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 811-04010

                                OCM Mutual Fund
               (Exact name of registrant as specified in charter)

                               1536 Holmes Street
                          Livermore, California 94550
              (Address of principal executive offices) (Zip code)


                               Gregory M. Orrell
                         Orrell Capital Management, Inc
                               1536 Holmes Street
                          Livermore, California 94550
                    (Name and address of agent for service)

       Registrant's telephone number, including area code: (925) 455-0802

                      Date of fiscal year end: November 30
                     Date of reporting period: May 31, 2013































ITEM 1. REPORT TO STOCKHOLDERS.




[LOGO OMITTED]

                                                              -------------
                                                              OCM GOLD FUND
                                                              =============












                                                            SEMI-ANNUAL REPORT
                                                               MAY 31, 2013
                                                               (UNAUDITED)




Dear Fellow Shareholder:

The six month fiscal period ending May 31, 2013, proved to be a challenging time
for gold, gold mining companies, and their investors; despite what we believe to
be a period of heightened uncertainty surrounding the future value of paper
currencies in the face of uncharted central bank monetary policies. During the
six month period, the OCM Gold Fund Investor Class and Advisor Class were down
-36.06% and -35.85%, respectively (Investor Class -38.94% after maximum sales
load). In comparison, the Philadelphia Gold and Silver Index ("XAU") declined
-36.27% and the S&P 500 Index was up 16.43%. Gold bullion in U.S. dollar terms
closed on May 31, 2013 at $1,394.50 (London PM Fixing), down -19.21% over the
six months, which was a large contributor to the Fund's performance. Casting
aside anemic GDP growth figures and stubbornly high unemployment, confidence in
the U.S. economy has gained momentum over the past 18 months as the housing
market has rebounded; the increase in confidence appears to have prompted
capital flows to rotate exposure from defensive positions in gold assets into
equities and junk bonds.

GOLD CHART

                              LONDON PM GOLD PRICE

                        12-09                   1,192.5
                        06-10                   1,227.8
                        12-10                   1,385.5
                        06-11                   1,533.8
                        12-11                   1,752.0
                        06-12                   1,606.0
                        12-12                   1,720.0
                        06-13                   1,402.5




[CHART OMITTED]

Source: WGC, Global Insight





                                      -1-





MARKET COMMENTARY

Though agonizing, we believe the steep correction in gold and shares of gold
mining companies from the September 2011 highs has not changed the rationale for
owning gold assets. The accumulation of sovereign debt coupled with extreme
monetary policies pursued by central banks following the 2008 global financial
crisis appears to us to have left paper currencies vulnerable to a rapid loss of
purchasing power. Reinforcing our view, Japan has joined the fray in attempting
to print its way to economic growth through the inflation of asset prices with
the announcement in March of a $1.7 trillion money printing and asset purchase
program. We believe Japan is in a precarious position with a 200% debt to GDP
ratio, poor working age demographics and growing fiscal obligations. Japanese
policy makers appear to be going "all in" with this move, in our opinion. They
may get more than they bargained for. We see the recent volatility in Japan's
10-year bond ("JGB") as a clear warning sign of things to come, with JGB yields
moving beyond the control of the Bank of Japan. It is our view that the Federal
Reserve (the "Fed") will find itself in a similar position, with the market
dictating yields beyond the Fed's comfort level. The follow-on collateral damage
of higher rates in the capital markets, we believe, will mark the perceived
failure of central bank policies and be one of the driving forces to higher gold
prices as paper currencies come into question.

Market focus on the timing of Federal Reserve policy to end its current $85
billion per month quantitative easing ("QE") program appears to have held the
gold market captive over the past few months, with the widespread belief that
the end of QE by the Fed is the end of the need to own gold assets. On the
contrary, we believe the end of QE and the realization that the global economy
has become reliant on the liquidity provided by the Fed will trigger doubt about
the ability of the Fed to refrain from further rounds of QE, despite QE showing
diminishing economic benefits. Perhaps of greater concern is the experimental
nature of the Fed's balance sheet expansion from approximately $500 billion to
$3.5 trillion since 2008. There is no historical precedent of a central bank
leveraging its balance sheet to this extent and we are left wondering what the
secondary effects are going to be. It is unlikely to end well for U.S. dollar
holders, in our opinion. Continued purchases of gold reserves over the past six
months by Asian central banks and the Russian central bank would seem to support
our skepticism of the U.S. dollar's ability to maintain its long-term purchasing
power.

For many gold investors, it has been difficult to stay on point following the
mid-April panic sell-off, which appears to us to have been the result of a
market operation orchestrated by large macro hedge funds and bullion banks to
break the gold price in order to cover long held short positions. The gold price
drop was precipitated by large scale market sell orders in the futures market,
equivalent to about a third of annual mined gold production, coinciding with
investment bank calls for the gold price to decline. The drop of over $200 in
two days was met with pent-up physical demand out of Asia and the Middle East.
The barrage of negative commentary that followed, by those wanting to dance on
gold's grave, helped lead sentiment readings in gold and shares of gold mining
companies to all-time lows. There are parallels of secular gold bull markets to
experiencing a major mid to late cycle correction where investors lose belief
and sentiment turns negative prior to the biggest leg of the cycle. In our
opinion, we are witnessing the final capitulation in the correction of a secular
bull market in gold; similar to the 1975-1976 pull back in gold, when the price
declined from 185 to 103 over an 18 month period only to peak close to 8 times
higher within four years.



                                      -2-





SHARES OF GOLD MINING COMPANIES

In our opinion, the argument for owning shares of gold mining companies is that
gold mining companies may offer leverage to the gold price through operating
earnings, increased value of gold reserves in the ground as gold prices rise,
the prospect for participation in cash flow through dividends, and the ability
of gold mining companies to create shareholder value through discovery. However,
somewhere along the way the gold mining industry seems to have lost its way,
through the access to cheap capital and the belief that growth in gold
production without capital discipline was the preferred business model. The
market, through poor share price performance, appears to be bringing management
and the boards of directors of the gold mining companies back in line. We are
seeing high cost expansion projects being shelved along with loss making or low
margin gold production being shelved. The return to sound business principles
with an emphasis on capital discipline, cash flow and dividend payouts sets the
stage for investors to return to shares of gold mining companies and recapture
lost market multiples, in our opinion.

In response to lower gold prices, we have reduced the Fund's exposure to
exploration and development companies that will have difficulty accessing
capital. The Fund has also eliminated positions in companies where management
has failed to execute. Our investment approach in managing the Fund is to
identify and own those gold mining companies that will seek to deliver
shareholder value above the leverage afforded by the gold price, typically
through superior asset quality. The Fund's two largest positions remain
Goldcorp, Inc. and Randgold Resources Ltd. ADR where operating costs, balance
sheets and production growth are favorable, in our opinion.

