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 811-4873
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The Gabelli Growth Fund
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(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
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(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
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(Name and address of agent for service)
registrant's telephone number, including area code: 1-800-422-3554
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Date of fiscal year end: December 31
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Date of reporting period: December 31, 2003
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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. ss. 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
The Annual Report to Shareholders is attached herewith.
THE GABELLI GROWTH FUND
ANNUAL REPORT
DECEMBER 31, 2003
TO OUR SHAREHOLDERS,
The Sarbanes-Oxley Act requires a Fund's principal executive and financial
officers to certify the entire contents of the semi-annual and annual
shareholder reports in a filing with the Securities and Exchange Commission on
Form N-CSR. This certification would cover the portfolio manager's commentary
and subjective opinions if they are attached to or a part of the financial
statements. Many of these comments and opinions would be difficult or impossible
to certify.
Because we do not want our portfolio managers to eliminate their opinions
and/or restrict their commentary to historical facts, we have separated their
commentary from the financial statements and investment portfolio and have sent
it to you separately. Both the commentary and the financial statements,
including the portfolio of investments, will be available on our website at
www.gabelli.com/funds.
Enclosed are the audited financial statements and the investment portfolio
as of December 31, 2003 with a description of the factors that affected the
performance during the past year.
PERFORMANCE DISCUSSION
For the fourth quarter, our top ten performing stocks were Nextel (+42%),
Microchip Technology (+39%), Coach (+38%), Xilinx (+35%), Qualcomm (+29%), Texas
Instruments (+29%), Applied Materials (+24%), Cisco Systems (+24%), Vodafone
Group (+24%) and Clear Channel Communications (+22%). Our ten worst performers
were Taiwan Semiconductor (-5%), Wal-Mart (-5%), Amgen (-4%), Microsoft (-2%),
Harley Davidson (-1%), Schwab (-1%), Marsh & McLennan (+1%), Dell (+2%), PepsiCo
(+2%) and Target (+2%).
Of the stocks held for the full twelve months, the five best were Intel
(+106%), Texas Instruments (+96%), Analog Devices (+91%), Tiffany (+89%) and
Cisco Systems (+85%). Similarly, the five worst were Johnson & Johnson (-4%),
Marsh & McLennan (+4%), Wal-Mart (+5%), Microsoft (+6%) and Medtronic (+7%).
As you can see, our overweight in technology stocks, particularly
semiconductors, helped us to outperform the market averages for the quarter and
the full year. At year's end, we held 67 issues with strong representation in
information technology, financial services, healthcare, media and retailing.
Individual industry sectors representing less than 10% of holdings at year's end
were energy, consumer staples, industrials and telecom services.
Sincerely yours,
/s/BRUCE N. ALPERT
Bruce N. Alpert
President
February 24, 2004
[GRAPHIC OMITTED]
PLOT POINTS FOLLOW:
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
THE GABELLI GROWTH FUND AND THE S&P 500 INDEX
Gabelli Growth Fund S&P 500 Index
4/10/87 10,000 10,000
9,510 8,490
12/88 13,238 9,891
18,546 13,016
12/90 18,175 12,612
24,409 16,459
12/92 25,507 17,282
28,389 19,027
12/94 27,424 19,274
36,380 26,521
12/96 43,449 32,289
61,958 43,071
12/98 80,421 55,432
11,761 67,089
12/00 10,518 60,984
12/01 79,835 53,733
12/02 52,865 41,863
12/03 69,454 53,865
COMPARATIVE RESULTS
- --------------------------------------------------------------------------------
AVERAGE ANNUAL RETURNS THROUGH DECEMBER 31, 2003 (A)
SINCE
QUARTER 1 YEAR 3 YEAR 5 YEAR 10 YEAR INCEPTION (B)
---------------------------------------------------------------------
Gabelli Growth Fund ........................ 13.31% 31.38% (12.92)% (2.89)% 9.37% 12.28%
S&P 500 Index .............................. 12.17% 28.67% (4.05)% (0.57)% 11.06% 10.92%
Russell 1000 Growth Index .................. 10.41% 29.75% (9.36)% (5.11)% 9.21% N/A(c)
(a) Returns represent past performance and do not guarantee future results.
