc. 0.06% due 11/14/13	$	9,583,792	$	9,583,792
	12,006,000	Wal-Mart Stores, Inc. 0.08% due 12/02/13		12,005,173		12,005,173
	12,238,000	Wal-Mart Stores, Inc. 0.13% due 12/10/13		12,236,276		12,236,276
	11,690,000	Wal-Mart Stores, Inc. 0.17% due 12/16/13		11,687,516		11,687,516
	26,479,000	Walt Disney Company 0.05% due 12/16/13		26,477,345		26,477,345
	13,511,000	Walt Disney Company 0.06% due 12/04/13		13,510,257		13,510,257
	11,437,000	Walt Disney Company 0.06% due 12/10/13		11,436,257		11,436,257
	5,528,000	WellPoint, Inc. 0.30% due 11/01/13		5,528,000		5,528,000
	9,542,000	WellPoint, Inc. 0.30% due 11/15/13		9,540,887		9,540,887
Total U.S. Commercial Paper				2,164,518,645		2,164,517,210
Total Commercial Paper				3,170,157,772		3,170,152,770
Total Investments — 99.85%			$	11,407,874,347		14,388,362,396
Other Assets in Excess of Liabilities — 0.15%						21,820,948
Net Assets — 100.00%					$	14,410,183,344

  (a)  An affiliate of the Fund as defined by the Investment Company Act of 1940. An affiliate is defined as a company in which the Fund directly or indirectly owns, controls, or holds power to vote 5% or more of the outstanding voting securities.

  (b)  Non-income producing security/commodity.

  (c)  Security is deemed illiquid. At October 31, 2013, the value of these securities amounted to $92,425,670 or 0.64% of net assets.

  (d)  Represents securities that are subject to legal or contractual restrictions on resale. At October 31, 2013, the value of these securities amounted to $65,423,612 or 0.45% of net assets.

  (e)  Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing $60,061,690 or 0.42% of net assets.

  (f)  Represents non-voting class of shares.

  (g)  Held through Financiere Bleue, LLC, wholly owned subsidiary and disregarded entity for U.S. tax purposes.

  (h)  Payment-in-kind security.

  (i)  Floating rate security. Rate shown is the rate in effect at October 31, 2013.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
69

Overseas Fund

  (j)  Represents a security registered under Regulation S. Bonds sold under Regulation S may not be offered, sold or delivered within the U.S., or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

  (k)  This security is convertible until September 27, 2017.

At October 31, 2013, aggregate cost for federal income tax purposes was $11,907,106,310. Net unrealized appreciation consisted of:

Gross unrealized appreciation	$	3,039,477,727
Gross unrealized depreciation		(558,221,641	)
Net unrealized appreciation	$	2,481,256,086

Abbreviations used in this schedule include:

ADR  — American Depositary Receipt

FRN  — Floating Rate Note

NVDR  — Non-Voting Depository Receipt

PCL  — Public Company Limited

PLC  — Public Limited Company

RSP  — Represents Non-Voting Shares

Currencies

EUR  — Euro

USD  — United States Dollar

RESTRICTED SECURITIES	ACQUISITION DATE	COST		CARRYING VALUE PER SHARE/PRINCIPAL
Catalyst Paper Corporation	09/17/12	$	27,586,952	$	1.00
Catalyst Paper Corporation 11.00% due 10/30/17	09/17/12		22,191,558		0.58
Emin Leydier SA FRN 7.32% due 07/31/16	07/30/09		14,857,059		1.36
FINEL 9.50% due 06/30/17	06/22/05		14,365,842		1.02
FINEL	07/14/99		9,166,547		0.49
Legris Industries SA	04/30/04		23,119,325		22.77

Foreign Currency Exchange Contracts — Sales
SETTLEMENT DATES THROUGH	FOREIGN CURRENCY TO BE DELIVERED			U.S. $ TO BE RECEIVED		U.S. $ VALUE AT OCTOBER 31, 2013		UNREALIZED APPRECIATION AT OCTOBER 31, 2013		UNREALIZED DEPRECIATION AT OCTOBER 31, 2013
12/18/13		71,354,000	Euro	$	95,202,647	$	96,888,172	$	—	$	(1,685,525	)
01/15/14		131,207,000	Euro		168,624,612		178,164,806		—		(9,540,194	)
02/19/14		250,060,000	Euro		329,974,486		339,557,709		—		(9,583,223	)
03/19/14		188,919,000	Euro		254,096,266		256,562,193		—		(2,465,927	)
04/16/14		111,698,000	Euro		151,364,770		151,700,250		—		(335,480	)
12/18/13		15,412,471,000	Japanese Yen		162,580,121		156,784,052		5,796,069		—
01/15/14		26,911,314,000	Japanese Yen		269,519,315		273,818,297		—		(4,298,982	)
02/19/14		45,932,004,000	Japanese Yen		465,638,726		467,313,789		—		(1,675,063	)
03/19/14		30,671,200,000	Japanese Yen		309,513,094		312,204,836		—		(2,691,742	)
04/16/14		15,226,562,000	Japanese Yen		155,343,092		155,023,512		319,580		—
				$	2,361,857,129	$	2,388,017,616	$	6,115,649	$	(32,276,136	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
70

Consolidated Schedule of Investments | Year Ended October 31, 2013

Affiliated Securities
AFFILIATED SECURITIES	SHARES OCTOBER 31, 2012		GROSS ADDITIONS		GROSS REDUCTIONS		SHARES OCTOBER 31, 2013		MARKET VALUE OCTOBER 31, 2013		REALIZED GAIN/(LOSS)			DIVIDEND INCOME
As One Corporation		1,286,140		13,500		—		1,299,640	$	28,654,729	$	—		$	681,563
Catalyst Paper Corporation		1,217,500		49,335		—		1,266,835		1,263,615		—			—
Chofu Seisakusho Company Limited		2,023,800		—		—		2,023,800		46,823,401		—			617,532
FINEL		11,593,581		—		—		11,593,581		5,666,823		—			—
Fursys, Inc.		872,463		—		—		872,463		25,744,136		—			444,298
Haw Par Corporation Limited		23,192,830		2,319,283		—		25,512,113		152,596,200		—			3,770,446
Japan Wool Textile Company Limited		6,577,300		—		169,400		6,407,900		50,374,318		(62,074	)		1,216,271
Jumbo SA		10,722,438		—		1,635,822		9,086,616		122,139,729		7,614,243			—
Laurent- Perrier		558,938		—		—		558,938		52,219,749		—			620,453
Legris Industries SA#		896,416		—		—		896,416		20,410,904		—			—
Maezawa Kasei Industries Company Limited		2,068,330		—		—		2,068,330		21,981,133		—			497,020
Matsumoto Yushi-Seiyaku Company Limited*		974,746		—		974,746		—		—		(3,511,090	)		—
Nagaileben Company Limited*		2,013,324		—		133,100		1,880,224		30,996,065		665,493			803,631
Nitto Kohki Company Limited		2,657,590		—		403,390		2,254,200		42,571,437		(783,211	)		791,234
Robertet SA		235,837		—		—		235,837		57,637,353		—			782,191
Shingakukai Company Limited*		1,305,700		—		1,305,700		—		—		(4,444,737	)		28,911
T. Hasegawa Company Limited		3,206,911		—		—		3,206,911		45,267,899		—			767,044
Wienerberger AG		5,915,786		—		—		5,915,786		102,891,896		—			778,792

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
71

Overseas Fund

Affiliated Securities — (continued)
AFFILIATED SECURITIES	SHARES OCTOBER 31, 2012		GROSS ADDITIONS		GROSS REDUCTIONS		SHARES OCTOBER 31, 2013		MARKET VALUE OCTOBER 31, 2013		REALIZED GAIN/(LOSS)			DIVIDEND INCOME
Yomeishu Seizo Company Limited		2,535,900		—		—		2,535,900	$	20,967,016	$	—		$	448,934
Total									$	828,206,403	$	(521,376	)	$	12,248,320

  #  Formerly known as Fregate.

  *  Represents an unaffiliated issuer as of October 31, 2013, as such, amounts represented above will not agree to balances in the Statements of Assets and Liabilities and Statements of Operations.

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS	PERCENT OF NET ASSETS
International Common Stocks
Consumer Discretionary		9.31	%
Consumer Staples		8.15
Energy		5.81
Financials		10.28
Health Care		5.58
Industrials		14.02
Information Technology		5.46
Materials		11.40
Telecommunication Services		1.53
Utilities		0.73
Total International Common Stocks		72.27
U.S. Common Stock
Materials		0.18
Total U.S. Common Stock		0.18
International Preferred Stocks
Consumer Discretionary		0.63
Consumer Staples		0.06
Total International Preferred Stocks		0.69
Right		0.00

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
72

Consolidated Schedule of Investments | Year Ended October 31, 2013

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)	PERCENT OF NET ASSETS
Commodity		3.67%
Term Loans		0.08
International Convertible Bond
Consumer Staples		0.13
Total International Convertible Bond		0.13
International Corporate Bonds
Financials		0.10
Materials		0.73
Total International Corporate Bonds		0.83
Commercial Paper
International Commercial Paper		6.98
U.S. Commercial Paper		15.02
Total Commercial Paper		22.00
Total Investments		99.85	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
73

Fund Overview | Data as of October 31, 2013 (unaudited)

INVESTMENT OBJECTIVE

The First Eagle U.S. Value Fund seeks long-term growth of capital by investing, under normal market conditions, at least 80% of its assets in domestic equity and debt securities. Management utilizes a highly disciplined, bottom-up, value-oriented approach in achieving its investment objective.

Average Annual Returns
	ONE-YEAR			FIVE-YEARS			TEN-YEARS
First Eagle U.S. Value Fund (A Shares)
without sales charge		14.32	%		12.52	%		8.68	%
with sales charge		8.62			11.38			8.13
Standard & Poor's 500 Index		27.18			15.17			7.46
Consumer Price Index		0.96			1.52			2.36

Asset Allocation*

Sector/Industry**
Financials	17.60	%
Information Technology	17.12
Industrials	10.97
Energy	10.22
Materials	8.30
Consumer Discretionary	5.69
Consumer Staples	5.11
Commodity	4.01
Health Care	2.94
Utilities	2.12
Warrant	0.46

*  Asset Allocation and Sector/Industry percentages are based on total investments in the portfolio.

**  Sector/Industry allocations exclude short term investments and options positions.

  The Fund's portfolio composition is subject to change at any time.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
74

U.S. Value Fund

Growth of a $10,000 Initial Investment

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses.

The average annual returns for Class A Shares with a sales charge gives effect to the deduction of the maximum sales charge of 5.00%.

The Standard & Poor's 500 Index is a widely recognized unmanaged index including a representative sample of 500 leading companies in leading sectors of the U.S. economy and is not available for purchase. Although the Standard & Poor's 500 Index focuses on the large-cap segment of the market, with approximately 80% coverage of U.S. equities, it is also considered a proxy for the total market. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

Top 10 Holdings*
Gold Bullion (precious metal)	3.95	%
Comcast Corporation, Class 'A' (U.S. cable/satellite television company)	3.23
Oracle Corporation (U.S. software developer)	3.18
Microsoft Corporation (U.S. software developer)	3.17
Intel Corporation (U.S. computer components and related products manufacturer)	2.73
Bank of New York Mellon Corporation (U.S. financial services company)	2.50
Sysco Corporation (U.S. food services distributor)	2.40
3M Company (U.S. industrial conglomerate)	2.33
Cisco Systems, Inc. (U.S. computer communications company)	2.30
Canadian Natural Resources Limited (Canadian energy company)	2.02
Total	27.81	%

*  Holdings in cash, commercial paper and other short term cash equivalents have been excluded. Percentages are based on total net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
75

First Eagle U.S. Value Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Common Stocks — 76.48%
U.S. Common Stocks — 66.81%
Consumer Discretionary 5.58%
	2,295,446	Comcast Corporation, Class 'A'	$	40,864,492	$	106,279,150
	909,880	Omnicom Group, Inc.		31,340,082		61,971,927
	534,857	H&R Block, Inc.		9,037,500		15,211,333
	587	St. John Knits International, Inc. (a)(b)		18,197		3,052
				81,260,271		183,465,462
Consumer Staples 4.88%
	2,440,500	Sysco Corporation		69,941,483		78,925,770
	588,675	Lorillard, Inc.		21,792,534		30,028,312
	433,040	Colgate-Palmolive Company		16,822,777		28,030,679
	249,551	Wal-Mart Stores, Inc.		11,904,853		19,153,039
	155,935	Limoneira Company		3,010,370		4,107,328
				123,472,017		160,245,128
Energy 6.33%
	893,308	ConocoPhillips		39,619,739		65,479,476
	832,438	Devon Energy Corporation		47,315,049		52,626,730
	399,498	National Oilwell Varco, Inc.		31,119,046		32,431,248
	179,345	SEACOR Holdings, Inc.		11,418,803		17,539,941
	1,033,843	San Juan Basin Royalty Trust		20,806,015		16,272,689
	182,753	Apache Corporation		12,681,438		16,228,466
	94,454	Helmerich & Payne, Inc.		1,871,008		7,324,908
				164,831,098		207,903,458
Financials 16.39%
	2,580,104	Bank of New York Mellon Corporation		62,713,114		82,047,307
	362	Berkshire Hathaway, Inc., Class 'A' (a)		35,598,996		62,624,118
	642,673	American Express Company		18,659,034		52,570,651
	1,008,598	Cincinnati Financial Corporation		26,352,483		50,429,900
	1,439,186	BB&T Corporation		36,539,140		48,889,148
	117,066	Alleghany Corporation (a)		34,293,699		47,460,898
	1,121,943	U.S. Bancorp		27,836,902		41,915,790
	1,318,769	Weyerhaeuser Company, REIT		20,643,563		40,090,578
	753,107	Plum Creek Timber Company, Inc., REIT		26,873,535		34,191,058
	649,135	WR Berkley Corporation		17,997,475		28,503,518
	27,559	Mastercard, Inc., Class 'A'		6,628,609		19,762,559
	92,372	Visa, Inc., Class 'A'		6,668,883		18,166,801
	230,829	Rayonier, Inc., REIT		4,626,535		10,853,580

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
76

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Common Stocks — 66.81% — (continued)
Financials 16.39% — (continued)
	40,290	First American Financial Corporation	$	935,052	$	1,041,899
				326,367,020		538,547,805
Health Care 1.86%
	541,300	WellPoint, Inc.		27,975,633		45,902,240
	163,770	Johnson & Johnson		9,762,820		15,166,740
				37,738,453		61,068,980
Industrials 9.58%
	608,740	3M Company		44,985,878		76,609,929
	1,219,970	Cintas Corporation		36,915,327		65,597,787
	563,285	Northrop Grumman Corporation		33,331,577		60,558,770
	488,883	Alliant Techsystems, Inc.		26,276,808		53,224,692
	349,657	Lockheed Martin Corporation		24,919,758		46,623,265
	68,540	Unifirst Corporation		1,570,554		7,047,283
	296,158	Insteel Industries, Inc.		3,058,274		4,913,261
				171,058,176		314,574,987
Information Technology 16.84%
	3,114,862	Oracle Corporation		92,244,166		104,347,877
	2,948,700	Microsoft Corporation		76,602,315		104,236,545
	3,672,819	Intel Corporation		73,293,173		89,726,968
	3,361,617	Cisco Systems, Inc.		55,434,129		75,636,383
	1,212,178	Linear Technology Corporation		32,474,870		49,869,003
	1,840,310	Rofin-Sinar Technologies, Inc. (a)(c)		42,514,480		48,308,138
	33,256	Google, Inc., Class 'A' (a)		17,633,821		34,272,968
	308,971	Automatic Data Processing, Inc.		11,331,905		23,163,556
	475,000	Lender Processing Services, Inc.		14,148,620		16,397,000
	175,129	NetApp, Inc. (d)		5,547,921		6,796,756
	16,709	Comtech Telecommunications Corporation		502,513		501,604
				421,727,913		553,256,798
Materials 3.27%
	636,767	Scotts Miracle-Gro Company, Class 'A'		27,740,884		37,390,958
	477,672	Vulcan Materials Company		19,201,637		25,579,336
	253,580	Martin Marietta Materials, Inc.		21,785,851		24,873,662
	431,712	Newmont Mining Corporation		19,435,919		11,768,469
	123,219	Deltic Timber Corporation		6,140,201		7,871,230
				94,304,492		107,483,655

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
77

U.S. Value Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Common Stocks — 66.81% — (continued)
Utilities 2.08%
	885,462	FirstEnergy Corporation	$	32,519,837	$	33,532,446
	367,020	Entergy Corporation		24,535,532		23,753,535
	216,687	IDACorp, Inc.		6,780,723		11,181,049
				63,836,092		68,467,030
Total U.S. Common Stocks				1,484,595,532		2,195,013,303
International Common Stocks — 9.67%
Australia 0.86%
	2,900,557	Newcrest Mining Limited		66,540,083		28,237,056
Canada 5.87%
	2,088,977	Canadian Natural Resources Limited		60,147,444		66,296,695
	1,403,079	Potash Corporation of Saskatchewan, Inc.		54,130,701		43,635,757
	2,712,206	Penn West Petroleum Limited		39,182,148		30,349,585
	1,162,733	Goldcorp, Inc.		36,611,910		29,568,300
	767,100	Agnico-Eagle Mines Limited		36,175,285		22,777,937
	354,331	Catalyst Paper Corporation (a)(b)(e)		6,095		353,430
				226,253,583		192,981,704
France 1.03%
	631,862	Sanofi, ADR		23,370,904		33,791,980
Mexico 0.64%
	1,339,700	Fresnillo PLC		28,993,327		20,954,461
South Africa 0.35%
	2,246,380	Gold Fields Limited, ADR		26,932,493		10,333,348
	215,527	Sibanye Gold Limited, ADR		1,572,773		1,211,262
				28,505,266		11,544,610
United Kingdom 0.92%
	670,363	Willis Group Holdings PLC		19,160,242		30,213,260
Total International Common Stocks				392,823,405		317,723,071
Total Common Stocks				1,877,418,937		2,512,736,374
U.S. Preferred Stock — 0.15%
Consumer Staples 0.15%
	168,915	Seneca Foods Corporation, Series '2003' (a)(b)(f)(g)		2,542,171		4,952,588

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
78

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Warrant — 0.46%
United States 0.46%
	939,766	JPMorgan Chase & Company Warrant expire 10/28/18 (a)	$	11,329,284	$	15,008,063
OUNCES
Commodity — 3.95%
	97,997	Gold bullion (a)		116,692,957		129,731,031
PRINCIPAL
Bonds — 2.13%
International Corporate Bond — 0.11%
Canada 0.11%
	6,181,818 USD	Catalyst Paper Corporation 11.00% due 10/30/17 (e)(h)		6,447,890		3,554,545
U.S. Convertible Bond — 1.03%
$	32,480,000	Advanced Micro Devices, Inc. 6.00% due 05/01/15 (i)		31,060,796		33,901,000
U.S. Corporate Bonds — 0.99%
	600,000	Bausch & Lomb, Inc. 7.125% due 08/01/28 (b)		522,509		582,000
	23,411,000	Citgo Petroleum Corporation 11.50% due 07/01/17 (j)		25,205,280		25,869,155
	5,975,000	Mueller Water Products, Inc. 7.375% due 06/01/17		5,175,971		6,184,125
Total U.S. Corporate Bonds				30,903,760		32,635,280
Total Bonds				68,412,446		70,090,825
Commercial Paper — 15.21%
International Commercial Paper — 4.13%
Australia 0.16%
	1,561,000 USD	Telstra Corporation Limited 0.10% due 12/04/13		1,560,857		1,560,857
	985,000 USD	Telstra Corporation Limited 0.12% due 11/06/13		984,984		984,984
	2,632,000 USD	Telstra Corporation Limited 0.12% due 12/02/13		2,631,728		2,631,728

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
79

U.S. Value Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 4.13% — (continued)
Canada 0.10%
	2,159,000 USD	Suncor Energy, Inc. 0.24% due 11/21/13	$	2,158,712	$	2,158,712
	1,071,000 USD	Suncor Energy, Inc. 0.26% due 01/06/14		1,070,489		1,070,432
France 0.34%
	1,691,000 USD	Air Liquide SA 0.12% due 12/13/13		1,690,763		1,690,763
	355,000 USD	Air Liquide SA 0.15% due 11/27/13		354,961		354,961
	951,000 USD	EI du Pont de Nemours & Company 0.07% due 11/05/13		950,993		950,993
	1,561,000 USD	EI du Pont de Nemours & Company 0.07% due 12/06/13		1,560,894		1,560,894
	906,000 USD	GDF Suez SA 0.21% due 11/07/13		905,968		905,968
	2,156,000 USD	GDF Suez SA 0.21% due 01/06/14		2,155,170		2,155,258
	3,442,000 USD	Électricité de France SA 0.19% due 11/12/13		3,441,800		3,441,800
Germany 0.75%
	1,561,000 USD	BASF AG 0.07% due 12/16/13		1,560,863		1,560,863
	2,632,000 USD	BASF AG 0.07% due 12/17/13		2,631,765		2,631,765
	2,341,000 USD	Siemens Company 0.08% due 12/03/13		2,340,834		2,340,834
	1,301,000 USD	Siemens Company 0.08% due 12/09/13		1,300,890		1,300,890
	14,769,000 USD	Siemens Company 0.08% due 12/27/13		14,767,162		14,767,162
	2,211,000 USD	Siemens Company 0.11% due 12/03/13		2,210,784		2,210,784
Italy 0.13%
	4,150,000 USD	Eni S.p.A. 0.37% due 11/15/13		4,149,419		4,149,419
Japan 0.19%
	3,131,000 USD	Hitachi Limited 0.36% due 11/20/13		3,130,422		3,130,422

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
80

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 4.13% — (continued)
Japan 0.19% — (continued)
	3,269,000 USD	Mitsui & Company Limited 0.16% due 01/23/14	$	3,267,794	$	3,267,505
Switzerland 1.76%
	1,296,000 USD	Nestlé SA 0.03% due 12/02/13		1,295,966		1,295,966
	1,296,000 USD	Nestlé SA 0.03% due 12/06/13		1,295,962		1,295,962
	387,000 USD	Nestlé SA 0.03% due 12/09/13		386,988		386,988
	2,159,000 USD	Nestlé SA 0.03% due 12/19/13		2,158,914		2,158,914
	5,187,000 USD	Nestlé SA 0.04% due 12/18/13		5,186,729		5,186,729
	3,545,000 USD	Nestlé SA 0.04% due 01/27/14		3,544,657		3,544,402
	5,908,000 USD	Nestlé SA 0.04% due 02/03/14		5,907,383		5,906,831
	1,375,000 USD	Nestlé SA 0.05% due 11/20/13		1,374,964		1,374,964
	1,004,000 USD	Nestlé SA 0.06% due 11/05/13		1,003,993		1,003,993
	1,768,000 USD	Nestlé SA 0.06% due 11/15/13		1,767,959		1,767,959
	1,134,000 USD	Nestlé SA 0.07% due 11/19/13		1,133,960		1,133,960
	1,083,000 USD	Nestlé SA 0.08% due 11/25/13		1,082,942		1,082,942
	22,621,000 USD	Nestlé SA 0.08% due 01/07/14		22,617,843		22,618,650
	1,176,000 USD	Roche Holdings, Inc. 0.04% due 12/13/13		1,175,945		1,175,945
	678,000 USD	Roche Holdings, Inc. 0.05% due 11/14/13		677,988		677,988
	1,712,000 USD	Roche Holdings, Inc. 0.05% due 11/19/13		1,711,957		1,711,957
	761,000 USD	Roche Holdings, Inc. 0.05% due 11/20/13		760,980		760,980
	1,410,000 USD	Roche Holdings, Inc. 0.09% due 12/11/13		1,409,859		1,409,859
	804,000 USD	Roche Holdings, Inc. 0.09% due 12/20/13		803,901		803,901

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
81

U.S. Value Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Commercial Paper — 4.13% — (continued)
Switzerland 1.76% — (continued)
	2,716,000 USD	Roche Holdings, Inc. 0.11% due 01/15/14	$	2,715,378	$	2,715,077
United Kingdom 0.70%
	2,901,000 USD	AstraZeneca PLC 0.07% due 11/15/13		2,900,921		2,900,921
	2,874,000 USD	AstraZeneca PLC 0.07% due 12/05/13		2,873,810		2,873,810
	1,712,000 USD	AstraZeneca PLC 0.08% due 12/09/13		1,711,855		1,711,855
	4,633,000 USD	AstraZeneca PLC 0.08% due 12/17/13		4,632,526		4,632,526
	2,281,000 USD	AstraZeneca PLC 0.09% due 11/18/13		2,280,903		2,280,903
	1,357,000 USD	Centrica PLC 0.27% due 11/04/13		1,356,970		1,356,970
	548,000 USD	Centrica PLC 0.30% due 11/13/13		547,945		547,945
	574,000 USD	Centrica PLC 0.31% due 11/20/13		573,906		573,906
	2,632,000 USD	GlaxoSmithKline PLC 0.10% due 12/02/13		2,631,773		2,631,773
	846,000 USD	GlaxoSmithKline PLC 0.12% due 12/09/13		845,893		845,893
	2,615,000 USD	GlaxoSmithKline PLC 0.12% due 01/10/14		2,614,391		2,614,036
Total International Commercial Paper				135,812,413		135,811,499
U.S. Commercial Paper — 11.08%
$	2,029,000	3M Company 0.04% due 12/09/13		2,028,914		2,028,914
	3,948,000	3M Company 0.04% due 12/18/13		3,947,794		3,947,794
	2,051,000	3M Company 0.06% due 11/27/13		2,050,911		2,050,911
	4,817,000	Abbott Laboratories 0.06% due 11/22/13		4,816,831		4,816,831
	1,428,000	Abbott Laboratories 0.07% due 12/19/13		1,427,867		1,427,867
	2,598,000	Abbott Laboratories 0.09% due 11/01/13		2,598,000		2,598,000

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
82

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 11.08% — (continued)
$	1,338,000	Abbott Laboratories 0.09% due 11/04/13	$	1,337,990	$	1,337,990
	2,747,000	Abbott Laboratories 0.09% due 11/05/13		2,746,973		2,746,973
	412,000	Abbott Laboratories 0.09% due 11/12/13		411,989		411,989
	2,716,000	Abbott Laboratories 0.17% due 12/16/13		2,715,423		2,715,423
	2,156,000	Abbott Laboratories 0.17% due 01/03/14		2,155,359		2,155,797
	3,382,000	Arrow Electronics, Inc. 0.25% due 11/01/13		3,382,000		3,382,000
	1,443,000	Baker Hughes, Inc. 0.11% due 11/04/13		1,442,987		1,442,987
	1,696,000	BHP Billiton Finance USA Limited 0.09% due 11/13/13		1,695,949		1,695,949
	493,000	BHP Billiton Finance USA Limited 0.10% due 11/06/13		492,993		492,993
	1,211,000	BHP Billiton Finance USA Limited 0.12% due 11/12/13		1,210,956		1,210,956
	7,467,000	BHP Billiton Finance USA Limited 0.12% due 11/14/13		7,466,676		7,466,676
	1,134,000	BHP Billiton Finance USA Limited 0.12% due 11/18/13		1,133,936		1,133,936
	512,000	BHP Billiton Finance USA Limited 0.12% due 12/18/13		511,920		511,920
	1,338,000	BHP Billiton Finance USA Limited 0.13% due 11/05/13		1,337,981		1,337,981
	4,319,000	Caterpillar Financial Services Company 0.07% due 11/22/13		4,318,824		4,318,824
	1,637,000	Caterpillar Financial Services Company 0.08% due 11/04/13		1,636,989		1,636,989
	2,835,000	Caterpillar Financial Services Company 0.11% due 11/12/13		2,834,905		2,834,905
	2,176,000	Celgene Corporation 0.28% due 11/04/13		2,175,949		2,175,949
	1,725,000	Celgene Corporation 0.38% due 01/13/14		1,723,706		1,723,975
	2,615,000	Chevron Corporation 0.04% due 12/09/13		2,614,890		2,614,890
	967,000	Chevron Corporation 0.05% due 11/04/13		966,996		966,996

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
83

U.S. Value Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 11.08% — (continued)
$	1,818,000	Chevron Corporation 0.17% due 01/07/14	$	1,817,425	$	1,817,468
	4,074,000	Chevron Corporation 0.17% due 01/08/14		4,072,692		4,072,782
	5,908,000	Coca-Cola Company 0.10% due 02/19/14		5,906,195		5,905,796
	1,040,000	Coca-Cola Company 0.11% due 01/16/14		1,039,758		1,039,798
	2,156,000	Coca-Cola Company 0.16% due 01/14/14		2,155,291		2,155,596
	2,100,000	Coca-Cola Company 0.16% due 01/17/14		2,099,281		2,099,581
	1,617,000	ConocoPhillips 0.09% due 11/18/13		1,616,931		1,616,931
	801,000	ConocoPhillips 0.12% due 12/09/13		800,899		800,899
	1,033,000	ConocoPhillips 0.19% due 01/09/14		1,032,624		1,032,825
	4,825,000	Corning, Inc. 0.20% due 12/02/13		4,824,169		4,824,169
	3,133,000	Corning, Inc. 0.20% due 12/06/13		3,132,391		3,132,391
	3,007,000	Corning, Inc. 0.20% due 12/11/13		3,006,332		3,006,332
	3,796,000	Corning, Inc. 0.21% due 12/11/13		3,795,114		3,795,114
	6,789,000	Corning, Inc. 0.21% due 12/13/13		6,787,337		6,787,337
	812,000	Deere & Company 0.06% due 11/05/13		811,995		811,995
	1,040,000	Deere & Company 0.09% due 12/13/13		1,039,891		1,039,891
	2,632,000	Devon Energy Corporation 0.16% due 12/04/13		2,631,614		2,631,614
	967,000	Devon Energy Corporation 0.17% due 11/08/13		966,968		966,968
	1,410,000	Devon Energy Corporation 0.19% due 12/12/13		1,409,695		1,409,695
	1,341,000	Devon Energy Corporation 0.25% due 12/11/13		1,340,627		1,340,627
	541,000	Diageo Capital PLC 0.24% due 12/12/13		540,852		540,852

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
84

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 11.08% — (continued)
$	1,693,000	Dominion Resources, Inc. 0.28% due 12/06/13	$	1,692,539	$	1,692,539
	2,343,000	Emerson Electric Company 0.06% due 11/26/13		2,342,902		2,342,902
	1,027,000	Emerson Electric Company 0.06% due 12/11/13		1,026,932		1,026,932
	2,905,000	Emerson Electric Company 0.07% due 11/04/13		2,904,983		2,904,983
	2,718,000	Emerson Electric Company 0.08% due 01/13/14		2,717,559		2,717,503
	2,352,000	Emerson Electric Company 0.11% due 12/30/13		2,351,576		2,351,576
	983,000	Exxon Mobil Corporation 0.04% due 11/07/13		982,993		982,993
	20,180,000	Exxon Mobil Corporation 0.05% due 12/05/13		20,179,047		20,179,047
	3,527,000	Exxon Mobil Corporation 0.06% due 12/12/13		3,526,759		3,526,759
	1,301,000	Exxon Mobil Corporation 0.08% due 12/10/13		1,300,887		1,300,887
	4,884,000	Ford Motor Credit Company 0.51% due 11/01/13		4,884,000		4,884,000
	1,410,000	General Dynamics Corporation 0.12% due 12/13/13		1,409,803		1,409,803
	2,156,000	General Dynamics Corporation 0.15% due 12/12/13		2,155,632		2,155,632
	1,078,000	General Dynamics Corporation 0.15% due 12/13/13		1,077,811		1,077,811
	2,184,000	General Dynamics Corporation 0.18% due 12/12/13		2,183,552		2,183,552
	937,000	General Mills, Inc 0.14% due 11/07/13		936,978		936,978
	2,594,000	General Mills, Inc 0.15% due 11/06/13		2,593,946		2,593,946
	3,217,000	General Mills, Inc 0.21% due 12/04/13		3,216,381		3,216,381
	1,410,000	General Mills, Inc 0.24% due 12/09/13		1,409,643		1,409,643
	1,696,000	Google, Inc. 0.05% due 11/14/13		1,695,969		1,695,969
	9,266,000	Google, Inc. 0.06% due 12/10/13		9,265,398		9,265,398

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
85

U.S. Value Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 11.08% — (continued)
$	12,063,000	Google, Inc. 0.06% due 01/28/14	$	12,061,231	$	12,060,942
	1,216,000	Google, Inc. 0.07% due 11/07/13		1,215,986		1,215,986
	5,455,000	Google, Inc. 0.07% due 12/03/13		5,454,661		5,454,661
	4,088,000	Honeywell International, Inc. 0.08% due 01/28/14		4,087,200		4,086,696
	4,703,000	International Business Machines Corporation 0.07% due 12/06/13		4,702,680		4,702,680
	832,000	International Business Machines Corporation 0.08% due 12/05/13		831,937		831,937
	1,063,000	International Business Machines Corporation 0.10% due 01/03/14		1,062,814		1,062,843
	2,011,000	International Business Machines Corporation 0.14% due 01/06/14		2,010,484		2,010,682
	14,730,000	Johnson & Johnson 0.03% due 11/08/13		14,729,914		14,729,914
	4,633,000	Johnson & Johnson 0.03% due 11/21/13		4,632,923		4,632,923
	951,000	Johnson & Johnson 0.04% due 11/18/13		950,982		950,982
	951,000	Johnson & Johnson 0.04% due 11/19/13		950,981		950,981
	4,074,000	Johnson & Johnson 0.14% due 01/09/14		4,072,907		4,073,549
	18,979,000	Medtronic, Inc. 0.05% due 12/17/13		18,977,787		18,977,787
	4,420,000	Medtronic, Inc. 0.06% due 11/19/13		4,419,867		4,419,867
	4,633,000	Merck & Company, Inc. 0.04% due 11/01/13		4,633,000		4,633,000
	1,301,000	Merck & Company, Inc. 0.06% due 12/03/13		1,300,931		1,300,931
	2,159,000	Merck & Company, Inc. 0.06% due 12/06/13		2,158,874		2,158,874
	4,091,000	Microsoft Corporation 0.06% due 11/13/13		4,090,918		4,090,918
	4,091,000	Microsoft Corporation 0.07% due 11/20/13		4,090,849		4,090,849

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
86

Consolidated Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 11.08% — (continued)
$	4,884,000	NYSE Euronext, Inc. 0.13% due 11/01/13	$	4,884,000	$	4,884,000
	1,341,000	Omnicom Group, Inc. 0.38% due 12/12/13		1,340,435		1,340,435
	2,716,000	Omnicom Group, Inc. 0.39% due 12/13/13		2,714,796		2,714,796
	3,901,000	Parker-Hannifin Corporation 0.06% due 11/01/13		3,901,000		3,901,000
	483,000	PepsiCo, Inc. 0.04% due 11/12/13		482,994		482,994
	4,597,000	PepsiCo, Inc. 0.06% due 11/01/13		4,597,000		4,597,000
	3,478,000	PepsiCo, Inc. 0.06% due 11/04/13		3,477,983		3,477,983
	4,633,000	Pfizer, Inc. 0.03% due 11/21/13		4,632,923		4,632,923
	1,870,000	Philip Morris International, Inc. 0.06% due 12/03/13		1,869,900		1,869,900
	4,347,000	Philip Morris International, Inc. 0.07% due 11/06/13		4,346,958		4,346,958
	1,368,000	Philip Morris International, Inc. 0.07% due 11/07/13		1,367,984		1,367,984
	2,156,000	Philip Morris International, Inc. 0.18% due 12/27/13		2,155,396		2,155,396
	2,521,000	Praxair, Inc. 0.05% due 12/03/13		2,520,888		2,520,888
	1,301,000	Praxair, Inc. 0.07% due 12/18/13		1,300,881		1,300,881
	2,352,000	Praxair, Inc. 0.09% due 12/12/13		2,351,759		2,351,759
	3,269,000	Precision Castparts Corporation 0.09% due 12/12/13		3,268,665		3,268,665
	1,881,000	Proctor & Gamble Company 0.08% due 12/19/13		1,880,799		1,880,799
	2,443,000	Safeway, Inc. 0.51% due 11/01/13		2,443,000		2,443,000
	588,000	Schlumberger Investments SA 0.14% due 11/12/13		587,975		587,975
	2,716,000	Schlumberger Investments SA 0.14% due 12/10/13		2,715,588		2,715,588
	985,000	Toyota Motor Credit Corporation 0.06% due 11/05/13		984,993		984,993

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
87

U.S. Value Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 11.08% — (continued)
$	5,187,000	Toyota Motor Credit Corporation 0.07% due 11/20/13	$	5,186,808	$	5,186,808
	967,000	Toyota Motor Credit Corporation 0.07% due 12/02/13		966,942		966,942
	1,040,000	United Healthcare Company 0.21% due 12/11/13		1,039,757		1,039,757
	1,341,000	United Healthcare Company 0.25% due 12/11/13		1,340,627		1,340,627
	2,156,000	United Healthcare Company 0.29% due 12/18/13		2,155,184		2,155,184
	967,000	United Parcel Service, Inc. 0.01% due 12/04/13		966,991		966,991
	4,150,000	Verizon Communications, Inc. 0.24% due 11/18/13		4,149,530		4,149,530
	2,594,000	Verizon Communications, Inc. 0.24% due 11/21/13		2,593,654		2,593,654
	2,377,000	Wal-Mart Stores, Inc. 0.06% due 11/13/13		2,376,952		2,376,952
	1,040,000	Wal-Mart Stores, Inc. 0.08% due 12/02/13		1,039,928		1,039,928
	1,341,000	Wal-Mart Stores, Inc. 0.13% due 12/10/13		1,340,811		1,340,811
	2,156,000	Wal-Mart Stores, Inc. 0.17% due 12/16/13		2,155,542		2,155,542
	1,301,000	Walt Disney Company 0.06% due 12/04/13		1,300,928		1,300,928
	1,410,000	Walt Disney Company 0.06% due 12/10/13		1,409,908		1,409,908
	3,734,000	WellPoint, Inc. 0.30% due 11/15/13		3,733,564		3,733,564
Total U.S. Commercial Paper				363,889,048		363,890,355
Total Commercial Paper				499,701,461		499,701,854
Total Investment Portfolio Excluding Options Written — 98.38%			$	2,576,097,256	$	3,232,220,735

CONTRACTS			STRIKE PRICE		EXPIRATION DATE	VALUE (NOTE 1)
Covered Call Options Written — 0.00%
	1,400	NetApp, Inc. (Premium Received $61,577)	$	47.00	November 2013	$	(8,400	)

Total Investments — 98.38% (Cost: $2,576,035,679)		3,232,212,335
Other Assets in Excess of Liabilities — 1.62%		53,321,526
Net Assets — 100.00%	$	3,285,533,861

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
88

Consolidated Schedule of Investments | Year Ended October 31, 2013

  (a)  Non-income producing security/commodity.