CONCLUSION

We believe the ongoing policy of socializing risk with monetary and fiscal
policy has destroyed the balance sheets of the Western world. Consequently, the
premise for owning gold assets remains simple, in our opinion: global
deterioration of sovereign credit and a growing need to debase currencies in
order to meet future obligations will lead to a rapid deterioration in the
future purchasing power of paper currencies. We also believe gold will benefit
from the unknown repercussions of central bank manipulation of interest rates,
currency rates and unprecedented liquidity in the banking system. We continue to
believe a new monetary system will ultimately need to be instituted in order to
negate the effects of recent policy. Investors in shares of gold mining
companies may stand to benefit if gold prices rise and investors appreciate the
transformation taking place in the gold mining industry, which is resulting in a
better alignment of management objectives with shareholder interests.

We appreciate your shareholding and confidence in the OCM Gold Fund during this
challenging period and we look forward to our strategy meeting your long-term
objectives. Should you have any questions regarding the Fund or gold, please
contact your financial adviser or you may contact us directly at 1-800-779-4681.
For questions regarding your account, please contact Shareholder Services at
1-800-628-9403.

Sincerely,

/S/ GREGORY M. ORRELL
----------------------
Gregory M. Orrell
President and Portfolio Manager

July 23, 2013


                                      -3-





INVESTING  IN  THE OCM GOLD FUND INVOLVES RISKS INCLUDING THE LOSS OF PRINCIPAL.
MANY  OF  THE  COMPANIES  IN  WHICH  THE FUND INVESTS ARE SMALLER CAPITALIZATION
COMPANIES  WHICH MAY SUBJECT THE FUND TO GREATER RISK THAN SECURITIES OF LARGER,
MORE-ESTABLISHED COMPANIES, AS THEY OFTEN HAVE LIMITED PRODUCT LINES, MARKETS OR
FINANCIAL RESOURCES AND MAY BE SUBJECT TO MORE-ABRUPT MARKET MOVEMENTS. THE FUND
ALSO  INVESTS  IN SECURITIES OF GOLD AND PRECIOUS METALS WHICH MAY BE SUBJECT TO
GREATER   PRICE  FLUCTUATIONS  OVER  SHORT  PERIODS  OF  TIME.  THE  FUND  IS  A
NON-DIVERSIFIED  INVESTMENT  COMPANY  MEANING IT WILL INVEST IN FEWER SECURITIES
THAN  DIVERSIFIED INVESTMENT COMPANIES AND ITS PERFORMANCE MAY BE MORE VOLATILE.
THE  FUND CONTAINS INTERNATIONAL SECURITIES THAT MAY PROVIDE THE OPPORTUNITY FOR
GREATER  RETURN  BUT  ALSO  HAVE SPECIAL RISKS ASSOCIATED WITH FOREIGN INVESTING
INCLUDING FLUCTUATIONS IN CURRENCY PRICES, GOVERNMENT REGULATION, DIFFERENCES IN
ACCOUNTING STANDARDS AND LIQUIDITY.


Investor Class Performance as of May 31, 2013

--------------------------------------------------------------------------------

                       OCMGX         OCMGX      Philadelphia Gold    S&P 500(2)
                   (without load) (with load)    and Silver Index
                                                     (XAU)(1)
--------------------------------------------------------------------------------
Six Months          (-36.06%)       (-38.94%)      (-36.27%)          16.43%
--------------------------------------------------------------------------------
One Year            (-28.68%)       (-31.90%)      (-28.93%)          27.28%
--------------------------------------------------------------------------------
3 Year Annualized   (-13.94%)       (-15.25%)      (-13.53%)          16.87%
--------------------------------------------------------------------------------
5 Year Annualized   (-5.10%)        (-5.96%)       (-8.83%)            5.43%
--------------------------------------------------------------------------------
10 Year Annualized    8.35%           7.84%          5.11%             7.58%
--------------------------------------------------------------------------------

Advisor Class Performance as of May 31, 2013

--------------------------------------------------------------------------------

                       OCMAX            Philadelphia Gold and        S&P 500(2)
                                         Silver Index (XAU)(1)
--------------------------------------------------------------------------------
Six Months           (-35.85%)                (-36.27%)                16.43%
--------------------------------------------------------------------------------
One Year             (-28.28%)                (-28.93%)                27.28%
--------------------------------------------------------------------------------
3 Year Annualized    (-13.48%)                (-13.53%)                16.87%
--------------------------------------------------------------------------------
Since Inception      (-9.70%)                 (-11.40%)                13.47%
  Annualized*
--------------------------------------------------------------------------------

*  Inception: April 1, 2010

THE PERFORMANCE DATA QUOTED ABOVE REPRESENTS PAST PERFORMANCE. CURRENT
PERFORMANCE MAY BE LOWER OR HIGHER THAN THE PERFORMANCE DATA QUOTED ABOVE. PAST
PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. THE INVESTMENT RETURN AND
PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE SO THAT INVESTOR'S SHARES, WHEN
REDEEMED, MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. THE FUND'S TOTAL
ANNUAL OPERATING EXPENSES FOR THE OCM GOLD FUND INVESTOR CLASS AND ADVISOR CLASS
ARE 1.99% AND 1.48% RESPECTIVELY. PLEASE REVIEW THE FUND'S PROSPECTUS FOR MORE
INFORMATION REGARDING THE FUND'S FEES AND EXPENSES. FOR PERFORMANCE INFORMATION
CURRENT TO THE MOST RECENT MONTH-END, PLEASE CALL TOLL-FREE 800-628-9403. THE
RETURNS SHOWN INCLUDE THE REINVESTMENT OF ALL DIVIDENDS BUT DO NOT REFLECT THE
DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE
REDEMPTION OF FUND SHARES.

-------------

1  The Philadelphia Gold and Silver Index (XAU) is an unmanaged
   capitalization-weighted index composed of 16 companies listed on U.S.
   exchanges involved in the gold and silver mining industry. The index is
   generally considered to be representative of the gold mining industry as a
   whole. You cannot invest directly in an index.

2  The S&P 500 Index, a registered trademark of McGraw-Hill Co., Inc. is a
   market capitalization-weighted index of 500 widely held common stocks. You
   cannot invest directly in an index.


                                      -4-





                                 OCM GOLD FUND
                     SCHEDULE OF INVESTMENTS - MAY 31, 2013

                                  (Unaudited)
--------------------------------------------------------------------------------
           Shares                                                     Value
--------------------------------------------------------------------------------

COMMON STOCKS 93.5%
MAJOR GOLD PRODUCERS 34.4%
         200,000 AngloGold Ashanti Ltd. ADR ............           $ 3,628,000
          85,000 Barrick Gold Corp. ....................             1,795,200
         270,000 Gold Fields Ltd. ADR ..................             1,638,900
         475,050 Goldcorp, Inc. ........................            13,828,705
         475,000 Kinross Gold Corp. ....................             3,044,750
         113,000 Newmont Mining Corp. ..................             3,873,640
         200,000 Sibanye Gold Ltd. ADR* ................               724,000
                                                                   -----------
                                                                    28,533,195
                                                                   -----------