Total returns and average annual returns reflect changes in share price and
reinvestment of dividends and are net of expenses. Investment returns and
the principal value of an investment will fluctuate. When shares are
redeemed, they may be worth more or less than their original cost. The
Standard & Poor's 500 Index and the Russell 1000 Growth Index are unmanaged
indicators of stock market performance. Dividends are considered
reinvested. Performance for periods less than one year are not annualized.
(b) From commencement of investment operations on April 10, 1987.
(c) There is no data available for the Russell 1000 Growth Index prior to
August 31, 1992.
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2
THE GABELLI GROWTH FUND
PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2003
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MARKET
SHARES COST VALUE
------- ---- ------
COMMON STOCKS -- 99.2%
AEROSPACE -- 2.5%
218,500 General Dynamics Corp. ...... $ 14,974,909 $ 19,750,215
530,000 L-3 Communications
Holdings Inc.+ ............ 24,368,765 27,220,800
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39,343,674 46,971,015
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AVIATION: PARTS AND SERVICES -- 1.2%
230,000 United Technologies Corp. ... 20,066,330 21,797,100
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BROADCASTING -- 1.9%
771,600 Clear Channel
Communications Inc. ....... 32,911,693 36,134,028
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BUSINESS SERVICES -- 1.6%
200,000 Cintas Corp. ................ 7,197,741 10,026,000
222,000 Omnicom Group Inc. .......... 11,411,361 19,387,260
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18,609,102 29,413,260
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COMMUNICATIONS EQUIPMENT -- 3.8%
1,466,000 Cisco Systems Inc.+ ......... 18,976,369 35,609,140
1,010,000 Nokia Corp., ADR ............ 21,178,317 17,170,000
358,000 Qualcomm Inc. ............... 16,428,004 19,306,940
-------------- --------------
56,582,690 72,086,080
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COMPUTER HARDWARE -- 1.4%
780,000 Dell Inc.+ .................. 22,407,944 26,488,800
-------------- --------------
COMPUTER SOFTWARE AND SERVICES -- 5.4%
2,140,000 Microsoft Corp. ............. 58,087,469 58,935,600
970,000 Symantec Corp.+ ............. 26,299,710 33,610,500
260,000 VERITAS Software Corp.+ ..... 8,325,517 9,661,600
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92,712,696 102,207,700
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CONSUMER PRODUCTS -- 1.3%
20,000 Coach Inc.+ ................. 373,000 755,000
120,000 eBay Inc.+ .................. 4,743,776 7,750,800
320,000 Harley-Davidson Inc. ........ 13,735,948 15,209,600
10,000 Procter & Gamble Co. ........ 821,750 998,800
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19,674,474 24,714,200
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DIVERSIFIED INDUSTRIAL -- 0.9%
195,000 3M Co. ...................... 15,497,364 16,580,850
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ELECTRONICS -- 13.6%
640,000 Analog Devices Inc.+ ........ 43,182,992 29,216,000
775,000 Applied Materials Inc.+ ..... 10,365,927 17,398,750
1,375,000 Intel Corp. ................. 63,825,654 44,275,000
305,000 KLA-Tencor Corp.+ ........... 12,661,927 17,894,350
610,000 Linear Technology Corp. ..... 16,723,794 25,662,700
900,000 Microchip Technology Inc. ... 20,062,575 30,024,000
2,330,400 Taiwan Semiconductor
Manufacturing Co. Ltd.,
ADR+ ...................... 16,731,284 23,863,296
MARKET
SHARES COST VALUE
------- ---- ------
1,251,000 Texas Instruments Inc. ...... $ 68,635,191 $ 36,754,380
800,000 Xilinx Inc.+ ................ 21,554,027 30,992,000
-------------- --------------
273,743,371 256,080,476
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ENERGY AND UTILITIES -- 6.0%
208,000 Apache Corp. ................ 13,004,520 16,868,800
500,000 Murphy Oil Corp. ............ 21,528,232 32,655,000
810,000 Occidental Petroleum Corp. .. 24,094,874 34,214,400
530,000 Schlumberger Ltd. ........... 22,498,439 29,001,600
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81,126,065 112,739,800
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ENTERTAINMENT -- 8.0%
670,000 Electronic Arts Inc.+ ....... 31,726,084 32,012,600
4,525,000 Time Warner Inc.+ ........... 154,048,450 81,404,750