  (b)  Security is deemed illiquid. At October 31, 2013, the value of these securities amounted to $5,891,070 or 0.18% of net assets.

  (c)  An affiliate of the Fund as defined by the Investment Company Act of 1940. An affiliate is defined as a company in which the Fund directly or indirectly owns, controls, or holds power to vote 5% or more of the outstanding voting securities.

  (d)  At October 31, 2013, all or a portion of this security was segregated to cover collateral requirement for options.

  (e)  Represents securities that are subject to legal or contractual restrictions on resale. At October 31, 2013, the value of these securities amounted to $3,907,975 or 0.12% of net assets.

  (f)  Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing $4,952,588 or 0.15% of net assets.

  (g)  This security is convertible until December 31, 2049.

  (h)  Payment-in-kind security.

  (i)  This security is convertible until April 30, 2015.

  (j)  All or a portion of the security is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of 1933.

At October 31, 2013, aggregate cost for federal income tax purposes was $2,571,312,402. Net unrealized appreciation consisted of:

Gross unrealized appreciation	$	779,866,176
Gross unrealized depreciation		(118,966,243	)
Net unrealized appreciation	$	660,899,933

Abbreviations used in this schedule include:

ADR  — American Depositary Receipt

PLC  — Public Limited Company

REIT  — Real Estate Investment Trust

Currencies

USD  — United States Dollar

RESTRICTED SECURITIES	ACQUISITION DATE	COST		CARRYING VALUE PER SHARE/PRINCIPAL
Catalyst Paper Corporation	09/17/12	$	6,095	$	1.00
Catalyst Paper Corporation 11.00% due 10/30/17	09/17/12		6,447,890		0.57
Affiliated Securities

AFFILIATED SECURITIES	SHARES OCTOBER 31, 2012		GROSS ADDITIONS		GROSS REDUCTIONS		SHARES OCTOBER 31, 2013		MARKET VALUE OCTOBER 31, 2013		REALIZED GAIN/(LOSS)		DIVIDEND INCOME
Insteel Industries, Inc.*		887,051		—		590,893		296,158	$	4,913,261	$	3,396,981	$	316,548
Rofin-Sinar Technologies, Inc.		1,840,310		—		—		1,840,310		48,308,138		—		—
Total									$	53,221,399	$	3,396,981	$	316,548

  *  Represents an unaffiliated issuer as of October 31, 2013, as such, amounts represented above will not agree to balances in the Statements of Assets and Liabilities and Statements of Operations.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
89

U.S. Value Fund

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS	PERCENT OF NET ASSETS
U.S. Common Stocks
Consumer Discretionary		5.58	%
Consumer Staples		4.88
Energy		6.33
Financials		16.39
Health Care		1.86
Industrials		9.58
Information Technology		16.84
Materials		3.27
Utilities		2.08
Total U.S. Common Stocks		66.81
International Common Stocks
Energy		2.94
Financials		0.92
Health Care		1.03
Materials		4.78
Total International Common Stocks		9.67
U.S. Preferred Stock
Consumer Staples		0.15
Total U.S. Preferred Stock		0.15
Warrant		0.46
Commodity		3.95
International Corporate Bond
Materials		0.11
Total International Corporate Bond		0.11
U.S. Convertible Bond
Industrials		1.03
Total U.S. Convertible Bond		1.03

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
90

Consolidated Schedule of Investments | Year Ended October 31, 2013

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)	PERCENT OF NET ASSETS
U.S. Corporate Bonds
Consumer Discretionary		0.02	%
Energy		0.78
Industrials		0.19
Total U.S. Corporate Bonds		0.99
Commercial Paper
International Commercial Paper		4.13
U.S. Commercial Paper		11.08
Total Commercial Paper		15.21
Covered Call Options Written		0.00
Total Investments		98.38	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
91

Fund Overview | Data as of October 31, 2013 (unaudited)

INVESTMENT OBJECTIVE

The First Eagle Gold Fund seeks to provide investors the opportunity to participate in the investment characteristics of gold (and, to a limited extent, other precious metals) for a portion of their overall investment portfolio. In seeking to achieve its objective, the Fund invests primarily in gold, gold related securities and issuers principally engaged in the gold industry.

Average Annual Returns
	ONE-YEAR			FIVE-YEARS			TEN-YEARS
First Eagle Gold Fund (A Shares)
without sales load		-42.80	%		6.35	%		5.45	%
with sales load		-45.66			5.26			4.91
FTSE Gold Mines Index		-51.49			0.89			-0.57
MSCI World Index		25.77			13.34			7.38
Consumer Price Index		0.96			1.52			2.36

Asset Allocation*

Countries**
Canada	35.30	%
United States	31.71
South Africa	9.12
Mexico	6.68
Africa	5.79
Australia	5.44
Bermuda	1.07
Channel Island	0.15

*  Asset Allocation and Countries percentages are based on total investments in the portfolio.

**  Country allocations reflect country of the issuer (not currency of issue) and exclude short term investments. Bonds of non-U.S. issuers may be U.S. dollar denominated.

  The Fund's portfolio composition is subject to change at any time.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
92

Gold Fund

Growth of a $10,000 Initial Investment

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses.

The average annual returns for Class A Shares with a sales charge give effect to the deduction of the maximum sales charge of 5.00%.

The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. The index provides total returns in U.S. dollars with net dividends reinvested. The FTSE Gold Mines Index Series is designed to reflect the performance of the worldwide market in the shares of companies whose principal activity is the mining of gold. The FTSE Gold Mines Index encompasses all gold mining companies that have a sustainable, attributable gold production of at least 300,000 ounces a year and that derive 51% or more of their revenue from mined gold. The Index is unmanaged, is available with dividends reinvested and is not available for purchase. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

Top 10 Holdings*
Gold Bullion (United States)	20.82	%
Agnico-Eagle Mines Limited (Canada)	6.70
Randgold Resources Limited ADR (Africa)	5.78
Goldcorp, Inc. (Canada)	5.69
AngloGold Ashanti Limited ADR (South Africa)	5.10
Kinross Gold Corporation (Canada)	4.15
Tahoe Resources, Inc. (United States)	4.13
Fresnillo PLC (Mexico)	4.09
Newmont Mining Corporation (United States)	4.00
Barrick Gold Corporation (Canada)	3.35
Total	63.81	%

  *  Holdings in cash, commercial paper and other short term cash equivalents have been excluded. Percentages are based on total net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
93

First Eagle Gold Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Common Stocks — 72.31%
International Common Stocks — 61.51%
Africa 5.78%
	1,217,136	Randgold Resources Limited, ADR	$	24,515,069	$	89,946,350
Australia 5.43%
	5,273,646	Newcrest Mining Limited		156,638,162		51,339,186
	8,108,991	Regis Resources Limited		36,970,019		26,748,106
	3,519,081	Kingsgate Consolidated Limited		14,060,647		4,772,896
	7,991,615	St. Augustine Gold and Copper Limited (a)(b)		8,188,305		1,609,590
				215,857,133		84,469,778
Bermuda 1.06%
	4,373,950	Continental Gold Limited (a)		27,708,125		16,570,376
Canada 33.31%
	3,512,528	Agnico-Eagle Mines Limited		156,135,193		104,299,493
	3,483,720	Goldcorp, Inc.		112,452,838		88,591,000
	12,730,772	Kinross Gold Corporation		155,351,273		64,545,014
	2,685,513	Barrick Gold Corporation		75,358,721		52,072,097
	968,033	Franco-Nevada Corporation		16,689,933		43,552,897
	6,443,257	Eldorado Gold Corporation		64,771,164		43,443,242
	6,359,731	New Gold, Inc. (a)		15,482,255		37,329,453
	6,935,940	Osisko Mining Corporation (a)(c)		52,101,320		33,859,814
	2,991,219	IAMGOLD Corporation		11,101,092		15,291,035
	1,516,060	Detour Gold Corporation (a)(c)		25,395,963		12,388,463
	3,122,100	Alacer Gold Corporation		13,571,110		8,653,785
	1,918,596	Dundee Precious Metals, Inc. (a)(c)		3,080,638		8,188,512
	1,071,100	Primero Mining Corporation (a)		6,046,087		6,102,080
				707,537,587		518,316,885
Channel Island 0.15%
	3,066,400	Lydian International Limited (a)		6,767,759		2,352,774
Mexico 6.67%
	4,063,583	Fresnillo PLC		15,751,246		63,559,149
	1,384,577	Industrias Peñoles S.A.B. de C.V.		2,682,400		40,201,522
				18,433,646		103,760,671
South Africa 9.11%
	5,248,219	AngloGold Ashanti Limited, ADR		164,678,801		79,248,107
	10,184,944	Gold Fields Limited, ADR		94,555,085		46,850,743

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
94

Consolidated Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 61.51% — (continued)
South Africa 9.11% — (continued)
	4,584,393	Harmony Gold Mining Company Limited, ADR	$	41,675,497	$	15,586,936
				300,909,383		141,685,786
Total International Common Stocks				1,301,728,702		957,102,620
U.S. Common Stocks — 10.80%
Materials 10.80%
	3,346,490	Tahoe Resources, Inc. (a)(c)		47,406,513		64,256,203
	2,283,277	Newmont Mining Corporation		84,874,689		62,242,131
	867,401	Royal Gold, Inc.		14,962,981		41,669,944
Total U.S. Common Stocks				147,244,183		168,168,278
Total Common Stocks				1,448,972,885		1,125,270,898
Investment Company — 0.03%
	389,828	State Street Institutional U.S. Government Money Market Fund, Institutional Class		389,828		389,828
Warrant — 0.00%
Canada — 0.00%
	5,500,000	Great Basin Gold Limited Warrant expire 03/30/14 (a)(b)(d)(e)(f)		664,820		0
OUNCES
Commodity — 20.82%
	244,760	Gold bullion (a)		131,836,344		324,017,144
PRINCIPAL
International Convertible Bonds — 1.93%
Canada 1.93%
	30,000,000 USD	Detour Gold Corporation 5.50% due 11/30/17 (e)(g)		30,000,000		30,000,000
South Africa 0.00%
	2,000,000 CAD	Great Basin Gold Limited 8.00% due 11/30/14 (c)(d)(e)(f)(h)		1,905,296		0
Total International Convertible Bonds				31,905,296		30,000,000

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
95

Gold Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Commercial Paper — 4.73%
International Commercial Paper — 0.18%
France 0.18%
	2,751,000 USD	EI du Pont de Nemours & Company 0.07% due 11/08/13	$	2,750,963	$	2,750,963
U.S. Commercial Paper — 4.55%
$	5,070,000	Abbott Laboratories 0.06% due 11/22/13		5,069,823		5,069,823
	6,019,000	Arrow Electronics, Inc. 0.25% due 11/01/13		6,019,000		6,019,000
	2,883,000	Exxon Mobil Corporation 0.05% due 12/05/13		2,882,864		2,882,864
	8,692,000	Ford Motor Credit Company 0.51% due 11/01/13		8,692,000		8,692,000
	4,913,000	Johnson & Johnson 0.03% due 11/06/13		4,912,980		4,912,980
	6,387,000	Johnson & Johnson 0.03% due 12/05/13		6,386,819		6,386,819
	2,711,000	Medtronic, Inc. 0.05% due 12/17/13		2,710,827		2,710,827
	8,692,000	NYSE Euronext, Inc. 0.13% due 11/01/13		8,692,000		8,692,000
	4,029,000	Parker-Hannifin Corporation 0.07% due 11/05/13		4,028,969		4,028,969
	4,346,000	Safeway, Inc. 0.51% due 11/01/13		4,346,000		4,346,000
	4,913,000	Schlumberger Investments SA 0.13% due 11/14/13		4,912,769		4,912,769
	4,913,000	Schlumberger Investments SA 0.13% due 11/18/13		4,912,698		4,912,698
	4,913,000	Toyota Motor Credit Corporation 0.07% due 11/19/13		4,912,828		4,912,828
	2,348,000	United Parcel Service, Inc. 0.03% due 12/06/13		2,347,931		2,347,931
Total U.S. Commercial Paper				70,827,508		70,827,508
Total Commercial Paper				73,578,471		73,578,471
Total Investments — 99.82%			$	1,687,347,644		1,553,256,341
Other Assets in Excess of Liabilities — 0.18%						2,809,590
Net Assets — 100.00%					$	1,556,065,931

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
96

Consolidated Schedule of Investments | Year Ended October 31, 2013

  (a)  Non-income producing security/commodity.

  (b)  Represents a security registered under Regulation D. Regulation D provides exemptions for small companies to offer and sell their securities without having to register the securities under the Securities Act of 1933.

  (c)  All or a portion of the security is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of 1933.

  (d)  Security is deemed illiquid. At October 31, 2013, the value of these securities amounted to $0 or 0.00% of net assets.

  (e)  Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing $30,000,000 or 1.93% of net assets.

  (f)  Issuer is in default.

  (g)  This security is convertible until November 30, 2017.

  (h)  This security is convertible until November 30, 2014.

At October 31, 2013, aggregate cost for federal income tax purposes was $1,795,721,952. Net unrealized depreciation consisted of:

Gross unrealized appreciation	$	341,212,663
Gross unrealized depreciation		(583,678,274	)
Net unrealized depreciation	$	(242,465,611	)

Abbreviations used in this schedule include:

ADR  — American Depositary Receipt

PLC  — Public Limited Company

Currencies

CAD  — Canadian Dollar

USD  — United States Dollar

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS	PERCENT OF NET ASSETS
International Common Stocks
Materials		61.51	%
Total International Common Stocks		61.51
U.S. Common Stocks
Materials		10.80
Total U.S. Common Stocks		10.80
Investment Company		0.03
Warrant		0.00
Commodity		20.82

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
97

Gold Fund

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)	PERCENT OF NET ASSETS
International Convertible Bonds
Materials		1.93	%
Total International Convertible Bonds		1.93
Commercial Paper
International Commercial Paper		0.18
U.S. Commercial Paper		4.55
Total Commercial Paper		4.73
Total Investments		99.82	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
98

This page was intentionally left blank.

Fund Overview | Data as of October 31, 2013 (unaudited)

INVESTMENT OBJECTIVE

First Eagle Global Income Builder seeks current income generation and long-term growth of capital. Fundamental research drives the identification of income-producing investment opportunities across all market environments.

Average Annual Returns^
	ONE-YEAR			THREE-YEARS			SINCE INCEPTION (05-01-12)
First Eagle Global Income Builder (A Shares)
without sales load		13.14	%		—			11.71	%
with sales load		7.52			—			7.93
MSCI World Index		25.77			11.89	%		17.60
Barclays Capital U.S. Aggregate Bond Index		-1.08			3.02			1.17

Asset Allocation*

Countries**
United States	43.16	%
France	9.03
Canada	8.97
United Kingdom	3.45
Japan	3.16
Sweden	2.85
Netherlands	2.22
Italy	2.20
Australia	2.16
Singapore	1.72
Hong Kong	1.65
Switzerland	1.64
Germany	1.31
Ireland	1.30
Austria	1.26
Norway	1.24
Belgium	1.14
South Africa	0.89
Spain	0.85
Bermuda	0.75
South Korea	0.49
Mexico	0.43
Israel	0.36
Luxembourg	0.20
Mauritius	0.15
Thailand	0.15
Greece	0.06

^  Performance figures reflect certain fee waivers and/or expense limitations, without which returns may have been lower.

*  Asset Allocation and Countries percentages are based on total investments in the portfolio.

**  Country allocations reflect country of the issuer (not currency of issue) and exclude short term investments. Bonds of non-U.S. issuers may be U.S. dollar denominated.

  The Fund's portfolio composition is subject to change at any time.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
100

Global Income Builder Fund

Growth of a $10,000 Initial Investment

The Adviser has contractually agreed to limit operating expenses of the Fund to an annual rate of 1.30% for A Shares, 2.05% for C Shares, and 1.05% for I Shares with gross operating expenses of 1.35%, 2.09%, and 1.10%, respectively. This limitation excludes certain expenses as described in the Fees and Expenses section of the prospectus. This limitation will continue until December 31, 2013. The expense limitation may be terminated by the Adviser in future years.

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses.

The average annual returns for Class A Shares give effect to the deduction of the maximum sales charge of 5.00%.

The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. The index provides total returns in U.S. dollars with net dividends reinvested. The Barclays Capital U.S. Aggregate Bond Index is a broad-based benchmark that measure the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM passthroughs), ABS, and CMBS. The index is presented here for comparison purposes only. One cannot invest directly in an index.

Top 10 Holdings*
Bouygues SA (French industrial company)	1.90	%
Microsoft Corporation (U.S. software developer)	1.64
Nestlé SA (Swiss food product manufacturer)	1.63
Precision Drilling Corporation (Canadian energy service company)	1.54
Thompson Creek Metals Company, Inc. (Canadian mining company)	1.49
Total SA (French energy company)	1.47
Sysco Corporation (U.S. food services distributor)	1.45
ConocoPhillips (U.S. oil & gas company)	1.44
Roundy's Supermarkets, Inc. (U.S. wholesale grocery company)	1.39
Intel Corporation (U.S. computer components and related products manufacturer)	1.38
Total	15.33	%

  *  Holdings in cash, commercial paper and other short term cash equivalents have been excluded. Percentages are based on total net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
101

First Eagle Global Income Builder Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Common Stocks — 52.33%
U.S. Common Stocks — 17.80%
Consumer Discretionary 0.38%
	68,849	H&R Block, Inc.	$	1,297,962	$	1,958,066
Consumer Staples 2.61%
	228,003	Sysco Corporation		7,284,493		7,373,617
	70,766	Lorillard, Inc.		2,716,715		3,609,773
	35,382	Colgate-Palmolive Company		1,875,389		2,290,277
				11,876,597		13,273,667
Energy 1.87%
	99,636	ConocoPhillips		5,860,158		7,303,319
	138,584	San Juan Basin Royalty Trust		2,201,569		2,181,312
				8,061,727		9,484,631
Financials 3.32%
	4,740,500	Frasers Commercial Trust, REIT		4,707,095		4,922,915
	81,211	Plum Creek Timber Company, Inc., REIT		3,721,101		3,686,980
	86,201	Weyerhaeuser Company, REIT		2,262,471		2,620,510
	69,652	BB&T Corporation		2,334,099		2,366,079
	48,767	Rayonier, Inc., REIT		2,584,620		2,293,024
	19,769	Cincinnati Financial Corporation		751,475		988,450
				16,360,861		16,877,958
Industrials 2.10%
	39,731	Lockheed Martin Corporation		3,542,247		5,297,732
	26,447	Northrop Grumman Corporation		1,747,226		2,843,317
	20,105	3M Company		1,857,922		2,530,214
				7,147,395		10,671,263
Information Technology 5.06%
	235,076	Microsoft Corporation		6,966,895		8,309,937
	286,671	Intel Corporation		6,446,836		7,003,372
	213,300	Cisco Systems, Inc.		4,451,727		4,799,250
	89,416	Linear Technology Corporation		3,068,863		3,678,574
	24,283	Automatic Data Processing, Inc.		1,416,167		1,820,496
	2,528	Comtech Telecommunications Corporation		76,028		75,891
				22,426,516		25,687,520
Materials 0.39%
	72,683	Newmont Mining Corporation		3,032,173		1,981,339
Utilities 2.07%
	143,791	FirstEnergy Corporation		6,069,315		5,445,365

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
102

Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Common Stocks — 17.80% — (continued)
Utilities 2.07% — (continued)
	78,243	Entergy Corporation	$	5,136,440	$	5,063,887
				11,205,755		10,509,252
Total U.S. Common Stocks				81,408,986		90,443,696
International Common Stocks — 34.53%
Australia 0.26%
	133,455	Newcrest Mining Limited		2,767,929		1,299,191
Austria 1.25%
	41,572	Mayr Melnhof Karton AG		4,480,211		4,642,548
	35,573	OMV AG		1,274,797		1,697,476
				5,755,008		6,340,024
Belgium 1.13%
	64,262	Groupe Bruxelles Lambert SA		4,981,073		5,738,543
Bermuda 0.08%
	36,874	Hiscox Limited		334,580		391,104
Canada 3.75%
	205,733	Cenovus Energy, Inc.		6,162,566		6,114,385
	381,325	Penn West Petroleum Limited		4,472,374		4,267,027
	147,192	Goldcorp, Inc.		4,385,202		3,743,092
	85,581	Potash Corporation of Saskatchewan, Inc.		3,221,641		2,661,569
	76,834	Agnico-Eagle Mines Limited		2,601,605		2,281,476
				20,843,388		19,067,549
France 8.13%
	247,373	Bouygues SA		6,682,075		9,669,712
	121,557	Total SA		6,186,482		7,470,714
	88,470	Ciments Francais SA		5,114,309		6,341,139
	46,529	Sanofi		4,239,877		4,961,742
	84,255	Compagnie de Saint-Gobain		3,656,668		4,432,318
	48,031	Neopost SA		2,768,958		3,636,336
	76,966	Carrefour SA		1,883,279		2,819,424
	28,093	Legrand SA		1,188,883		1,595,532
	3,998	Thermador Groupe		362,004		358,375
				32,082,535		41,285,292
Germany 1.30%
	136,374	Hamburger Hafen und Logistik AG		3,234,735		3,425,492
	35,482	Daimler AG		1,893,021		2,911,737

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
103

Global Income Builder Fund

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 34.53% — (continued)
Germany 1.30% — (continued)
	8,145	SMT Scharf AG	$	257,604	$	264,196
				5,385,360		6,601,425
Greece 0.06%
	23,360	Jumbo SA (a)		99,543		313,998
Hong Kong 1.63%
	1,135,411	Hopewell Holdings Limited		3,865,661		3,829,614
	1,474,000	Mandarin Oriental International Limited		2,498,843		2,520,540
	311,228	Great Eagle Holdings Limited		1,073,169		1,109,951
	67,700	Guoco Group Limited		589,955		838,282
				8,027,628		8,298,387
Ireland 1.29%
	254,955	CRH PLC		5,124,177		6,225,943
	86,360	Beazley PLC		287,087		316,818
				5,411,264		6,542,761
Israel 0.36%
	221,868	Israel Chemicals Limited		2,375,297		1,835,975
Italy 2.18%
	262,998	Eni S.p.A		6,163,933		6,659,642
	819,982	Italcementi S.p.A. RSP		2,225,141		3,852,122
	41,871	Recordati S.p.A.		355,865		549,742
				8,744,939		11,061,506
Japan 3.14%
	268,400	Hoya Corporation		5,374,170		6,422,711
	80,300	Astellas Pharma, Inc.		3,922,039		4,458,843
	36,500	Ono Pharmaceutical Company Limited		2,224,599		2,746,873
	89,700	NKSJ Holdings, Inc.		1,903,977		2,306,128
				13,424,785		15,934,555
Mexico 0.42%
	137,320	Fresnillo PLC		2,842,780		2,147,844
Netherlands 1.42%
	27,053	HAL Trust		3,336,961		3,764,947
	91,816	Sligro Food Group NV		2,784,105		3,437,585
				6,121,066		7,202,532
Norway 0.91%
	572,569	Orkla ASA		4,565,488		4,640,723

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
104

Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Common Stocks — 34.53% — (continued)
Singapore 0.57%
	2,799,398	Asian Pay Television Trust	$	1,968,844	$	1,780,329
	416,000	Singapore Airport Terminal Services Limited		935,194		1,138,625
				2,904,038		2,918,954
South Korea 0.49%
	33,800	KT&G Corporation		2,585,604		2,469,479
Spain 0.84%
	68,768	Red Electrica Corporation SA		3,462,097		4,286,603
Sweden 0.87%
	141,247	Investor AB, Class 'A'		3,643,652		4,427,013
Switzerland 1.63%
	114,543	Nestlé SA		7,624,492		8,268,658
Thailand 0.15%
	1,762,000	Thai Beverage PCL		512,015		773,056
United Kingdom 2.67%
	1,504,952	WM Morrison Supermarkets PLC		6,509,871		6,795,117
	256,540	GlaxoSmithKline PLC		6,030,381		6,760,308
				12,540,252		13,555,425
Total International Common Stocks				157,034,813		175,400,597
Total Common Stocks				238,443,799		265,844,293
Closed-End Mutual Fund — 0.17%
Singapore 0.17%
	10,190,200	Macquarie International Infrastructure Fund Limited		1,475,998		836,742
OUNCES
Commodity — 0.84%
	3,215	Gold bullion (a)		4,613,406		4,255,483
PRINCIPAL
Bonds — 32.76%
U.S. Convertible Bond — 0.70%
$	3,400,000	Advanced Micro Devices, Inc. 6.00% due 05/01/15 (b)		3,256,869		3,548,750

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
105

Global Income Builder Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Corporate Bonds — 18.51%
$	6,750,000	ACCO Brands Corporation 6.75% due 04/30/20	$	6,961,599	$	6,817,500
	959,000	Air Medical Group Holdings, Inc. 9.25% due 11/01/18		1,005,095		1,040,515
	1,357,000	Aleris International, Inc. 7.875% due 11/01/20		1,353,572		1,445,205
	881,000	American Axle & Manufacturing, Inc. 6.25% due 03/15/21		881,000		931,658
	2,522,000	American Axle & Manufacturing, Inc. 6.625% due 10/15/22		2,570,305		2,673,320
	2,475,000	Basic Energy Services, Inc. 7.75% due 02/15/19		2,471,794		2,580,188
	2,475,000	Basic Energy Services, Inc. 7.75% due 10/15/22		2,415,736		2,512,125
	5,500,000	Bi-Lo LLC 9.25% due 02/15/19 (c)		5,888,943		6,118,750
	1,435,000	Carrizo Oil & Gas, Inc. 7.50% due 09/15/20		1,500,888		1,571,325
	900,000	Carrizo Oil & Gas, Inc. 8.625% due 10/15/18		939,199		990,000
	1,500,000	CCO Holdings LLC 7.375% due 06/01/20		1,630,734		1,646,250
	1,950,000	CCO Holdings LLC 8.125% due 04/30/20		2,132,633		2,145,000
	2,115,000	Citgo Petroleum Corporation 11.50% due 07/01/17 (c)		2,314,482		2,337,075
	3,725,000	CommScope, Inc. 8.25% due 01/15/19 (c)		3,978,993		4,106,812
	551,000	Crestwood Midstream Partners L.P. 6.125% due 03/01/22 (c)(d)		551,000		564,775
	5,000,000	Drill Rigs Holdings, Inc. 6.50% due 10/01/17 (c)		5,021,413		5,287,500
	375,000	Everest Acquisition LLC 6.875% due 05/01/19		391,108		405,000
	1,200,000	Everest Acquisition LLC 7.75% due 09/01/22		1,216,041		1,356,000
	3,350,000	Fiesta Restaurant Group, Inc. 8.875% due 08/15/16		3,529,410		3,571,937
	3,750,000	Frontier Communications Corporation 8.50% due 04/15/20		4,186,286		4,303,125
	2,325,000	Huntington Ingalls Industries, Inc. 7.125% due 03/15/21		2,506,897		2,531,344

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
106

Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Corporate Bonds — 18.51% — (continued)
$	2,546,000	Outerwall, Inc. 6.00% due 03/15/19 (c)	$	2,474,100	$	2,491,898
	5,820,000	Parker Drilling Company 7.50% due 08/01/20 (c)		5,818,429		6,074,625
	1,850,000	PHH Corporation 7.375% due 09/01/19		1,909,039		1,965,625
	6,085,000	Rentech Nitrogen Partners L.P. 6.50% due 04/15/21 (c)		6,144,025		5,932,875
	5,925,000	SandRidge Energy, Inc. 7.50% due 02/15/23		6,164,905		6,176,812
	4,322,000	Sprint Corporation 7.25% due 09/15/21 (c)		4,419,739		4,673,162
	2,350,000	STHI Holding Corporation 8.00% due 03/15/18 (c)		2,505,425		2,543,875
	2,373,000	Taylor Morrison Communities, Inc. 7.75% due 04/15/20 (c)		2,525,815		2,634,030
	4,976,000	Toys R Us Property Company II 8.50% due 12/01/17		5,152,017		5,162,600
	807,000	William Carter Company 5.25% due 08/15/21 (c)		813,847		823,140
	600,000	Wolverine World Wide, Inc. 6.125% due 10/15/20		609,204		642,000
Total U.S. Corporate Bonds				91,983,673		94,056,046
International Bonds — 13.55%
International Convertible Bond — 0.15%
Mauritius 0.15%
	800,000 USD	Golden Agri-Resources Limited 2.50% due 10/04/17 (e)(f)(g)		735,957		773,000
International Corporate Bonds — 13.40%
Australia 1.88%
	4,459,000 USD	Ausdrill Finance Pty Limited 6.875% due 11/01/19 (c)(g)		4,240,158		4,169,165
	5,215,000 USD	Nufarm Australia Limited 6.375% due 10/15/19 (c)		5,420,753		5,397,525
				9,660,911		9,566,690
Bermuda 0.66%
	500,000 USD	Aircastle Limited 6.25% due 12/01/19		511,200		535,000
	2,525,000 USD	Aircastle Limited 7.625% due 04/15/20		2,730,170		2,840,625
				3,241,370		3,375,625

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
107

Global Income Builder Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Corporate Bonds — 13.40% — (continued)
Canada 5.14%
	3,750,000 USD	New Gold, Inc. 6.25% due 11/15/22 (c)	$	3,712,981	$	3,712,500
	500,000 USD	New Gold, Inc. 7.00% due 04/15/20 (c)		513,832		519,375
	6,000,000 USD	PetroBakken Energy Limited 8.625% due 02/01/20 (c)		6,003,886		6,045,000
	7,317,000 USD	Precision Drilling Corporation 6.50% due 12/15/21		7,644,258		7,829,190
	400,000 USD	Precision Drilling Corporation 6.625% due 11/15/20		400,818		428,000
	6,788,000 USD	Thompson Creek Metals Company, Inc. 9.75% due 12/01/17		7,219,698		7,560,135
				25,495,473		26,094,200
France 0.83%
	2,500,000 USD	Rexel SA 5.25% due 06/15/20 (c)		2,450,982		2,562,500
	1,550,000 USD	Rexel SA 6.125% due 12/15/19 (c)		1,584,964		1,635,250
				4,035,946		4,197,750
Luxembourg 0.20%
	996,000 USD	Millicom International Cellular SA 6.625% due 10/15/21 (c)		1,011,173		1,028,370
Netherlands 0.78%
	2,300,000 EUR	HeidelbergCement Finance BV 8.50% due 10/31/19 (e)		3,489,296		3,985,503
Norway 0.32%
	1,630,000 USD	Eksportfinans ASA 2.00% due 09/15/15		1,565,260		1,605,550
South Africa 0.89%
	4,180,000 USD	AngloGold Ashanti Holdings PLC 8.50% due 07/30/20		4,197,149		4,493,500
Sweden 1.95%
	2,350,000 EUR	Eileme 2 AB 11.75% due 01/31/20 (c)		3,421,940		3,785,779
	1,700,000 USD	Perstorp Holding AB 8.75% due 05/15/17 (c)		1,723,874		1,785,000
	2,000,000 EUR	Perstorp Holding AB 9.00% due 05/15/17 (c)		2,778,702		2,899,066
	1,000,000 EUR	Perstorp Holding AB 9.00% due 05/15/17 (e)		1,348,948		1,449,533
				9,273,464		9,919,378

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
108

Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Corporate Bonds — 13.40% — (continued)
United Kingdom 0.75%
	2,210,000 USD	Jaguar Land Rover PLC 5.625% due 02/01/23 (c)	$	2,195,313	$	2,204,475
	1,400,000 USD	Jaguar Land Rover PLC 8.125% due 05/15/21 (c)		1,485,620		1,596,000
				3,680,933		3,800,475
Total International Corporate Bonds				65,650,975		68,067,041
Total Bonds				161,627,474		166,444,837
Term Loans — 5.90%
United States 5.90%
	3,319,913 USD	Alcatel-Lucent, Term Loan C 5.75% due 01/30/19		3,362,235		3,373,602
	869,430 USD	Ameriforge Group, Inc., 5.00% due 12/19/19		865,450		877,581
	1,995,000 USD	Appvion, Inc. 5.75% - 6.75% due 06/28/19		1,975,907		2,017,444
	2,046,715 EUR	Axalta Coating Systems U.S. Holdings Inc., Term Loan B 5.25% due 01/18/20		2,757,944		2,819,220
	3,767,814 USD	Caraustar Industry, Inc. 7.50% due 05/01/19		3,817,456		3,846,309
	3,562,010 USD	Fortescue Metals Group 5.25% due 10/18/17		3,559,654		3,576,379
	4,360,072 USD	JC Penney Corporation, Inc., 6.00% due 05/21/18		4,397,938		4,233,129
	2,138,838 USD	NEP Supershooters L.P. 4.75% due 01/22/20		2,142,285		2,153,809
	7,145,853 USD	Roundy's Supermarkets, Inc., Term Loan B 5.75% due 02/13/19		6,927,950		7,076,182
Total Term Loans				29,806,819		29,973,655
U.S. Commercial Paper — 7.14%
$	7,265,000	Arrow Electronics, Inc. 0.25% due 11/01/13		7,265,000		7,265,000
	1,441,000	Exxon Mobil Corporation 0.05% due 12/05/13		1,440,932		1,440,932
	10,491,000	Ford Motor Credit Company 0.51% due 11/01/13		10,491,000		10,491,000
	1,356,000	Medtronic, Inc. 0.05% due 12/17/13		1,355,913		1,355,913

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
109

Global Income Builder Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Commercial Paper — 7.14% — (continued)
$	10,491,000	NYSE Euronext, Inc. 0.13% due 11/01/13	$	10,491,000	$	10,491,000
	5,245,000	Safeway, Inc. 0.51% due 11/01/13		5,245,000		5,245,000
Total U.S. Commercial Paper				36,288,845		36,288,845
Total Investments — 99.14%			$	472,256,341		503,643,855
Other Assets in Excess of Liabilities — 0.86%						4,369,459
Net Assets — 100.00%					$	508,013,314

  (a)  Non-income producing security/commodity.