INTERMEDIATE/MID-TIER GOLD PRODUCERS 37.0%
         155,000 Agnico-Eagle Mines Ltd. ...............             4,961,550
         250,000 Alacer Gold Corp. .....................               540,124
         121,250 AuRico Gold, Inc.^ ....................               616,307
          45,000 AuRico Gold, Inc. .....................               229,500
         500,000 Centerra Gold, Inc. ...................             1,842,207
         380,000 Eldorado Gold Corp. ...................             3,028,600
         200,000 Endeavour Mining Corp.* ...............               177,469
         600,000 IAMGOLD Corp. .........................             3,168,000
         149,900 New Gold, Inc.* .......................             1,020,819
         125,000 Randgold Resources Ltd. ADR ...........             9,797,500
         460,000 Yamana Gold, Inc. .....................             5,308,400
                                                                   -----------
                                                                    30,690,476
                                                                   -----------

JUNIOR GOLD PRODUCERS 4.7%
         175,000 Argonaut Gold Ltd.* ...................             1,328,366
         588,800 B2Gold Corp.* .........................             1,482,222
         200,000 Kingsgate Consolidated Ltd. ...........               311,992
         310,000 San Gold Corp.* .......................                49,335
         200,000 SEMAFO, Inc. ..........................               393,519
         150,000 Veris Gold Corp.* .....................                69,444
         536,500 Wesdome Gold Mines Ltd.* ..............               253,554
                                                                   -----------
                                                                     3,888,432
                                                                   -----------


--------------------------------------------------------------------------------
           Shares                                                     Value
--------------------------------------------------------------------------------
EXPLORATION AND DEVELOPMENT COMPANIES 5.9%
         500,000 Amarillo Gold Corp.* ..................           $   130,208
       2,190,000 Avala Resources Ltd.* .................               168,981
         100,000 Esperanza Resources Corp.* ............                85,841
       3,500,000 Indochine Mining Ltd.* ................               200,976
         200,000 MAG Silver Corp.* .....................             1,487,269
         300,000 Sabina Silver Corp.* ..................               405,093
       5,000,040 Sutter Gold Mining, Inc.* .............             1,012,740
         100,000 Tahoe Resources, Inc.* ................             1,455,440
                                                                   -----------
                                                                     4,946,548
                                                                   -----------

PRIMARY SILVER PRODUCERS 6.8%
         200,000 Fortuna Silver Mines, Inc.* ...........               638,503
         210,000 Silver Wheaton Corp. ..................             4,980,613
                                                                   -----------
                                                                     5,619,116
                                                                   -----------

OTHER 4.7%
         14,800 Franco-Nevada Corp. ....................               617,523
         60,000 Royal Gold, Inc. .......................             3,285,600
                                                                   -----------
                                                                     3,903,123
                                                                   -----------


TOTAL COMMON STOCKS
                 (Cost $39,192,717) ....................            77,580,890
                                                                   -----------


                       See notes to financial statements.

                                      -5-





                                 OCM GOLD FUND
               SCHEDULE OF INVESTMENTS - MAY 31, 2013 (CONTINUED)

                                  (Unaudited)
--------------------------------------------------------------------------------
           Shares                                                     Value
--------------------------------------------------------------------------------
EXCHANGE TRADED FUND 6.3%
         39,000  SPDR Gold Trust* ......................           $ 5,222,880
                                                                   -----------

TOTAL EXCHANGE TRADED FUND
                 (Cost $1,724,190) .....................             5,222,880
                                                                   -----------

WARRANTS 0.0%
         75,000  Veris Gold Corp.*
                 Exercise Price 1.95 CAD,
                 Exp. 12/18/2016 .......................                 6,510
                                                                   -----------

TOTAL WARRANTS
                 (Cost $0) .............................                 6,510
                                                                   -----------



--------------------------------------------------------------------------------
           Shares                                                     Value
--------------------------------------------------------------------------------

SHORT-TERM INVESTMENT 0.3%
         280,279 UMB Money Market Fiduciary, 0.01% .....           $   280,279
                                                                   -----------

TOTAL SHORT-TERM INVESTMENT
                 (Cost $280,279) .......................               280,279
                                                                   -----------

TOTAL INVESTMENTS
                 (Cost $41,197,186)       100.1% .......            83,090,559
         LIABILITIES LESS OTHER ASSETS     (0.1)% ......               (70,145)
                                                                   -----------
         TOTAL NET ASSETS                 100.0% .......           $83,020,414
                                                                   ===========

---------------
  ADR American Depository Receipt.
  CAD Canadian Dollars.
^ Denoted investment in AuRico Gold, Inc. is a Canadian security
  traded on U.S. stock exchange.
* Non-income producing security.


                        See notes to financial statements.

                                      -6-



                                 OCM GOLD FUND
               SCHEDULE OF INVESTMENTS - MAY 31, 2013 (CONTINUED)
                                  (Unaudited)

                       SUMMARY OF INVESTMENTS BY COUNTRY

                                                           PERCENT OF
       COUNTRY                            VALUE      INVESTMENT SECURITIES
       -------------------------------------------------------------------
       Australia                       $   512,968             0.6%
       Canada                           53,949,323            64.9
       Cayman Islands                      177,469             0.2
       Jersey                            9,797,500            11.8
       South Africa                      5,990,900             7.2
       United States(1)                 12,662,399            15.3
       -------------------------------------------------------------------
       TOTAL                           $83,090,559           100.0%
       ===================================================================
       (1) Includes short-term investments.



                       See notes to financial statements.
                                     - 7 -





                                                                               


                                 OCM GOLD FUND
               STATEMENT OF ASSETS AND LIABILITIES - MAY 31, 2013
                                  (Unaudited)

ASSETS:
         Investments in unaffiliated issuers, at value (cost $41,197,186) ......  $83,090,559
         Investment securities sold ............................................       46,619
         Interest and dividends receivable .....................................      134,385
         Receivable from fund shares sold ......................................      101,848
         Prepaid expenses and other assets .....................................       24,250
                                                                                  -----------
                 Total assets ..................................................   83,397,661
                                                                                  -----------

LIABILITIES:
         Investment securities purchased .......................................       16,050
         Payable for fund shares redeemed ......................................       45,587
         Due to investment adviser .............................................       64,909
         Accrued distribution fees .............................................      191,185
         Accrued Trustees' fees ................................................        2,126
         Accrued expenses and other liabilities ................................       57,390
                                                                                  -----------
                 Total liabilities .............................................      377,247
                                                                                  -----------
                 Net Assets ....................................................  $83,020,414
                                                                                  ===========

NET ASSETS CONSIST OF:
         Shares of beneficial interest, no par value:
           unlimited shares authorized .........................................  $37,895,425
         Undistributed net investment loss .....................................   (3,161,994)
         Accumulated net realized gain on investments
           and foreign currency transactions ...................................    6,393,856
         Net unrealized appreciation on investments and foreign currency
           translations ........................................................   41,893,127
                                                                                  -----------
                 Net Assets ....................................................  $83,020,414
                                                                                  ===========

CALCULATION OF MAXIMUM OFFERING PRICE:
         INVESTOR CLASS:
                 Net asset value and redemption price per share ................  $     13.59
                 Maximum sales charge (4.50% of offering price) ................         0.64
                                                                                  -----------
                 Offering price to public ......................................  $     14.23
                                                                                  -----------
                 Shares outstanding ............................................    5,208,275
                                                                                  ===========
         ADVISOR CLASS:
                 Net asset value and redemption price per share ................  $     13.84
                                                                                  -----------
                 Shares outstanding ............................................      884,175
                                                                                  ===========
                 Total shares outstanding ......................................    6,092,450
                                                                                  ===========