845,851 Viacom Inc., Cl. B .......... 38,135,328 37,538,867
-------------- --------------
223,909,862 150,956,217
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FINANCIAL SERVICES -- 15.8%
345,000 American Express Co. ........ 13,975,931 16,639,350
515,000 American International
Group Inc. ................ 30,974,754 34,134,200
1,140,000 Citigroup Inc. .............. 48,382,147 55,335,600
185,000 Goldman Sachs Group Inc. .... 17,273,282 18,265,050
402,000 Marsh & McLennan
Companies Inc. ............ 20,900,761 19,251,780
401,000 Mellon Financial Corp. ...... 14,975,997 12,876,110
745,000 Merrill Lynch & Co. Inc. .... 36,173,325 43,694,250
610,900 Northern Trust Corp. ........ 34,078,011 28,357,978
1,330,000 Schwab (Charles) Corp. ...... 18,580,891 15,747,200
1,023,800 State Street Corp. .......... 48,931,986 53,319,504
-------------- --------------
284,247,085 297,621,022
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FOOD AND BEVERAGE -- 5.6%
300,000 Cheesecake Factory Inc.+ .... 10,206,066 13,209,000
10,000 Coca-Cola Co. ............... 392,510 507,500
610,000 PepsiCo Inc. ................ 30,203,026 28,438,200
600,000 Starbucks Corp.+ ............ 14,081,521 19,836,000
815,000 Sysco Corp. ................. 23,968,672 30,342,450
190,000 Whole Foods Market Inc.+ .... 9,390,864 12,754,700
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88,242,659 105,087,850
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HEALTH CARE -- 15.3%
973,000 Amgen Inc.+ ................. 44,867,130 60,131,400
250,000 Eli Lilly & Co. ............. 20,155,523 17,582,500
549,000 Johnson & Johnson ........... 29,724,069 28,361,340
1,220,000 Medtronic Inc. .............. 56,355,264 59,304,200
1,632,500 Pfizer Inc. ................. 53,915,564 57,676,225
1,110,000 UnitedHealth Group Inc. ..... 54,498,281 64,579,800
-------------- --------------
259,515,831 287,635,465
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PUBLISHING -- 1.0%
267,500 McGraw-Hill
Companies Inc. ............ 12,711,009 18,703,600
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See accompanying notes to financial statements.
3
THE GABELLI GROWTH FUND
PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 2003
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------- ---- ------
COMMON STOCKS (CONTINUED)
RETAIL -- 9.0%
440,000 Bed Bath & Beyond Inc.+ ..... $ 15,608,660 $ 19,074,000
280,000 Target Corp. ................ 10,945,351 10,752,000
936,577 The Home Depot Inc. ......... 34,527,625 33,239,118
993,400 Tiffany & Co. ............... 19,048,397 44,901,680
300,000 Wal-Mart Stores Inc. ........ 18,056,174 15,915,000
1,225,000 Walgreen Co. ................ 43,073,842 44,565,500
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141,260,049 168,447,298
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SATELLITE -- 0.7%
773,823 Hughes Electronics Corp.+ ... 22,586,989 12,806,771
-------------- --------------
TELECOMMUNICATIONS -- 0.4%
210,000 UTStarcom Inc.+ ............. 7,819,835 7,784,700
-------------- --------------
WIRELESS COMMUNICATIONS -- 3.8%
1,175,000 Nextel Communications Inc.,
Cl. A+ .................... 23,469,629 32,970,500
1,575,000 Vodafone Group plc, ADR ..... 30,711,473 39,438,000
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54,181,102 72,408,500
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TOTAL COMMON STOCKS ......... 1,767,149,824 1,866,664,732
-------------- --------------
PREFERRED STOCKS -- 0.1%
PUBLISHING -- 0.1%
86,549 News Corp. Ltd., Pfd., ADR .. 2,518,601 2,618,107
-------------- --------------
PRINCIPAL MARKET
AMOUNT COST VALUE
------- ---- ------
U.S. GOVERNMENT OBLIGATIONS -- 0.8%
$14,961,000 U.S. Treasury Bills,
0.872% to 0.950%++,
01/02/04 to 03/25/04 ...... $ 14,944,346 $ 14,944,694
-------------- --------------
TOTAL INVESTMENTS --
100.1% .................... $1,784,612,771 1,884,227,533
=============
OTHER ASSETS AND LIABILITIES (NET) -- (0.1)% (2,770,155)
--------------
NET ASSETS -- 100.0% .......................... $1,881,457,378
==============
- ----------------
For Federal tax purposes:
Aggregate cost ................................ $1,807,038,470
==============
Gross unrealized appreciation ................. $ 273,703,252
Gross unrealized depreciation ................. (196,514,189)
--------------
Net unrealized appreciation ................... $ 77,189,063
==============
- ----------------
+ Non-income producing security.