  (b)  This security is convertible until April 30, 2015.

  (c)  All or a portion of the security is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of 1933.

  (d)  When-Issued security.

  (e)  Represents a security registered under Regulation S. Bonds sold under Regulation S may not be offered, sold or delivered within the U.S., or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

  (f)  This security is convertible until September 27, 2017.

  (g)  Security is deemed illiquid. At October 31, 2013, the value of these securities amounted to $4,942,165 or 0.97% of net assets.

At October 31, 2013, aggregate cost for federal income tax purposes was $474,602,738. Net unrealized appreciation consisted of:

Gross unrealized appreciation	$	37,569,656
Gross unrealized depreciation		(8,528,539	)
Net unrealized appreciation	$	29,041,117

Abbreviations used in this schedule include:

PCL  — Public Company Limited

PLC  — Public Limited Company

REIT  — Real Estate Investment Trust

RSP  — Represents Non-Voting Shares

Currencies

EUR  — Euro

USD  — United States Dollar

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
110

Schedule of Investments | Year Ended October 31, 2013

Foreign Currency Exchange Contracts — Sales
SETTLEMENT DATES THROUGH	FOREIGN CURRENCY TO BE DELIVERED			U.S. $ TO BE RECEIVED		U.S. $ VALUE AT OCTOBER 31, 2013		UNREALIZED APPRECIATION AT OCTOBER 31, 2013		UNREALIZED DEPRECIATION AT OCTOBER 31, 2013
12/18/13		12,500,000	Euro	$	16,656,602	$	16,973,151	$	—	$	(316,549	)
01/15/14		3,976,000	Euro		5,231,787		5,398,975		—		(167,188	)
02/19/14		6,205,000	Euro		8,180,094		8,425,680		—		(245,586	)
03/19/14		3,951,000	Euro		5,296,744		5,365,671		—		(68,927	)
04/16/14		5,429,000	Euro		7,359,313		7,373,280		—		(13,967	)
12/18/13		91,374,000	Japanese Yen		964,136		929,506		34,630		—
01/15/14		117,321,000	Japanese Yen		1,174,900		1,193,722		—		(18,822	)
02/19/14		207,999,000	Japanese Yen		2,110,791		2,116,180		—		(5,389	)
03/19/14		108,493,000	Japanese Yen		1,094,838		1,104,360		—		(9,522	)
04/16/14		95,945,000	Japanese Yen		977,717		976,828		889		—
				$	49,046,922	$	49,857,353	$	35,519	$	(845,950	)

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS	PERCENT OF NET ASSETS
U.S. Common Stocks
Consumer Discretionary		0.38	%
Consumer Staples		2.61
Energy		1.87
Financials		3.32
Industrials		2.10
Information Technology		5.06
Materials		0.39
Utilities		2.07
Total U.S. Common Stocks		17.80
International Common Stocks
Consumer Discretionary		1.48
Consumer Staples		5.76
Energy		5.16
Financials		3.71
Health Care		3.84
Industrials		4.85
Information Technology		1.99
Materials		6.90
Utilities		0.84
Total International Common Stocks		34.53

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
111

Global Income Builder Fund

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)	PERCENT OF NET ASSETS
Closed-End Mutual Fund		0.17%
Commodity		0.84
U.S. Convertible Bond
Industrials		0.70
Total U.S. Convertible Bond		0.70
U.S. Corporate Bonds
Consumer Discretionary		5.07
Consumer Staples		1.20
Energy		5.88
Health Care		0.50
Industrials		1.09
Materials		1.45
Telecommunication Services		3.32
Total U.S. Corporate Bonds		18.51
International Convertible Bond
Consumer Staples		0.15
Total International Convertible Bond		0.15
International Corporate Bonds
Consumer Discretionary		0.75
Energy		2.82
Financials		1.80
Industrials		0.83
Materials		6.26
Telecommunication Services		0.94
Total International Corporate Bonds		13.40
Term Loans		5.90
U.S. Commercial Paper		7.14
Total Investments		99.14	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
112

This page was intentionally left blank.

Fund Overview | Data as of October 31, 2013 (unaudited)

INVESTMENT OBJECTIVE

First Eagle High Yield Fund seeks to provide investors with a high level of current income. To pursue its investment objective the Fund normally invests at least 80% of its net assets in high yield, below investment-grade instruments, or other instruments.

Average Annual Returns^
	ONE-YEAR			FIVE-YEARS			SINCE INCEPTION (11-19-07)
First Eagle High Yield Fund (I Shares)		7.85	%		18.55	%		12.19	%
Barclays Capital U.S. Corporate High Yield Bond Index		8.87			18.12			9.87

Asset Allocation*

Countries**
United States	69.95	%
Canada	5.36
Sweden	3.34
Bermuda	2.47
Australia	2.09
United Kingdom	1.79
Netherlands	1.30
Cayman Islands	1.18
Luxembourg	1.09
Norway	1.05
France	1.00
South Africa	0.98
Ireland	0.86
Germany	0.24
Mauritius	0.19

^  Performance figures reflect certain fee waivers and/or expense limitations, without which returns may have been lower.

*  Asset Allocation and Countries percentages are based on total investments in the portfolio.

**  Country allocations reflect country of the issuer (not currency of issue) and exclude short term investments. Bonds of non-U.S. issuers may be U.S. dollar denominated.

  The Fund's portfolio composition is subject to change at any time.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
114

High Yield Fund

Growth of a $10,000 Initial Investment

The Adviser has contractually agreed to limit operating expenses of the Fund to an annual rate of 1.25% for A Shares, 2.00% for Class C Shares, and 0.80% for I Shares, with gross operating expenses of 1.13%, 1.88%, and 0.88%, respectively. This limitation excludes certain expenses as described in the Fees and Expenses section of the prospectus. This limitation will continue until December 31, 2013. The expense limitation may be terminated by the Adviser in future years.

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses.

The average annual returns for Class I Shares do not give effect to the deduction of a maximum sales charge.

The Barclays Capital U.S. Corporate High Yield Bond Index is composed of fixed-rate, publicly issued, non-investment grade debt, is unmanaged, with dividends reinvested, and is not available for purchase. The index includes both corporate and non-corporate sectors. The corporate sectors are Industrial, Utility, and Finance, which include both U.S. and non-U.S. corporations. The index is presented here for comparison purposes only. One cannot invest directly in an index.

Top 10 Holdings*
Bi-Lo LLC (U.S. food-retail company)	1.58	%
Roundy's Supermarkets, Inc. Term Loan B (U.S. wholesale grocery company)	1.53
Brickman Group Holdings, Inc. (U.S. landscaping company)	1.36
ROC Finance (U.S. special purpose finance company)	1.30
Sprint Corporation (U.S. communications services provider)	1.26
Advanced Micro Devices, Inc. (U.S. integrated circuits manufacturer)	1.25
HeidelbergCement Finance BV (German building materials manufacturer)	1.23
Nufarm Australia Limited (Australian agriculture chemical company)	1.22
ACCO Brands Corporation (U.S. office product manufacturer)	1.18
Offshore Group Investment Limited (Cayman Island energy company)	1.17
Total	13.08	%

*  Holdings in cash, commercial paper and other short term cash equivalents have been excluded. Percentages are based on total net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
115

First Eagle High Yield Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Bonds — 73.39%
U.S. Convertible Bonds — 1.45%
$	12,150,000	Advanced Micro Devices, Inc. 6.00% due 05/01/15 (a)	$	11,626,603	$	12,681,562
	1,915,000	Headwaters, Inc. 8.75% due 02/01/16 (b)		1,949,521		2,068,200
Total U.S. Convertible Bonds				13,576,124		14,749,762
U.S. Corporate Bonds — 50.84%
	11,826,000	ACCO Brands Corporation 6.75% due 04/30/20		12,199,054		11,944,260
	4,037,000	Air Medical Group Holdings, Inc. 9.25% due 11/01/18		4,232,120		4,380,145
	5,221,000	Aleris International, Inc. 7.875% due 11/01/20		5,218,258		5,560,365
	2,909,000	American Axle & Manufacturing, Inc. 6.25% due 03/15/21		2,909,000		3,076,268
	3,478,000	American Axle & Manufacturing, Inc. 6.625% due 10/15/22		3,520,304		3,686,680
	8,613,000	Antero Resources Finance Corporation 5.375% due 11/01/21 (c)(d)		8,701,087		8,758,344
	8,672,000	Atlas Energy Holdings Operating Company LLC 7.75% due 01/15/21 (d)(e)		8,689,221		8,238,400
	6,147,000	Atlas Pipeline Partners L.P. 5.875% due 08/01/23 (d)		5,893,916		6,070,163
	6,363,000	Atwood Oceanics, Inc. 6.50% due 02/01/20		6,651,105		6,840,225
	6,238,000	Basic Energy Services, Inc. 7.75% due 02/15/19		6,169,201		6,503,115
	4,583,000	Basic Energy Services, Inc. 7.75% due 10/15/22		4,550,168		4,651,745
	7,716,000	Bi-Lo LLC 8.625% due 09/15/18 (d)(f)		7,676,979		8,005,350
	14,425,000	Bi-Lo LLC 9.25% due 02/15/19 (d)		15,176,131		16,047,812
	1,544,000	Bon-Ton Department Stores, Inc. 8.00% due 06/15/21		1,544,000		1,462,940
	2,581,000	Bon-Ton Department Stores, Inc. 10.625% due 07/15/17		2,300,153		2,593,905
	12,829,000	Brickman Group Holdings, Inc. 9.125% due 11/01/18 (d)(e)		13,182,592		13,791,175
	7,625,000	Carrizo Oil & Gas, Inc. 8.625% due 10/15/18		7,884,655		8,387,500

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
116

Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Corporate Bonds — 50.84% — (continued)
$	2,841,000	CCO Holdings LLC 6.625% due 01/31/22	$	2,920,848	$	2,954,640
	10,210,000	CCO Holdings LLC 7.375% due 06/01/20		11,021,617		11,205,475
	3,961,000	CCO Holdings LLC 8.125% due 04/30/20		4,320,580		4,357,100
	10,110,000	Citgo Petroleum Corporation 11.50% due 07/01/17 (d)		10,931,341		11,171,550
	9,522,000	Cleaver-Brooks, Inc. 8.75% due 12/15/19 (d)		9,851,715		10,390,882
	2,150,000	Cloud Peak Energy Resources 8.25% due 12/15/17		2,242,568		2,262,875
	110,000	Cloud Peak Energy Resources 8.50% due 12/15/19		110,685		119,625
	8,573,000	CommScope, Inc. 8.25% due 01/15/19 (d)		8,976,723		9,451,733
	1,106,000	Crestwood Midstream Partners L.P. 6.125% due 03/01/22 (c)(d)		1,106,000		1,133,650
	10,283,000	Drill Rigs Holdings, Inc. 6.50% due 10/01/17 (d)		10,366,544		10,874,272
	9,150,000	DriveTime Automotive Group, Inc. 12.625% due 06/15/17		9,863,719		10,133,625
	5,241,000	DuPont Fabros Technology L.P. 5.875% due 09/15/21 (d)		5,304,037		5,398,230
	4,000,000	EP Energy LLC 9.375% due 05/01/20		4,045,539		4,640,000
	1,075,000	Everest Acquisition LLC 6.875% due 05/01/19		1,096,686		1,161,000
	7,320,000	Fiesta Restaurant Group, Inc. 8.875% due 08/15/16		7,619,455		7,804,950
	2,894,000	Frontier Communications Corporation 7.125% due 03/15/19		3,053,074		3,168,930
	10,036,000	Frontier Communications Corporation 8.50% due 04/15/20		10,857,237		11,516,310
	8,427,000	GenCorp, Inc. 7.125% due 03/15/21 (d)		8,754,315		9,059,025
	779,000	Goodman Networks, Inc. 12.125% due 07/01/18 (d)(e)		814,862		825,740
	5,335,000	Goodman Networks, Inc. 13.125% due 07/01/18 (d)(e)		5,569,157		5,655,100
	8,870,000	Headwaters, Inc. 7.625% due 04/01/19		8,904,983		9,490,900

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
117

High Yield Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Corporate Bonds — 50.84% — (continued)
$	3,000,000	Huntington Ingalls Industries, Inc. 6.875% due 03/15/18	$	3,120,262	$	3,243,750
	6,226,000	Huntington Ingalls Industries, Inc. 7.125% due 03/15/21		6,613,063		6,778,558
	3,350,000	Interface, Inc. 7.625% due 12/01/18		3,538,294		3,659,875
	2,000,000	International Lease Finance Corporation 8.625% due 09/15/15		2,106,104		2,232,500
	5,985,000	JC Penney Corporation, Inc. Series 'A' 6.875% due 10/15/15		5,507,540		5,162,063
	11,243,000	Kemet Corporation 10.50% due 05/01/18		11,470,586		10,933,817
	1,961,000	Kinder Morgan, Inc. 5.00% due 02/15/21 (d)		1,961,000		1,961,000
	5,882,000	Kinder Morgan, Inc. 5.625% due 11/15/23 (d)		5,911,407		5,911,407
	3,646,000	Kraton Polymers 6.75% due 03/01/19		3,717,075		3,819,185
	5,460,000	L Brands, Inc. 5.625% due 10/15/23		5,498,869		5,610,150
	8,726,000	Landry's, Inc. 9.375% due 05/01/20 (d)		9,050,777		9,489,525
	7,769,000	Magnachip Semiconductor Corporation 6.625% due 07/15/21 (d)		7,728,189		7,807,845
	5,684,000	Mcron Finance Corporation 8.375% due 05/15/19 (d)		5,754,404		6,323,450
	762,000	Milacron LLC 7.75% due 02/15/21 (d)		762,000		800,100
	2,119,000	Noranda Aluminum Acquisition Corporation 11.00% due 06/01/19 (d)(e)		2,119,000		1,801,150
	10,570,000	Outerwall, Inc. 6.00% due 03/15/19 (d)		10,545,192		10,345,387
	1,107,000	Parker Drilling Company 7.50% due 08/01/20 (d)		1,110,936		1,155,431
	8,613,000	Parker Drilling Company 9.125% due 04/01/18		9,067,195		9,258,975
	6,020,000	PHH Corporation 7.375% due 09/01/19		6,342,409		6,396,250
	10,449,000	Post Holdings, Inc. 7.375% due 02/15/22 (d)		10,984,960		11,193,491
	8,356,000	Quality Distribution 9.875% due 11/01/18		9,067,192		9,254,270

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
118

Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Corporate Bonds — 50.84% — (continued)
$	6,386,000	Radio Systems Corporation 8.375% due 11/01/19 (d)	$	6,521,014	$	7,072,495
	10,243,000	Rentech Nitrogen Partners L.P. 6.50% due 04/15/21 (d)		10,341,233		9,986,925
	6,240,000	Rex Energy Corporation 8.875% due 12/01/20		6,217,391		6,770,400
	12,133,000	ROC Finance 12.125% due 09/01/18 (d)		13,446,280		13,164,305
	6,950,000	Samson Investment Company 10.00% due 02/15/20 (d)		7,209,108		7,540,750
	9,275,000	SandRidge Energy, Inc. 7.50% due 02/15/23		9,439,981		9,669,188
	8,363,000	Seitel, Inc. 9.50% due 04/15/19		8,400,608		8,666,159
	2,690,000	Shea Homes L.P. 8.625% due 05/15/19		2,717,003		2,992,625
	7,720,000	Silgan Holdings, Inc. 5.50% due 02/01/22 (d)		7,686,552		7,720,000
	2,000,000	Sprint Communications, Inc. 6.00% due 11/15/22		1,972,500		1,980,000
	5,000,000	Sprint Communications, Inc. 7.00% due 08/15/20		5,155,443		5,387,500
	11,799,000	Sprint Corporation 7.25% due 09/15/21 (d)		11,897,321		12,757,669
	6,982,000	STHI Holding Corporation 8.00% due 03/15/18 (d)		7,414,408		7,558,015
	1,170,000	T-Mobile USA, Inc. 6.542% due 04/28/20		1,170,000		1,244,588
	3,000,000	T-Mobile USA, Inc. 6.633% due 04/28/21		3,100,646		3,183,750
	4,680,000	T-Mobile USA, Inc. 6.731% due 04/28/22		4,743,983		4,960,800
	195,000	T-Mobile USA, Inc. 6.836% due 04/28/23		191,113		206,944
	9,264,000	Taylor Morrison Communities, Inc. 7.75% due 04/15/20 (d)		9,806,019		10,283,040
	9,479,000	Toys R Us Property Company II 8.50% due 12/01/17		9,805,094		9,834,462
	4,650,000	United Rentals North America, Inc. 7.375% due 05/15/20		4,713,909		5,208,000
	200,000	United Rentals North America, Inc. 7.625% due 04/15/22		200,000		225,000

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
119

High Yield Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Corporate Bonds — 50.84% — (continued)
$	556,000	William Carter Company 5.25% due 08/15/21 (d)	$	556,000	$	567,120
	3,064,000	Wolverine World Wide, Inc. 6.125% due 10/15/20		3,110,999		3,278,480
Total U.S. Corporate Bonds				502,022,688		516,170,398
International Convertible Bond — 0.19%
Mauritius 0.19%
	2,000,000 USD	Golden Agri-Resources Limited 2.50% due 10/04/17 (e)(g)(h)		1,840,555		1,932,500
International Corporate Bonds — 20.91%
Australia 2.09%
	9,425,000 USD	Ausdrill Finance PTY Limited 6.875% due 11/01/19 (d)(e)		9,341,202		8,812,375
	11,955,000 USD	Nufarm Australia Limited 6.375% due 10/15/19 (d)		12,315,244		12,373,425
				21,656,446		21,185,800
Bermuda 2.46%
	5,825,000 USD	Aircastle Limited 7.625% due 04/15/20		6,031,980		6,553,125
	10,077,000 USD	Santa Maria Offshore Limited 8.875% due 07/03/18 (d)(e)		10,211,316		10,631,235
	6,900,000 USD	Viking Cruises, Limited 8.50% due 10/15/22 (d)		7,133,730		7,762,500
				23,377,026		24,946,860
Canada 4.72%
	10,081,000 USD	Mood Media Corporation 9.25% due 10/15/20 (d)		10,533,146		9,022,495
	5,230,000 USD	New Gold, Inc. 6.25% due 11/15/22 (d)		5,095,856		5,177,700
	4,974,000 USD	New Gold, Inc. 7.00% due 04/15/20 (d)		5,063,736		5,166,743
	9,947,000 USD	PetroBakken Energy Limited 8.625% due 02/01/20 (d)		9,961,740		10,021,602
	5,656,000 USD	Precision Drilling Corporation 6.50% due 12/15/21		5,904,348		6,051,920
	2,550,000 USD	Thompson Creek Metals Company, Inc. 7.375% due 06/01/18		2,272,848		2,320,500
	7,214,000 USD	Thompson Creek Metals Company, Inc. 9.75% due 12/01/17		7,492,779		8,034,592
	2,000,000 USD	Thompson Creek Metals Company, Inc. 12.50% due 05/01/19		2,014,260		2,120,000
				48,338,713		47,915,552

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
120

Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Corporate Bonds — 20.91% — (continued)
Cayman Islands 1.17%
	10,900,000 USD	Offshore Group Investment Limited 7.50% due 11/01/19	$	10,979,068	$	11,908,250
France 0.99%
	4,900,000 USD	Rexel SA 5.25% due 06/15/20 (d)		4,865,126		5,022,500
	4,805,000 USD	Rexel SA 6.125% due 12/15/19 (d)		4,851,607		5,069,275
				9,716,733		10,091,775
Ireland 0.85%
	8,031,000 USD	Ardagh Packaging Finance PLC 9.125% due 10/15/20 (d)		8,303,875		8,663,402
Luxembourg 0.21%
	2,060,000 USD	Millicom International Cellular SA 6.625% due 10/15/21 (d)		2,091,132		2,126,950
Netherlands 1.30%
	7,215,000 EUR	HeidelbergCement Finance BV 8.50% due 10/31/19 (g)		10,390,304		12,502,351
	600,000 USD	Schaeffler Holding Finance BV 6.875% due 08/15/18 (d)(f)		596,955		642,000
				10,987,259		13,144,351
Norway 1.04%
	10,755,000 USD	Eksportfinans ASA 2.00% due 09/15/15		10,065,170		10,593,675
South Africa 0.97%
	9,202,000 USD	AngloGold Ashanti Holdings PLC 8.50% due 07/30/20		9,239,745		9,892,150
Sweden 3.33%
	737,059 USD	Eileme 1 AB 14.25% due 08/15/20 (d)(e)(f)		710,501		796,024
	5,875,000 USD	Eileme 2 AB 11.625% due 01/31/20 (d)		6,449,043		6,917,813
	4,450,000 EUR	Eileme 2 AB 11.75% due 01/31/20 (d)		5,950,881		7,168,814
	7,750,000 USD	Perstorp Holding AB 8.75% due 05/15/17 (d)		7,795,339		8,137,500
	1,000,000 EUR	Perstorp Holding AB 9.00% due 05/15/17 (d)		1,389,348		1,449,533
	1,000,000 EUR	Perstorp Holding AB 9.00% due 05/15/17 (g)		1,348,948		1,449,533
	5,470,000 EUR	TVN Finance Corporation III AB 7.375% due 12/15/20 (d)		7,417,103		7,872,502
				31,061,163		33,791,719

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
121

High Yield Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
International Corporate Bonds — 20.91% — (continued)
United Kingdom 1.78%
	4,400,000 USD	Ineos Finance PLC 8.375% due 02/15/19 (d)	$	4,557,429	$	4,922,500
	790,000 USD	Jaguar Land Rover PLC 5.625% due 02/01/23 (d)		790,000		788,025
	5,700,000 USD	Jaguar Land Rover PLC 8.125% due 05/15/21 (d)		5,862,143		6,498,000
	453,000 EUR	Viridian Group FundCo II 11.125% due 04/01/17 (d)		548,921		680,411
	4,724,000 USD	Viridian Group FundCo II 11.125% due 04/01/17 (d)		4,584,074		5,220,020
				16,342,567		18,108,956
Total International Corporate Bonds				202,158,897		212,369,440
Total Bonds				719,598,264		745,222,100
Term Loans — 19.12%
Canada 0.62%
	6,171,486 USD	Essar Steel Algoma, Inc., ABL Term Loan 8.75% due 09/20/14		6,152,153		6,279,487
Germany 0.25%
	1,815,337 EUR	Schaeffler AG, Term Loan C 4.75% due 01/27/17		2,197,275		2,488,651
Luxembourg 0.88%
	3,084,270 USD	ION Trading Technologies S.a.r.l., First Lien Term Loan 4.50% due 05/22/20		3,069,644		3,100,977
	5,800,000 USD	ION Trading Technologies S.a.r.l., Second Lien Term Loan 8.25% due 05/22/21		5,878,275		5,845,919
				8,947,919		8,946,896
United States 17.37%
	9,587,550 USD	Alcatel-Lucent, Term Loan C 5.75% due 01/30/19		9,707,656		9,742,600
	956,770 USD	Ameriforge Group, Inc., First Lien Term Loan 5.00% due 12/19/19		952,390		965,740
	7,230,000 USD	Ameriforge Group, Inc., Second Lien Term Loan 8.75% due 12/18/20		7,369,775		7,329,412
	5,861,310 USD	Appvion Inc. 6.75% due 06/28/19		5,805,217		5,927,250

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
122

Schedule of Investments | Year Ended October 31, 2013

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Term Loans — 19.12% — (continued)
United States 17.37% — (continued)
	9,125,145 USD	Atkins Nutritionals, Inc., First Lien Term Loan 6.25% due 01/02/19	$	9,060,436	$	9,239,209
	1,528,000 USD	Atkins Nutritionals, Inc., Second Lien Term Loan 9.75% due 04/03/19		1,499,585		1,558,560
	7,359,020 EUR	Axalta Coating Systems U.S. Holdings Inc., Term Loan B 5.25% due 01/18/20		9,919,344		10,136,584
	2,813,738 USD	Cannery Casino Resorts LLC, Term Loan B 6.00% due 09/25/18		2,790,531		2,819,453
	1,891,500 USD	Cannery Casino Resorts LLC, Second Lien Term Loan 10.00% due 09/25/19 (i)		1,840,225		1,768,553
	10,215,250 USD	Caraustar Industry, Inc. 7.50% due 05/01/19		10,349,409		10,428,064
	7,343,000 USD	CBAC Borrower, LLC, Term Loan B 8.25% due 07/02/20		7,546,440		7,600,005
	8,778,663 USD	Demantic S.A. 5.25% due 12/18/19		8,795,702		8,841,764
	8,450,819 USD	Fortescue Metals Group 5.25% due 10/18/17		8,415,224		8,484,910
	9,938,000 USD	Hostess Brands, Inc. 6.75% due 03/12/20		10,086,735		10,236,140
	10,988,460 USD	JC Penney Corporation, Inc., First Lien Term Loan 6.00% due 05/21/18		11,100,055		10,668,531
	6,825,423 USD	NEP Supershooters L.P. 4.75% due 01/22/20		6,836,267		6,873,200
	2,890,857 USD	NEP Supershooters L.P., Second Lien Term Loan 9.50% due 08/18/20		2,990,107		2,986,015
	15,728,039 USD	Roundy's Supermarkets, Inc., Term Loan B 5.75% due 02/13/19		15,417,517		15,574,690
	9,998,851 USD	Supervalu Inc., Refi Term Loan B 5.00% due 03/21/19 (i)(j)		9,997,878		10,074,883
	2,300,000 USD	Toys R Us Property Company I, Term Loan B 6.00% due 08/21/19		2,277,588		2,254,575
	8,437,000 USD	True Religion Apparel, Inc., First Lien Term Loan 5.88% due 07/30/19		7,972,245		8,011,632

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
123

High Yield Fund

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Term Loans — 19.12% — (continued)
United States 17.37% — (continued)
	11,256,000 USD	Water Pik Technologies, Inc., First Lien Term Loan 5.75% due 07/08/20	$	11,049,535	$	11,213,790
	7,366,397 USD	Wilton Brands LLC 7.50% due 08/30/18		7,282,376		6,850,750
	6,911,000 USD	Zest Anchors LLC 6.50% due 08/16/20		6,775,612		6,841,890
				175,837,849		176,428,200
Total Term Loans				193,135,196		194,143,234
U.S. Commercial Paper — 7.08%
$	13,776,000	Arrow Electronics, Inc. 0.25% due 11/01/13		13,776,000		13,776,000
	4,324,000	Exxon Mobil Corporation 0.05% due 12/05/13		4,323,796		4,323,796
	19,893,000	Ford Motor Credit Company 0.51% due 11/01/13		19,893,000		19,893,000
	4,067,000	Medtronic, Inc. 0.05% due 12/17/13		4,066,740		4,066,740
	19,893,000	NYSE Euronext, Inc. 0.13% due 11/01/13		19,893,000		19,893,000
	9,946,000	Safeway, Inc. 0.51% due 11/01/13		9,946,000		9,946,000
Total U.S. Commercial Paper				71,898,536		71,898,536
Total Investments — 99.59%			$	984,631,996		1,011,263,870
Other Assets in Excess of Liabilities — 0.41%						4,148,446
Net Assets — 100.00%					$	1,015,412,316

  (a)  This security is convertible until April 30, 2015.

  (b)  This security is convertible until January 27, 2016.

  (c)  When-Issued security.

  (d)  All or a portion of the security is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of 1933.

  (e)  Security is deemed illiquid. At October 31, 2013, the value of these securities amounted to $52,483,699 or 5.17% of net assets.

  (f)  Payment-in-kind security.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
124

Schedule of Investments | Year Ended October 31, 2013

  (g)  Represents a security registered under Regulation S. Bonds sold under Regulation S may not be offered, sold or delivered within the U.S., or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

  (h)  This security is convertible until September 27, 2017.

  (i)  At October 31, 2013, all or a portion of the security was segregated to cover collateral requirements for extended trade settlements.

  (j)  All or a portion of the security represents unsettled loan positions.

At October 31, 2013, aggregate cost for federal income tax purposes was $984,631,997. Net unrealized appreciation consisted of:

Gross unrealized appreciation	$	32,530,831
Gross unrealized depreciation		(5,898,958	)
Net unrealized appreciation	$	26,631,873

Abbreviations used in this schedule include:

PLC  — Public Limited Company

Currencies

EUR  — Euro

USD  — United States Dollar

Foreign Currency Exchange Contracts — Sales

SETTLEMENT DATES THROUGH	FOREIGN CURRENCY TO BE DELIVERED			U.S. $ TO BE RECEIVED		U.S. $ VALUE AT OCTOBER 31, 2013		UNREALIZED APPRECIATION AT OCTOBER 31, 2013		UNREALIZED DEPRECIATION AT OCTOBER 31, 2013
12/18/13		33,086,000	Euro	$	44,154,233	$	44,925,891	$	—	$	(771,658	)

Foreign Currency Exchange Contracts — Purchases

SETTLEMENT DATES THROUGH	FOREIGN CURRENCY TO BE RECEIVED			U.S. $ TO BE DELIVERED		U.S. $ VALUE AT OCTOBER 31, 2013		UNREALIZED APPRECIATION AT OCTOBER 31, 2013		UNREALIZED DEPRECIATION AT OCTOBER 31, 2013
12/18/13		2,001,000	Euro	$	2,704,822	$	2,717,062	$	12,240	$	—

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS	PERCENT OF NET ASSETS
U.S. Convertible Bonds
Industrials		1.45	%
Total U.S. Convertible Bonds		1.45

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
125

High Yield Fund

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)	PERCENT OF NET ASSETS
U.S. Corporate Bonds
Consumer Discretionary		10.78	%
Consumer Staples		3.97
Energy		12.96
Financials		2.05
Health Care		0.75
Industrials		9.54
Materials		3.03
Telecommunication Services		7.76
Total U.S. Corporate Bonds		50.84
International Convertible Bonds
Consumer Staples		0.19
Total International Convertible Bonds		0.19
International Corporate Bonds
Consumer Discretionary		1.55
Energy		3.80
Financials		2.56
Industrials		1.84
Materials		7.23
Telecommunication Services		3.35
Utilities		0.58
Total International Corporate Bonds		20.91
Term Loans		19.12
U.S. Commercial Paper		7.08
Total Investments		99.59	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
126

This page was intentionally left blank.