                         See notes to financial statements.
                                        - 8 -





                                 OCM GOLD FUND
            STATEMENT OF OPERATIONS - SIX MONTHS ENDED MAY 31, 2013
                                  (Unaudited)

INVESTMENT INCOME:
         Interest ..............................................  $           5
         Dividend (net of foreign withholding taxes of $123,363)        759,256
                                                                  -------------
                 Total investment income .......................        759,261
                                                                  -------------

EXPENSES:
         Investment advisory fees ..............................        525,133
         Distribution fees - Investor Class ....................        409,124
         Distribution fees - Advisor Class .....................         17,862
         Fund administration and accounting fees ...............         84,283
         Transfer agent fees and expenses ......................         58,923
         Professional fees .....................................         28,441
         Federal and state registration fees ...................         19,196
         Custody fees ..........................................         15,648
         Chief Compliance Officer fees .........................         12,585
         Reports to shareholders ...............................         11,716
         Trustees' fees ........................................          4,626
         Other expenses ........................................          4,893
                                                                  -------------
                 Total expenses ................................      1,192,430
                                                                  -------------
                 Net investment loss ...........................       (433,169)
                                                                  -------------

REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS:
         Net realized gain on investments and
          foreign currency transactions ........................      7,130,613
         Net change in unrealized appreciation/depreciation
          on investments and foreign currency translations .....    (56,254,192)
                                                                  -------------
                 Net loss on investments .......................    (49,123,579)
                                                                  -------------
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS ...........  $ (49,556,748)
                                                                  =============



                         See notes to financial statements.
                                        - 9 -




                         


                                    OCM GOLD FUND
                         STATEMENTS OF CHANGES IN NET ASSETS


                                                             SIX MONTHS ENDED      YEAR ENDED
                                                                MAY 31, 2013     NOV. 30, 2012
                                                                 (UNAUDITED)
                                                             ----------------    -------------


OPERATIONS:
         Net investment loss ................................  $   (433,169)     $ (1,479,182)
         Net realized gain on investments and
           foreign currency transactions ....................     7,130,613         2,093,376
         Net change in unrealized appreciation/depreciation
           on investments and foreign currency translations     (56,254,192)      (38,727,762)
                                                               ------------      ------------
         Net decrease in net assets resulting from operations   (49,556,748)      (38,113,568)
                                                               ------------      ------------
DISTRIBUTIONS PAID TO SHAREHOLDERS:
         INVESTOR CLASS:
                 Distributions paid from net realized gains      (2,269,221)       (6,333,877)
                                                               ------------      ------------
                 Total distributions from Investor Class ....    (2,269,221)       (6,333,877)
                                                               ------------      ------------
         ADVISOR CLASS:
                 Distributions paid from net realized gains        (324,080)         (788,733)
                                                               ------------      ------------
                 Total distributions from Advisor Class .....      (324,080)         (788,733)
                                                               ------------      ------------
                 Total distributions ........................    (2,593,301)       (7,122,610)
                                                               ------------      ------------
FUND SHARE TRANSACTIONS:
         INVESTOR CLASS:
                 Net proceeds from shares sold ..............     1,554,877         5,315,526
                 Distributions reinvested ...................     2,094,447         5,917,821
                 Payment of shares redeemed(1) ..............   (12,599,615)      (13,826,436)
                                                               ------------      ------------
         Net decrease in net assets from
           Investor Class share transactions ................    (8,950,291)       (2,593,089)
                                                               ------------      ------------
         ADVISOR CLASS:
                 Net proceeds from shares sold ..............     1,906,439         2,548,075
                 Distributions reinvested ...................       294,659           628,170
                 Payment of shares redeemed(2) ..............      (688,053)(3)    (1,371,834)
                                                               ------------      ------------
               Net increase in net assets from
                  Advisor Class share transactions ..........     1,513,045         1,804,411
                                                               ------------      ------------
                 Net decrease in net assets from
                    Fund share transactions .................    (7,437,246)         (788,678)
                                                               ------------      ------------
TOTAL DECREASE IN NET ASSETS                                    (59,587,295)      (46,024,856)



                       See notes to financial statements.
                                     - 10 -



                         

                                 OCM GOLD FUND
                STATEMENTS OF CHANGES IN NET ASSETS (CONTINUED)


                                                           SIX MONTHS ENDED    YEAR ENDED
                                                              MAY 31, 2013   NOV. 30, 2012
                                                               (UNAUDITED)



NET ASSETS, BEGINNING OF PERIOD .............................  $142,607,709   $188,632,565
                                                               ------------   ------------
NET ASSETS, END OF PERIOD ...................................    83,020,414    142,607,709
                                                               ============   ============
ACCUMULATED NET INVESTMENT LOSS .............................  $ (3,161,994)  $ (2,728,825)
                                                               ============   ============
TRANSACTIONS IN SHARES:
         INVESTOR CLASS:
         Shares sold ........................................        87,199        230,629
         Shares issued on reinvestment of distributions .....       104,305        259,803
         Shares redeemed ....................................      (761,468)      (620,016)
                                                               ------------   ------------
         Net decrease in Investor Class shares outstanding         (569,964)      (129,584)
                                                               ============   ============
         ADVISOR CLASS:
         Shares sold ........................................       119,617        110,769
         Shares issued on reinvestment of distributions              14,451         27,272
         Shares redeemed ....................................       (37,211)       (58,078)
                                                               ------------   ------------
         Net increase in Advisor Class shares outstanding ...        96,857         79,963
                                                               ============   ============
         Net decrease in Fund shares outstanding ............      (473,107)       (49,621)
                                                               ============   ============
--------------
   (1)  Net of redemption fees of $292 for the six months ended May 31, 2013 and
        $1,371 for the year ended November 30, 2012, respectively.
   (2)  Net of redemption fees of $2,914 for the six months ended May 31, 2013
        and $5,048 for the year ended November 30, 2012, respectively.
   (3)  Amount shown for the six months ended May 31, 2013 includes the reversal
        of redemption fees in the amount of $3,574 from the year ended November
        30, 2012.



                         See notes to financial statements.
                                       - 11 -





                                 OCM GOLD FUND
                  NOTES TO FINANCIAL STATEMENTS - MAY 31, 2013
                                  (UNAUDITED)

NOTE 1. ORGANIZATION

     OCM Mutual Fund (the "Trust") is registered under the Investment Company
Act of 1940, as amended, as an open-end management investment company. The Trust
was organized as a Massachusetts business trust on January 6, 1984 and consists
of the OCM Gold Fund (the "Fund"). The investment objective for the Fund is
long-term growth of capital through investing primarily in equity securities of
domestic and foreign companies engaged in activities related to gold and
precious metals.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

     The following is a summary of significant accounting policies followed by
the Fund in the preparation of its financial statements.