++ Represents annualized yield at date of purchase.
ADR - American Depository Receipt.
See accompanying notes to financial statements.
4
THE GABELLI GROWTH FUND
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 2003
- --------------------------------------------------------------------------------
ASSETS:
Investments, at value (Cost $1,784,612,771) ............... $ 1,884,227,533
Cash ...................................................... 659
Receivable for Fund shares sold ........................... 2,016,488
Dividends receivable ...................................... 1,556,625
Other assets .............................................. 79,800
---------------
TOTAL ASSETS .............................................. 1,887,881,105
---------------
LIABILITIES:
Payable for Fund shares redeemed .......................... 3,565,931
Payable for investment advisory fees ...................... 1,564,871
Payable for distribution fees ............................. 391,218
Other accrued expenses .................................... 901,707
---------------
TOTAL LIABILITIES ......................................... 6,423,727
---------------
NET ASSETS applicable to 75,411,608
shares outstanding ...................................... $ 1,881,457,378
===============
NET ASSETS CONSIST OF:
Shares of beneficial interest, at par value ............... $ 754,116
Additional paid-in capital ................................ 2,965,676,674
Accumulated net realized loss
on investments .......................................... (1,184,588,174)
Net unrealized appreciation on investments ................ 99,614,762
---------------
TOTAL NET ASSETS .......................................... $ 1,881,457,378
===============
NET ASSET VALUE, offering and redemption
price per share ($1,881,457,378 / 75,411,608*
shares outstanding; unlimited number of shares
authorized of $0.01 par value) .......................... $24.95
======
- --------------------------------------------------------------------------------
*Refer to Note 9 in the Notes to Financial Statements.
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2003
- --------------------------------------------------------------------------------
INVESTMENT INCOME:
Dividends (net of foreign taxes $123,490) ................... $ 14,777,453
Interest .................................................... 152,315
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TOTAL INVESTMENT INCOME ..................................... 14,929,768
------------
EXPENSES:
Investment advisory fees .................................... 17,152,190
Distribution fees ........................................... 4,288,047
Shareholder services fees ................................... 2,502,989
Shareholder communications expenses ......................... 674,446
Custodian fees .............................................. 250,906
Trustees' fees .............................................. 73,720
Legal and audit fees ........................................ 72,839
Registration fees ........................................... 32,813
Miscellaneous expenses ...................................... 127,469
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TOTAL EXPENSES .............................................. 25,175,419
------------
NET INVESTMENT LOSS ......................................... (10,245,651)
------------
NET REALIZED AND UNREALIZED GAIN
ON INVESTMENTS:
Net realized loss on investments ............................ (351,352,120)
Net change in unrealized appreciation/
(depreciation) on investments ............................. 833,859,516
------------
NET REALIZED AND UNREALIZED GAIN
ON INVESTMENTS ............................................ 482,507,396
------------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS ........................................... $472,261,745
============
STATEMENT OF CHANGES IN NET ASSETS
- ---------------------------------------------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED
DECEMBER 31, 2003 DECEMBER 31, 2002
----------------- -----------------
OPERATIONS:
Net investment loss ...................................................... $ (10,245,651) $ (15,060,172)
Net realized loss on investments ......................................... (351,352,120) (759,180,066)
Net change in unrealized appreciation/(depreciation) on investments ...... 833,859,516 (176,872,952)
-------------- ---------------
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS .......... 472,261,745 (951,113,190)
-------------- ---------------
SHARE TRANSACTIONS:
Net decrease in net assets from shares of beneficial interest transactions (266,620,685) (321,460,700)
-------------- ---------------
NET INCREASE/(DECREASE) IN NET ASSETS .................................... 205,641,060 (1,272,573,890)
NET ASSETS:
Beginning of period ...................................................... 1,675,816,318 2,948,390,208
-------------- ---------------
End of period ............................................................ $1,881,457,378 $ 1,675,816,318
============== ===============
See accompanying notes to financial statements.