Fund Overview | Data as of October 31, 2013 (unaudited)

INVESTMENT OBJECTIVE

The First Eagle Fund of America seeks capital appreciation by investing primarily in domestic stocks and to a lesser extent in debt and foreign equity securities. The Fund has a unique event-driven bias that focuses on identifying companies poised to benefit from change that the market has not yet recognized.

Average Annual Returns
	ONE-YEAR			FIVE-YEARS			TEN-YEARS
First Eagle Fund of America (Y Shares)		29.45	%		16.38	%		10.32	%
Standard & Poor's 500 Index		27.18			15.17			7.46

Asset Allocation*

Sector/Industry**
Materials	29.61	%
Information Technology	18.40
Health Care	17.53
Consumer Discretionary	13.71
Industrials	10.15
Energy	7.89
Exchange Traded Fund	0.83

*  Asset Allocation and Sector/Industry percentages are based on total investments in the portfolio.

**  Sector/Industry allocations exclude short term investments and options positions.

  The Fund's portfolio composition is subject to change at any time.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
128

Fund of America

Growth of a $10,000 Initial Investment

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The Fund's average annual returns shown above are historical and reflect changes in share price, reinvested dividends and is net of expenses.

The Standard & Poor's 500 Index is a widely recognized unmanaged index including a representative sample of 500 leading companies in leading sectors of the U.S. economy and is not available for purchase. Although the Standard & Poor's 500 Index focuses on the large-cap segment of the market, with approximately 80% coverage of U.S. equities, it is also considered a proxy for the total market.

Top 10 Holdings*
Eastman Chemical Company (chemicals company)	5.65	%
Seagate Technology PLC (hard disk drive manufacturer)	5.10
Wyndham Worldwide Corporation (hotel and resorts)	5.10
Pfizer Inc. (biopharmaceutical company)	5.00
Occidental Petroleum Corporation (oil and gas production and exploration)	4.95
WR Grace & Company (chemicals and materials manufacturer)	4.48
Hewlett-Packard Company (U.S. software developer)	4.40
Pitney Bowes, Inc. (mailstream solutions company)	4.36
Valeant Pharmaceuticals International, Inc. (pharmaceuticals company)	3.84
Viacom, Inc. Class 'B' (U.S. media company)	3.79
Total	46.67	%

*  Holdings in cash, commercial paper and other short term cash equivalents have been excluded. Percentages are based on total net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
129

First Eagle Fund of America

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Common Stocks — 98.75%
U.S. Common Stocks — 93.38%
Consumer Discretionary 13.95%
	1,909,500	Wyndham Worldwide Corporation (a)	$	64,410,967	$	126,790,800
	1,130,200	Viacom, Inc., Class 'B' (a)		60,574,109		94,134,358
	1,259,700	Lowe's Companies, Inc. (a)		53,151,905		62,707,866
	84,850	AutoZone, Inc. (a)(b)		35,959,600		36,883,447
	1,574,370	Interpublic Group of Companies, Inc. (a)		15,946,073		26,449,416
				230,042,654		346,965,887
Energy 8.02%
	1,282,660	Occidental Petroleum Corporation (a)		115,103,167		123,237,973
	970,160	Dresser-Rand Group, Inc. (a)(b)		42,846,950		58,956,623
	349,500	Atlas Energy L.P. (a)		8,639,916		17,408,595
				166,590,033		199,603,191
Health Care 17.60%
	4,053,201	Pfizer, Inc. (a)		85,009,936		124,352,207
	902,742	Valeant Pharmaceuticals International, Inc. (a)(b)		13,232,626		95,437,884
	851,300	Omnicare, Inc. (a)		20,822,908		46,949,195
	1,223,220	Theravance, Inc. (a)(b)		37,197,444		44,818,781
	1,428,900	Health Net, Inc. (a)(b)		36,743,611		43,438,560
	638,100	Baxter International, Inc. (a)		32,162,938		42,031,647
	648,160	Forest Laboratories, Inc. (a)(b)		28,472,031		30,482,965
	880,500	Halozyme Therapeutics, Inc. (a)(b)		10,313,868		10,257,825
	2	Zoetis, Inc.		49		63
				263,955,411		437,769,127
Industrials 7.90%
	5,077,455	Pitney Bowes, Inc. (a)		78,933,297		108,352,889
	2,324,490	Avis Budget Group, Inc. (a)(b)		61,412,538		72,826,272
	220,100	Flowserve Corporation (a)		8,472,974		15,290,347
				148,818,809		196,469,508
Information Technology 18.72%
	2,606,820	Seagate Technology PLC (a)		68,715,355		126,899,997
	4,488,400	Hewlett-Packard Company (a)		89,883,454		109,382,308
	1,182,130	Motorola Solutions, Inc. (a)		61,235,632		73,906,768
	1,965,450	AOL, Inc. (a)(b)		49,913,220		71,227,908
	544,900	SanDisk Corporation (a)		33,040,351		37,870,550

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
130

Schedule of Investments | Year Ended October 31, 2013

SHARES		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
U.S. Common Stocks — 93.38% — (continued)
Information Technology 18.72% — (continued)
	796,672	Leidos Holdings, Inc. (a)	$	34,658,884	$	37,515,284
	248,011	Science Applications International Corporation		8,052,719		8,742,388
				345,499,615		465,545,203
Materials 27.19%
	1,782,900	Eastman Chemical Company (a)		57,795,047		140,474,691
	1,215,100	WR Grace & Company (a)(b)		72,675,531		111,376,066
	1,150,005	FMC Corporation (a)		64,694,506		83,674,364
	1,309,270	Rockwood Holdings, Inc. (a)		55,389,276		82,811,327
	2,488,740	Sealed Air Corporation (a)		63,435,082		75,110,173
	851,050	Valspar Corporation (a)		22,407,329		59,547,969
	719,100	Packaging Corporation of America (a)		15,139,566		44,785,548
	910,850	Ball Corporation (a)		16,906,573		44,531,457
	778,030	Crown Holdings, Inc. (b)		13,580,560		33,922,109
				382,023,470		676,233,704
Total U.S. Common Stocks				1,536,929,992		2,322,586,620
International Common Stocks — 5.37%
Netherlands 2.94%
	979,000	LyondellBasell Industries NV, Class 'A' (a)		66,389,390		73,033,400
Switzerland 2.43%
	1,654,550	Tyco International Limited (a)		39,156,979		60,473,802
Total International Common Stocks				105,546,369		133,507,202
Total Common Stocks				1,642,476,361		2,456,093,822
Exchange Traded Fund — 0.85%
	165,480	SPDR Gold Trust (a)(b)		26,335,665		21,138,415
Investment Company — 1.92%
	47,700,122	State Street Institutional U.S. Government Money Market Fund, Institutional Class		47,700,122		47,700,122

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
131

Fund of America

PRINCIPAL		DESCRIPTION	COST (NOTE 1)		VALUE (NOTE 1)
Bond — 0.23%
U.S. Convertible Bond 0.23%
$	2,730,000	Omnicare, Inc. 3.75% due 12/15/25 (c)	$	2,730,000	$	5,784,187
Total Investment Portfolio Excluding Options Written — 101.75% (Cost: $1,719,242,148)					$	2,530,716,546

CONTRACTS			STRIKE PRICE		EXPIRATION DATE	VALUE (NOTE 1)
Covered Call Options Written — (2.67)%
	536	AOL, Inc.	$	34.00	January 2014	$	(219,760	)
	561	AOL, Inc.		35.00	January 2014		(193,545	)
	1,467	AOL, Inc.		36.00	January 2014		(429,098	)
	500	Atlas Energy L.P.		50.00	January 2014		(115,000	)
	500	Atlas Energy L.P.		55.00	January 2014		(38,750	)
	294	AutoZone, Inc.		430.00	December 2013		(382,200	)
	171	AutoZone, Inc.		440.00	December 2013		(144,495	)
	2,497	Avis Budget Group, Inc.		29.00	January 2014		(646,723	)
	2,180	Avis Budget Group, Inc.		30.00	December 2013		(479,600	)
	4,036	Avis Budget Group, Inc.		30.00	January 2014		(1,061,468	)
	392	Ball Corporation		44.00	November 2013		(184,240	)
	1,340	Ball Corporation		45.00	November 2013		(529,300	)
	2,695	Ball Corporation		46.00	November 2013		(815,238	)
	2,301	Baxter International, Inc.		65.00	November 2013		(361,257	)
	1,176	Baxter International, Inc.		67.50	November 2013		(32,928	)
	2,377	Dresser-Rand Group, Inc.		65.00	December 2013		(273,355	)
	364	Eastman Chemical Company		77.50	December 2013		(127,400	)
	3,575	Eastman Chemical Company		80.00	December 2013		(822,250	)
	612	Eastman Chemical Company		80.00	January 2014		(180,540	)
	2,201	Flowserve Corporation		63.33	January 2014		(1,553,906	)
	847	FMC Corporation		60.00	November 2013		(1,092,630	)
	2,736	FMC Corporation		65.00	November 2013		(2,243,520	)
	853	Forest Laboratories, Inc.		44.00	November 2013		(277,225	)
	1,055	Halozyme Therapeutics, Inc.		12.00	November 2013		(58,025	)
	6,271	Halozyme Therapeutics, Inc.		12.00	December 2013		(595,745	)
	100	Health Net, Inc.		27.50	November 2013		(32,000	)
	3,174	Hewlett-Packard Company		23.00	December 2013		(714,150	)
	3,209	Hewlett-Packard Company		23.00	January 2014		(750,906	)
	2,581	Hewlett-Packard Company		24.00	December 2013		(402,636	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
132

Schedule of Investments | Year Ended October 31, 2013

CONTRACTS		DESCRIPTION	STRIKE PRICE		EXPIRATION DATE	VALUE (NOTE 1)
Covered Call Options Written — (2.67)% — (continued)
	484	Hewlett-Packard Company	$	24.00	January 2014	$	(82,280	)
	3,169	Interpublic Group of Companies, Inc.		16.00	January 2014		(364,435	)
	3,204	Leidos Holdings, Inc.		45.00	January 2014		(1,009,260	)
	7,225	Lowe's Companies, Inc.		48.00	January 2014		(2,348,125	)
	1,336	LyondellBasell Industries NV, Class 'A'		75.00	January 2014		(387,440	)
	4,595	LyondellBasell Industries NV, Class 'A'		77.25	January 2014		(919,000	)
	1,000	LyondellBasell Industries NV, Class 'A'		80.00	January 2014		(87,500	)
	788	Motorola Solutions, Inc.		57.50	January 2014		(421,580	)
	2,606	Motorola Solutions, Inc.		60.00	January 2014		(938,160	)
	1,000	Motorola Solutions, Inc.		62.50	January 2014		(226,000	)
	289	Motorola Solutions, Inc.		65.00	January 2014		(32,079	)
	500	Occidental Petroleum Corporation		95.00	January 2014		(222,500	)
	936	Occidental Petroleum Corporation		97.50	January 2014		(267,696	)
	1,199	Occidental Petroleum Corporation		97.50	February 2014		(491,590	)
	159	Omnicare, Inc.		55.00	January 2014		(31,005	)
	70	Packaging Corporation of America		50.00	November 2013		(83,650	)
	3,813	Packaging Corporation of America		52.50	November 2013		(3,832,065	)
	1,562	Packaging Corporation of America		55.00	November 2013		(1,155,880	)
	1,700	Packaging Corporation of America		57.50	November 2013		(884,000	)
	1,512	Pfizer, Inc.		28.00	December 2013		(435,456	)
	4,633	Pitney Bowes, Inc.		18.00	January 2014		(1,575,220	)
	14,031	Pitney Bowes, Inc.		19.00	January 2014		(3,507,750	)
	6,000	Pitney Bowes, Inc.		20.00	January 2014		(1,008,000	)
	608	Pitney Bowes, Inc.		21.00	January 2014		(60,800	)
	4,944	Rockwood Holdings, Inc.		65.00	November 2013		(494,400	)
	629	Rockwood Holdings, Inc.		65.00	February 2014		(169,830	)
	780	SanDisk Corporation		62.50	January 2014		(612,300	)
	1,000	SanDisk Corporation		67.50	January 2014		(498,000	)
	352	SanDisk Corporation		70.00	December 2013		(95,744	)
	2,412	SanDisk Corporation		70.00	January 2014		(788,724	)
	233	Seagate Technology PLC		40.00	December 2013		(221,350	)
	290	Seagate Technology PLC		41.00	December 2013		(225,475	)
	1,709	Seagate Technology PLC		47.00	January 2014		(589,605	)
	1,391	Seagate Technology PLC		48.00	January 2014		(404,781	)
	5,303	Sealed Air Corporation		30.00	January 2014		(742,420	)
	182	SPDR Gold Trust		123.00	November 2013		(92,820	)
	183	SPDR Gold Trust		124.00	November 2013		(83,265	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
133

Fund of America

CONTRACTS		DESCRIPTION	STRIKE PRICE		EXPIRATION DATE	VALUE (NOTE 1)
Covered Call Options Written — (2.67)% — (continued)
	182	SPDR Gold Trust	$	126.00	November 2013	$	(54,600	)
	183	SPDR Gold Trust		127.00	November 2013		(42,090	)
	165	SPDR Gold Trust		129.00	December 2013		(47,685	)
	113	Theravance, Inc.		36.00	December 2013		(35,030	)
	1,666	Theravance, Inc.		38.00	December 2013		(354,025	)
	1,000	Theravance, Inc.		40.00	December 2013		(150,000	)
	577	Theravance, Inc.		41.00	December 2013		(70,682	)
	1,482	Theravance, Inc.		42.00	January 2014		(226,005	)
	331	Tyco International Limited		34.00	January 2014		(102,610	)
	4,086	Tyco International Limited		35.00	January 2014		(958,167	)
	895	Tyco International Limited		36.00	December 2013		(128,432	)
	4,600	Valeant Pharmaceuticals International, Inc.		85.00	January 2014		(10,143,000	)
	600	Valeant Pharmaceuticals International, Inc.		90.00	January 2014		(1,110,000	)
	1,300	Valeant Pharmaceuticals International, Inc.		97.50	January 2014		(1,313,000	)
	600	Valeant Pharmaceuticals International, Inc.		105.00	April 2014		(658,767	)
	1,051	Valeant Pharmaceuticals International, Inc.		115.00	April 2014		(730,445	)
	429	Valspar Corporation		65.00	January 2014		(259,545	)
	951	Valspar Corporation		70.00	December 2013		(232,995	)
	1,625	Viacom, Inc., Class 'B'		72.50	December 2013		(1,828,125	)
	625	Viacom, Inc., Class 'B'		75.00	December 2013		(565,625	)
	500	Viacom, Inc., Class 'B'		77.50	December 2013		(352,500	)
	2,529	Viacom, Inc., Class 'B'		80.00	December 2013		(1,213,920	)
	565	Viacom, Inc., Class 'B'		82.50	December 2013		(186,450	)
	565	Viacom, Inc., Class 'B'		85.00	January 2014		(155,375	)
	2,243	WR Grace & Company		80.00	December 2013		(2,736,460	)
	1,733	WR Grace & Company		82.50	December 2013		(1,733,000	)
	500	WR Grace & Company		90.00	January 2014		(250,000	)
	500	WR Grace & Company		92.50	January 2014		(180,000	)
	1,190	Wyndham Worldwide Corporation		65.00	February 2014		(464,100	)
	Total Covered Call Options Written (Premiums Received: $49,208,665)						(66,430,708	)
	Total Investments — 99.08% (Cost: $1,670,033,483)						2,464,285,838
	Other Assets in Excess of Liabilities — 0.92%						22,860,528
	Net Assets — 100.00%					$	2,487,146,366

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
134

Schedule of Investments | Year Ended October 31, 2013

  (a)  At October 31, 2013, all or a portion of this security was segregated to cover collateral requirement for options.

  (b)  Non-income producing security/commodity.

  (c)  This security is convertible until December 15, 2025.

At October 31, 2013, aggregate cost for federal income tax purposes was $1,682,845,938. Net unrealized appreciation consisted of:

Gross unrealized appreciation	$	810,327,054
Gross unrealized depreciation		(28,887,154	)
Net unrealized appreciation	$	781,439,900

Abbreviations used in this schedule include:

PLC  — Public Limited Company

SPDR  — Standard & Poor's Depository Receipts

INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS	PERCENT OF NET ASSETS
U.S. Common Stocks
Consumer Discretionary		13.95	%
Energy		8.02
Health Care		17.60
Industrials		7.90
Information Technology		18.72
Materials		27.19
Total U.S. Common Stocks		93.38
International Common Stocks
Industrials		2.43
Materials		2.94
Total International Common Stocks		5.37
Exchange Traded Fund		0.85
Investment Company		1.92
U.S. Convertible Bond
Health Care		0.23
Total U.S. Convertible Bond		0.23
Covered Call Options Written		(2.67)
Total Investments		99.08	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
135

Statement of Assets and Liabilities

	FIRST EAGLE GLOBAL FUND*		FIRST EAGLE OVERSEAS FUND*
Assets
Investments, at Cost (Note 1)
Unaffiliated issuers	$	33,134,781,233	$	10,634,282,768
Affiliated issuers		1,948,510,642		568,358,745
Gold bullion		1,041,821,196		205,232,834
Foreign currency		—		1,734,784
Total Investments, at Cost		36,125,113,071		11,409,609,131
Investments, at Value (Note 1)
Unaffiliated issuers		41,128,184,704		13,062,600,244
Affiliated issuers		3,081,748,649		797,210,338
Gold bullion		1,691,084,211		528,551,814
Foreign currency		—		1,734,810
Total Investments, at Value		45,901,017,564		14,390,097,206
Cash		124,767		14,963
Receivable for forward currency contracts held, at value (Note 1)		12,286,907		6,115,649
Receivable for investment securities sold		30,547,537		10,552,545
Receivable for Fund shares sold		139,131,784		33,796,468
Accrued interest and dividends receivable		84,926,348		44,005,085
Investment for trustee deferred compensation plan (Note 2)		2,205,188		2,012,803
Other assets		130,619		57,737
Total Assets		46,170,370,714		14,486,652,456
Liabilities
Option contracts written, at value (premiums received $373,861, $0, $61,577, and $0, respectively) (Note 1)		51,000		—
Payable for Fund shares redeemed		43,764,870		19,946,987
Payable for investment securities purchased		1,382,501		862,970
Payable for forward currency contracts held, at value (Note 1)		54,477,798		32,276,136
Investment advisory fees payable (Note 2)		28,733,046		9,030,169
Distribution fees payable (Note 3)		11,109,677		1,939,025
Services fees payable (Note 3)		2,382,868		234,108
Trustee deferred compensation plan (Note 2)		2,205,188		2,012,803
Administrative fees payable (Note 2)		352,876		106,238
Trustee fees payable		74,871		24,854
Accrued expenses and other liabilities		25,210,284		10,035,822
Total Liabilities		169,744,979		76,469,112
Net Assets	$	46,000,625,735	$	14,410,183,344

  *  First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Global Cayman Fund, Ltd., First Eagle Overseas Cayman Fund, Ltd., First Eagle U.S. Value Cayman Fund, Ltd., and First Eagle Gold Cayman Fund, Ltd., respectively.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
136

October 31, 2013

	FIRST EAGLE U.S. VALUE FUND*		FIRST EAGLE GOLD FUND*
Assets
Investments, at Cost (Note 1)
Unaffiliated issuers	$	2,416,889,819	$	1,555,511,300
Affiliated issuers		42,514,480		—
Gold bullion		116,692,957		131,836,344
Foreign currency		40		48,995
Total Investments, at Cost		2,576,097,296		1,687,396,639
Investments, at Value (Note 1)
Unaffiliated issuers		3,054,181,566		1,229,239,197
Affiliated issuers		48,308,138		—
Gold bullion		129,731,031		324,017,144
Foreign currency		41		49,267
Total Investments, at Value		3,232,220,776		1,553,305,608
Cash		33,611		23,027
Receivable for forward currency contracts held, at value (Note 1)		—		—
Receivable for investment securities sold		52,173,832		7,316,795
Receivable for Fund shares sold		5,939,575		9,357,880
Accrued interest and dividends receivable		5,198,904		1,597,336
Investment for trustee deferred compensation plan (Note 2)		1,385,683		152,844
Other assets		31,143		33,556
Total Assets		3,296,983,524		1,571,787,046
Liabilities
Option contracts written, at value (premiums received $373,861, $0, $61,577, and $0, respectively) (Note 1)		8,400		—
Payable for Fund shares redeemed		5,336,780		7,800,076
Payable for investment securities purchased		502,513		5,184,277
Payable for forward currency contracts held, at value (Note 1)		—		—
Investment advisory fees payable (Note 2)		2,071,937		976,226
Distribution fees payable (Note 3)		768,065		341,197
Services fees payable (Note 3)		152,101		60,312
Trustee deferred compensation plan (Note 2)		1,385,683		152,844
Administrative fees payable (Note 2)		28,185		62,295
Trustee fees payable		7,370		4,372
Accrued expenses and other liabilities		1,188,629		1,139,516
Total Liabilities		11,449,663		15,721,115
Net Assets	$	3,285,533,861	$	1,556,065,931

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
137

Statement of Assets and Liabilities (continued)

	FIRST EAGLE GLOBAL FUND*			FIRST EAGLE OVERSEAS FUND*
Net Assets Consist of
Capital stock (par value, $0.001 per share)	$	840,814		$	586,744
Capital surplus		34,813,296,031			11,088,833,069
Net unrealized appreciation (depreciation) on:
Investments (net of $13,334,188, $5,729,118, $0, and $0 deferred capital gain country tax, respectively)		9,762,570,305			2,974,758,931
Foreign currency and forward contract related translation		(41,233,302	)		(25,626,430	)
Written options		322,861			—
Undistributed net realized gains (losses) on investments		1,516,184,334			573,016,988
Undistributed net investment income (loss)		(51,355,308	)		(201,385,958	)
Net Assets	$	46,000,625,735		$	14,410,183,344
Class A
Net assets	$	18,986,635,032		$	5,911,791,166
Shares outstanding		345,685,655			242,284,915
Net asset value per share and redemption proceeds per share	$	54.92		$	24.40
Offering price per share (NAV per share plus maximum sales charge)	$	57.811		$	25.681
Class C
Net assets	$	11,435,543,092		$	1,120,377,972
Shares outstanding		213,086,463			47,383,603
Net asset value per share	$	53.67		$	23.64
Redemption proceeds per share (NAV per share less maximum contingent deferred sale charge)2	$	53.13		$	23.40
Class I
Net assets	$	15,578,447,611		$	7,378,014,206
Shares outstanding		282,041,631			297,075,079
Net asset value per share and redemption proceeds per share	$	55.23		$	24.84

  *  First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Global Cayman Fund, Ltd., First Eagle Overseas Cayman Fund, Ltd., First Eagle U.S. Value Cayman Fund, Ltd., and First Eagle Gold Cayman Fund, Ltd., respectively.

  ¹  The maximum sales charge is 5.00% for Class A shares. Classes C, I and Y have no front-end sales charges.

  ²  The maximum CDSC (Contingent Deferred Sales Charge) is 1.00% for Class C shares, which is charged on the lesser of the offering price or the net asset value at the time of sale by shareholder. This pertains to investments of one year or less.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
138

October 31, 2013

	FIRST EAGLE U.S. VALUE FUND*		FIRST EAGLE GOLD FUND*
Net Assets Consist of
Capital stock (par value, $0.001 per share)	$	161,945	$	91,679
Capital surplus		2,491,656,891		1,805,830,869
Net unrealized appreciation (depreciation) on:
Investments (net of $13,334,188, $5,729,118, $0, and $0 deferred capital gain country tax, respectively)		656,123,480		(134,091,303	)
Foreign currency and forward contract related translation		1		180
Written options		53,177		—
Undistributed net realized gains (losses) on investments		116,153,217		(14,218,694	)
Undistributed net investment income (loss)		21,385,150		(101,546,800	)
Net Assets	$	3,285,533,861	$	1,556,065,931
Class A
Net assets	$	1,480,492,984	$	763,730,481
Shares outstanding		73,058,330		44,855,675
Net asset value per share and redemption proceeds per share	$	20.26	$	17.03
Offering price per share (NAV per share plus maximum sales charge)	$	21.331	$	17.931
Class C
Net assets	$	725,018,843	$	284,037,478
Shares outstanding		36,305,764		17,352,160
Net asset value per share	$	19.97	$	16.37
Redemption proceeds per share (NAV per share less maximum contingent deferred sale charge)2	$	19.77	$	16.21
Class I
Net assets	$	1,080,022,034	$	508,297,972
Shares outstanding		52,581,014		29,471,215
Net asset value per share and redemption proceeds per share	$	20.54	$	17.25

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
139

Statement of Assets and Liabilities (continued)

	FIRST EAGLE GLOBAL INCOME BUILDER FUND		FIRST EAGLE HIGH YIELD FUND
Assets
Investments, at Cost (Note 1)
Unaffiliated issuers	$	467,642,935	$	984,631,996
Gold bullion		4,613,406		—
Foreign currency		211,853		416,414
Total Investments, at Cost		472,468,194		985,048,410
Investments, at Value (Note 1)
Unaffiliated issuers		499,388,372		1,011,263,870
Gold bullion		4,255,483		—
Foreign currency		211,547		416,337
Total Investments, at Value		503,855,402		1,011,680,207
Cash		43,613		160,249
Receivable for forward currency contracts held, at value (Note 1)		35,519		12,240
Receivable for investment securities sold		2,309,398		10,932,231
Receivable for premiums for written options		—		—
Receivable for Fund shares sold		9,627,062		13,832,126
Accrued interest and dividends receivable		3,761,306		15,203,345
Investment for trustee deferred compensation plan (Note 2)		40,458		120,470
Other assets		23,072		23,178
Total Assets		519,695,830		1,051,964,046
Liabilities
Option contracts written, at value (premiums received $0, $0 and $49,208,665, respectively) (Note 1)		—		—
Payable for Fund shares redeemed		448,432		2,154,270
Payable for investment securities purchased		7,804,363		31,095,258
Payable for forward currency contracts held, at value (Note 1)		845,950		771,658
Payable for dividends to shareholders		1,680,515		1,127,983
Investment advisory fees payable (Note 2)		321,915		601,486
Distribution fees payable (Note 3)		135,468		171,388
Services fees payable (Note 3)		29,867		33,410
Trustee deferred compensation plan (Note 2)		40,458		120,470
Administrative fees payable (Note 2)		20,236		4,328
Trustee fees payable		844		1,395
Accrued expenses and other liabilities		354,468		470,084
Total Liabilities		11,682,516		36,551,730
Net Assets	$	508,013,314	$	1,015,412,316

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
140

October 31, 2013

	FIRST EAGLE FUND OF AMERICA
Assets
Investments, at Cost (Note 1)
Unaffiliated issuers	$	1,719,242,148
Gold bullion		—
Foreign currency		—
Total Investments, at Cost		1,719,242,148
Investments, at Value (Note 1)
Unaffiliated issuers		2,530,716,546
Gold bullion		—
Foreign currency		—
Total Investments, at Value		2,530,716,546
Cash		—
Receivable for forward currency contracts held, at value (Note 1)		—
Receivable for investment securities sold		31,025,490
Receivable for premiums for written options		837,430
Receivable for Fund shares sold		11,394,835
Accrued interest and dividends receivable		617,664
Investment for trustee deferred compensation plan (Note 2)		1,559,631
Other assets		27,379
Total Assets		2,576,178,975
Liabilities
Option contracts written, at value (premiums received $0, $0 and $49,208,665, respectively) (Note 1)		66,430,708
Payable for Fund shares redeemed		2,816,938
Payable for investment securities purchased		14,582,583
Payable for forward currency contracts held, at value (Note 1)		—
Payable for dividends to shareholders		—
Investment advisory fees payable (Note 2)		2,014,824
Distribution fees payable (Note 3)		602,035
Services fees payable (Note 3)		93,348
Trustee deferred compensation plan (Note 2)		1,559,631
Administrative fees payable (Note 2)		12,492
Trustee fees payable		4,265
Accrued expenses and other liabilities		915,785
Total Liabilities		89,032,609
Net Assets	$	2,487,146,366

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
141

Statement of Assets and Liabilities (continued)

	FIRST EAGLE GLOBAL INCOME BUILDER FUND			FIRST EAGLE HIGH YIELD FUND
Net Assets Consist of
Capital stock (par value, $0.001 per share)	$	45,186		$	100,452
Capital surplus		477,725,656			991,244,529
Net unrealized appreciation (depreciation) on:
Investments		31,387,514			26,631,874
Foreign currency and forward contract related translation		(794,456	)		(755,326	)
Written options		—			—
Undistributed net realized gains (losses) on investments		(638,682	)		(1,724,068	)
Undistributed net investment income		288,096			(85,145	)
Net Assets	$	508,013,314		$	1,015,412,316
Class A
Net assets	$	231,431,770		$	345,858,820
Shares outstanding		20,557,101			34,209,612
Net asset value per share and redemption proceeds per share	$	11.26		$	10.11
Offering price per share (NAV per share plus maximum sales charge)	$	11.851		$	10.592
Class C
Net assets	$	147,521,040		$	158,660,311
Shares outstanding		13,138,509			15,709,947
Net asset value per share	$	11.23		$	10.10
Redemption proceeds per share (NAV per share less maximum contingent deferred sale charge)3	$	11.12		$	10.00
Class I
Net assets	$	129,060,504		$	510,893,185
Shares outstanding		11,489,966			50,532,829
Net asset value per share and redemption proceeds per share	$	11.23		$	10.11
Class Y
Net assets		—			—
Shares outstanding		—			—
Net asset value per share and redemption proceeds per share		—			—

  ¹  The maximum sales charge is 5.00% for Class A shares. Classes C, I and Y have no front-end sales charges.

  ²  The maximum sales charge is 4.50% for Class A shares. Classes C, I and Y have no front-end sales charges.