     SECURITY VALUATION -- Portfolio securities that are listed on national
securities exchanges, other than the NASDAQ Stock Market LLC, are valued at the
last sale price as of the close of business of such securities exchanges, or, in
the absence of recorded sales, at the average of readily available closing bid
and ask prices on such exchanges. NASDAQ Global Select Market, Global Market and
Capital Market securities are valued at the NASDAQ Official Closing Price
("NOCP"). If a NOCP is not issued for a given day, these securities are valued
at the average of readily available closing bid and asked prices. Unlisted
securities are valued at the average of the quoted bid and ask prices in the
over-the-counter market. Short-term investments which mature in less than 60
days are valued at amortized cost (unless the Board of Trustees determines that
this method does not represent fair value). Short-term investments which mature
after 60 days are valued at market. Securities and other assets for which market
quotations are not readily available are valued at fair value as determined in
good faith by the investment adviser under procedures established by and under
the general supervision and responsibility of the Trust's Board of Trustees. For
each investment that is fair valued, the investment adviser considers, to the
extent applicable, various factors including, but not limited to, the type of
security, the financial condition of the company, comparable companies in the
public market, the nature and duration of the cause for a quotation not being
readily available and other relevant factors.

     Under FAIR VALUE MEASUREMENTS AND DISCLOSURES, various inputs are used in
determining the value of the Fund's investments. These inputs are summarized
into three broad levels as described below:

     o    Level 1--quoted prices in active markets for identical securities
     o    Level 2--other significant observable inputs (including quoted prices
          for similar securities, interest rates, and evaluated quotation
          obtained from pricing services)
     o    Level 3--significant unobservable inputs (including the Fund's own
          assumptions in determining the fair value of investments).

                                     - 12 -



                                 OCM GOLD FUND
                  NOTES TO FINANCIAL STATEMENTS - MAY 31, 2013
                            (UNAUDITED) (CONTINUED)



     The inputs or methodology used for valuing securities are not an indication
of the risk associated with investing in those securities. The following is a
summary of the inputs used, as of May 31, 2013, in valuing the Fund's assets:


                                                                      

  SECTOR                                           LEVEL 1   LEVEL 2   LEVEL 3       TOTAL
---------------------------------------------------------------------------------------------
  COMMON STOCKS
---------------------------------------------------------------------------------------------
         Major Gold Producers                   $28,533,195  $   --    $    --    $28,533,195
---------------------------------------------------------------------------------------------
         Intermediate/Mid-Tier Gold Producers    30,690,476      --         --     30,690,476
---------------------------------------------------------------------------------------------
         Junior Gold Producers                    3,888,432      --         --      3,888,432
---------------------------------------------------------------------------------------------
         Exploration and Development Companies    4,946,548      --         --      4,946,548
---------------------------------------------------------------------------------------------
         Primary Silver Producers                 5,619,116      --         --      5,619,116
---------------------------------------------------------------------------------------------
         Other                                    3,903,123      --         --      3,903,123
---------------------------------------------------------------------------------------------
  EXCHANGE TRADED FUND                            5,222,880      --         --      5,222,880
---------------------------------------------------------------------------------------------
  SHORT-TERM INVESTMENT                             280,279      --         --        280,279
---------------------------------------------------------------------------------------------
  WARRANTS
         Junior Gold Producers                        6,510      --         --          6,510
---------------------------------------------------------------------------------------------
  TOTAL                                         $83,090,559  $   --      $  --    $83,090,559
---------------------------------------------------------------------------------------------



     There were no Level 2 or 3 securities as of May 31, 2013. The Fund
recognizes transfers between Levels at the end of the reporting period. The Fund
held one Level 2 security at November 30, 2012, which was a restricted security
fair valued in accordance with procedures established by and under the general
supervision of the Trust's Board of Trustees. At May 31, 2013, this security was
no longer restricted and was publicly traded and as such, was considered a Level
1 security. This security represents the only transfer between Levels. The
following is a reconciliation of transfers between Levels for the Fund from
November 30, 2012 to May 31, 2013, represented by recognizing the May 31, 2013
market value of securities:

               -------------------------------------------------------
               Transfers into Level 1                        $  81,018
               -------------------------------------------------------
               Transfers out of Level 1                           --
               -------------------------------------------------------
               NET TRANSFERS IN (OUT) OF LEVEL 1             $  81,018
               -------------------------------------------------------
               Transfers into Level 2                        $    --
               -------------------------------------------------------
               Transfers out of Level 2                        (81,018)
               -------------------------------------------------------
               NET TRANSFERS IN (OUT) OF LEVEL 2             $ (81,018)
               -------------------------------------------------------


                                     - 13 -



                                 OCM GOLD FUND
                  NOTES TO FINANCIAL STATEMENTS - MAY 31, 2013
                            (UNAUDITED) (CONTINUED)


     FOREIGN CURRENCY INVESTMENT securities and other assets and liabilities
denominated in foreign currencies are translated into U.S. dollar amounts at the
date of valuation. Purchases and sales of investment securities and income and
expense items denominated in foreign currencies are translated into U.S. dollar
amounts on the respective dates of such transactions. The Fund does not isolate
that portion of the results of operations resulting from changes in foreign
exchange rates on investments from the fluctuations arising from changes in
market prices of securities held. Such fluctuations for the six months ended May
31, 2013 are included within the realized and unrealized gain/loss on
investments section of the Statement of Operations.

     Reported net realized foreign exchange gains or losses arise from sales of
foreign currencies, currency gains or losses realized between the trade and
settlement dates on securities transactions, and the difference between the
amounts of dividends, interest and foreign withholding taxes recorded on the
Fund's books and the U.S. dollar equivalent of the amounts actually received or
paid. Net unrealized foreign exchange gains and losses arise from changes in the
fair value of assets and liabilities, other than investments in securities at
fiscal period end, resulting from changes in exchange rates. Such fluctuations
for the six months ended May 31, 2013 are included within the realized and
unrealized gain/loss on investments section of the Statement of Operations.

     FEDERAL INCOME TAXES The Fund intends to comply with the requirements of
the Internal Revenue Code necessary to qualify as a regulated investment company
and to make the requisite distributions of income to its shareholders which will
be sufficient to relieve it from all or substantially all federal income taxes.

     Accounting for Uncertainty in Income Taxes ("Income Tax Statement")
requires an evaluation of tax positions taken (or expected to be taken) in the
course of preparing a Fund's tax returns to determine whether these positions
meet a "more-likely-than-not" standard that, based on the technical merits, have
a more than fifty percent likelihood of being sustained by a taxing authority
upon examination.

     A tax position that meets the "more-likely-than-not" recognition threshold
is measured to determine the amount of benefit to recognize in the financial
statements. The Fund policy is to classify interest and penalties associated
with underpayment of federal and state income taxes, if any, as income tax
expense on the Statement of Operations. As of May 31, 2013, the Fund did not
have any interest or penalties associated with the underpayment of any income
taxes.

     The Income Tax Statement requires management of the Fund to analyze all
open tax years, fiscals years 2009-2012 as defined by IRS statute of limitations
for all major jurisdictions, including federal tax authorities and certain state
tax authorities. As of and during the six months ended May 31, 2013, the Fund
did not have a liability for any unrecognized tax benefits. The Fund has no
examination in progress and is not aware of any tax positions for which it is
reasonably possible that the total amounts of unrecognized tax benefits will
significantly change in the next twelve months.