5
THE GABELLI GROWTH FUND
NOTES TO FINANCIAL STATEMENTS
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1. ORGANIZATION. The Gabelli Growth Fund (the "Fund") was organized on October
24, 1986 as a Massachusetts business trust. The Fund is a diversified, open-end
management investment company registered under the Investment Company Act of
1940, as amended (the "1940 Act"). The Fund's primary objective is capital
appreciation. The Fund commenced investment operations on April 10, 1987.
2. SIGNIFICANT ACCOUNTING POLICIES. The preparation of financial statements in
accordance with generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts and disclosures
in the financial statements. Actual results could differ from those estimates.
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements.
SECURITY VALUATION. Portfolio securities listed or traded on a nationally
recognized securities exchange or traded in the U.S. over-the-counter market for
which market quotations are readily available are valued at the last quoted sale
price or a market's official closing price as of the close of business on the
day the securities are being valued. If there were no sales that day, the
security is valued at the average of the closing bid and asked prices or, if
there were no asked prices quoted on that day, then the security is valued at
the closing bid price on that day. If no bid or asked prices are quoted on such
day, the security is valued at the most recently available price or, if the
Board of Trustees so determines, by such other method as the Board of Trustees
shall determine in good faith, to reflect its fair market value. Portfolio
securities traded on more than one national securities exchange or market are
valued according to the broadest and most representative market, as determined
by Gabelli Funds, LLC (the "Adviser"). Portfolio securities primarily traded on
foreign markets are generally valued at the preceding closing values of such
securities on their respective exchanges. Securities and assets for which market
quotations are not readily available are valued at their fair value as
determined in good faith under procedures established by and under the general
supervision of the Board of Trustees. Short term debt securities with remaining
maturities of 60 days or less are valued at amortized cost, unless the Board of
Trustees determines such does not reflect the securities fair value, in which
case these securities will be valued at their fair value as determined by the
Board of Trustees. Debt instruments having a maturity greater than 60 days for
which market quotations are readily available are valued at the latest average
of the bid and asked prices. If there were no asked prices quoted on such day,
the security is valued using the closing bid price. Options are valued at the
last sale price on the exchange on which they are listed. If no sales of such
options have taken place that day, they will be valued at the mean between their
closing bid and asked prices.
SECURITIES TRANSACTIONS AND INVESTMENT INCOME. Securities transactions are
accounted for on the trade date with realized gain or loss on investments
determined by using the identified cost method. Interest income (including
amortization of premium and accretion of discount) is recorded as earned.
Dividend income is recorded on the ex-dividend date.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends and distributions to
shareholders are recorded on the ex-dividend date. Income and long-term capital
gain distributions are determined in accordance with Federal income tax
regulations, which may differ from accounting principles generally accepted in
the United States. These differences are primarily due to differing treatments
of income and gains on various investment securities held by the Fund, timing
differences and differing characterization of distributions made by the Fund.
For the year ended December 31, 2003, reclassifications were made to decrease
accumulated net investment loss for $10,245,651, with an offsetting adjustment
to additional paid-in capital.
No distributions were made in 2002 or 2003.
6
THE GABELLI GROWTH FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
PROVISION FOR INCOME TAXES. The Fund intends to continue to qualify as a
regulated investment company under Subchapter M of the Internal Revenue Code of
1986, as amended. It is the Fund's policy to comply with the requirements of the
Internal Revenue Code applicable to regulated investment companies and to
distribute substantially all of its net investment company taxable income and
net capital gains. Therefore, no provision for Federal income taxes is required.