  ³  The maximum CDSC (Contingent Deferred Sales Charge) is 1.00% for Class C shares, which is charged on the lesser of the offering price or the net asset value at the time of sale by shareholder. This pertains to investments of one year or less.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
142

October 31, 2013

	FIRST EAGLE FUND OF AMERICA
Net Assets Consist of
Capital stock (par value, $0.001 per share)	$	73,109
Capital surplus		1,684,050,616
Net unrealized appreciation (depreciation) on:
Investments		811,474,398
Foreign currency and forward contract related translation		—
Written options		(17,222,043	)
Undistributed net realized gains (losses) on investments		5,584,594
Undistributed net investment income		3,185,692
Net Assets	$	2,487,146,366
Class A
Net assets	$	1,036,124,387
Shares outstanding		29,807,942
Net asset value per share and redemption proceeds per share	$	34.76
Offering price per share (NAV per share plus maximum sales charge)	$	36.591
Class C
Net assets	$	455,286,127
Shares outstanding		15,206,932
Net asset value per share	$	29.94
Redemption proceeds per share (NAV per share less maximum contingent deferred sale charge)3	$	29.64
Class I
Net assets	$	491,314,575
Shares outstanding		13,850,962
Net asset value per share and redemption proceeds per share	$	35.47
Class Y
Net assets	$	504,421,277
Shares outstanding		14,243,068
Net asset value per share and redemption proceeds per share	$	35.42

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
143

Statement of Operations

	FIRST EAGLE GLOBAL FUND*			FIRST EAGLE OVERSEAS FUND*
Investment Income
Interest (net of $46,343, $14,580, $0 and $0 foreign taxes withheld, respectively)	$	17,623,569		$	4,135,474
Dividends from: (net of $47,456,973, $25,079,479, $1,122,833 and $2,104,947 foreign taxes withheld, respectively)
Unaffiliated issuers		696,066,685			210,037,555
Affiliated issuers		57,177,898			11,415,778
Other Income		1,718,246			2,736
Total Income		772,586,398			225,591,543
Expenses
Investment advisory fees (Note 2)		306,155,366			96,779,469
Administrative costs (Note 2)		4,086,371			1,281,956
Distribution fees (Note 3)
Class A		43,202,033			13,731,302
Class C		77,177,903			7,828,731
Class Y		—			—
Service fees - Class C (Note 3)		25,725,968			2,609,577
Shareholder servicing agent fees		36,651,684			13,472,987
Custodian and accounting fees		4,187,643			2,247,276
Professional fees		718,957			275,280
Shareholder reporting fees		3,274,072			1,323,963
Trustees' fees		876,434			277,930
Registration and filing fees		902,786			453,308
Other Expenses		689,414			247,279
Total Expenses		503,648,631			140,529,058
Expense reductions due to earnings credits (Note 1)		(3,453	)		(1,057	)
Net Expenses		503,645,178			140,528,001
Net Investment Income (Loss) (Note 1)		268,941,220			85,063,542
Realized and Unrealized Gains (Losses) on Investments, Foreign Currency Related Transactions and Written Options (Note 1)
Net realized gains (losses) from:
Investment transactions of unaffiliated issuers (net of capital gain country tax of $478,714, $798,952, $0 and $0, respectively)		705,771,208			280,452,168
Investment transactions of affiliated issuers		195,645,591			6,768,958
Commodity related transactions		—			—
Foreign currency and forward contract related transactions		534,014,963			266,522,708
Written options		8,243,114			—
		1,443,674,876			553,743,834
Changes in unrealized appreciation (depreciation) of:
Investment transactions (net of increase in deferred capital gain country tax accruals of $3,527,016, $1,229,088, $0 and $0, respectively)		4,493,545,711			1,237,895,377
Foreign currency and forward contract related translation		(31,798,725	)		(17,769,659	)
Written options		(4,233,401	)		—
		4,457,513,585			1,220,125,718
Net realized and unrealized gains (losses) on investments, foreign currency and forward contract related transactions and written options		5,901,188,461			1,773,869,552
Net Increase (Decrease) in Net Assets Resulting from Operations	$	6,170,129,681		$	1,858,933,094

  *  First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Global Cayman Fund, Ltd., First Eagle Overseas Cayman Fund, Ltd., First Eagle U.S. Value Cayman Fund, Ltd., and First Eagle Gold Cayman Fund, Ltd., respectively.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
144

Year Ended October 31, 2013

	FIRST EAGLE U.S. VALUE FUND*			FIRST EAGLE GOLD FUND*
Investment Income
Interest (net of $46,343, $14,580, $0 and $0 foreign taxes withheld, respectively)	$	6,403,809		$	1,715,903
Dividends from: (net of $47,456,973, $25,079,479, $1,122,833 and $2,104,947 foreign taxes withheld, respectively)
Unaffiliated issuers		59,600,447			22,213,399
Affiliated issuers		—			—
Other Income		425,398			—
Total Income		66,429,654			23,929,302
Expenses
Investment advisory fees (Note 2)		23,837,779			15,769,566
Administrative costs (Note 2)		332,083			210,583
Distribution fees (Note 3)
Class A		3,661,311			2,620,270
Class C		5,129,108			3,070,271
Class Y		—			—
Service fees - Class C (Note 3)		1,709,703			1,023,424
Shareholder servicing agent fees		3,675,930			3,406,734
Custodian and accounting fees		238,157			517,201
Professional fees		155,733			486,128
Shareholder reporting fees		348,506			361,571
Trustees' fees		72,717			58,736
Registration and filing fees		201,465			145,794
Other Expenses		99,913			93,809
Total Expenses		39,462,405			27,764,087
Expense reductions due to earnings credits (Note 1)		(437	)		(409	)
Net Expenses		39,461,968			27,763,678
Net Investment Income (Loss) (Note 1)		26,967,686			(3,834,376	)
Realized and Unrealized Gains (Losses) on Investments, Foreign Currency Related Transactions and Written Options (Note 1)
Net realized gains (losses) from:
Investment transactions of unaffiliated issuers (net of capital gain country tax of $478,714, $798,952, $0 and $0, respectively)		112,001,745			(264,482,361	)
Investment transactions of affiliated issuers		—			—
Commodity related transactions		—			68,954,606
Foreign currency and forward contract related transactions		(3,203	)		28,749
Written options		871,184			—
		112,869,726			(195,499,006	)
Changes in unrealized appreciation (depreciation) of:
Investment transactions (net of increase in deferred capital gain country tax accruals of $3,527,016, $1,229,088, $0 and $0, respectively)		284,603,301			(1,108,705,238	)
Foreign currency and forward contract related translation		1			663
Written options		(339,086	)		—
		284,264,216			(1,108,704,575	)
Net realized and unrealized gains (losses) on investments, foreign currency and forward contract related transactions and written options		397,133,942			(1,304,203,581	)
Net Increase (Decrease) in Net Assets Resulting from Operations	$	424,101,628		$	(1,308,037,957	)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
145

Statement of Operations (continued)

	FIRST EAGLE GLOBAL INCOME BUILDER FUND			FIRST EAGLE HIGH YIELD FUND
Investment Income
Interest	$	7,725,406		$	57,735,393
Dividends from: (net of $679,493, $0 and $26,740, foreign taxes withheld, respectively)
Unaffiliated issuers		8,382,098			—
Affiliated issuers		—			—
Other Income		38			752,080
Total Income		16,107,542			58,487,473
Expenses
Investment advisory fees (Note 2)		2,336,507			5,894,900
Administrative costs (Note 2)		155,767			77,393
Distribution fees (Note 3)
Class A		348,651			756,728
Class C		677,045			1,100,057
Class Y		—			—
Service fees - Class C (Note 3)		225,682			366,686
Shareholder servicing agent fees		401,102			771,576
Custodian and accounting fees		160,691			165,706
Professional fees		103,813			111,112
Shareholder reporting fees		43,034			112,476
Trustees' fees		6,949			19,847
Registration and filing fees		161,138			213,135
Other Expenses		57,367			41,469
Total Expenses		4,677,746			9,631,085
Expense Waiver		(155,223	)		(309,343	)
Expense reductions due to earnings credits (Note 1)		(35	)		(71	)
Net Expenses		4,522,488			9,321,671
Net Investment Income (Note 1)		11,585,054			49,165,802
Realized and Unrealized Gains (Losses) on Investments, Foreign Currency Related Transactions and Written Options (Note 1)
Net realized gains (losses) from:
Investment transactions of unaffiliated issuers		(349,160	)		(1,494,265	)
Foreign currency and forward contract related transactions		(360,000	)		(1,271,602	)
Payment from affiliates		—			—
Written options		—			—
		(709,160	)		(2,765,867	)
Changes in unrealized appreciation (depreciation) of:
Investment transactions		29,182,504			12,143,314
Foreign currency and forward contract related translation		(620,307	)		207,490
Written options		—			—
		28,562,197			12,350,804
Net realized and unrealized gains on investments, foreign currency and forward contract related transactions and written options		27,853,037			9,584,937
Net Increase in Net Assets Resulting from Operations	$	39,438,091		$	58,750,739

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
146

Year Ended October 31, 2013

	FIRST EAGLE FUND OF AMERICA
Investment Income
Interest	$	111,975
Dividends from: (net of $679,493, $0 and $26,740, foreign taxes withheld, respectively)
Unaffiliated issuers		35,126,530
Affiliated issuers		—
Other Income		—
Total Income		35,238,505
Expenses
Investment advisory fees (Note 2)		20,194,491
Administrative costs (Note 2)		199,766
Distribution fees (Note 3)
Class A		2,219,581
Class C		2,553,804
Class Y		1,545,463
Service fees - Class C (Note 3)		851,268
Shareholder servicing agent fees		2,403,860
Custodian and accounting fees		206,999
Professional fees		263,264
Shareholder reporting fees		212,556
Trustees' fees		44,557
Registration and filing fees		181,151
Other Expenses		74,092
Total Expenses		30,950,852
Expense Waiver		—
Expense reductions due to earnings credits (Note 1)		(257	)
Net Expenses		30,950,595
Net Investment Income (Note 1)		4,287,910
Realized and Unrealized Gains (Losses) on Investments, Foreign Currency Related Transactions and Written Options (Note 1)
Net realized gains (losses) from:
Investment transactions of unaffiliated issuers		117,163,901
Foreign currency and forward contract related transactions		—
Payment from affiliates		17,468
Written options		(63,169,130	)
		54,012,239
Changes in unrealized appreciation (depreciation) of:
Investment transactions		477,329,325
Foreign currency and forward contract related translation		—
Written options		(22,844,390	)
		454,484,935
Net realized and unrealized gains on investments, foreign currency and forward contract related transactions and written options		508,497,174
Net Increase in Net Assets Resulting from Operations	$	512,785,084

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
147

Statements of Changes in Net Assets

	FIRST EAGLE GLOBAL FUND*						FIRST EAGLE OVERSEAS FUND*
	YEAR ENDED OCTOBER 31, 2013			YEAR ENDED OCTOBER 31, 2012			YEAR ENDED OCTOBER 31, 2013			YEAR ENDED OCTOBER 31, 2012
Operations
Net investment income (loss)	$	268,941,220		$	276,508,210		$	85,063,542		$	120,903,565
Net realized gain from investments, foreign currency and forward contract related transactions and written options		1,443,674,876			1,354,006,926			553,743,834			572,354,242
Change in unrealized appreciation (depreciation) of investments, foreign currency and forward contract related transactions and written options		4,457,513,585			810,758,524			1,220,125,718			(166,817,810	)
Net increase (decrease) in net assets resulting from operations		6,170,129,681			2,441,273,660			1,858,933,094			526,439,997
Distribution to Shareholders
Dividends paid from net investment income
Class A		(163,784,329	)		(161,651,447	)		(59,747,911	)		(87,147,378	)
Class C		(31,090,001	)		(37,795,689	)		(5,650,460	)		(9,351,396	)
Class I		(144,298,326	)		(117,693,838	)		(73,001,519	)		(83,348,638	)
Distributions paid from net realized gains from investment transactions
Class A		(515,356,389	)		(187,416,480	)		(205,372,548	)		(144,484,153	)
Class C		(311,092,874	)		(112,464,797	)		(40,854,132	)		(30,206,608	)
Class I		(367,245,305	)		(111,887,923	)		(213,569,253	)		(117,992,781	)
Decrease in net assets resulting from distributions		(1,532,867,224	)		(728,910,174	)		(598,195,823	)		(472,530,954	)
Fund Share Transactions (Note 6)
Net proceeds from shares sold		10,684,434,770			8,576,084,794			4,049,337,623			3,366,030,361
Net asset value of shares issued for reinvested dividends and distributions		1,212,645,609			575,698,338			505,565,817			394,213,613
Cost of shares redeemed		(6,877,542,066	)		(5,713,371,171	)		(2,754,246,104	)		(2,651,211,522	)
Redemption fees		210,543			730,073			10,692			319,996
Increase (decrease) in net assets from Fund share transactions		5,019,748,856			3,439,142,034			1,800,668,028			1,109,352,448
Net increase (decrease) in net assets		9,657,011,313			5,151,505,520			3,061,405,299			1,163,261,491
Net Assets (Note 1)
Beginning of year		36,343,614,422			31,192,108,902			11,348,778,045			10,185,516,554
End of year	$	46,000,625,735		$	36,343,614,422		$	14,410,183,344		$	11,348,778,045
Undistributed net investment income (loss)	$	(51,355,308	)	$	27,126,477		$	(201,385,958	)	$	(150,567,907	)

  *  First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Global Cayman Fund, Ltd., First Eagle Overseas Cayman Fund, Ltd., First Eagle U.S. Value Cayman Fund, Ltd., and First Eagle Gold Cayman Fund, Ltd., respectively.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
148

	FIRST EAGLE U.S. VALUE FUND*						FIRST EAGLE GOLD FUND*
	YEAR ENDED OCTOBER 31, 2013			YEAR ENDED OCTOBER 31, 2012			YEAR ENDED OCTOBER 31, 2013			YEAR ENDED OCTOBER 31, 2012
Operations
Net investment income (loss)	$	26,967,686		$	19,450,806		$	(3,834,376	)	$	(3,518,438	)
Net realized gain from investments, foreign currency and forward contract related transactions and written options		112,869,726			75,573,696			(195,499,006	)		11,739,292
Change in unrealized appreciation (depreciation) of investments, foreign currency and forward contract related transactions and written options		284,264,216			155,816,068			(1,108,704,575	)		(318,100,640	)
Net increase (decrease) in net assets resulting from operations		424,101,628			250,840,570			(1,308,037,957	)		(309,879,786	)
Distribution to Shareholders
Dividends paid from net investment income
Class A		(9,725,999	)		(8,668,560	)		(4,157,731	)		(21,160,789	)
Class C		(247,938	)		(761,790	)		(417	)		(3,321,956	)
Class I		(8,637,463	)		(5,904,350	)		(4,720,304	)		(14,147,644	)
Distributions paid from net realized gains from investment transactions
Class A		(32,729,995	)		(27,270,843	)		—			(48,611,807	)
Class C		(14,995,424	)		(11,485,203	)		—			(18,719,722	)
Class I		(21,670,124	)		(14,754,342	)		—			(26,628,986	)
Decrease in net assets resulting from distributions		(88,006,943	)		(68,845,088	)		(8,878,452	)		(132,590,904	)
Fund Share Transactions (Note 6)
Net proceeds from shares sold		834,733,529			1,361,319,863			907,417,003			1,162,012,459
Net asset value of shares issued for reinvested dividends and distributions		71,620,315			57,064,131			5,750,551			92,471,546
Cost of shares redeemed		(950,735,608	)		(519,076,926	)		(1,115,712,771	)		(1,256,911,726	)
Redemption fees		—			—			267,192			239,954
Increase (decrease) in net assets from Fund share transactions		(44,381,764	)		899,307,068			(202,278,025	)		(2,187,767	)
Net increase (decrease) in net assets		291,712,921			1,081,302,550			(1,519,194,434	)		(444,658,457	)
Net Assets (Note 1)
Beginning of year		2,993,820,940			1,912,518,390			3,075,260,365			3,519,918,822
End of year	$	3,285,533,861		$	2,993,820,940		$	1,556,065,931		$	3,075,260,365
Undistributed net investment income (loss)	$	21,385,150		$	16,517,574		$	(101,546,800	)	$	(100,187,188	)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
149

Statements of Changes in Net Assets (continued)

	FIRST EAGLE GLOBAL INCOME BUILDER FUND						FIRST EAGLE HIGH YIELD FUND
	YEAR ENDED OCTOBER 31, 2013			PERIOD MAY 1, 2012 TO OCTOBER 31, 2012			YEAR ENDED OCTOBER 31, 2013			PERIOD APRIL 1, 2012 TO OCTOBER 31, 2012			YEAR ENDED MARCH 31, 2012
Operations
Net investment income	$	11,585,054		$	869,230		$	49,165,802		$	15,254,773		$	2,059,856
Net realized gain (loss) from investments, foreign currency and forward contract related transactions and written options		(709,160	)		87,310			(2,765,867	)		1,562,963			320,629
Change in unrealized appreciation (depreciation) of investments, foreign currency and forward contract related transactions and written options		28,562,197			2,030,861			12,350,804			12,067,997			1,558,576
Net increase in net assets resulting from operations		39,438,091			2,987,401			58,750,739			28,885,733			3,939,061
Distribution to Shareholders
Dividends paid from net investment income
Class A		(5,328,442	)		(207,258	)		(17,581,864	)		(5,146,846	)		(277,672	)
Class C		(2,750,710	)		(93,296	)		(7,437,383	)		(2,099,621	)		(107,973	)
Class I		(3,433,692	)		(375,701	)		(24,148,637	)		(8,021,377	)		(1,664,694	)
Class Y		—			—			—			—			—
Distributions paid from net realized gains from investment transactions
Class A		—			—			(236,977	)		—			—
Class C		—			—			(125,800	)		—			—
Class I		—			—			(322,171	)		—			(579,534	)
Class Y		—			—			—			—			—
Decrease in net assets resulting from distributions		(11,512,844	)		(676,255	)		(49,852,832	)		(15,267,844	)		(2,629,873	)
Fund Share Transactions (Note 6)
Net proceeds from shares sold		423,146,840			106,407,315			604,885,575			448,132,515			202,495,554
Net asset value of shares issued for reinvested dividends and distributions		7,172,309			453,949			36,664,728			11,996,758			2,480,994
Cost of shares redeemed		(57,584,480	)		(1,819,012	)		(276,935,608	)		(34,728,034	)		(14,567,403	)
Redemption fees		—			—			—			—			—
Increase in net assets from Fund share transactions		372,734,669			105,042,252			364,614,695			425,401,239			190,409,145
Net increase in net assets		400,659,916			107,353,398			373,512,602			439,019,128			191,718,333
Net Assets (Note 1)
Beginning of year		107,353,398			—			641,899,714			202,880,586			11,162,253
End of year	$	508,013,314		$	107,353,398		$	1,015,412,316		$	641,899,714		$	202,880,586
Undistributed net investment income (loss)	$	288,096		$	205,755		$	(85,145	)	$	295,529		$	(19,612	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
150

	FIRST EAGLE FUND OF AMERICA
	YEAR ENDED OCTOBER 31, 2013			YEAR ENDED OCTOBER 31, 2012
Operations
Net investment income	$	4,287,910		$	496,431
Net realized gain (loss) from investments, foreign currency and forward contract related transactions and written options		54,012,239			(34,795,479	)
Change in unrealized appreciation (depreciation) of investments, foreign currency and forward contract related transactions and written options		454,484,935			256,165,635
Net increase in net assets resulting from operations		512,785,084			221,866,587
Distribution to Shareholders
Dividends paid from net investment income
Class A		(239,973	)		—
Class C		—			—
Class I		—			—
Class Y		(211,957	)		—
Distributions paid from net realized gains from investment transactions
Class A		—			(39,934,200	)
Class C		—			(15,978,381	)
Class I		—			—
Class Y		—			(44,697,643	)
Decrease in net assets resulting from distributions		(451,930	)		(100,610,224	)
Fund Share Transactions (Note 6)
Net proceeds from shares sold		1,131,507,230			308,241,688
Net asset value of shares issued for reinvested dividends and distributions		389,689			88,825,318
Cost of shares redeemed		(768,152,320	)		(283,000,180	)
Redemption fees		—			—
Increase in net assets from Fund share transactions		363,744,599			114,066,826
Net increase in net assets		876,077,753			235,323,189
Net Assets (Note 1)
Beginning of year		1,611,068,613			1,375,745,424
End of year	$	2,487,146,366		$	1,611,068,613
Undistributed net investment income (loss)	$	3,185,692		$	(414,493	)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
151

Financial Highlights

	YEAR ENDED OCTOBER 31,
	2013						2012
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		49.24		48.16		49.50		46.90		45.91		47.15
Income from investment operations:
Net investment income ($)		0.39		0.01		0.52		0.45		0.09		0.57
Net realized and unrealized gains (losses) on investments		7.41		7.27		7.45		3.03		2.98		3.03
Total income (loss) from investment operations		7.80		7.28		7.97		3.48		3.07		3.60
Less distributions:
Dividends from net investment income ($)		-0.51		-0.16		-0.63		-0.53		-0.21		-0.64
Distributions from capital gains		-1.61		-1.61		-1.61		-0.61		-0.61		-0.61
Total distributions		-2.12		-1.77		-2.24		-1.14		-0.82		-1.25
Net asset value, end of year ($)		54.92		53.67		55.23		49.24		48.16		49.50
Total return(a) (%)		16.47		15.63		16.78		7.64		6.83		7.90
Ratios and supplemental data
Net assets, end of year (millions) ($)		18,987		11,436		15,578		15,840		9,322		11,182
Ratio of operating expenses to average net assets including earnings credits (%)		1.13		1.87		0.88		1.15		1.89		0.90
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.13		1.87		0.88		1.15		1.89		0.90
Ratio of net investment income to average net assets including earnings credits (%)		0.77		0.02		1.02		0.94		0.19		1.19
Ratio of net investment income to average net assets excluding earnings credits (%)		0.77		0.02		1.02		0.94		0.19		1.19
Portfolio turnover rate (%)		11.60		11.60		11.60		11.29		11.29		11.29

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

  **  Amount represents less than $0.01 per share.

  (a)  Does not take into account the sales charge of 5.00% for Class A and of the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
152

Global Fund

	YEAR ENDED OCTOBER 31,
	2011						2010						2009
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I		CLASS A		CLASS C			CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		44.36		43.47		44.59		38.74		38.07		38.92		34.45		33.99			34.62
Income from investment operations:
Net investment income ($)		0.39		0.04		0.51		0.56		0.26		0.69		0.39		0.13			0.47
Net realized and unrealized gains (losses) on investments		2.79		2.75		2.81		5.63		5.51		5.63		6.35		6.26			6.39
Total income (loss) from investment operations		3.18		2.79		3.32		6.19		5.77		6.32		6.74		6.39			6.86
Less distributions:
Dividends from net investment income ($)		-0.64		-0.35		-0.76		-0.57		-0.37		-0.65		-0.14		-0.00	**		-0.25
Distributions from capital gains		—		—		—		—		—		—		-2.31		-2.31			-2.31
Total distributions		-0.64		-0.35		-0.76		-0.57		-0.37		-0.65		-2.45		-2.31			-2.56
Net asset value, end of year ($)		46.90		45.91		47.15		44.36		43.47		44.59		38.74		38.07			38.92
Total return(a) (%)		7.23		6.45		7.52		16.13		15.23		16.40		20.81		19.93			21.13
Ratios and supplemental data
Net assets, end of year (millions) ($)		14,352		8,385		8,455		12,195		6,524		5,345		10,562		5,158			3,338
Ratio of operating expenses to average net assets including earnings credits (%)		1.13		1.88		0.88		1.16		1.91		0.91		1.19		1.94			0.94
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.13		1.88		0.88		1.16		1.91		0.91		1.19		1.94			0.94
Ratio of net investment income to average net assets including earnings credits (%)		0.83		0.08		1.07		1.36		0.63		1.68		1.14		0.38			1.37
Ratio of net investment income to average net assets excluding earnings credits (%)		0.83		0.08		1.07		1.36		0.63		1.68		1.14		0.38			1.37
Portfolio turnover rate (%)		11.57		11.57		11.57		17.37		17.37		17.37		12.52		12.52			12.52

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
153

Financial Highlights

	YEAR ENDED OCTOBER 31,
	2013						2012
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		22.26		21.62		22.63		22.25		21.61		22.61
Income (loss) from investment operations:
Net investment income ($)		0.13		-0.04		0.20		0.24		0.08		0.30
Net realized and unrealized gains (losses) on investments		3.17		3.09		3.22		0.80		0.77		0.81
Total income (loss) from investment operations		3.30		3.05		3.42		1.04		0.85		1.11
Less distributions:
Dividends from net investment income ($)		-0.26		-0.13		-0.31		-0.39		-0.20		-0.45
Distributions from capital gains		-0.90		-0.90		-0.90		-0.64		-0.64		-0.64
Total distributions		-1.16		-1.03		-1.21		-1.03		-0.84		-1.09
Net asset value, end of year ($)		24.40		23.64		24.84		22.26		21.62		22.63
Total return(a) (%)		15.52		14.67		15.82		5.06		4.28		5.36
Ratios and supplemental data
Net assets, end of year (millions) ($)		5,912		1,120		7,378		5,111		986		5,252
Ratio of operating expenses to average net assets including earnings credits (%)		1.15		1.90		0.90		1.17		1.92		0.92
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.15		1.90		0.90		1.17		1.92		0.92
Ratio of net investment income (loss) to average net assets including earnings credits (%)		0.59		-0.17		0.86		1.12		0.37		1.36
Ratio of net investment income (loss) to average net assets excluding earnings credits (%)		0.59		-0.17		0.86		1.12		0.37		1.36
Portfolio turnover rate (%)		12.33		12.33		12.33		10.50		10.50		10.50

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

  **  Amount represents less than $0.01 per share.

  (a)  Does not take into account the sales charge of 5.00% for Class A shares and the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
154

Overseas Fund

	YEAR ENDED OCTOBER 31,
	2011						2010							2009
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C			CLASS I		CLASS A		CLASS C			CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		21.86		21.26		22.20		19.51		19.03			19.80		17.21		16.93			17.41
Income (loss) from investment operations:
Net investment income ($)		0.18		0.01		0.24		0.15		0.00	**		0.21		0.26		0.13			0.30
Net realized and unrealized gains (losses) on investments		0.74		0.73		0.75		2.80		2.72			2.82		3.72		3.63			3.78
Total income (loss) from investment operations		0.92		0.74		0.99		2.95		2.72			3.03		3.98		3.76			4.08
Less distributions:
Dividends from net investment income ($)		-0.32		-0.18		-0.37		-0.60		-0.49			-0.63		-0.02		0.00	**		-0.03
Distributions from capital gains		-0.21		-0.21		-0.21		—		—			—		-1.66		-1.66			-1.66
Total distributions		-0.53		-0.39		-0.58		-0.60		-0.49			-0.63		-1.68		-1.66			-1.69
Net asset value, end of year ($)		22.25		21.61		22.61		21.86		21.26			22.20		19.51		19.03			19.80
Total return(a) (%)		4.27		3.48		4.52		15.45		14.55			15.68		24.95		23.96			25.26
Ratios and supplemental data
Net assets, end of year (millions) ($)		5,023		1,027		4,136		4,676		914			3,284		4,024		792			2,211
Ratio of operating expenses to average net assets including earnings credits (%)		1.14		1.89		0.89		1.17		1.92			0.92		1.20		1.95			0.95
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.14		1.89		0.89		1.17		1.92			0.92		1.20		1.95			0.95
Ratio of net investment income (loss) to average net assets including earnings credits (%)		0.78		0.04		1.06		0.76		0.01			1.03		1.51		0.76			1.75
Ratio of net investment income (loss) to average net assets excluding earnings credits (%)		0.78		0.04		1.06		0.76		0.01			1.03		1.51		0.76			1.75
Portfolio turnover rate (%)		12.22		12.22		12.22		15.53		15.53			15.53		8.65		8.65			8.65

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
155

Financial Highlights

	YEAR ENDED OCTOBER 31,
	2013						2012
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		18.27		18.02		18.50		17.12		16.91		17.33
Income from investment operations:
Net investment income ($)		0.18		0.03		0.23		0.15		0.02		0.19
Net realized and unrealized gains (losses) on investments		2.36		2.35		2.40		1.59		1.57		1.61
Total income (loss) from investment operations		2.54		2.38		2.63		1.74		1.59		1.80
Less distributions:
Dividends from net investment income ($)		-0.13		-0.01		-0.17		-0.14		-0.03		-0.18
Distributions from capital gains		-0.42		-0.42		-0.42		-0.45		-0.45		-0.45
Total distributions		-0.55		-0.43		-0.59		-0.59		-0.48		-0.63
Net asset value, end of year ($)		20.26		19.97		20.54		18.27		18.02		18.50
Total return(a) (%)		14.32		13.53		14.69		10.63		9.75		10.86
Ratios and supplemental data
Net assets, end of year (millions) ($)		1,480		725		1,080		1,425		631		938
Ratio of operating expenses to average net assets including earnings credits (%)		1.16		1.91		0.91		1.17		1.92		0.93
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.16		1.91		0.91		1.17		1.92		0.93
Ratio of net investment income to average net assets including earnings credits (%)		0.93		0.18		1.18		0.84		0.09		1.08
Ratio of net investment income to average net assets excluding earnings credits (%)		0.93		0.18		1.18		0.84		0.09		1.08
Portfolio turnover rate (%)		17.32		17.32		17.32		14.34		14.34		14.34

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

  (a)  Does not take into account the sales charge of 5.00% for Class A shares and the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
156

U.S. Value Fund

	YEAR ENDED OCTOBER 31,
	2011						2010						2009
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		15.94		15.75		16.12		14.21		14.06		14.37		12.75		12.63		12.89
Income from investment operations:
Net investment income ($)		0.17		0.04		0.21		0.32		0.21		0.38		0.21		0.12		0.24
Net realized and unrealized gains (losses) on investments		1.34		1.34		1.37		1.60		1.58		1.59		1.58		1.56		1.60
Total income (loss) from investment operations		1.51		1.38		1.58		1.92		1.79		1.97		1.79		1.68		1.84
Less distributions:
Dividends from net investment income ($)		-0.33		-0.22		-0.37		-0.19		-0.10		-0.22		-0.22		-0.14		-0.25
Distributions from capital gains		—		—		—		—		—		—		-0.11		-0.11		-0.11
Total distributions		-0.33		-0.22		-0.37		-0.19		-0.10		-0.22		-0.33		-0.25		-0.36
Net asset value, end of year ($)		17.12		16.91		17.33		15.94		15.75		16.12		14.21		14.06		14.37
Total return(a) (%)		9.60		8.85		9.92		13.64		12.75		13.84		14.52		13.63		14.78
Ratios and supplemental data
Net assets, end of year (millions) ($)		967		408		538		680		320		328		547		263		199
Ratio of operating expenses to average net assets including earnings credits (%)		1.18		1.93		0.93		1.23		1.98		0.99		1.26		2.00		1.01
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.18		1.93		0.93		1.23		1.98		0.99		1.26		2.00		1.01
Ratio of net investment income to average net assets including earnings credits (%)		0.98		0.24		1.23		2.15		1.41		2.46		1.63		0.93		1.90
Ratio of net investment income to average net assets excluding earnings credits (%)		0.98		0.24		1.23		2.15		1.41		2.46		1.63		0.93		1.90
Portfolio turnover rate (%)		18.54		18.54		18.54		12.23		12.23		12.23		14.88		14.88		14.88

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
157

Financial Highlights

	YEAR ENDED OCTOBER 31,
	2013						2012
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		29.86		28.84		30.26		33.89		32.78		34.33
Income (loss) from investment operations:
Net investment income (loss) ($)		-0.02		-0.18		0.03		-0.01		-0.22		0.06
Net realized and unrealized gains (losses) on investments		-12.73		-12.29		-12.89		-2.73		-2.66		-2.75
Total income (loss) from investment operations		-12.75		-12.47		-12.86		-2.74		-2.88		-2.69
Less distributions:
Dividends from net investment income ($)		-0.08		—		-0.15		-0.39		-0.16		-0.48
Distributions from capital gains		—		—		—		-0.90		-0.90		-0.90
Total distributions		-0.08		—		-0.15		-1.29		-1.06		-1.38
Net asset value, end of year ($)		17.03		16.37		17.25		29.86		28.84		30.26
Total return(a) (%)		-42.80		-43.24		-42.68		-8.14		-8.86		-7.89
Ratios and supplemental data
Net assets, end of year (millions) ($)		764		284		508		1,535		608		932
Ratio of operating expenses to average net assets including earnings credits (%)		1.25		2.00		1.00		1.21		1.96		0.96
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.25		2.00		1.00		1.21		1.96		0.96
Ratio of net investment income (loss) to average net assets including earnings credits (%)		-0.11		-0.87		0.14		-0.05		-0.80		0.21
Ratio of net investment income (loss) to average net assets excluding earnings credits (%)		-0.11		-0.87		0.14		-0.05		-0.80		0.21
Portfolio turnover rate (%)		15.14		15.14		15.14		9.19		9.19		9.19

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

  (a)  Does not take into account the sale charge of 5.00% for Class A and the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
158

Gold Fund

	YEAR ENDED OCTOBER 31,
	2011						2010						2009
	CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I		CLASS A		CLASS C		CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		33.42		32.44		33.81		25.15		24.52		25.43		14.85		14.60		14.98
Income (loss) from investment operations:
Net investment income (loss) ($)		-0.19		-0.42		-0.10		-0.17		-0.38		-0.11		-0.14		-0.30		-0.09
Net realized and unrealized gains (losses) on investments		2.60		2.53		2.63		8.82		8.58		8.92		11.50		11.28		11.60
Total income (loss) from investment operations		2.41		2.11		2.53		8.65		8.20		8.81		11.36		10.98		11.51
Less distributions:
Dividends from net investment income ($)		-0.73		-0.56		-0.80		-0.38		-0.28		-0.43		—		—		—
Distributions from capital gains		-1.21		-1.21		-1.21		—		—		—		-1.06		-1.06		-1.06
Total distributions		-1.94		-1.77		-2.01		-0.38		-0.28		-0.43		-1.06		-1.06		-1.06
Net asset value, end of year ($)		33.89		32.78		34.33		33.42		32.44		33.81		25.15		24.52		25.43
Total return(a) (%)		7.38		6.61		7.66		34.73		33.66		35.01		78.93		77.62		79.27
Ratios and supplemental data
Net assets, end of year (millions) ($)		1,834		683		1,003		1,900		616		695		1,325		362		165
Ratio of operating expenses to average net assets including earnings credits (%)		1.20		1.95		0.95		1.22		1.97		0.97		1.26		2.01		1.01
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.20		1.95		0.95		1.22		1.97		0.97		1.26		2.01		1.01
Ratio of net investment income (loss) to average net assets including earnings credits (%)		-0.56		-1.30		-0.30		-0.60		-1.35		-0.36		-0.65		-1.40		-0.40
Ratio of net investment income (loss) to average net assets excluding earnings credits (%)		-0.56		-1.30		-0.30		-0.60		-1.35		-0.36		-0.65		-1.40		-0.40
Portfolio turnover rate (%)		13.26		13.26		13.26		5.50		5.50		5.50		3.00		3.00		3.00

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
159

Financial Highlights

	YEAR ENDED OCTOBER 31, 2013						PERIOD MAY 1, 2012^ TO OCTOBER 31, 2012
	CLASS A		CLASS C		CLASS I		CLASS A			CLASS C			CLASS I
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		10.32		10.30		10.33		10.00			10.00			10.00
Income from investment operations:
Net investment income ($)		0.42		0.34		0.44		0.15			0.11			0.18
Net realized and unrealized gains (losses) on investments		0.91		0.90		0.91		0.28			0.29			0.27
Total income (loss) from investment operations		1.33		1.24		1.35		0.43			0.40			0.45
Less distributions:
Dividends from net investment income ($)		-0.39		-0.31		-0.45		-0.11			-0.10			-0.12
Total distributions		-0.39		-0.31		-0.45		-0.11			-0.10			-0.12
Net asset value, end of year ($)		11.26		11.23		11.23		10.32			10.30			10.33
Total return(c) (%)		13.14		12.25		13.36		4.37	(a)		4.00	(a)		4.53	(a)
Ratios and supplemental data
Net assets, end of year (millions) ($)		231		148		129		43			26			38
Ratio of operating expenses to average net assets including fee waivers and reimbursements (%)		1.30		2.04		1.05		1.30	(b)(d)		2.05	(b)(d)		1.05	(b)(d)
Ratio of operating expenses to average net assets excluding fee waivers and reimbursements (%)		1.35		2.09		1.10		2.13	(b)(d)		2.88	(b)(d)		2.20	(b)(d)
Ratio of net investment income to average net assets including fee waivers and reimbursements (%)		3.85		3.11		4.11		2.89	(b)(d)		2.16	(b)(d)		3.56	(b)(d)
Ratio of net investment income to average net assets excluding fee waivers and reimbursements (%)		3.80		3.06		4.06		2.06	(b)(d)		1.33	(b)(d)		2.40	(b)(d)
Portfolio turnover rate (%)		10.87		10.87		10.87		5.17	(a)		5.17	(a)		5.17	(a)(d)

  ^  Commencement of operations

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

  (a)  Not Annualized

  (b)  Annualized

  (c)  Does not take into account the sales charge of 5.00% for Class A shares and the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

  (d)  Certain non-recurring expenses incurred by the Fund were not annualized for the period ended October 31, 2012.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
160

This page was intentionally left blank.