                                     - 14 -




                                 OCM GOLD FUND
                  NOTES TO FINANCIAL STATEMENTS - MAY 31, 2013
                            (UNAUDITED) (CONTINUED)


     SHARE CLASSES--The Fund offers two classes of shares, Investor Class and
Advisor Class. The outstanding shares of the Fund on April 1, 2010 were renamed
"Investor Class shares." The Advisor Class shares commenced operations on April
1, 2010. The two classes represent interests in the same portfolio of
investments and have the same rights. Investor Class shares are subject to an
annual 12b-1 fee of up to 0.99% of the Fund's average daily net assets allocable
to Investor Class shares, whereas Advisor Class shares are subject to an annual
12b-1 fee of up to 0.25% of the Fund's average daily net assets allocable to
Advisor Class shares. Income, expenses (other than expenses attributable to a
specific class) and realized and unrealized gains and losses on investments are
allocated to each class of shares in proportion to their relative shares
outstanding.

     SECURITIES TRANSACTIONS AND INVESTMENT INCOME--Securities transactions are
accounted for on a trade date basis. Realized gains and losses on sales of
securities are calculated on the identified cost basis. Dividend income is
recorded on the ex-dividend date and interest income is recorded on an accrual
basis.

     DISTRIBUTIONS TO SHAREHOLDERS--The character of distributions made during
the year from net investment income or net realized gains may differ from the
characterization for federal income tax purposes due to differences in the
recognition of income, expense or gain items for financial statement and tax
purposes. To the extent that these differences are attributable to permanent
book and tax accounting differences, the components of net assets have been
adjusted.

     REDEMPTION FEE--A 1.50% redemption fee is retained by the Fund to offset
transaction costs and other expenses associated with short-term investing. The
fee is imposed on redemptions or exchanges of shares held less than three months
from their purchase date. The Fund records the fee as a reduction of shares
redeemed and as a credit to paid-in-capital. For the six months ended May 31,
2013, the Investor Class and the Advisor Class received $292 and $2,914 in
redemption fees, respectively. For the six months ended May 31, 2013, the
Advisor class also had reversals of redemption fees from the prior fiscal year
in the amount of $3,574.

                                     - 15 -




                                 OCM GOLD FUND
                  NOTES TO FINANCIAL STATEMENTS - MAY 31, 2013
                            (UNAUDITED) (CONTINUED)


     GUARANTEES AND INDEMNIFICATIONS--In the normal course of business, the Fund
enters into contracts with service providers that contain general
indemnification clauses. The Fund's maximum exposure under these arrangements is
unknown as this would involve future claims against the Fund that have not yet
occurred. Based on experience, the Fund expects the risk of loss to be remote.

     USE OF ESTIMATES--The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
increases and decreases in net assets from operations during the reporting
period. Actual results could differ from those estimates.

     DERIVATIVE INSTRUMENTS--Equity securities in the gold mining industry,
particularly the smaller companies, may occasionally issue warrants as part of
their capital structure. A warrant gives the holder the right to purchase the
underlying equity at the exercise price until the expiration date of the
warrant. The Fund may hold such warrants for exposure to smaller companies in
the portfolio or other reasons associated with the Fund's overall objective of
long-term growth, though warrants will typically not be a significant part of
the Fund's portfolio. The Fund's maximum risk in holding warrants is the loss of
the entire amount paid for the warrants. The Fund acquired one set of warrants
during the six months ended May 31, 2013. The Fund realized a loss of $54,272 on
the sale of one set of warrants during the six months ended May 31, 2013 which
is included within the "Net realized gain on investments and foreign currency
transactions" on the Statement of Operations. At May 31, 2013, the Fund held
warrants as listed on the Schedule of Investments.

     SUBSEQUENT EVENTS--Management has evaluated subsequent events and
determined there were no subsequent events that require recognition or
disclosure in the financial statements.

NOTE 3. INVESTMENT ADVISORY AGREEMENT AND AFFILIATED PARTIES

     The Fund has an investment advisory agreement with Orrell Capital
Management, Inc. ("OCM"). Under the agreement, the Fund pays OCM a fee computed
daily and payable monthly, at the following annual rates based upon average
daily net assets:


                 ASSETS                        FEE RATE
                 ------                        --------
                $0 to $250 million              0.950%
                $250 million to $500 million    0.800%
                $500 million to $1 billion      0.700%
                Over $1 billion                 0.600%

                                     - 16 -





                                 OCM GOLD FUND
                  NOTES TO FINANCIAL STATEMENTS - MAY 31, 2013
                            (UNAUDITED) (CONTINUED)


     The Fund does not compensate Trustees and Officers affiliated with OCM. For
the six months ended May 31, 2013, the expenses accrued for Trustees who are not
affiliated with OCM are reported on the Statement of Operations. The Fund pays
the salary and related expenses of the Fund's Chief Compliance Officer. The
expenses accrued for the Chief Compliance Officer are reported on the Statement
of Operations.

NOTE 4. DISTRIBUTION AGREEMENT AND PLAN

     The Trust has adopted a Distribution Plan (the "Plan") pursuant to Rule
12b-1 under the Investment Company Act of 1940, as amended. The Plan authorizes
the Fund to reimburse the distributor for marketing expenses incurred in
distributing shares of the Fund, including the cost of printing sales material
and making payments to dealers of the Fund's Investor Class and Advisor Class,
in any fiscal year, subject to limits of 0.99% and 0.25%, respectively, of the
average daily net assets of each respective class. For the six months ended May
31, 2013, the Investor Class and the Advisor Class accrued $409,124 and $17,862,
respectively, in expenses under the Plan.

NOTE 5. PURCHASES AND SALES OF SECURITIES

     Purchases and sales of investment securities (excluding short-term
securities and U.S. government obligations) for the six months ended May 31,
2013 were $1,815,625 and $12,295,759, respectively. There were no purchases or
sales of U.S. government obligations.

NOTE 6. FEDERAL INCOME TAX INFORMATION

     At May 31, 2013, gross unrealized appreciation and depreciation of
investments owned by the Fund, based on cost for federal income tax purposes
were as follows:

                Cost of investments                          $ 41,692,606
                                                             ============
                Unrealized appreciation                      $ 49,926,912
                Unrealized depreciation                        (8,528,959)
                                                             ------------
                Net unrealized appreciation on investments   $ 41,397,953
                                                             ============

     The difference between cost amounts for financial statement and federal
income tax purposes is due primarily to investments in passive foreign
investment companies ("PFICs").