As of December 31, 2003, the components of accumulated earnings/(losses) on a
tax basis were as follows:
Accumulated capital loss carryforward .......... $(1,162,162,476)
Net unrealized appreciation .................... 77,189,063
---------------
Total accumulated loss ......................... $(1,084,973,413)
===============
The difference between book basis and tax basis unrealized appreciation is
attributable primarily to the tax deferral of losses on wash sales.
The Fund has a net capital loss carryforward for Federal income tax purposes at
December 31, 2003 of $1,162,162,476. This capital loss carryforward is available
to reduce future distributions of net capital gains to shareholders. $68,961,980
of the loss carryforward is available through 2009; $743,150,002 is available
through 2010; and $350,050,494 is available through 2011.
3. INVESTMENT ADVISORY AGREEMENT. The Fund has entered into an investment
advisory agreement (the "Advisory Agreement") with the Adviser which provides
that the Fund will pay the Adviser a fee, computed daily and paid monthly, at
the annual rate of 1.00% of the value of the Fund's average daily net assets. In
accordance with the Advisory Agreement, the Adviser provides a continuous
investment program for the Fund's portfolio, oversees the administration of all
aspects of the Fund's business and affairs and pays the compensation of all
Officers and Trustees of the Fund who are its affiliates.
4. DISTRIBUTION PLAN. The Fund's Board of Trustees has adopted a distribution
plan (the "Plan") pursuant to Rule 12b-1 under the 1940 Act. For the year ended
December 31, 2003 the Fund incurred distribution costs payable to Gabelli &
Company, Inc., an affiliate of the Adviser, of $4,288,047, or 0.25% of average
daily net assets, the annual limitation under the Plan. Such payments are
accrued daily and paid monthly.
5. PORTFOLIO SECURITIES. Purchases and sales of securities for the year ended
December 31, 2003, other than short term securities, aggregated $713,604,562 and
$1,010,834,353, respectively.
6. TRANSACTIONS WITH AFFILIATES. The cost of calculating the Fund's net asset
value per share is a Fund expense pursuant to the Investment Advisory agreement
between the Fund and the Advisor. During fiscal 2003, the Fund reimbursed the
Adviser $34,800 in connection with the cost of computing the Fund's net asset
value.
7. LINE OF CREDIT. The Fund has access to an unsecured line of credit up to
$25,000,000 from the custodian for temporary borrowing purposes. Borrowings
under this arrangement bear interest at 0.75% above the Federal Funds rate on
outstanding balances. There were no borrowings against the line of credit during
the year ended December 31, 2003.
8. SHARES OF BENEFICIAL INTEREST. Transactions in shares of beneficial interest
were as follows:
YEAR ENDED YEAR ENDED
DECEMBER 31, 2003 DECEMBER 31, 2002
---------------------------- ----------------------------
SHARES AMOUNT SHARES AMOUNT
Shares sold ..................................... 14,775,159 $ 306,104,714 26,974,204 $ 605,995,363
Shares redeemed ................................. (27,593,891) (572,725,399) (41,533,751) (927,456,063)
----------- ------------- ----------- -------------
Net increase (decrease) ......................... (12,818,732) $(266,620,685) (14,559,547) $(321,460,700)
=========== ============= =========== =============
7
THE GABELLI GROWTH FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
9. MULTIPLE SHARE CLASSES. The Board of Trustees of the Fund approved a Rule
18f-3 Multi-Class Plan relating to the various classes of shares of the Fund --
Class AAA Shares, Class A Shares, Class B Shares and Class C Shares (the
"Multi-Class Shares"). In addition, the Board also approved a Distribution
Agreement and Rule 12b-1 plans providing for payments of 0.25% of average net
assets for Class A Shares and 1.00% of average net assets for Class B and C
Shares. The existing shares, which were first offered on April 10, 1987, were
redesignated as Class AAA Shares and do not impose a sales load. The Class A
Shares, Class B Shares and Class C Shares were first offered to the public on
December 31, 2003 and were seeded with $1,000 (40.08 shares at $24.95 per share)
by Gabelli Asset Management Inc. as of December 31, 2003. Class A Shares are
subject to a maximum front-end sales charge of 5.75%. Class B Shares are subject
to a contingent deferred sales charge (CDSC) upon redemption within six years of
purchase and automatically convert to Class A Shares after eight years of the
original purchase. The applicable CDSC is equal to a declining percentage of the
lesser of the net asset value per share at the date of original purchase or at
the date of redemption, based on the length of time held. Class C Shares are
subject to a 1% CDSC for two years after purchase (one year beginning May 1,
2004).