Financial Highlights

	YEAR ENDED						PERIOD APRIL 1, 2012 TO
	OCTOBER 31, 2013						OCTOBER 31, 2012
	CLASS A		CLASS C		CLASS I		CLASS A			CLASS C			CLASS I
Selected data for a share of beneficial interest outstanding throughout each period is presented below:*
Net asset value, beginning of period ($)		9.98		9.97		9.98		9.75			9.74			9.75
Income from investment operations:
Net investment income ($)		0.59		0.51		0.62		0.33			0.29			0.36
Net realized and unrealized gains (losses) on investments		0.14		0.14		0.14		0.24			0.23			0.23
Total income (loss) from investment operations		0.73		0.65		0.76		0.57			0.52			0.59
Less distributions:
Dividends from net investment income ($)		-0.59		-0.51		-0.62		-0.34			-0.29			-0.36
Distributions from capital gains		-0.01		-0.01		-0.01		—			—			—
Total distributions		-0.60		-0.52		-0.63		-0.34			-0.29			-0.36
Net asset value, end of period ($)		10.11		10.10		10.11		9.98			9.97			9.98
Total return(c) (%)		7.49		6.69		7.85		5.94	(a)		5.47	(a)		6.20	(a)
Ratios and supplemental data
Net assets, end of period (millions) ($)		346		159		511		220			113			309
Ratio of operating expenses to average net assets including fee waivers and reimbursements (%)		1.13		1.88		0.80		1.25	(b)(d)		2.00	(b)(d)		0.80	(b)(d)
Ratio of operating expenses to average net assets excluding fee waivers and reimbursements (%)		1.13		1.88		0.88		1.27	(b)(d)		2.02	(b)(d)		1.03	(b)(d)
Ratio of net investment income to average net assets including fee waivers and reimbursements (%)		5.80		5.07		6.14		5.75	(b)(d)		4.98	(b)(d)		6.23	(b)(d)
Ratio of net investment income to average net assets excluding fee waivers and reimbursements (%)		5.80		5.07		6.06		5.73	(b)(d)		4.96	(b)(d)		6.00	(b)(d)
Portfolio turnover rate (%)		49.71		49.71		49.71		25.02	(a)		25.02	(a)		25.02	(a)

  ^  The Fund commenced investment operations in its present form on December 30, 2011.

  ^^  Class A and Class C commenced operations on January 3, 2012.

  ^^^  The predecessor Fund, Old Mutual High Yield Fund, commenced operations on November 19, 2007.

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

  (a)  Not Annualized

  (b)  Annualized

  (c)  Does not take into account the sales charge of 4.50% for Class A shares and the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

  (d)  Certain non-recurring expenses incurred by the Fund were not annualized for the period ended October 31, 2012.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
162

High Yield Fund

	YEAR ENDED MARCH 31,
	2012^								2011		2010		2009		2008^^^
	CLASS A^^			CLASS C^^			CLASS I		CLASS I		CLASS I		CLASS I		CLASS I
Selected data for a share of beneficial interest outstanding throughout each period is presented below:*
Net asset value, beginning of period ($)		9.40			9.40			10.29		10.67		7.72		9.29		10.00
Income from investment operations:
Net investment income ($)		0.13			0.11			0.68		0.98		1.31		0.85		0.36
Net realized and unrealized gains (losses) on investments		0.35			0.34			-0.11		0.47		3.07		-1.55		-0.69
Total income (loss) from investment operations		0.48			0.45			0.57		1.45		4.38		-0.70		-0.33
Less distributions:
Dividends from net investment income ($)		-0.13			-0.11			-0.83		-0.98		-1.28		-0.87		-0.38
Distributions from capital gains		—			—			-0.28		-0.85		-0.15		—		—
Total distributions		-0.13			-0.11			-1.11		-1.83		-1.43		-0.87		-0.38
Net asset value, end of period ($)		9.75			9.74			9.75		10.29		10.67		7.72		9.29
Total return(c) (%)		5.11			4.78			6.11		14.81		59.30		-7.78		-3.39
Ratios and supplemental data
Net assets, end of period (millions) ($)		60			28			115		11		10		9		9
Ratio of operating expenses to average net assets including fee waivers and reimbursements (%)		0.95	(b)		1.66	(b)		0.80		0.80		0.80		0.80		0.80
Ratio of operating expenses to average net assets excluding fee waivers and reimbursements (%)		1.12	(b)		1.83	(b)		1.05		1.21		1.04		1.05		1.86	(b)
Ratio of net investment income to average net assets including fee waivers and reimbursements (%)		5.48	(b)		4.74	(b)		6.98		9.33		13.34		10.04		10.90	(b)
Ratio of net investment income to average net assets excluding fee waivers and reimbursements (%)		5.31	(b)		4.57	(b)		6.73		8.92		13.10		9.79		9.84
Portfolio turnover rate (%)		45.21			45.21			45.21		145.96		292.11		74.19		10.78

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
163

Financial Highlights

	YEAR ENDED OCTOBER 31,
	2013									2012
	CLASS A		CLASS C		CLASS I^			CLASS Y		CLASS A		CLASS C		CLASS Y
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		26.86		23.30		31.01			27.37		24.91		22.01		25.35
Income (loss) from investment operations:
Net investment income (loss) ($)		0.10		-0.12		0.07			0.12		0.04		-0.13		0.04
Net realized and unrealized gains (losses) on investments		7.81		6.76		4.39			7.94		3.73		3.24		3.80
Total income (loss) from investment operations		7.91		6.64		4.46			8.06		3.77		3.11		3.84
Less distributions:
Dividends from net investment income ($)		-0.01		—		—			-0.01		—		—		—
Distributions from capital gains		—		—		—			—		-1.82		-1.82		-1.82
Total distributions		-0.01		—		—			-0.01		-1.82		-1.82		-1.82
Net asset value, end of year ($)		34.76		29.94		35.47			35.42		26.86		23.30		27.37
Total return(c) (%)		29.45		28.44		14.38	(a)		29.45		16.46		15.62		16.50
Ratios and supplemental data
Net assets, end of year (millions) ($)		1,036		455		491			504		699		246		667
Ratio of operating expenses to average net assets including earnings credits (%)		1.41		2.16		1.19	(b)		1.41		1.44		2.19		1.44
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.41		2.16		1.19	(b)		1.41		1.44		2.19		1.44
Ratio of net investment income (loss) to average net assets including earnings credits (%)		0.31		-0.46		0.34	(b)		0.39		0.14		-0.61		0.14
Ratio of net investment income (loss) to average net assets excluding earnings credits (%)		0.31		-0.46		0.34	(b)		0.39		0.14		-0.61		0.14
Portfolio turnover rate (%)		32.12		32.12		32.12	(a)		32.12		31.48		31.48		31.48

  ^  Class I commenced investment operations on March 8, 2013.

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

  (a)  Not Annualized

  (b)  Annualized

  (c)  Does not take into account the sales charge of 5.00% for Class A shares and the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
164

Fund of America

	YEAR ENDED OCTOBER 31,
	2011						2010						2009
	CLASS A		CLASS C		CLASS Y		CLASS A		CLASS C		CLASS Y		CLASS A		CLASS C		CLASS Y
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		24.06		21.32		24.47		19.32		17.25		19.66		18.92		17.14		19.23
Income (loss) from investment operations:
Net investment income (loss) ($)		-0.09		-0.25		-0.08		0.13		-0.03		0.14		-0.06		-0.18		-0.07
Net realized and unrealized gains (losses) on investments		1.11		0.98		1.12		4.61		4.10		4.67		1.61		1.44		1.65
Total income (loss) from investment operations		1.02		0.73		1.04		4.74		4.07		4.81		1.55		1.26		1.58
Less distributions:
Dividends from net investment income ($)		-0.17		-0.04		-0.16		—		—		—		—		—		—
Distributions from capital gains		—		—		—		—		—		—		-1.15		-1.15		-1.15
Total distributions		-0.17		-0.04		-0.16		—		—		—		-1.15		-1.15		-1.15
Net asset value, end of year ($)		24.91		22.01		25.35		24.06		21.32		24.47		19.32		17.25		19.66
Total return(c) (%)		4.22		3.43		4.20		24.53		23.59		24.47		9.13		8.34		9.14
Ratios and supplemental data
Net assets, end of year (millions) ($)		549		194		633		379		122		599		276		90		503
Ratio of operating expenses to average net assets including earnings credits (%)		1.43		2.18		1.43		1.47		2.22		1.47		1.50		2.25		1.50
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.43		2.18		1.43		1.47		2.22		1.47		1.50		2.25		1.50
Ratio of net investment income (loss) to average net assets including earnings credits (%)		-0.33		-1.08		-0.31		0.61		-0.14		0.62		-0.34		-1.10		-0.37
Ratio of net investment income (loss) to average net assets excluding earnings credits (%)		-0.33		-1.08		-0.31		0.61		-0.14		0.62		-0.34		-1.10		-0.37
Portfolio turnover rate (%)		67.61		67.61		67.61		40.00		40.00		40.00		40.41		40.41		40.41

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
165

Notes to Financial Statements

Note 1 — Significant Accounting Policies

First Eagle Funds (the "Trust"), is an open-end management investment company registered under the Investment Company Act of 1940, as amended ("1940 Act"). The Trust consists of seven separate portfolios, First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle High Yield Fund and First Eagle Fund of America (each individually a "Fund" or collectively the "Funds"). All the Funds are diversified mutual funds except for First Eagle Gold Fund and First Eagle Fund of America, which are non-diversified. The Trust is a Delaware statutory trust. The First Eagle Global Fund seeks long-term growth of capital by investing in a range of asset classes from markets in the United States and throughout the world. The First Eagle Overseas Fund seeks long-term growth of capital by investing primarily in equities issued by non-U.S. corporations. The First Eagle U.S. Value Fund seeks long-term growth of capital by investing, under normal market conditions, at least 80% of its assets in domestic equity and debt securities. The First Eagle Gold Fund seeks to provide investors the opportunity to participate in the investment characteristics of gold (and to a limited extent other precious metals) for a portion of their overall investment portfolio. The First Eagle Global Income Builder Fund (which commenced operations on May 1, 2012) seeks current income generation and long-term growth of capital. The First Eagle High Yield Fund seeks to provide investors with a high level of current income. The First Eagle Fund of America seeks capital appreciation by investing primarily in domestic stocks and, to a lesser extent, in debt and international equity securities.

First Eagle Investment Management, LLC (the "Adviser"), a subsidiary of Arnhold and S. Bleichroeder Holdings, Inc. ("ASB Holdings"), manages the Funds.

The following is a summary of significant accounting policies adhered to by the Funds and are in conformity with U.S. generally accepted accounting principles ("GAAP").

a)  Investments in Subsidiaries — The First Eagle Global Fund (the "Global Fund"), First Eagle Overseas Fund (the "Overseas Fund"), First Eagle U.S. Value Fund (the "U.S. Value Fund"), and First Eagle Gold Fund (the "Gold Fund") may invest in certain precious metals through their investment in the First Eagle Global Cayman Fund, Ltd., First Eagle Overseas Cayman Fund, Ltd., First Eagle U.S. Value Cayman Fund, Ltd., and First Eagle Gold Cayman Fund, Ltd., respectively, each a wholly owned subsidiary or collectively

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
166

(continued)

"subsidiaries." Each Fund may invest up to 25% of its total assets in shares of its respective Subsidiary. Each Subsidiary has the ability to invest in commodities and securities consistent with the investment objective of its respective Fund. Substantially all of each Subsidiary's assets represent physical gold (bullion). Trading in bullion directly by the Funds presents the risk of tax consequences (e.g., a change in the Funds' tax status subjecting the Funds to be taxed at the Fund level on all of their income if the Funds' "non-qualifying income" exceeds 10% of the Funds' gross income in any taxable year). Trading in bullion by the Subsidiaries generally does not present the same tax risks.

The First Eagle Global Cayman Fund, Ltd., established on October 18, 2013, is an exempted company under the laws of the Cayman Islands. The consolidated financial statements include the accounts of the Global Fund and the First Eagle Global Cayman Fund, Ltd. All intercompany transactions and balances have been eliminated. As of October 31, 2013, the First Eagle Global Cayman Fund, Ltd. has $785,073,106 in net assets, representing 1.71% of the Global Fund's net assets.

The First Eagle Overseas Cayman Fund, Ltd., established on October 18, 2013, is an exempted company under the laws of the Cayman Islands. The consolidated financial statements include the accounts of the Overseas Fund and the First Eagle Overseas Cayman Fund, Ltd. All intercompany transactions and balances have been eliminated. As of October 31, 2013, the First Eagle Overseas Cayman Fund, Ltd. has $122,848,341 in net assets, representing 0.85% of the Overseas Fund's net assets.

The First Eagle U.S. Value Cayman Fund, Ltd., commenced operations on October 17, 2013, and is an exempted company under the laws of the Cayman Islands. The consolidated financial statements include the accounts of the U.S. Value Fund and the First Eagle U.S. Value Cayman Fund, Ltd. All intercompany transactions and balances have been eliminated. As of October 31, 2013, the First Eagle U.S. Value Cayman Fund, Ltd. has $104,001,095 in net assets, representing 3.17% of the U.S. Value Fund's net assets.

The First Eagle Gold Cayman Fund, Ltd., established on May 28, 2010, is an exempted company under the laws of the Cayman Islands. The consolidated financial statements include the accounts of the Gold Fund and the First Eagle Gold Cayman Fund, Ltd. All intercompany transactions and

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
167

Notes to Financial Statements

balances have been eliminated. As of October 31, 2013, the First Eagle Gold Cayman Fund, Ltd. has $324,359,432 in net assets, representing 20.84% of the Gold Fund's net assets.

b)  Investment valuation — Each Fund computes its net asset value once daily as of the close of trading on each day the New York Stock Exchange ("NYSE") is open for trading. The net asset value per share is computed by dividing the total current value of the assets of a Fund, less its liabilities, by the total number of shares outstanding at the time of such computation.

A portfolio security (including an option), other than a bond, which is traded on a U.S. national securities exchange or a securities exchange abroad is normally valued at the price of the last sale on the exchange as of the close of business on the date on which assets are valued. If there are no sales on such date, such portfolio investment will be valued at the mean between the closing bid and asked prices (and if there is only a bid or only an asked price on such date, valuation will be at such bid or asked price for long or short positions, respectively). Securities, other than bonds, traded in the over-the-counter market are valued at the mean between the last bid and asked prices prior to the time of valuation (and if there is only a bid or only an asked price on such date, valuation will be at such bid or asked price for long or short positions, respectively), except if such unlisted security traded on the NASDAQ, in which case it is valued at its last sale price (or, if available, the NASDAQ Official Closing Price).

All bonds, whether listed on an exchange or traded in the over-the-counter market (and except for short-term investments as described in the next sentence), for which market quotations are readily available are valued at the mean between the last bid and asked prices received from dealers in the over-the-counter market in the United States or abroad, except that when no asked price is available, bonds are valued at the last bid price alone. Broker-Dealers or pricing services use multiple valuation techniques to determine value. In instances where sufficient market activity exists, dealers or pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the dealers or pricing services also utilize proprietary valuation models which may consider market transactions in comparable securities and the various relationships between securities in determining value and/or market characteristics such as benchmark yield

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
168

(continued)

curves, option-adjusted spreads, credit spreads, estimated default rates, coupon-rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair values. Short-term investments maturing in sixty days or less are valued at cost plus interest earned (or discount amortized, as the case may be), which is deemed to approximate value.

Commodities (such as physical metals) are valued at the spot price at the time trading on the NYSE closes (normally 4:00 p.m. E.S.T.).

Forward contracts are valued at the current cost of covering or offsetting such contracts at the time NYSE closes (normally 4:00 p.m. E.S.T.).

Effective March 1, 2013 the 4:00 p.m. E.S.T. exchange rates are used to convert foreign security prices into U.S. dollars. Prior to March 1, 2013 the 2:00 p.m. E.S.T. exchange rate was used.

Any security that is listed or traded on more than one exchange (or traded in multiple markets) is valued at the relevant quotation on the exchange or market deemed to be the primary trading venue for that security. In the absence of such a quotation, a quotation from the exchange or market deemed by the Adviser to be the secondary trading venue for the particular security shall be used. The Funds use pricing services to identify the market prices of publicly traded securities in their portfolios. When market prices are determined to be "stale" as a result of limited market activity for a particular holding, or in other circumstances when market prices are unavailable, such as for private placements, or determined to be unreliable for a particular holding, such holdings may be "fair valued" in accordance with procedures approved by the Board of Trustees ("Board"). Additionally, with respect to foreign holdings, specifically in circumstances leading the Adviser to believe that significant events occurring after the close of a foreign market have materially affected the value of a Fund's holdings in that market, such holdings may be fair valued to reflect the events in accordance with procedures approved by the Board. The determination of whether a particular foreign investment should be fair valued will be based on review of a number

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
169

Notes to Financial Statements

of factors, including developments in foreign markets, the performance of U.S. securities markets and security-specific events. The values assigned to a Fund's holdings therefore may differ on occasion from reported market values.

Certain Funds with non-U.S. holdings have adopted procedures under which movements in the prices for U.S. securities (beyond specified thresholds) occurring after the close of a foreign market may require fair valuation of securities traded in that foreign market. The values assigned to a Fund's foreign holdings therefore may differ on occasion from reported market values. The Trust and the Adviser believe relying on the procedures as just described will result in prices that are more reflective of the actual market value of portfolio securities held by the Funds as of 4:00 p.m. E.S.T.

The Funds adopted provisions surrounding fair value measurements and disclosures that define fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. This applies to fair value measurements that are already required or permitted by other accounting standards and is intended to increase consistency of those measurements and applies broadly to securities and other types of assets and liabilities.

The Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs or assumptions to valuation techniques used to measure fair value. These inputs are used in determining the value of the Funds' investments and are summarized in the following fair value hierarchy:

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.).

Level 3 — Other significant unobservable inputs (including the Fund's own assumption in determining the fair value of investments).

The significant unobservable inputs that may be used in determining valuations for investments identified within Level 3 are market comparables and the enterprise value of a company. Indications of value and quotations may be observable at any given time, but are currently treated by the Funds as unobservable. Significant changes in any of the unobservable inputs may significantly impact the fair value measurement. The impact is based on the relationship between each unobservable input and the fair value measurement.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
170

(continued)

Significant increases (decreases) in enterprise multiples may increase (decrease) the fair value measurement. Significant increases (decreases) in the discount for marketability, probability of insolvency and probability of default may decrease (increase) the fair value measurement.

Fair valuation of securities, other financial investments or other assets (collectively, "securities") held by the Funds shall be determined in good faith by or under the direction of the Board, generally acting through its designated Valuation Committee or Valuation Panel (collectively, the "Committees"). The Committees' responsibilities include making determinations regarding Level 3 fair value measurements and providing the results to the Board, in accordance with the Funds' valuation policies.

It is the policy of the Funds to recognize significant transfers between Levels 1, 2 and 3 and to disclose those transfers as of the date of the underlying event which caused the movement.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
171

Notes to Financial Statements

The following is a summary of the Funds' inputs used to value the Funds' investments as of October 31, 2013:

First Eagle Global Fund
DESCRIPTION	LEVEL 1		LEVEL 2(a)		LEVEL 3(b)		TOTAL
Assets: †
U.S. Common Stocks	$	15,273,380,041	$	1,782,380	$	—	$	15,275,162,421
International Common Stocks		18,808,764,304		8,753,388		12,514,385		18,830,032,077
International Preferred Stock		138,164,665		—		—		138,164,665
Warrant		92,736,177		—		—		92,736,177
Commodity*		1,691,084,211		—		—		1,691,084,211
U.S. Corporate Bond		—		5,302,990		—		5,302,990
International Corporate Notes and Bonds		—		60,067,372		38,819,641		98,887,013
International Government Bonds		—		25,239,679		—		25,239,679
International Commercial Paper		—		2,965,390,040		—		2,965,390,040
U.S. Commercial Paper		—		6,779,018,291		—		6,779,018,291
Foreign Currency Contracts**		—		12,286,907		—		12,286,907
Total	$	36,004,129,398	$	9,857,841,047	$	51,334,026	$	45,913,304,471
Liabilities:
Covered Call Option Written	$	51,000	$	—	$	—	$	51,000
Foreign Currency Contracts**		—		54,477,798		—		54,477,798
Total	$	51,000	$	54,477,798	$	—	$	54,528,798

  ^(a)  Transfer into/out of Level 2 represent value as of the beginning of the period. Common stock valued at $2,159,465 was transferred from Level 2 to Level 1 during the year ended October 31, 2013. At October 31, 2012, this security was valued using broker quote; at October 31, 2013, this security was valued using quoted market prices in active markets. There were no transfers from Level 1 to Level 2 as of the year ended October 31, 2013.

  ^(b)  Level 3 securities are identified in the Schedule of Investments with the footnote (f).

^†  See Consolidated Schedule of Investments for additional detailed categorizations.

  *  Represents gold bullion.

  **  Foreign currency contracts are valued at net unrealized appreciation (depreciation) on the investment.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
172

(continued)

Fair Value Level 3 activity for the period ended October 31, 2013 was as follows:

First Eagle Global Fund — (continued)
	INTERNATIONAL		INTERNATIONAL
	COMMON STOCKS		CORPORATE BONDS			TOTAL VALUE
Beginning Balance — market value	$	10,721,439	$	31,128,000		$	41,849,439
Purchases		—		7,916,286	*		7,916,286
Sales
Transfer In — Level 3		—		—			—
Transfer Out — Level 3		—		—			—
Accrued Amortization		—		—			—
Realized Gains (Losses)		—		—			—
Change in Unrealized Appreciation (Depreciation)		1,792,946		(224,645	)		1,568,301
Ending Balance — market value	$	12,514,385	$	38,819,641		$	51,334,026
Change in unrealized gains or (losses) relating to assets still held at reporting date	$	1,792,946	$	(224,645	)	$	1,568,301

  *  Related to a recapitalization of interest receivable to principal.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
173

Notes to Financial Statements

First Eagle Overseas Fund
DESCRIPTION	LEVEL 1		LEVEL 2		LEVEL 3(a)			TOTAL
Assets: †
International Common Stocks	$	10,377,792,010	$	2,404,354	$	34,181,929		$	10,414,378,293
U.S. Common Stock		26,128,246		—		—			26,128,246
International Preferred Stocks		99,282,202		—		—			99,282,202
Right		—		—		—	^		—	^
Commodity*		528,551,814		—		—			528,551,814
Term Loans		—		12,180,626		—	^		12,180,626
International Convertible Bond		—		17,779,000		—			17,779,000
International Corporate Bonds		—		94,029,684		25,879,761			119,909,445
International Commercial Paper		—		1,005,635,560		—			1,005,635,560
U.S. Commercial Paper		—		2,164,517,210		—			2,164,517,210
Foreign Currency Contracts**		—		6,115,649		—			6,115,649
Total	$	11,031,754,272	$	3,302,662,083	$	60,061,690		$	14,394,478,045
Liabilities:
Foreign Currency Contracts**	$	—	$	32,276,136	$	—		$	32,276,136
Total	$	—	$	32,276,136	$	—		$	32,276,136

  ^(a)  Level 3 securities are identified in the Schedule of Investments with the footnote (f).

^†  See Consolidated Schedule of Investments for additional detailed categorizations.

  ^  Fair value represents zero.

  *  Represents gold bullion.

  **  Foreign currency contracts are valued at net unrealized appreciation (depreciation) on the investment.

For the year ended October 31, 2013, there was no security transfer activity from Level 1 to Level 2 and no security transfer activity from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
174

(continued)

Fair Value Level 3 activity for the period ended October 31, 2013 was as follows:

First Eagle Overseas Fund — (continued)
	INTERNATIONAL						INTERNATIONAL
	COMMON STOCKS			RIGHT			CORPORATE BONDS			TERM LOANS		TOTAL VALUE
Beginning Balance — market value	$	36,904,767		$	0		$	20,752,000		$	—	$	57,656,767
Purchases		—			7,625			5,277,522	*		—		5,285,147
Sales		—			—			—			—		—
Transfer In — Level 3		—			—			—			—		—
Transfer Out — Level 3		—			—			—			—		—
Accrued Amortization		—			—			—			—		—
Realized Gains (Losses)		—			—			—			—		—
Change in Unrealized Appreciation (Depreciation)		(2,722,838	)		(7,625	)		(149,761	)		—		(2,880,224	)
Ending Balance — market value	$	34,181,929		$	—		$	25,879,761		$	—	$	60,061,690
Change in unrealized gains or (losses) relating to assets still held at reporting date	$	(2,722,838	)	$	(7,625	)	$	(149,761	)	$	—	$	(2,880,224	)

  *  Related to a recapitalization of interest receivable to principal.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
175

Notes to Financial Statements

First Eagle U.S. Value Fund
DESCRIPTION	LEVEL 1		LEVEL 2		LEVEL 3(a)		TOTAL
Assets: †
U.S. Common Stocks	$	2,195,010,251	$	3,052	$	—	$	2,195,013,303
International Common Stocks		317,369,641		353,430		—		317,723,071
U.S. Preferred Stock		—		—		4,952,588		4,952,588
Warrant		15,008,063		—		—		15,008,063
Commodity*		129,731,031		—		—		129,731,031
International Corporate Bond		—		3,554,545		—		3,554,545
U.S. Convertible Bond		—		33,901,000		—		33,901,000
U.S. Corporate Bonds		—		32,635,280		—		32,635,280
International Commercial Paper		—		135,811,499		—		135,811,499
U.S. Commercial Paper		—		363,890,355		—		363,890,355
Total	$	2,657,118,986	$	570,149,161	$	4,952,588	$	3,232,220,735
Liabilities:
Call Option Written	$	8,400	$	—	$	—	$	8,400
Total	$	8,400	$	—	$	—	$	8,400

  ^(a)  Level 3 securities are identified in the Schedule of Investments with the footnote (f).

^†  See Consolidated Schedule of Investments for additional detailed categorizations.

  *  Represents gold bullion.

For the year ended October 31, 2013, there was no security transfer activity from Level 1 to Level 2 and no security transfer activity from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
176

(continued)

Fair Value Level 3 activity for the period ended October 31, 2013 was as follows:

First Eagle U.S. Value Fund — (continued)
	U.S. PREFERED STOCK
Beginning Balance — market value	$	4,828,435
Purchases		—
Sales		—
Transfer In — Level 3		—
Transfer Out — Level 3		—
Accrued Amortization		—
Realized Gains (Losses)		—
Change in Unrealized Appreciation (Depreciation)		124,153
Ending Balance — market value	$	4,952,588
Change in unrealized gains or (losses) relating to assets still held at reporting date	$	124,153
First Eagle Gold Fund

DESCRIPTION	LEVEL 1		LEVEL 2		LEVEL 3(a)			TOTAL
Assets: †
International Common Stocks	$	957,102,620	$	—	$	—		$	957,102,620
U.S. Common Stocks		168,168,278		—		—			168,168,278
Investment Company		389,828		—		—			389,828
Warrant		—		—		—	^		—	^
Commodity*		324,017,144		—		—			324,017,144
International Convertible Bonds		—		—		30,000,000			30,000,000
International Commercial Paper		—		2,750,963		—			2,750,963
U.S. Commercial Paper		—		70,827,508		—			70,827,508
Total	$	1,449,677,870	$	73,578,471	$	30,000,000		$	1,553,256,341

  ^(a)  Level 3 securities are identified in the Schedule of Investments with the footnote (f).

^†  See Consolidated Schedule of Investments for additional detailed categorizations.

  ^  Fair value represents zero.

  *  Represents gold bullion.

For the period ended October 31, 2013, there was no security transfer activity from Level 1 to Level 2 and no security transfer activity from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
177

Notes to Financial Statements

Fair Value Level 3 activity for the period ended October 31, 2013 was as follows:

First Eagle Gold Fund — (continued)
	INTERNATIONAL
	CONVERTIBLE BONDS*			WARRANTS			TOTAL VALUE
Beginning Balance — market value	$	30,000,000		$	—	^	$	30,000,000
Purchases		5,239			—			5,239
Sales		—			—			—
Transfer In — Level 3		—			—			—
Transfer Out — Level 3		—			—			—
Accrued Amortization		—			—			—
Realized Gains (Losses)		—			—			—
Change in Unrealized Appreciation (Depreciation)		(5,239	)		—	^		(5,239	)
Ending Balance — market value	$	30,000,000		$	—	^	$	30,000,000
Change in unrealized gains or (losses) relating to assets still held at reporting date	$	(5,239	)	$	—	^	$	(5,239	)

  *  In accordance with the guidance prescribed in Accounting Standards Update, ("ASU") No. 2011-04, the portfolio security characterized as a Level 3 investment in the Gold Fund at October 31, 2013 was fair valued at par due to the asset based credit metrics of the company, cash flow potential and considerable debt coverage by asset value and consensus forecasts of EBITDA.

  ^  Fair value represents zero.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
178

(continued)

First Eagle Global Income Builder Fund
DESCRIPTION	LEVEL 1		LEVEL 2		LEVEL 3		TOTAL
Assets: †
U.S. Common Stocks	$	90,443,696	$	—	$	—	$	90,443,696
International Common Stocks		175,400,597		—		—		175,400,597
Closed-End Mutual Fund		836,742		—		—		836,742
Commodity*		4,255,483		—		—		4,255,483
U.S. Convertible Bond		—		3,548,750		—		3,548,750
U.S. Corporate Bonds		—		94,056,046		—		94,056,046
International Convertible Bond		—		773,000		—		773,000
International Corporate Bonds		—		68,067,041		—		68,067,041
Term Loans		—		29,973,655		—		29,973,655
U.S. Commercial Paper		—		36,288,845		—		36,288,845
Foreign Currency Contracts**		—		35,519		—		35,519
Total	$	270,936,518	$	232,742,856	$	—	$	503,679,374
Liabilities:
Foreign Currency Contracts**	$	—	$	845,950	$	—	$	845,950
Total	$	—	$	845,950	$	—	$	845,950

^†  See Schedule of Investments for additional detailed categorizations.

  *  Represents gold bullion.

  **  Foreign currency contracts are valued at net unrealized appreciation (depreciation) on the investment.

For the year ended October 31, 2013, there was no security transfer activity from Level 1 to Level 2 and no security transfer activity from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
179

Notes to Financial Statements

First Eagle High Yield Fund
DESCRIPTION	LEVEL 1		LEVEL 2		LEVEL 3		TOTAL
Assets: †
U.S. Convertible Bonds	$	—	$	14,749,762	$	—	$	14,749,762
U.S. Corporate Bonds		—		516,170,398		—		516,170,398
International Convertible Bonds		—		1,932,500		—		1,932,500
International Corporate Bonds		—		212,369,440		—		212,369,440
Term Loans		—		194,143,234		—		194,143,234
U.S. Commercial Paper		—		71,898,536		—		71,898,536
Foreign Currency Contracts*		—		12,240		—		12,240
Total	$	—	$	1,011,276,110	$	—	$	1,011,276,110
Liabilities:
Foreign Currency Contracts*	$	—	$	771,658	$	—	$	771,658
Total	$	—	$	771,658	$	—	$	771,658

^†  See Schedule of Investments for additional detailed categorizations.

  *  Foreign currency contracts are valued at net unrealized appreciation (depreciation) on the investment.

For the year ended October 31, 2013, there was no security transfer activity from Level 1 to Level 2 and no security transfer activity from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
180

(continued)

First Eagle Fund of America
DESCRIPTION	LEVEL 1		LEVEL 2		LEVEL 3		TOTAL
Assets: †
U.S. Common Stocks	$	2,322,586,620	$	—	$	—	$	2,322,586,620
International Common Stocks		133,507,202		—		—		133,507,202
Exchange-Traded Fund		21,138,415		—		—		21,138,415
Investment Company		47,700,122		—		—		47,700,122
U.S. Convertible Bond		—		5,784,187		—		5,784,187
Total	$	2,524,932,359	$	5,784,187	$	—	$	2,530,716,546
Liabilities:
Covered Call Options Written	$	66,430,708	$	—	$	—	$	66,430,708
Total	$	66,430,708	$	—	$	—	$	66,430,708

^†  See Schedule of Investments for additional detailed categorizations.

For the year ended October 31, 2013, there was no security transfer activity from Level 1 to Level 2 and no security transfer activity from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
181

Notes to Financial Statements

c)  Investment transactions and income — Investment transactions are accounted for on a trade date basis. The specific identification method is used in determining realized gains and losses from investment transactions. Dividend income is recorded on the ex-dividend date. Interest income is recorded daily on the accrual basis. In computing investment income, each Fund accretes discounts and amortizes premiums on debt obligations using the effective yield method. Investment income is allocated to each Fund's share class in proportion to its relative net assets. Payments received from certain investments held by the Funds may be comprised of dividends, capital gains and return of capital. The Funds originally estimate the expected classification of such payments. The amounts may subsequently be reclassified upon receipt of information from the issuer.

d)  Expenses — Expenses arising in connection with a Fund are charged directly to that Fund. Expenses common to all Funds are generally allocated to each Fund in proportion to its relative net assets. Certain expenses are shared with the First Eagle Variable Funds, an affiliated fund group. Such costs are generally allocated using the ratio of the Fund's average daily net assets relative to the total average daily net assets of the First Eagle Variable Funds. Earnings credits may reduce shareholder servicing agent fees by the amount of interest earned on balances with such service provider.

e)  Foreign currency translation — The books and records of the Funds are maintained in U.S. dollars. The market values of securities which are not traded in U.S. currency are recorded in the financial statements after translation to U.S. dollars based on the applicable exchange rates at the end of the period. The costs of such securities are translated at exchange rates prevailing when acquired. Related interest, dividends and withholding taxes are accrued at the rates of exchange prevailing on the respective dates of such transactions.

The net assets of each of the Funds are presented at the foreign exchange rates and market values at the close of the period. The Funds do not isolate that portion of gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the securities. Accordingly, such foreign currency gains (losses) are included in the reported net realized and unrealized gains (losses) on investment transactions on the Statements of Operations. However, for federal income tax purposes each Fund does isolate the effect of changes in foreign exchange rates from the changes in market prices for realized gains and losses on debt obligations.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
182

(continued)

f)  Forward currency contracts — In connection with portfolio purchases and sales of securities denominated in foreign currencies, each Fund may enter into forward currency contracts. The First Eagle Global, Overseas, Global Income Builder and High Yield Funds enter into foreign exchange contracts primarily to manage and/or gain exposure to certain foreign currencies. The Funds' currency transactions include portfolio hedging on portfolio positions. Portfolio hedging is the use of a forward contract (or other cash management position) with respect to one or more portfolio security positions denominated or quoted in a particular currency. Currency exchange transactions involve currencies of different countries that the Funds invest in and serve as hedges against possible variations in the exchange rates between these currencies and the U.S. dollar. Each Fund may engage in portfolio hedging with respect to the currency of a particular country in amounts approximating actual or anticipated positions in securities denominated in that currency. Hedging can reduce exposure to currency exchange movements, but cannot eliminate that exposure. It is possible to lose money under a hedge.

Funds investing in foreign exchange contracts are exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are unable to meet the terms of their contracts or if the Fund is unable to enter into a closing position. Forward currency contracts outstanding at period end, if any, are listed after the Fund's portfolio. Outstanding contracts at period end are indicative of the volume of activity during the period, proportionate to the net assets of the Fund.