     The tax character of distributions paid during the fiscal years ended
November 30, 2012 and 2011 was as follows:

                                                   2012           2011

                 Ordinary income                $   --         $   --
                 Net long-term capital gains     7,122,610      16,075,869
                                                ----------     -----------
                 Total distributions            $7,122,610     $16,075,869
                                                ==========     ===========

     As of November 30, 2012 the components of accumulated earnings on a tax
basis were as follows:

                Undistributed ordinary income                  $     --
                Undistributed long-term gains                    1,803,056
                Tax accumulated earnings                         1,803,056
                Accumulated capital and other losses            (1,590,650)
                Unrealized appreciation on investments          97,062,632
                                                               -----------
                Total accumulated earnings                     $97,275,038
                                                               ===========

                                     - 17 -




                                 OCM GOLD FUND
                  NOTES TO FINANCIAL STATEMENTS - MAY 31, 2013
                            (UNAUDITED) (CONTINUED)

     The Fund has $1,590,650 in qualified late-year losses, which are deferred
until fiscal year 2013 for tax purposes. Net late-year ordinary losses incurred
after December 31 and within the taxable year and net late-year specified losses
incurred after October 31 and within the taxable year are deemed to arise on the
first day of the Fund's next taxable year.

NOTE 7. CONCENTRATION OF RISK

     Investing in foreign securities involves certain risks not necessarily
found in U.S. markets. These include risks associated with adverse changes in
economic, political, regulatory and other conditions, changes in currency
exchange rates, exchange control regulations, expropriation of assets or
nationalization, imposition of withholding taxes on dividend or interest
payments or capital gains, and possible difficulty in obtaining and enforcing
judgments against foreign entities. Further, issuers of foreign securities are
subject to different, and often less comprehensive, accounting, reporting, and
disclosure requirements than domestic issuers.

     As the Fund concentrates its investments in the gold mining industry, a
development adversely affecting the industry (for example, changes in the mining
laws which increases production costs or a significant decrease in the market
price of gold) would have 'a greater adverse effect on the Fund than it would if
the Fund invested in a number of different industries.

NOTE 8.  ILLIQUID SECURITIES

     The Fund may invest up to 15% of net assets in securities for which there
is no readily available market ("illiquid securities"). The 15% limitation
includes securities whose disposition would be subject to legal restrictions
("restricted securities"). Illiquid and restricted securities often have a
market value lower than the market price of unrestricted securities of the same
issuer and are not readily marketable without some time delay. This could
result in the Fund being unable to realize a favorable price upon disposition of
such securities and in some cases might make disposition of such securities at
the time desired by the Fund impossible. At May 31, 2013, the Fund held no
illiquid securities.

NOTE 9.  NEW ACCOUNTING PRONOUNCEMENTS

     In January 2013, the Financial Accounting Standards Board ("FASB") issued
Accounting Standards Update ("ASU") No. 2013-01 Clarifying the Scope of
Disclosures about Offsetting Assets and Liabilities. This update gives
additional clarification to the FASB ASU No. 2011-11 Disclosures about
Offsetting Assets and Liabilities. The amendments in this ASU require an entity
to disclose information about offsetting and related arrangements to enable
users of its financial statements to understand the effect of those arrangements
on its financial position. The ASU is effective for annual reporting periods
beginning on or after January 1, 2013, and interim periods within those annual
periods. The guidance requires retrospective application for all comparative
periods presented. Management is currently evaluating the impact ASU 2013-01
will have on the financial statement disclosures.

                                       - 18 -



                         

                                 OCM GOLD FUND
                      FINANCIAL HIGHLIGHTS INVESTOR CLASS

                                       SIX MONTHS
                                          ENDED       YEAR ENDED  YEAR ENDED  YEAR ENDED   YEAR ENDED  YEAR ENDED
                                       MAY 31, 2013    NOV. 30,     NOV. 30,    NOV. 30,     NOV. 30,   NOV. 30,
                                        (UNAUDITED)      2012          2011       2010         2009       2008
                                       ---------------------------------------------------------------------------
PER SHARE OPERATING PERFORMANCE
(For a share outstanding throughout each period)

Net asset value, beginning of period     $ 21.68       $  28.49    $  30.53    $  24.68    $  12.35    $ 21.49
                                         -------       --------    --------    --------    --------    -------
INCOME FROM INVESTMENT OPERATIONS:
Net investment loss ...................    (0.13)         (0.25)      (0.29)      (0.43)      (0.29)     (0.31)
Net realized and unrealized gain/(loss)
  on investments and foreign currency
  transactions ........................    (7.56)         (5.48)       0.76        6.81       12.65      (7.41)
                                         -------       --------    --------    --------    --------    -------
Total from investment operations ......    (7.69)         (5.73)       0.47        6.38       12.36      (7.72)
                                         -------       --------    --------    --------    --------    -------
LESS DISTRIBUTIONS:
Dividends from net investment income        --             --          --          --          --         --
Distribution from net realized gains       (0.40)         (1.08)      (2.51)      (0.53)      (0.03)     (1.42)
                                         -------       --------    --------    --------    --------    -------
Total distributions ...................    (0.40)         (1.08)      (2.51)      (0.53)      (0.03)     (1.42)
                                         -------       --------    --------    --------    --------    -------
Net asset value, end of period ........  $ 13.59       $  21.68    $  28.49    $  30.53    $  24.68    $ 12.35
                                         =======       ========    ========    ========    ========    =======
TOTAL RETURN* .........................   (36.06)%(1)    (20.27)%      1.70%      26.70%     100.14%    (38.55)%

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in 000's)     $70,786       $125,286    $168,305    $175,802    $159,833    $78,652
Ratio of expenses to average net assets     2.23%(2)       1.99%       1.73%       1.93%       1.94%      1.99%
Ratio of net investment loss to average
  net assets ..........................    (0.86)%(2)     (1.04)%     (1.03)%     (1.57)%     (1.59)%    (1.58)%
Portfolio turnover rate ...............        2%(1)          1%          5%         12%          6%         5%

--------------
* Assumes no sales charge.
1 Not annualized for periods less than one year.
2 Annualized for periods less than one year.



                         See notes to financial statements.
                                       - 19 -



                         


                                    OCM GOLD FUND
                         FINANCIAL HIGHLIGHTS ADVISOR CLASS

                                                 SIX MONTHS                             FOR THE PERIOD
                                                   ENDED         YEAR ENDED  YEAR ENDED APRIL 1, 2010# -
                                                MAY 31, 2013      NOV. 30,    NOV. 30,      NOV. 30,
                                                 (UNAUDITED)         2012       2011         2010
                                                --------------------------------------------------------
PER SHARE OPERATING PERFORMANCE
(For a share outstanding throughout each period)

Net asset value, beginning of period .............  $ 22.00       $ 28.74    $ 30.65    $ 22.24
                                                    -------       -------    -------    -------
INCOME FROM INVESTMENT OPERATIONS:
Net investment income/(loss) .....................     0.03         (0.12)     (0.18)     (0.13)
Net realized and unrealized gain/(loss)
  on investments and foreign
  currency transactions ..........................    (7.79)        (5.54)      0.78       8.54
                                                    -------       -------    -------    -------
Total from investment operations .................    (7.76)        (5.66)      0.60       8.41
                                                    -------       -------    -------    -------
LESS DISTRIBUTIONS:
Dividends from net investment income .............     --            --         --         --
Distribution from net realized gains .............    (0.40)        (1.08)     (2.51)      --
                                                    -------       -------    -------    -------
Total distributions ..............................    (0.40)        (1.08)     (2.51)      --
                                                    -------       -------    -------    -------
Net asset value, end of period ...................  $ 13.84       $ 22.00    $ 28.74    $ 30.65
                                                    =======       =======    =======    =======
TOTAL RETURN .....................................   (35.85)%(1)    19.83%      2.15%     37.81%(1)

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (in 000's) .............  $12,234       $17,322    $20,328    $20,386
Ratio of expenses to average net assets ..........     1.64%(2)      1.48%      1.30%      1.34%(2)
Ratio of net investment loss to average net assets    (0.24)%(2)    (0.52)%    (0.60)%    (0.98)%(2)
Portfolio turnover rate ..........................        2%(1)         1%         5%        12%(1)

---------
# Inception date of Advisor Class.
1 Not annualized for periods less than one year.
2 Annualized for periods less than one year.



                       See notes to financial statements.
                                     - 20 -




                                 OCM GOLD FUND
              EXPENSE EXAMPLE - FOR THE PERIOD ENDED MAY 31, 2013
                                  (UNAUDITED)

     As a shareholder of the OCM Gold Fund (the "Fund"), you incur two types of
costs: (1) transaction costs, including sales charges (loads) on purchase
payments and redemption fees on certain redemptions; and (2) ongoing costs,
including management fees; distribution (12b-1) fees; and other Fund expenses.
This Example is intended to help you understand your ongoing costs (in dollars)
of investing in the Fund and to compare these costs with the ongoing costs of
investing in other mutual funds.

     The Example is based on an investment of $1,000 invested at the beginning
of the period and held for the entire period from December 1, 2012 to May 31,
2013 (the "period").

ACTUAL EXPENSES

     The first line of the tables below provide information about actual account
values and actual expenses. You may use the information in this line, together
with the amount you invested, to estimate the expenses you paid over the period.
Simply divide your account value by $1,000 (for example, an $8,600 account value
divided by $1,000 equals 8.6), then multiply the result by the number in the
first line under the heading entitled "Expenses Paid During the Period" to
estimate the expenses you paid on your account during the periods.

HYPOTHETICAL EXAMPLE FOR COMPARISON PURPOSES

     The second line of the tables below provide information about hypothetical
account values and hypothetical expenses based on each class' actual expense
ratio and an assumed rate of return of 5% per year before expenses, which is not
each class' 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 this information to compare the ongoing costs of
investing in the classes of the Fund and other funds. To do so, compare these 5%
hypothetical examples with the 5% hypothetical examples that appear in the
shareholder reports of other funds.

     Please note that the expenses shown in the tables are meant to highlight
your ongoing costs only and do not reflect any transactional costs, such as
sales charges (loads) and redemption fees. Therefore, the second line of the
tables are useful in comparing the ongoing costs only, and will not help you
determine the relative total costs of owning different funds. In addition, if
these transactional costs were included, your costs could have been higher.

                                     - 21 -







EXPENSES PAID DURING THE PERIOD
                                                                   EXPENSES PAID
                                    BEGINNING       ENDING          DURING THE
                                 ACCOUNT VALUE   ACCOUNT VALUE     PERIOD ENDED
                                  DECEMBER 1,    MAY 31, 2013      MAY 31, 2013*
                                     2012
INVESTOR CLASS
Actual                              $1,000.00      $ 639.40           $9.13
Hypothetical
  (5% return before expenses)        1,000.00      1,013.86           11.22

ADVISOR CLASS
Actual                               1,000.00        641.50            6.70
Hypothetical
  (5% return before expenses)        1,000.00      1,016.84            8.23


     * Expenses are equal to the Investor Class' and Advisor Class' annualized
expense ratios of 2.23% and 1.64%, respectively, for the period, multiplied by
the average account value over the period, multiplied by 182/365 (to reflect the
one-half year period).

                                       - 22 -




                                    OCM GOLD FUND
                                  OTHER INFORMATION
                                     (UNAUDITED)

                   INVESTMENTS BY SECTOR - AS OF MAY 31, 2013
                      AS A PERCENTAGE OF TOTAL INVESTMENTS


Intermediate/Mid-Tier Gold Producers                    36.9%
Major Gold Producers                                    34.3%
Primary Silver Producers                                 6.8%
Exchange Traded Fund                                     6.3%
Exploration and Development Companies                    6.0%
Junior Gold Producers                                    4.7%
Other                                                    4.7%
Short-Term Investment                                    0.3%



                              Proxy Voting Information

     A description of the Fund's proxy voting policies and procedures and a
record of the Fund's proxy votes for the year ended June 30, 2012 are available
without charge, upon request by calling toll free 1-800-779-4681 and on the
Securities and Exchange Commission's (SEC) website at http://www.sec.gov.

                    Quarterly Filings of Portfolio Holdings

     The Fund will file its complete schedule of investments with the SEC for
the first and third quarters of each fiscal year on Form N-Q. The Fund's Forms
N-Q will be available on the EDGAR database on the SEC's website at
http://www.sec.gov. These Forms may also be reviewed and copied at the SEC's
Public Reference Room in Washington, D.C. Information about the operation of the
Public Reference Room may be obtained by calling 1-800-SEC-0330.

                                       - 23 -























                                 OCM Gold Fund
                                Distributed by:


                       Northern Lights Distributors, LLC
                            4020 South 147th Street
                                Omaha, NE 68137


                                                              1774-NLD-7/29/2013




ITEM 2. CODE OF ETHICS.

Not applicable to semi-annual reports.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable to semi-annual reports.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Not applicable to semi-annual reports.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS

Not applicable to semi-annual reports.

ITEM 6. SCHEDULE OF INVESTMENTS

The schedules of investments in securities in unaffiliated issuers are included
as part of the reports to shareholders filed under Item 1.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES

Not applicable.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS

Not applicable.

ITEM 10. SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS

As of the end of the period covered by this report, the registrant had not
adopted any procedures by which shareholders may recommend nominees to the
registrant's Board of Directors.

ITEM 11. CONTROLS AND PROCEDURES.

(a)  The registrant's certifying officer has concluded that the registrant's
     disclosure controls and procedures (as defined in Rule 30a-2 under the
     Investment Company Act of 1940 (the "Act")) are effective in design and
     operation and are sufficient to form the basis of the certifications
     required by Rule 30a-2 under the Act, based on their evaluation of these
     disclosure controls and procedures within 90 days of the filing date of
     this report on Form N-CSR.

(b)  Not applicable.





ITEM 12. EXHIBITS.

(a)(1) Code of Ethics - Not applicable.

(a)(2) Certification for each principal executive and principal financial
officer of the registrant as required by Rule 30a-2 under the Act (17 CFR
270.30a-2(a)) - Filed as an attachment to this filing.

(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR
270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR
240.13a-14(b) or 240.15d-14(b)), and Section 1350 of Chapter 63 of Title 18 of
the United States Code (18 U.S.C. 1350) - Filed as an attachment to this filing.



                                   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.

OCM Mutual Fund

By:  /s/ Gregory M. Orrell
     ---------------------
         Gregory M. Orrell
         President and Treasurer

Date: July 31, 2013

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:  /s/ Gregory M. Orrell
     -----------------------
         Gregory M. Orrell
         President and Treasurer

Date: July 31, 2013