The Funds adopted provisions surrounding disclosures and derivative instruments and hedging activities which require qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments, and disclosures about currency-risk-related contingent features in derivative agreements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
183

Notes to Financial Statements

At October 31, 2013, the Funds had the following foreign forward currency contracts grouped into appropriate risk categories illustrated below:

First Eagle Global Fund
					GAIN OR (LOSS) DERIVATIVES RECOGNIZED IN INCOME
RISK TYPE	ASSET DERIVATIVE FAIR VALUE1		LIABILITY DERIVATIVE FAIR VALUE2		REALIZED GAIN3			CHANGE IN DEPRECIATION4
Foreign Currency	$	12,286,907	$	54,477,798	$	539,000,377		$	(33,237,831	)
First Eagle Overseas Fund
					GAIN OR (LOSS) DERIVATIVES RECOGNIZED IN INCOME
RISK TYPE	ASSET DERIVATIVE FAIR VALUE1		LIABILITY DERIVATIVE FAIR VALUE2		REALIZED GAIN3			CHANGE IN DEPRECIATION4
Foreign Currency	$	6,115,649	$	32,276,136	$	267,384,675		$	(18,870,824	)
First Eagle Global Income Builder Fund
					GAIN OR (LOSS) DERIVATIVES RECOGNIZED IN INCOME
RISK TYPE	ASSET DERIVATIVE FAIR VALUE1		LIABILITY DERIVATIVE FAIR VALUE2		REALIZED LOSS3			CHANGE IN DEPRECIATION4
Foreign Currency	$	35,519	$	845,950	$	(414,657	)	$	(634,598	)
First Eagle High Yield Fund
					GAIN OR (LOSS) DERIVATIVES RECOGNIZED IN INCOME
RISK TYPE	ASSET DERIVATIVE FAIR VALUE1		LIABILITY DERIVATIVE FAIR VALUE2		REALIZED LOSS3			CHANGE IN DEPRECIATION4
Foreign Currency	$	12,240	$	771,658	$	(1,246,431	)	$	(66,417	)

  ¹  Statements of Assets and Liabilities location: Receivable for forward currency contracts held, at value.

  ²  Statements of Assets and Liabilities location: Payable for forward currency contracts held, at value.

  ³  Statements of Operations location: Net realized gains (losses) from: foreign currency and forward contract related transactions.

  ⁴  Statements of Operations location: Changes in unrealized appreciation (depreciation) of: foreign currency and forward contract related translation.

g)  Options — In order to produce incremental earnings or protect against declines in the value of portfolio securities, First Eagle Global Fund, First Eagle U.S. Value Fund and First Eagle Fund of America write covered call options on portfolio securities. The Funds may also use options for speculative purposes, although they generally do not employ options for this purpose.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
184

(continued)

Options contracts are valued daily based upon the last sale price on the principal exchange on which the option is traded and unrealized appreciation/depreciation is recorded. If there is no sale on such day, the mean between the last bid and asked prices is used. When an option is exercised, the proceeds on the sale of a written call option are adjusted by the amount of premium received or paid. When a written option expires, the Funds will realize a gain equal to the amount of the premium received. When the Funds enter into a closing purchase transaction, the Funds will realize a gain (or loss, if the cost of the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security and the liability related to such option is eliminated.

The Funds may be required to earmark assets to cover its obligations under option contracts. A call option is covered if the Funds hold, on a share-for-share basis, either the underlying shares or a call on the same security as the call written where the exercise price of the call held is equal to or less than the exercise price of the call written (or greater than the exercise price of the call written if the difference is maintained by the Funds in cash, Treasury bills or other high grade short-term obligations in a segregated account with its custodian). One reason for writing options is to attempt to realize, through the receipt of premiums, a greater return than would be realized on the securities alone. Another reason for writing options is to hedge against a moderate decline in the value of securities owned by the Funds in the case of a call option. If an increase occurs in the underlying security or stock index sufficient to result in the exercise of a call written by the Funds, it may be required to deliver securities or cash and may thereby forego some or all of the gain that otherwise may have been realized on the securities underlying the call option. This "opportunity cost" may be partially or wholly offset by the premium received for the covered call written by the Funds. The risk in writing a covered call option is that the Funds give up the opportunity for profit if the market price of the underlying security increases and the option is exercised. The Funds also have the additional risk of not being able to enter into a closing transaction if a liquid secondary market does not exist.

The Funds may also write over-the-counter options where the completion of the obligation is dependent upon the credit standing of the counterparty.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
185

Notes to Financial Statements

For the year ended October 31, 2013, First Eagle Global Fund, First Eagle U.S. Value Fund and First Eagle Fund of America had the following options transactions.

First Eagle Global Fund

WRITTEN OPTIONS	NUMBER OF CONTRACTS			PREMIUM RECEIVED
Options outstanding at October 31, 2012		31,931		$	6,108,142
Options written		61,827			8,067,179
Options assigned		(19,696	)		(2,902,366	)
Options expired/closed		(65,562	)		(10,899,094	)
Options outstanding at October 31, 2013		8,500		$	373,861

As of October 31, 2013, portfolio securities valued at $32,988,500 were segregated to cover collateral requirements for written options.

First Eagle U.S. Value Fund

WRITTEN OPTIONS	NUMBER OF CONTRACTS			PREMIUM RECEIVED
Options outstanding at October 31, 2012		3,593		$	604,523
Options written		9,406			1,187,512
Options assigned		(2,676	)		(389,079	)
Options expired/closed		(8,923	)		(1,341,379	)
Options outstanding at October 31, 2013		1,400		$	61,577

As of October 31, 2013, portfolio securities valued at $5,433,400 were segregated to cover collateral requirements for written options.

First Eagle Fund of America

WRITTEN OPTIONS	NUMBER OF CONTRACTS			PREMIUM RECEIVED
Options outstanding at October 31, 2012		145,331		$	36,222,702
Options written		1,219,558			268,151,392
Options assigned		(127,347	)		(34,610,442	)
Options expired/closed		(1,072,328	)		(220,554,987	)
Options outstanding at October 31, 2013		165,214		$	49,208,665
PURCHASED OPTIONS	NUMBER OF CONTRACTS			COST
Options outstanding at October 31, 2012		1,500		$	309,736
Options purchased		4,340			777,060
Options closed		(5,840	)		(1,086,796	)
Options outstanding at October 31, 2013		0		$	0

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
186

(continued)

As of October 31, 2013, portfolio securities valued at $852,257,735 were segregated to cover collateral requirements for written options.

Outstanding contracts at period-end are indicative of the volume of activity during the period.

At October 31, 2013, the Funds had the following options grouped into appropriate risk categories illustrated below:

First Eagle Global Fund

			GAIN OR (LOSS) DERIVATIVE RECOGNIZED IN INCOME
RISK TYPE	LIABILITY DERIVATIVE FAIR VALUE1		REALIZED GAIN2		CHANGE IN DEPRECIATION3
Equity — Written options	$	51,000	$	8,243,114	$	(4,233,401	)

First Eagle U.S. Value Fund

			GAIN OR (LOSS) DERIVATIVE RECOGNIZED IN INCOME
RISK TYPE	LIABILITY DERIVATIVE FAIR VALUE1		REALIZED GAIN2		CHANGE IN DEPRECIATION3
Equity — Written options	$	8,400	$	871,184	$	(339,086	)

First Eagle Fund of America

			GAIN OR (LOSS) DERIVATIVE RECOGNIZED IN INCOME
RISK TYPE	LIABILITY DERIVATIVE FAIR VALUE1		REALIZED GAIN (LOSS)2			CHANGE IN DEPRECIATION3
Equity — Written options	$	66,430,708	$	(63,169,130	)	$	(22,844,390	)
Equity — Purchased options		0		112,592			(5,264	)

  ¹  Statements of Assets and Liabilities location: Option contracts written, at value.

  ²  Statements of Operations location: Net realized gains (losses) from: Written options & Investment transactions of unaffiliated issuers.

  ³  Statements of Operations location: Changes in unrealized appreciation (depreciation) of: Written options & Investment transactions.

h)  Repurchase agreements — The Funds may enter into repurchase agreement transactions with institutions that meet the adviser's credit guidelines. Each repurchase agreement is valued at amortized cost. The Funds require that the collateral received in a repurchase agreement transaction be transferred to a custodian in a manner sufficient to enable the Funds to

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
187

Notes to Financial Statements

obtain collateral in the event of a counterparty default. If the counterparty defaults and the fair value of the collateral declines, realization of the collateral by the Funds may be delayed or limited.

i)  Term Loans — A Fund may invest in term loans, which usually take the form of loan participations and assignments. Loan participations and assignments are agreements to make money available to U.S. or foreign corporations, partnerships or other business entities (the "Borrower") in a specified amount, at a specified rate and within a specified time. A loan is typically originated, negotiated and structured by a U.S. or foreign bank, insurance company or other financial institution (the "Agent") for a group of loan investors ("Loan Investors"). The Agent typically administers and enforces the loan on behalf of the other Loan Investors in the syndicate and may hold any collateral on behalf of the Loan Investors. Such loan participations and assignments are typically senior, secured and collateralized in nature. A Fund records an investment when the Borrower withdraws money and records interest as earned. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the Borrower. As a result, the Fund assumes the credit risk of the Borrower, the selling participant and any intermediary between the Fund and the Borrower ("Intermediate Participants"). In the event that the Borrower, selling participant or Intermediate Participants become insolvent or enters into bankruptcy, each Fund may incur certain costs and delays in realizing payment or may suffer a loss of principal and/or interest.

j)Treasury Inflation-Protected Securities — The Funds invest in Treasury Inflation-Protected Securities ("TIPS") which are specially structured bonds in which the principal amount is adjusted to keep pace with inflation. The inflation (deflation) adjustment is applied to the principal of each bond on a monthly basis and is accounted for as interest income on the Statements of Operations. TIPS are subject to interest rate risk.

k)Restricted Securities — The Funds may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities, if any, is included at the end of each Fund's Schedule of Investments.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
188

(continued)

l)United States income taxes — No provision has been made for U.S. federal income taxes since it is the intention of each Fund to distribute to shareholders all taxable net investment income and net realized gains on investments, if any, within the allowable time limit, and to comply with the provisions of the Code for a Regulated Investment Company. The Funds declare and pay such income and capital gains on an annual basis except for the First Eagle High Yield Fund which declares income daily and pays monthly. First Eagle Global Income Builder Fund declared and paid income quarterly for the period October 1, 2012 to March 31, 2013. As of April 1, 2013, the First Eagle Global Income Builder Fund declares income daily and pays quarterly.

Through the tax year ended October 31, 2012, the Gold Fund qualified to be taxed as a regulated investment company ("RIC") under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). Due to significant non-qualifying income earned by the Gold Fund on its investments in gold bullion for the period November 1, 2012 to October 31, 2013, the Gold Fund failed to qualify as a "RIC" and was therefore treated as a C corporation for that period. The results of operations of the Gold Fund for this period may have been different had the Gold Fund complied with the requirements of Subchapter M of the code. This change in tax status does not affect Gold Fund's status as a RIC under the 1940 Act or its compliance with the portfolio composition requirements of that statute.

As a result of being taxed as a corporation under Subchapter C, the Gold Fund is subject to federal and applicable state corporate income taxes on the Gold Fund's taxable ordinary income and capital gains. Income taxes for corporation under Subchapter C are accounted for using the asset and liability approach in accordance with FASB ASC Topic 740, Income Taxes ("ASC 740"). Deferred tax assets and liabilities reflect the impact of temporary differences between the carrying amount of assets and liabilities and their tax basis and are stated at tax rates expected to be in effect when taxes are actually paid or recovered. Deferred tax assets are also recorded for net operating losses, capital losses and any tax credit carryforwards. A valuation allowance is provided against a deferred tax asset when it is more likely than not that some or all of the deferred tax assets will not be realized.

For the tax year ended October 31, 2013 the Gold Fund had both a net operating loss and net capital loss carryforward, thus no federal, state and local income taxes were accrued. Further, a valuation allowance has been

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
189

Notes to Financial Statements

provided against any deferred tax asset as the Gold Fund has elected and intends to qualify annually as a "regulated investment company" under the Code. Under subchapter C, the Gold Fund would be able to carry forward any net operating losses to succeeding tax years.

The Funds adopted provisions surrounding income taxes, which require the tax effects of certain tax positions to be recognized. These tax positions must meet a "more likely than not" standard that based on their technical merits, have a more than 50% likelihood of being sustained upon examination. Management of the Trust has analyzed the Funds' tax positions taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Funds' financial statements.

  At October 31, 2013, the components of accumulated earnings on a tax basis were as follows:

	UNDISTRIBUTED NET INVESTMENT		UNDISTRIBUTED NET REALIZED		NET UNREALIZED			CAPITAL LOSS CARRYFORWARD
	INCOME		GAINS		(DEPRECIATION)			SHORT-TERM		LONG-TERM
First Eagle Global Fund	$	776,689,116	$	1,226,004,872	$	9,187,266,021		$	—	$	—
First Eagle Overseas Fund		406,269,256		439,771,849		2,476,061,025			—		—
First Eagle U.S. Value Fund		32,826,306		100,181,425		660,899,935			—		—
First Eagle Gold Fund		—		—		(242,465,431	)		7,117,310		—
First Eagle Global Income Builder Fund		4,314,464		—		29,057,093			875,306		569,903
First Eagle High Yield Fund		1,051,872		—		26,635,965			2,483,485		—
First Eagle Fund of America		3,026,823		38,760,171		761,413,009			—		—

The differences between the components of distributable earnings on a tax basis and the amounts reflected in the Statements of Changes in Net Assets are primarily due to the treatment of passive foreign investment companies, distributions from real estate investment trusts, investments in partnerships and trusts, the treatment of foreign currencies, wash sales and option straddle loss deferrals.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
190

(continued)

Under the Regulated Investment Company Modernization Act of 2010 (the "Act"), net capital losses recognized by the Funds after October 31, 2011, may get carried forward indefinitely, and retain their character as short-term and/or long-term losses. Prior to the Act, net capital losses incurred by the Funds were carried forward eight years and treated as short-term losses. The Act requires that post-enactment net capital losses be used before pre-enactment net capital losses. The Funds did not have capital losses to carry forward prior to the Act.

m)Reclassification of capital accounts — As a result of certain differences in the computation of net investment income and net realized capital gains under federal income tax rules and regulations versus GAAP, a reclassification has been made on the Statements of Assets and Liabilities to increase (decrease) undistributed net investment income, undistributed net realized gains on investments and capital surplus for the Funds as follows:

	UNDISTRIBUTED NET INVESTMENT INCOME (LOSS)			UNDISTRIBUTED NET REALIZED GAINS (LOSSES)			CAPITAL SURPLUS
First Eagle Global Fund	$	(8,250,349	)	$	101,304,867		$	(93,054,518	)
First Eagle Overseas Fund		2,518,297			30,367,251			(32,885,548	)
First Eagle U.S. Value Fund		(3,488,710	)		3,514,188			(25,478	)
First Eagle Gold Fund		11,353,216			194,292,597			(205,645,813	)
First Eagle Global Income Builder Fund		10,131			(10,131	)		—
First Eagle High Yield Fund		(378,592	)		378,558			34
First Eagle Fund of America		(235,795	)		235,795			—

The primary permanent differences causing such reclassification include the tax treatment of currency gains and losses, dividend redesignations, distributions paid in connection with the redemption of Fund shares, investments in passive foreign investment companies, distributions from real estate investment trusts and investments in partnerships.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
191

Notes to Financial Statements

n)  Distributions to shareholders — Distributions to shareholders during the fiscal year ended October 31, 2013 , which are determined in accordance with income tax regulations, are recorded on ex-dividend date.

	ORDINARY INCOME				LONG TERM CAPITAL GAINS
	2013		2012		2013		2012
First Eagle Global Fund	$	533,305,518	$	316,943,267	$	999,561,706	$	411,966,907
First Eagle Overseas Fund		191,296,768		180,304,745		406,899,055		292,226,209
First Eagle U.S. Value Fund		38,337,400		20,650,956		49,669,543		48,194,132
First Eagle Gold Fund		8,878,452		38,713,082		—		93,877,822
First Eagle Global Income Builder Fund		11,512,844		676,255		—		—
First Eagle High Yield Fund		49,852,832		15,267,844		—		—
First Eagle Fund of America		451,930		23,575,876		—		77,034,348

o)  Class Accounting — Investment income, common expenses and realized/unrealized gain or loss on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that class.

p)  Use of estimates — The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

q)  Redemption Fee — A redemption fee of 2% will be applied to the First Eagle Global Fund, First Eagle Overseas Fund and First Eagle Gold Fund for the sale or exchange within 60 days of the purchase of such shares. Effective March 1, 2013, the First Eagle Global Fund and First Eagle Overseas Fund no longer charge redemption fees.

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

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
192

(continued)

Note 2 — Investment Advisory, Custody and Administration Agreements; Transactions with Related Persons

For its services, the Adviser receives, pursuant to an Investment Advisory Agreement between the Funds and the Adviser (the "Advisory Agreement") an annual advisory fee as follows:

FUND	MANAGEMENT FEE (% OF AVERAGE DAILY NET ASSETS)
First Eagle Global Fund		0.75	%
First Eagle Overseas Fund		0.75
First Eagle U.S. Value Fund		0.75
First Eagle Gold Fund		0.75
First Eagle Global Income Builder Fund		0.75
First Eagle High Yield Fund		0.70
First Eagle Fund of America		1.00	*

*Prior to March 1, 2013, the Adviser received from Fund of America an advisory fee at a rate of 1.00%.

Effective March 1, 2013, the Adviser receives from First Eagle Fund of America an annual advisory fee at the rate of 1.00% of the first $1.5 billion of the average daily net assets, 0.95% of the next $1 billion of the average daily net assets; 0.90% on the next $2.5 billion of the average daily net assets and 0.85% in excess of $5 billion of the average daily net assets.

Pursuant to a subadvisory agreement, dated December 10, 2002 (agreement was amended and restated most recently in September 2009) ("Subadvisory Agreement") Iridian Asset Management LLC ("Iridian" or "Sub-Adviser") manages the investments of the First Eagle Fund of America. The fees paid to Iridian by the Adviser under the Subadvisory Agreement are based on a reference amount equal to 50% of the combined (i) fees received by the Adviser for advisory services on behalf of the Fund and (ii) the fees received by the Fund's distributor for its shareholder liaison services on behalf of the Fund. These amounts are reduced by certain direct marketing costs borne by the Adviser in connection with the Fund and are further reduced by the amount paid by the Adviser for certain administrative expenses incurred in providing services to the Fund.

The Adviser has contractually agreed to waive its management fee and/or reimburse expenses, for the First Eagle High Yield Fund and First Eagle Global Income Builder Fund, so that the total annual operating expenses (excluding

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
193

Notes to Financial Statements

certain items) of the First Eagle High Yield Fund's Class A, Class C and Class I shares do not exceed 1.25%, 2.00% and 0.80%, respectively, and the First Eagle Global Income Builder Fund's Class A, Class C and Class I shares do not exceed 1.30%, 2.05%, and 1.05%, respectively, through December 31, 2013.

The Adviser may seek reimbursement for fees waived and other expenses paid by the Adviser pursuant to the Fee Waiver and Expense Reimbursement Agreement ("Agreement"). A repayment should be payable only to the extent it can be made during the thirty-six months following the applicable period during which the Adviser waived fees or reimbursed operating expenses under the Agreement. As of October 31, 2013, the Adviser may seek reimbursement of previously waived and reimbursed fees as follows:

First Eagle Global Income Builder Fund

EXPIRATION	AMOUNT
October 31, 2015	$	305,915
October 31, 2016		128,284

First Eagle High Yield Fund

EXPIRATION	AMOUNT
March, 31 2014	$	38,000
March, 31 2015		72,599
October 31, 2015		324,266
October 31, 2016		251,070

The Adviser also performs certain administrative, accounting, operations, compliance and other services on behalf of the Funds, and in accordance with its agreement with them, the Funds reimburse the Adviser for costs (including personnel, related overhead and other costs) related to those services. First Eagle Global Income Builder Fund pays the Adviser a monthly administration fee that is accrued daily at an annual rate of 0.05% of the Fund's average daily net assets.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
194

(continued)

For the year ended October 31, 2013, the Funds reimbursed and had payable to the Adviser amounts shown below:

FUND	REIMBURSED TO ADVISER		PAYABLE TO ADVISER
First Eagle Global Fund	$	3,857,636	$	352,876
First Eagle Overseas Fund		1,219,043		106,238
First Eagle U.S. Value Fund		303,393		28,185
First Eagle Gold Fund		212,487		62,295
First Eagle Global Income Builder Fund		135,531		20,236
First Eagle High Yield Fund		78,323		4,328
First Eagle Fund of America		190,578		12,492

The Funds have entered into Custody Agreements with State Street Bank and Trust Company ("SSB"). The Custody Agreements provide for an annual fee based on the amount of assets under custody plus transaction charges. SSB serves as custodian of the Funds' portfolio securities and other assets. SSB has directly entered into sub-custodial agreements to maintain the custody of gold bullion in the Funds. Under the terms of the Custody Agreement between the Funds and SSB, SSB maintains and deposits in separate accounts, cash, securities and other assets of the Funds. SSB is also required, upon the order of the Funds, to deliver securities held by SSB and the sub-custodian, and to make payments for securities purchased by the Funds. SSB has also entered into sub-custodian agreements with a number of foreign banks and clearing agencies, pursuant to which portfolio securities purchased outside the United States are maintained in the custody of these entities.

The Funds have also entered into an Administration Agreement with SSB, pursuant to which SSB provides certain financial reporting and other administrative services. SSB, as the Funds' Administrator, receives annual fees separate from and in addition to the fees it receives for its services as the Funds' custodian.

FEF Distributors, LLC, a wholly owned subsidiary of the Adviser, serves as the Funds' principal underwriter. For the year ended October 31, 2013, FEF Distributors, LLC realized $2,410,563, $248,064, $224,063, $198,739, $167,411, $180,162 and $215,867, pertaining to the sales of shares of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle High Yield Fund and First Eagle Fund of America, respectively.

The Trust adopted a Trustee Deferred Compensation Plan, which allows the Independent Trustees to defer the receipt of all or a portion of compensation

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
195

Notes to Financial Statements

related to performance of their duties as a Trustee. The deferred fees are invested in various First Eagle Funds until distribution in accordance with the Trustee Deferred Compensation Plan. As of October 31, 2013, balances to the Plan are recorded on the Statements of Assets and Liabilities.

For the year ended October 31, 2013, the Sub-Adviser reimbursed First Eagle Fund of America $17,468 for losses incurred in connection with trading errors.

Note 3 — Plans of Distribution

Under the terms of the Distribution Plans and Agreements ("the Plans") with FEF Distributors, LLC ("the Distributor"), pursuant to the provisions of Rule 12b-1 under the 1940 Act, the First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund and First Eagle High Yield Fund pay the Distributor monthly, a distribution fee with respect to Class A and Class C shares at an annual rate of up to 0.25% and 0.75%, respectively, of each Fund's average daily net assets. In the case of First Eagle Fund of America, it pays the Distributor monthly, a distribution fee with respect to Class A, Class C and Class Y shares at an annual rate of up to 0.25%, 0.75% and 0.25%, respectively of the average daily net assets. Under the Plans, the Distributor is obligated to use the amounts received under the Plans for payments to qualifying dealers for their assistance in the distribution of a Fund's shares and the provision of shareholder services and for other expenses such as advertising costs and the payment for the printing and distribution of prospectuses to prospective investors.

The Distributor bears distribution costs of a Fund to the extent they exceed payments received under the Plan. For the year ended October 31, 2013, the distribution fees incurred by the Funds are disclosed in the Statements of Operations.

The Distributor receives an annual service fee with respect to Class C at the annual rate of 0.25% of each Fund's average daily net assets, payable monthly to cover expenses incurred by the Distributor for providing shareholder liaison services, including assistance with subscriptions, redemptions and other shareholder questions. For the year ended October 31, 2013, the services fees incurred by the Funds are disclosed in the Statements of Operations.

Note 4 — Purchases and Sales of Securities

During the year ended October 31, 2013, the cost of purchases of investments, excluding U.S. Government and short-term securities, totaled $4,887,939,399, $1,976,758,417, $449,377,582, $310,485,715, $373,318,696, $737,749,450 and $996,977,487 for First Eagle Global Fund, First Eagle Overseas Fund,

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
196

(continued)

First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle High Yield Fund and First Eagle Fund of America, respectively. Proceeds from sales of investments, excluding U.S. Government securities and short-term securities, totaled $3,758,360,114, $1,223,750,432, $457,941,491, $418,170,550, $31,350,888, $391,437,277 and $645,973,984 for First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle High Yield Fund and First Eagle Fund of America, respectively.

There were no purchases or sales of U.S. Government securities, excluding short-term securities, for First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle High Yield Fund and First Eagle Fund of America.

Note 5 — Line of Credit

At a meeting on September 11, 2013, the Board of Trustees approved continuing a $300 million committed, unsecured line of credit ("Credit Facility") with State Street Bank and Trust Company for the Funds, to be utilized for temporarily financing the purchase or sale of securities for prompt delivery in the ordinary course of business or for temporarily financing the redemption of shares of each Fund at the request of shareholders and other temporary or emergency purposes. Under the Credit Facility arrangement, each Fund has agreed to pay an annual commitment fee on the unused balance, allocated pro rata, based on the relative asset size of the Funds. A portion of the commitment fees related to the line of credit are paid by the Funds and are included in other expenses in the Statements of Operations. During the year ended October 31, 2013, the Funds had borrowings under the agreement as follows:

FUND	AVERAGE DAILY LOAN BALANCE		NUMBER OF DAYS OUTSTANDING		INTEREST EXPENSE		WEIGHTED AVERAGE ANNUALIZED INTEREST RATE
First Eagle Global Fund	$	9,277,221		1	$	366		1.42	%
First Eagle High Yield Fund		1,972,286		1		76		1.39
First Eagle Global Income Builder		674,629		1		26		1.37

As of October 31, 2013 there were no outstanding borrowings from the credit facility.

Note 6 — Capital Stock

At October 31, 2013, the Funds have an unlimited number of shares authorized for issuance. The Funds have the ability to issue multiple classes of shares.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
197

Notes to Financial Statements

Transactions in shares of capital stock were as follows:

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE GLOBAL FUND
	CLASS A			CLASS C			CLASS I
Shares sold		68,379,393			40,520,480			100,315,070
Shares issued for reinvested dividends and distributions		12,310,757			5,240,753			7,790,628
Shares redeemed		(56,709,392	)		(26,235,228	)		(51,949,001	)
Net increase (decrease)		23,980,758			19,526,005			56,156,697
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE GLOBAL FUND
	CLASS A			CLASS C			CLASS I
Shares sold		62,388,629			35,230,795			83,665,600
Shares issued for reinvested dividends and distributions		6,801,942			2,393,384			3,768,498
Shares redeemed		(53,467,391	)		(26,699,689	)		(40,856,280	)
Net increase (decrease)		15,723,180			10,924,490			46,577,818
	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE GOLD FUND
	CLASS A			CLASS C			CLASS I
Shares sold		18,267,740			4,405,851			19,790,909
Shares issued for reinvested dividends and distributions		131,202			42			77,683
Shares redeemed		(24,960,048	)		(8,128,432	)		(21,197,330	)
Net increase (decrease)		(6,561,106	)		(3,722,539	)		(1,328,738	)
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE GOLD FUND
	CLASS A			CLASS C			CLASS I
Shares sold		16,136,242			4,442,711			19,622,203
Shares issued for reinvested dividends and distributions		1,926,165			553,133			592,601
Shares redeemed		(20,754,725	)		(4,756,926	)		(18,630,497	)
Net increase (decrease)		(2,692,318	)		238,918			1,584,307

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
198

(continued)

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE OVERSEAS FUND									FIRST EAGLE U.S. VALUE FUND
	CLASS A			CLASS C			CLASS I			CLASS A			CLASS C			CLASS I
Shares sold		57,521,589			7,771,516			110,626,219			17,823,128			6,973,806			19,342,095
Shares issued for reinvested dividends and distributions		11,078,284			1,679,612			10,459,996			2,102,240			661,755			1,255,220
Shares redeemed		(55,928,966	)		(7,682,599	)		(56,114,422	)		(24,859,469	)		(6,329,187	)		(18,731,430	)
Net increase (decrease)		12,670,907			1,768,529			64,971,793			(4,934,101	)		1,306,374			1,865,885
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE OVERSEAS FUND									FIRST EAGLE U.S. VALUE FUND
	CLASS A			CLASS C			CLASS I			CLASS A			CLASS C			CLASS I
Shares sold		55,443,712			6,338,133			93,794,727			34,764,626			14,439,563			28,860,840
Shares issued for reinvested dividends and distributions		10,323,759			1,491,162			7,558,176			1,938,704			561,949			995,161
Shares redeemed		(61,897,888	)		(9,731,745	)		(52,137,111	)		(15,159,004	)		(4,115,236	)		(10,193,717	)
Net increase (decrease)		3,869,583			(1,902,450	)		49,215,792			21,544,326			10,886,276			19,662,284
	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE GLOBAL INCOME BUILDER FUND									FIRST EAGLE HIGH YIELD FUND
	CLASS A			CLASS C			CLASS I			CLASS A			CLASS C			CLASS I
Shares sold		18,700,256			11,383,991			9,365,010			23,301,354			7,555,566			29,103,039
Shares issued for reinvested dividends and distributions		355,012			162,461			154,687			1,492,705			532,373			1,610,518
Shares redeemed		(2,706,050	)		(911,431	)		(1,720,553	)		(12,609,883	)		(3,765,254	)		(11,112,652	)
Net increase (decrease)		16,349,218			10,635,021			7,799,144			12,184,176			4,322,685			19,600,905
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE GLOBAL INCOME BUILDER FUND*									FIRST EAGLE HIGH YIELD FUND**
	CLASS A			CLASS C			CLASS I			CLASS A			CLASS C			CLASS I
Shares sold		4,289,987			2,549,996			3,695,841			17,342,363			8,932,758			19,594,646
Shares issued for reinvested dividends and distributions		16,856			8,099			19,628			458,671			149,881			611,736
Shares redeemed		(98,960	)		(54,607	)		(24,647	)		(1,973,303	)		(535,928	)		(1,046,409	)
Net increase (decrease)		4,207,883			2,503,488			3,690,822			15,827,731			8,546,711			19,159,973

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
199

Notes to Financial Statements

	YEAR ENDED MARCH 31, 2012
	FIRST EAGLE HIGH YIELD FUND
	CLASS A			CLASS C			CLASS I
Shares sold		6,568,153			2,846,517			11,573,817
Shares issued for reinvested dividends and distributions		25,393			9,640			222,218
Shares redeemed		(395,841	)		(15,606	)		(1,108,713	)
Net increase (decrease)		6,197,705			2,840,551			10,687,322

	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE FUND OF AMERICA
	CLASS A			CLASS C			CLASS Y
Shares sold		7,799,688			2,865,457			1,801,446
Shares issued for reinvested dividends and distributions		1,591,289			631,712			1,733,825
Shares redeemed		(5,418,574	)		(1,755,620	)		(4,156,267	)
Net increase (decrease)		3,972,403			1,741,549			(620,996	)

  *  Represents the period May 1, 2012 to October 31, 2012.

  **  Represents the period April 1, 2012 to October 31, 2012.

  ***  Represents the period March 8, 2013 to October 31, 2013.

Transactions in dollars of capital stock were as follows:

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE GLOBAL FUND
	CLASS A			CLASS C			CLASS I
Shares sold	$	3,497,016,996		$	2,031,735,222		$	5,155,682,552
Shares issued for reinvested dividends and distributions		590,423,655			247,259,012			374,962,942
Shares redeemed		(2,893,674,604	)		(1,312,491,400	)		(2,671,165,519	)
Net increase (decrease)	$	1,193,766,047		$	966,502,834		$	2,859,479,975
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE GLOBAL FUND
	CLASS A			CLASS C			CLASS I
Shares sold	$	2,956,278,063		$	1,637,915,493		$	3,981,891,238
Shares issued for reinvested dividends and distributions		302,618,460			104,854,140			168,225,738
Shares redeemed		(2,527,517,394	)		(1,243,056,770	)		(1,942,066,934	)
Net increase (decrease)	$	731,379,129		$	499,712,863		$	2,208,050,042

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
200

(continued)

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE FUND OF AMERICA
	CLASS A			CLASS C			CLASS I***			CLASS Y
Shares sold		13,566,134			6,229,657			14,822,594			2,095,673
Shares issued for reinvested dividends and distributions		7,690			40			7			6,187
Shares redeemed		(9,781,426	)		(1,562,584	)		(971,639	)		(12,212,254	)
Net increase (decrease)		3,792,398			4,667,113			13,850,962			(10,110,394	)

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE OVERSEAS FUND
	CLASS A			CLASS C			CLASS I
Shares sold	$	1,313,800,443		$	172,795,866		$	2,562,741,314
Shares issued for reinvested dividends and distributions		239,955,685			35,490,217			230,119,915
Shares redeemed		(1,277,148,265	)		(170,362,139	)		(1,306,725,008	)
Net increase (decrease)	$	276,607,863		$	37,923,944		$	1,486,136,221
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE OVERSEAS FUND
	CLASS A			CLASS C			CLASS I
Shares sold	$	1,189,229,650		$	131,960,536		$	2,044,840,175
Shares issued for reinvested dividends and distributions		209,262,697			29,554,809			155,396,107
Shares redeemed		(1,322,271,401	)		(202,837,114	)		(1,125,783,011	)
Net increase (decrease)	$	76,220,946		$	(41,321,769	)	$	1,074,453,271

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
201

Notes to Financial Statements

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE U.S. VALUE FUND
	CLASS A			CLASS C			CLASS I
Shares sold	$	336,640,485		$	129,653,115		$	368,439,929
Shares issued for reinvested dividends and distributions		37,377,968			11,673,473			22,568,874
Shares redeemed		(471,429,277	)		(118,785,130	)		(360,521,201	)
Net increase (decrease)	$	(97,410,824	)	$	22,541,458		$	30,487,602
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE U.S. VALUE FUND
	CLASS A			CLASS C			CLASS I
Shares sold	$	604,973,317		$	248,353,887		$	507,992,659
Shares issued for reinvested dividends and distributions		31,581,497			9,092,330			16,390,304
Shares redeemed		(266,732,905	)		(71,576,152	)		(180,767,869	)
Net increase (decrease)	$	369,821,909		$	185,870,065		$	343,615,094

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE HIGH YIELD FUND
	CLASS A			CLASS C			CLASS I
Shares sold	$	235,164,140		$	76,205,397		$	293,516,038
Shares issued for reinvested dividends and distributions		15,056,272			5,363,858			16,244,598
Shares redeemed		(126,959,400	)		(37,898,182	)		(112,078,026	)
Net increase (decrease)	$	123,261,012		$	43,671,073		$	197,682,610

	YEAR ENDED OCTOBER 31, 2012									YEAR ENDED MARCH 31, 2012
	FIRST EAGLE HIGH YIELD FUND**									FIRST EAGLE HIGH YIELD FUND
	CLASS A			CLASS C			CLASS I			CLASS A			CLASS C			CLASS I
Shares sold	$	169,517,068		$	87,418,098		$	191,197,349		$	63,546,710		$	27,547,011		$	111,401,833
Shares issued for reinvested dividends and distributions		4,510,338			1,472,774			6,013,646			247,405			93,837			2,139,752
Shares redeemed		(19,213,078	)		(5,270,289	)		(10,244,667	)		(3,817,412	)		(151,895	)		(10,598,096	)
Net increase (decrease)	$	154,814,328		$	83,620,583		$	186,966,328		$	59,976,703		$	27,488,953		$	102,943,489

  *  Represents the period May 1, 2012 to October 31, 2012.

  **  Represents the period April 1, 2012 to October 31, 2012.

  ***  Represents the period March 8, 2013 to October 31, 2013.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
202

(continued)

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE GOLD FUND									FIRST EAGLE GLOBAL INCOME BUILDER FUND
	CLASS A			CLASS C			CLASS I			CLASS A			CLASS C			CLASS I
Shares sold	$	388,461,140		$	93,817,364		$	425,138,499		$	200,840,624		$	121,640,893		$	100,665,323
Shares issued for reinvested dividends and distributions		3,597,270			677			2,152,604			3,796,441			1,730,539			1,645,329
Shares redeemed		(511,378,497	)		(159,616,525	)		(444,450,557	)		(29,227,048	)		(9,817,681	)		(18,539,751	)
Net increase (decrease)	$	(119,320,087	)	$	(65,798,484	)	$	(17,159,454	)	$	175,410,017		$	113,553,751		$	83,770,901
	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE GOLD FUND									FIRST EAGLE GLOBAL INCOME BUILDER FUND*
	CLASS A			CLASS C			CLASS I			CLASS A			CLASS C			CLASS I
Shares sold	$	471,675,630		$	126,090,905		$	564,245,924		$	43,500,772		$	25,874,606		$	37,031,937
Shares issued for reinvested dividends and distributions		58,150,919			16,234,432			18,086,195			173,094			83,136			197,719
Shares redeemed		(592,856,546	)		(131,067,219	)		(532,748,007	)		(1,010,534	)		(560,866	)		(247,612	)
Net increase (decrease)	$	(63,029,997	)	$	11,258,118		$	49,584,112		$	42,663,332		$	25,396,876		$	36,982,044

	YEAR ENDED OCTOBER 31, 2013
	FIRST EAGLE FUND OF AMERICA
	CLASS A			CLASS C			CLASS I***			CLASS Y
Shares sold	$	417,540,709		$	168,315,024		$	480,472,160		$	65,179,337
Shares issued for reinvested dividends and distributions		213,728			1,145			219			174,597
Shares redeemed		(303,665,533	)		(41,563,487	)		(32,328,624	)		(390,594,676	)
Net increase (decrease)	$	114,088,904		$	126,752,682		$	448,143,755		$	(325,240,742	)

	YEAR ENDED OCTOBER 31, 2012
	FIRST EAGLE FUND OF AMERICA
	CLASS A			CLASS C			CLASS Y
Shares sold	$	198,358,338		$	63,407,921		$	46,475,429
Shares issued for reinvested dividends and distributions		36,154,075			12,533,184			40,138,059
Shares redeemed		(136,684,626	)		(38,844,456	)		(107,471,098	)
Net increase (decrease)	$	97,827,787		$	37,096,649		$	(20,857,610	)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
203

Notes to Financial Statements

At October 31, 2013, ASB Holdings owned more than 5% of the First Eagle Global Income Builder Fund Class I shares.

Note 7 — Indemnification and Investment Risk

In the normal course of business, the Funds enter into contracts that contain a variety of representations which provide general indemnifications. Each Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against each Fund that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote. The Funds may have elements of risk not typically associated with investments in the United States of America due to their investments in foreign countries or regions. Such foreign investments may subject the Funds to additional risks resulting from political or economic conditions in such countries or regions and the possible imposition of adverse governmental laws or currency exchange restrictions could cause the securities and their markets to be less liquid and their prices to be more volatile than those of comparable U.S. securities. The securities markets in many emerging-market countries are substantially smaller, less developed, less liquid and more volatile than the securities markets of developed countries.

The First Eagle High Yield Fund invests in high yield securities which may be subject to greater levels of interest rate, credit and liquidity risk than investment grade securities. These high yield securities may be considered speculative with respect to the issuer's continuing ability to make principal and interest payments and may be subject to significant price fluctuations.

The Funds are subject to interest rate and credit risk. The value of debt securities may decline as interest rates increase. The Funds could lose money if the issuer of a fixed income security is unable to pay interest or repay principal when it is due. The ability of the issuers of debt to meet their obligations may be affected by the economic and political developments in a specific industry or region.

The Funds enter into derivatives which may represent off-balance sheet risk. Off-balance sheet risk exists when the maximum potential loss on a particular investment is greater than the value of such investment as reflected in the Statements of Assets and Liabilities.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
204

(continued)

Note 8 — Redemption In-Kind Transactions

The redemption in-kind policy for all of the Funds reserves the right of the Funds to pay redemptions in-kind (i.e., payments in the form of marketable securities or, as needed, other traded assets, rather than cash) if the redemption request is large enough to affect a Fund's operations (for example, if it represents more than $250,000 or 1% of the Fund's assets). When receiving assets distributed in-kind, the recipient will bear applicable commissions or other costs on their sale. There were no redemptions in-kind as of October 31, 2013.

Note 9 — Accounting Pronouncement

In December 2011, FASB issued ASU No. 2011-11, "Disclosures about Offsetting Assets and Liabilities". ASU No. 2011-11 requires disclosures to make financial statements that are prepared under U.S. GAAP more comparable to those prepared under International Financial Reporting Standards ("IFRS"). The new disclosure requirements mandate that entities disclose both gross and net information about instruments and transactions subject to an agreement similar to a master netting arrangement. In addition, ASU No. 2011-11 requires disclosure of collateral received and posted in connection with master netting agreements or similar arrangements. New disclosures are required for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods. Management is evaluating the impact of ASU No. 2011-11 on the financial statements and disclosures.

Note 10 — Subsequent Events

In accordance with the provision surrounding Subsequent Events adopted by the Funds, management has evaluated the possibility of subsequent events existing in the Funds' financial statements. Management has determined that there are no material events that would require disclosures in the Funds' financial statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
205

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of First Eagle Funds and the Shareholders of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, First Eagle Global Income Builder Fund, First Eagle High Yield Fund, and First Eagle Fund of America:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations, of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of First Eagle Global Fund (including its consolidated wholly owned subsidiary), First Eagle Overseas Fund (including its consolidated wholly owned subsidiary), First Eagle U.S. Value Fund (including its consolidated wholly owned subsidiary), First Eagle Gold Fund (including its consolidated wholly owned subsidiary), First Eagle Global Income Builder Fund, First Eagle High Yield Fund and First Eagle Fund of America (collectively hereafter referred to as the "Funds") at October 31, 2013, the results of each of their operations for the period then ended, and the changes in each of their net assets and financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2013 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
New York, New York
December 30, 2013

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
206

Fund Expenses (unaudited)

Example

As a shareholder of the First Eagle Funds, you may incur two types of costs: (1) transaction costs including front-end and contingent deferred sales charges (loads), and (2) ongoing costs, including advisory fees; distribution fees (12b-1) and/or service fees; and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

This Example is based on an investment of $1,000 invested on May 1, 2013 and held for the six-months ended October 31, 2013.

Actual Expenses

The table below titled "Based on Actual Total Return" provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled "Expenses Paid During the Period".

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
207

Fund Expenses (unaudited)

Based on Actual Total Return¹

	ACTUAL TOTAL RETURN WITHOUT SALES CHARGES2			BEGINNING ACCOUNT VALUE		ENDING ACCOUNT VALUE		ANNUALIZED EXPENSE RATIO			EXPENSES PAID DURING THE PERIOD3
First Eagle Global Fund Consolidated
Class A		5.64	%	$	1,000.00	$	1,056.40		1.12	%	$	5.81
Class C		5.26			1,000.00		1,052.60		1.87			9.67
Class I		5.76			1,000.00		1,057.60		0.87			4.51
First Eagle Overseas Fund Consolidated
Class A		4.27			1,000.00		1,042.70		1.15			5.92
Class C		3.87			1,000.00		1,038.70		1.90			9.76
Class I		4.46			1,000.00		1,044.60		0.90			4.64
First Eagle U.S. Value Fund Consolidated
Class A		6.52			1,000.00		1,065.20		1.14			5.93
Class C		6.17			1,000.00		1,061.70		1.89			9.82
Class I		6.70			1,000.00		1,067.00		0.89			4.64
First Eagle Gold Fund Consolidated
Class A		-13.68			1,000.00		863.20		1.30			6.11
Class C		-14.02			1,000.00		859.80		2.05			9.61
Class I		-13.58			1,000.00		864.20		1.05			4.93
First Eagle Global Income Builder Fund
Class A4		5.23			1,000.00		1,052.30		1.30			6.72
Class C4		4.84			1,000.00		1,048.40		2.05			10.58
Class I4		5.37			1,000.00		1,053.70		1.05			5.44
First Eagle High Yield Fund
Class A4		1.55			1,000.00		1,015.50		1.08			5.49
Class C4		1.16			1,000.00		1,011.60		1.83			9.28
Class I4		1.69			1,000.00		1,016.90		0.80			4.07
First Eagle Fund of America
Class A		12.27			1,000.00		1,122.70		1.43			7.65
Class C		11.84			1,000.00		1,118.40		2.18			11.64
Class I		12.39			1,000.00		1,123.90		1.19			6.37
Class Y		12.27			1,000.00		1,122.70		1.42			7.60

  ¹  For the six-months ended October 31, 2013.

  ²  Past performance does not guarantee future results. Assumes reinvestment of all dividends and capital gain distributions, if any, at net asset value and does not reflect the deduction of the applicable sales charge, exchange fees or redemption fees. Had the effect of sales charges been reflected, expenses would have been higher and returns lower. Total return is not annualized, as it may not be representative of the total return for the year.

  ³  Expenses are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

  ⁴  Expense and performance figures reflect certain fee waivers and/or expense limitations without which returns and expenses may have been lower or higher, respectively.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
208

  (continued)

Hypothetical Example for Comparison Purposes

The table below titled "Based on Hypothetical Total Return" provides information about hypothetical account values and hypothetical expenses based on the actual expense ratios and an assumed rate of return of 5% per year before expenses, which is not the First Eagle Funds' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the Funds and other funds. To do so, compare the 5% hypothetical example relating to the Funds with the 5% hypothetical examples that appear in the shareholder reports of other funds.

This Example is based on an investment of $1,000 invested on May 1, 2013 and held for the six-months ended October 31, 2013.

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or back-end sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
209

Fund Expenses (unaudited)  (continued)

Based on Hypothetical Total Return¹

	HYPOTHETICAL ANNUALIZED TOTAL RETURN			BEGINNING ACCOUNT VALUE		ENDING ACCOUNT VALUE		ANNUALIZED EXPENSE RATIO			EXPENSES PAID DURING THE PERIOD2
First Eagle Global Fund Consolidated
Class A		5.00	%	$	1,000.00	$	1,019.56		1.12	%	$	5.70
Class C		5.00			1,000.00		1,015.78		1.87			9.50
Class I		5.00			1,000.00		1,020.82		0.87			4.43
First Eagle Overseas Fund Consolidated
Class A		5.00			1,000.00		1,019.41		1.15			5.85
Class C		5.00			1,000.00		1,015.63		1.90			9.65
Class I		5.00			1,000.00		1,020.67		0.90			4.58
First Eagle U.S. Value Fund Consolidated
Class A		5.00			1,000.00		1,019.46		1.14			5.80
Class C		5.00			1,000.00		1,015.68		1.89			9.60
Class I		5.00			1,000.00		1,020.72		0.89			4.53
First Eagle Gold Fund Consolidated
Class A		5.00			1,000.00		1,018.65		1.30			6.61
Class C		5.00			1,000.00		1,014.87		2.05			10.41
Class I		5.00			1,000.00		1,019.91		1.05			5.35
First Eagle Global Income Builder Fund
Class A		5.00			1,000.00		1,018.65		1.30			6.61
Class C		5.00			1,000.00		1,014.87		2.05			10.41
Class I		5.00			1,000.00		1,019.91		1.05			5.35
First Eagle High Yield Fund
Class A		5.00			1,000.00		1,019.76		1.08			5.50
Class C		5.00			1,000.00		1,015.98		1.83			9.30
Class I		5.00			1,000.00		1,021.17		0.80			4.08
First Eagle Fund of America
Class A		5.00			1,000.00		1,018.00		1.43			7.27
Class C		5.00			1,000.00		1,014.22		2.18			11.07
Class I		5.00			1,000.00		1,019.21		1.19			6.06
Class Y		5.00			1,000.00		1,018.05		1.42			7.22

  ¹  For the six-months ended October 31, 2013.

  ²  Expenses are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
210

General Information

Quarterly Form N-Q portfolio schedule

The First Eagle Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission ("SEC") for the first and third quarters of each fiscal year on Form N-Q. The Funds' Forms N-Q are available on the SEC's Web site at www.sec.gov. The Funds' Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling 1.800.SEC.0330. Additionally, you may obtain copies of Forms N-Q from the Funds upon request by calling 1.800.334.2143.

Proxy voting policies, procedures and record

You may obtain a description of the Funds' (1) proxy voting policies, (2) proxy voting procedures and (3) information regarding how the Funds voted any proxies related to portfolio securities during the most recent twelve-month period ended June 30 for which an SEC filing has been made, without charge, upon request by contacting the Funds directly at 1.800.334.2143 or on the EDGAR Database on the SEC's Web site at www.sec.gov.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
211

Tax Information  Fiscal Year Ended October 31, 2013 (unaudited)

Each Fund designates the following amounts (or the maximum amount allowable) distributed during the fiscal year ended October 31, 2013, if any, as capital gain dividends, dividends eligible for the corporate dividends received deduction and/or qualified dividend income:

	% OF QUALIFYING			% OF DIVIDENDS ELIGIBLE FOR THE DIVIDENDS RECEIVED			LONG-TERM CAPITAL GAINS
	DIVIDEND INCOME			DEDUCTION			15%		28%
First Eagle Global Fund		99.24	%		47.06	%	$	894,222,636	$	153,271,543
First Eagle Overseas Fund*		74.59			0.38			362,380,479		62,723,486
First Eagle U.S. Value		100.00			96.89			47,575,051		9,500,074
First Eagle Gold Fund		—			—			—		—
First Eagle Global Income Builder		47.20			13.89			—		—
First Eagle High Yield		—			—			—		—
First Eagle Fund of America		100.00			100.00			—		—

  *  First Eagle Overseas Fund paid foreign taxes of $24,296,283, and recognized foreign source income of $188,597,217. Pursuant to Section 853 of the Internal Revenue Code, the First Eagle Overseas Fund designates such amounts (or the maximum amount allowable) as having been paid in connection with dividends distributed from investment company taxable income during the fiscal year ended October 31, 2013.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
212

Privacy Notice

The Trust is committed to protecting your privacy. We are providing you with this privacy notice to inform you of how we handle your personal information that we collect and may disclose to our affiliates. If the Trust changes its information practices, we will provide you with notice of any material changes. This privacy policy supersedes any of our previous policies relating to the information you disclose to us.

Why this Privacy Policy Applies to You

You obtained a financial product or service from or through us for personal, family or household purposes when you opened a shareholder account with the Trust, and are therefore covered by this privacy policy.

What We do to Protect Your Personal Information

We protect personal information provided to us by our individual shareholders according to strict standards of security and confidentiality. These standards apply to both our physical facilities and any online services we may provide. We maintain physical, electronic and procedural safeguards that comply with federal standards to guard consumer information. We permit only authorized individuals, who are trained in the proper handling of individual shareholder information and need to access this information to do their job, to have access to this information.

Personal Information that We Collect and May Disclose

As part of providing you with the Trust's products and services, we may obtain nonpublic personal information about you from the following sources:

•  Information we receive from you on subscription applications or other forms, such as your name, address, telephone number, Social Security number, occupation, assets and income;

•  Information about your transactions with us, our affiliates, or unaffiliated third parties, such as your account balances, payment history and account activity; and

•  Information from public records we may access in the ordinary course of business.

Categories of Affiliates to Whom We May Disclose Personal Information

We may share personal information about you with affiliates. Our affiliates do business under names that include Arnhold and S. Bleichroeder Holdings, Inc., First Eagle Investment Management, LLC, FEF Distributors, LLC, and ASB Advisers.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
213

Privacy Notice  (continued)

You May Limit Marketing Solicitations by Choosing to Opt Out

We offer you the right to opt out from many types of marketing by our affiliates based on your personal information that we collect and share in accordance with this privacy policy. To limit those marketing solicitations, you may call 800.334.2143 indicating your desire not to receive marketing from our affiliates. Should you choose to opt out, your choice will remain in our records until you notify us otherwise, although we may choose to contact you in the future to modify your preference.

When We May Disclose Your Personal Information to Unaffiliated Third Parties

We will only share your personal information collected, as described above, with unaffiliated third parties:

•  At your request;

•  When you authorize us to process or service a transaction or product (unaffiliated third parties in this instance may include service providers such as the Trust's distributors, registrar and transfer agent for shareholder transactions, and other parties providing individual shareholder servicing, accounting and recordkeeping services);

•  With companies that perform sales and marketing services on our behalf with whom we have agreements to protect the confidentiality of your information and to use the information only for the purposes for which we disclose the information to them; or

•  When required by law to disclose such information to appropriate authorities.

We do not otherwise provide information about you to outside firms, organizations or individuals except to our attorneys, accountants and auditors and as permitted by law.

What We do with Personal Information about Our Former Customers

If you decide to discontinue doing business with us, the Trust will continue to adhere to this privacy policy with respect to the information we have in our possession about you and your account following the termination of our shareholder relationship.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
214

Additional Information (unaudited)

Management of the Trust

The business of the Trust is managed by its Board of Trustees, which elects officers responsible for the day to day operations of the Funds and for the execution of the policies formulated by the Board of Trustees.

Pertinent information regarding the members of the Board of Trustees and principal officers of the Trust is set forth below. Some of the Trustees and officers are employees of the Adviser and its affiliates. At least a majority of the Trust's Board of Trustees are not "interested persons" as that term is defined in the Investment Company Act.

Independent Trustees⁽¹⁾

Lisa Anderson | Trustee | December 2005 to present

1345 Avenue of the Americas | New York, New York | 10105
(born October 1950)

Principal Occupation(s) During Past 5 Years: President, American University of Cairo; Provost, American University in Cairo; James T. Shotwell Professor of International Relations and Dean, School of International and Public Affairs, Columbia University

Number of Portfolios in the Fund Complex Overseen by Trustee: 8

Other Directorships/Trusteeships Held by Trustee: Chair, Social Science Research Council; Member, Carnegie Council on Ethics and International Affairs; Member Emerita, Human Rights Watch; Trustee, First Eagle Variable Funds (1 portfolio)

  ⁽¹⁾  Trustees who are not "interested persons" of the Trust as defined in the Investment Company Act.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
215

Additional Information (unaudited)

Independent Trustees⁽¹⁾

Candace K. Beinecke⁽²⁾ | Trustee (Chair) | December 1999 to present

One Battery Park Plaza | New York, New York | 10004
(born December 1946)

Principal Occupation(s) During Past 5 Years: Chair, Hughes Hubbard & Reed LLP

Number of Portfolios in the Fund Complex Overseen by Trustee: 8

Other Directorships/Trusteeships Held by Trustee: Director, ALSTOM; Trustee, Vornado Realty Trust; Director, Rockefeller Financial Services, Inc. and Rockefeller & Company, Inc.; Trustee, Metropolitan Museum of Art; Trustee, The Wallace Foundation; Director and Vice Chair, Partnership for New York City; Board of Advisors, Yale Law School Center for the Study of Corporate Law; Trustee, First Eagle Variable Funds (Chair) (1 portfolio)

Jean D. Hamilton | Trustee | March 2003 to present

1345 Avenue of the Americas | New York, New York | 10105
(born January 1947)

Principal Occupation(s) During Past 5 Years: Private Investor/ Independent Consultant/Member, Brock Capital Group LLC; prior to November 2002, Chief Executive Officer, Prudential Institutional; Executive Vice President, Prudential Financial, Inc.

Number of Portfolios in the Fund Complex Overseen by Trustee: 7

Other Directorships/Trusteeships Held by Trustee: Director, RenaissanceRe Holdings Ltd; Director, Four Nations; Trustee, First Eagle Variable Funds (1 portfolio)

  ⁽¹⁾  Trustees who are not "interested persons" of the Trust as defined in the Investment Company Act.

  ⁽²⁾  Ms. Beinecke also served as a trustee of a predecessor fund to Fund of America since 1996.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
216

(continued)

Independent Trustees⁽¹⁾

James E. Jordan | Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born April 1944)

Principal Occupation(s) During Past 5 Years: Private Investor and Independent Consultant; prior to July 2005, Managing Director, First Eagle Investment Management, LLC and Director, FEF Distributors, LLC and Director, ASB Advisers UK, Limited; prior to July 2002, private investor and consultant to The Jordan Company (private investment banking firm) since June 1997

Number of Portfolios in the Fund Complex Overseen by Trustee: 8

Other Directorships/Trusteeships Held by Trustee: Director, JZ Capital Partners, Plc. (Guernsey investment trust company); Trustee, World Monuments Fund; Chairman's Council, Conservation International; Director, Alpha Andromeda Investment Trust Co., S.A.;Trustee, First Eagle Variable Funds (1 portfolio)

William M. Kelly⁽³⁾ | Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born February 1944)

Principal Occupation(s) During Past 5 Years: Private Investor, prior to January 2010 President, Lingold Associates

Number of Portfolios in the Fund Complex Overseen by Trustee: 8

Other Directorships/Trusteeships Held by Trustee: Treasurer and Trustee, Black Rock Forest Preservation and Consortium; Trustee, St. Anselm College; Director, Sergi S. Zlinkoff Fund for Medical Research and Education; Trustee, First Eagle Variable Funds (1 portfolio)

  ⁽¹⁾  Trustees who are not "interested persons" of the Trust as defined in the Investment Company Act.

  ⁽³⁾  Mr. Kelly also served as a trustee of a predecessor fund to Fund of America since 1998.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
217

Additional Information (unaudited)

Independent Trustees⁽¹⁾

Paul J. Lawler | Trustee | March 2002 to present

1345 Avenue of the Americas | New York, New York | 10105
(born May 1948)

Principal Occupation(s) During Past 5 Years: Private Investor, prior to January 2010 Vice President Investments and Chief Investment Officer, W.K. Kellogg Foundation

Number of Portfolios in the Fund Complex Overseen by Trustee: 8

Other Directorships/Trusteeships Held by Trustee: Finance and Investment Committee Member, Battle Creek Community Foundation; Trustee, Blackstone Alternative Asset Fund, Trustee, Ravena Coeymans Historical Society; Trustee, Coeymans Heritage Society; Director, Council of Michigan Foundations; Custody Advisory Committee Member, The Bank of New York; Advisory Committee, Common Fund Capital; Advisory Committee, TA Realty Advisors; Trustee, First Eagle Variable Funds (1 portfolio)

Interested Trustees⁽⁴⁾

John P. Arnhold | President and Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born December 1953)

Principal Occupation(s) During Past 5 Years: Co-President, Co-CEO and Director, Arnhold and S. Bleichroeder Holdings, Inc.; CEO, Chairman, Director, FEF Distributors, LLC; Chairman, CIO and Director, First Eagle Investment Management, LLC; prior to February 2010, CEO, First Eagle Investment Management, LLC; prior to March 2005, President and Director, Natexis Bleichroeder, Inc. and Natexis Bleichroeder, UK

Number of Portfolios in the Fund Complex Overseen by Trustee: 8

Other Directorships/Trusteeships Held by Trustee: Director, First Eagle Amundi SICAV; Chairman and Director, Arnhold Ceramics; Director, The Arnhold Foundation; Director, The Mulago Foundation; Director, Quantum Endowment Fund; Director, WNET.org; Trustee, Trinity Episcopal Schools Corp.; Trustee, Vassar College; Trustee, Jazz at Lincoln Center; Managing Member, New Eagle Management Company, LLC; Director, Aquila International Fund Limited; Director, International Tennis Hall of Fame; Director, Hanseatic Asset Management LBG; Trustee, Sports and Arts in Schools Foundation; President and Trustee, First Eagle Variable Funds (1 portfolio)

  ⁽¹⁾  Trustees who are not "interested persons" of the Trust as defined in the Investment Company Act.

  ⁽⁴⁾  The term of office of each Interested Trustee is indefinite.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
218

(continued)

Interested Trustees⁽⁵⁾ — (continued)

Jean-Marie Eveillard | Trustee | June 2008 to present

1345 Avenue of the Americas | New York, New York | 10105
(born January 1940)

Principal Occupation(s) During Past 5 Years: Senior Adviser to First Eagle Investment Management, LLC since March 2009; Senior Vice President, First Eagle Investment Management, LLC since January 2000; previously, Portfolio Manager of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, and First Eagle Variable Funds (portfolio management tenure: 1979-2004, March 2007-March 2009)

Number of Portfolios in the Fund Complex Overseen by Trustee: 8

Other Directorships/Trusteeships Held by Trustee: Trustee, The Frick Collection; Director, Varenne Capital Partners; Trustee, First Eagle Variable Funds (1 portfolio)

Officers⁽⁶⁾

John P. Arnhold | President and Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born December 1953)

Principal Occupation(s) During Past Five (5) Years: See table on preceding page related to Interested Trustees

Robert Bruno | Senior Vice President | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born June 1964)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; President, FEF Distributors, LLC; Senior Vice President, First Eagle Variable Funds

  ⁽⁵⁾  The term of office of each Interested Trustee is indefinite.

  ⁽⁶⁾  The term of office of each officer is indefinite. Length of time served represents time served as an officer of the Trust (or its predecessor entities), although various positions may have been held during the period.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
219

Additional Information (unaudited)

Officers⁽⁶⁾ — (continued)

Joseph T. Malone | Chief Financial Officer | September 2008 to present

1345 Avenue of the Americas | New York, New York | 10105
(born September 1967)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; Chief Financial Officer, First Eagle Variable Funds; from September 2008; Chief Financial Officer and Treasurer, Aberdeen Funds from November 2007

Mark D. Goldstein | Chief Compliance Officer | February 2005 to present

1345 Avenue of the Americas | New York, New York | 10105
(born October 1964)

Principal Occupation(s) During Past Five (5) Years: General Counsel, Chief Compliance Officer and Senior Vice President, First Eagle Investment Management, LLC; Secretary, FEF Distributors, LLC; General Counsel and Secretary of Arnhold and S. Bleichroeder Holdings, Inc., and Chief Compliance Officer, First Eagle Variable Funds from February 2005; prior to March 2010, Chief Compliance Officer, Good Hope Advisers, LLC

Suzan J. Afifi | Secretary and Vice President | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born October 1952)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; Vice President, FEF Distributors, LLC; Secretary and Vice President, First Eagle Variable Funds

  ⁽⁶⁾  The term of office of each officer is indefinite. Length of time served represents time served as an officer of the Trust (or its predecessor entities), although various positions may have been held during the period.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
220

  (continued)

Officers⁽⁶⁾ — (continued)

Philip Santopadre | Treasurer | September 2005 to present

1345 Avenue of the Americas | New York, New York | 10105
(born August 1977)

Principal Occupation(s) During Past Five (5) Years: Vice President, First Eagle Investment Management, LLC; Treasurer, First Eagle Variable Funds

Michael Luzzatto | Vice President | December 2004 to present

1345 Avenue of the Americas | New York, New York | 10105
(born April 1977)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; Vice President, FEF Distributors, LLC; Vice President, First Eagle Variable Funds

Meng Lam | Assistant Treasurer | March 2012 to present

1345 Avenue of the Americas | New York, New York | 10105
(born October 1980)

Principal Occupation(s) During Past Five (5) Years: Assistant Vice President, First Eagle Investment Management, LLC from February 2011; Advisory Manager, Ernst & Young LLP from January 2010; Audit Manager, Deloitte & Touche LLP from 2007; Assistant Treasurer, First Eagle Variable Funds

  ⁽⁶⁾  The term of office of each officer is indefinite. Length of time served represents time served as an officer of the Trust (or its predecessor entities), although various positions may have been held during the period.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
221

First Eagle Funds

Trustees

Lisa Anderson

John P. Arnhold

Candace K. Beinecke (Chair)

Jean-Marie Eveillard

Jean D. Hamilton

James E. Jordan

William M. Kelly

Paul J. Lawler

Officers

John P. Arnhold

President

Robert Bruno

Senior Vice President

Joseph T. Malone

Chief Financial Officer

Mark D. Goldstein

Chief Compliance Officer

Suzan J. Afifi

Secretary & Vice President

Philip Santopadre

Treasurer

Michael Luzzatto

Vice President

Meng Lam

Assistant Treasurer

Investment Adviser

First Eagle Investment Management, LLC

1345 Avenue of the Americas
New York, NY 10105

Legal Counsel

Shearman & Sterling LLP

599 Lexington Avenue
New York, NY 10022

Custodian

State Street Bank and Trust Company

801 Pennsylvania Avenue
Kansas City, MO 64105

Shareholder Servicing Agent

DST Systems, Inc.

330 West 9^th Street
Kansas City, MO 64105
800.334.2143

Underwriter

FEF Distributors, LLC

1345 Avenue of the Americas
New York, NY 10105

Independent Registered
Public Accounting Firm

PricewaterhouseCoopers LLP

300 Madison Avenue
New York, NY 10017

This report is not authorized for distribution to prospective investors unless preceded or accompanied by a currently effective prospectus of First Eagle Funds.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2013
222

This page was intentionally left blank.

This page was intentionally left blank.

This page was intentionally left blank.

This page was intentionally left blank.

1345 Avenue of the Americas | New York, NY | 10105

800.334.2143 | firsteaglefunds.com

Item 2.Code of Ethics.

The Registrant has adopted a code of ethics that applies to its principal executive officer and principal financial officer.  Copies of the code of ethics may be requested free of charge by calling 1-800-334-2143 (toll free).

Item 3.Audit Committee Financial Expert.

The Board of Trustees of the registrant has designated Paul J. Lawler, William M. Kelly and Jean Hamilton as Audit Committee Financial Experts.  Mr. Lawler, Mr. Kelly and Ms. Hamilton are considered by the Board to be independent trustees.

Item 4.Principal Accountant Fees and Services

(a)Audit Fees:

For the Fiscal years ended October 31, 2013 and October 31, 2012, the aggregate PricewaterhouseCoopers LLP (PwC) audit fees for professional services rendered to the registrant were approximately $505,582 and $436,350, respectively.  Fees included in the audit fees category are those associated with the annual audits of the financial statements and services that are normally provided in connection with statutory and regulatory filings.

(b)Audit Related Fees:

For the fiscal years ended October 31, 2013 and October 31, 2012, the aggregate PwC fees for assurance and related services rendered to the registrant were approximately $18,300 and $17,800, respectively.

(c)Tax Fees:

In each fiscal year ended October 31, 2013 and October 31, 2012, the aggregate tax fees billed by PwC for professional services rendered to the registrant were approximately $596,616 and $221,360, respectively.

Fees included in the tax fees category comprise all services performed by professional staff in the independent accountant’s tax division except those services related to audits. This category comprises fees for tax compliance and preparation of tax returns.

(d)All Other Fees:

In each of the fiscal years ended October 31, 2013 and October 31, 2012, there were no fees billed by PwC for products and services, other than 4(a)-(c) above, rendered to the registrant.

(e)(1) The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval by the committee or a designated member thereof.  If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting.  Waiver of pre-approval for audit and non-audit services requiring fees of a de minimis amount is not permitted.

(e)(2) No services included in (b) — (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) According to PwC, for the fiscal year ended October 31, 2013, the percentage of hours spent on the audit of the registrant’s financial statements for the most recent fiscal year that were attributable to work performed by persons who are not full-time, permanent employees of PwC was 0%.

(g) Other than as described in the table above, the aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant (“covered”), its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser (“non-covered”) that provides ongoing services to the registrant was $0 in 2013 and 2012.

(h) Not applicable.

Item 5.Audit Committee of Listed Registrants

Not applicable at this time.

Item 6.Schedule of Investments

Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.

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

Not applicable.

Item 8.Portfolio Managers of Closed-End 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.

No material change to report at this time.

Item 11.Controls and Procedures.

(a) In the opinion of the principal executive officer and principal financial officer, based on their evaluation, the registrant’s disclosure controls and procedures are adequately designed and are operating effectively to ensure (i) that material information relating to the registrant, including its consolidated subsidiaries, is made known to them  by others within those entities, particularly during the period in which this report is being prepared; and (ii) that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

(b) There were no changes in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal half-year (the registrant’s second fiscal half-year in the case of an annual report) that have materially affected or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12.Exhibits.

(a)(1) Code of ethics required to be disclosed under Item 2 of Form N-CSR.

(a)(2) Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)):  Attached hereto.

(a)(3) Not applicable.

(b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)): 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)	First Eagle Funds
By (Signature and Title)*	/s/ John P. Arnhold
	John P. Arnhold, President

Date: January 8, 2014

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

By (Signature and Title)*	/s/ John P. Arnhold
	John P. Arnhold, Principal Executive Officer

Date: January 8, 2014

By (Signature and Title)*	/s/ Joseph T. Malone
	Joseph T. Malone, Principal Financial Officer

Date: January 8, 2014

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