10. OTHER MATTERS. On October 7, 2003, the Fund's Adviser received a subpoena
from the Attorney General of the State of New York requesting information on
mutual fund shares trading practices. The Adviser is fully cooperating in
responding to the request. The Fund does not believe that this matter will have
a material adverse effect on the Fund's financial position or results of the
operations.
FINANCIAL HIGHLIGHTS (B)
- --------------------------------------------------------------------------------
Selected data for a share of beneficial interest outstanding throughout each
period.
YEAR ENDED DECEMBER 31,
--------------------------------------------------------------------
2003 2002 2001 2000 1999
---------- ---------- ---------- ---------- ----------
OPERATING PERFORMANCE:
Net asset value, beginning of period ........ $ 18.99 $ 28.68 $ 37.79 $ 46.51 $ 35.40
---------- ---------- ---------- ---------- ----------
Net investment loss ......................... (0.14) (0.17) (0.23) (0.24) (0.23)
Net realized and unrealized gain/(loss)
on investments ............................ 6.10 (9.52) (8.88) (4.64) 16.50
---------- ---------- ---------- ---------- ----------
Total from investment operations ............ 5.96 (9.69) (9.11) (4.88) 16.27
---------- ---------- ---------- ---------- ----------
DISTRIBUTIONS TO SHAREHOLDERS:
Net realized gain on investments ............ -- -- (0.00)(a) (3.84) (5.16)
---------- ---------- ---------- ---------- ----------
Total distributions ......................... -- -- (0.00)(a) (3.84) (5.16)
---------- ---------- ---------- ---------- ----------
NET ASSET VALUE, END OF PERIOD .............. $ 24.95 $ 18.99 $ 28.68 $ 37.79 $ 46.51
========== ========== ========== ========== ==========
Total return+ ............................... 31.4% (33.8)% (24.1)% (10.6)% 46.3%
========== ========== ========== ========== ==========
RATIOS TO AVERAGE NET ASSETS AND SUPPLEMENTAL DATA:
Net assets, end of period (in 000's) ........ $1,881,457 $1,675,816 $2,948,390 $3,833,807 $3,158,448
Ratio of net investment income / (loss)
to average net assets ..................... (0.60)% (0.68)% (0.71)% (0.63)% (0.68)%
Ratio of operating expenses to average
net assets ................................ 1.47% 1.43% 1.40% 1.38% 1.37%
Portfolio turnover rate ..................... 42% 30% 26% 55% 52%
- --------------------------------------------------------------------------------
+ Total return represents aggregate total return of a hypothetical $1,000
investment at the beginning of the period and sold at the end of the period
including reinvestment of dividends.
(a) Amount represents less than $0.005 per share.
(b) Class A, Class B and Class C shares were outstanding as of December 31,
2003. Financial Highlights are not presented for Class A, Class B and Class
C shares as the information is not considered meaningful.
See accompanying notes to financial statements.
8
THE GABELLI GROWTH FUND
REPORT OF INDEPENDENT AUDITORS
- --------------------------------------------------------------------------------
To The Board of Trustees and Shareholders of
The Gabelli Growth Fund
In our opinion, the accompanying statement of assets and liabilities, including
the portfolio of investments, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of The Gabelli Growth Fund (the
"Fund") at December 31, 2003, the results of its operations for the year then
ended, the changes in its net assets for each of the two years in the period
then ended and the financial highlights for each of the five years in the period
then ended, 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
Fund's 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 auditing standards generally accepted in
the United States of America, which 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 December 31, 2003 by
correspondence with the custodian, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, New York
February 20, 2004
9
THE GABELLI GROWTH FUND
ADDITIONAL FUND INFORMATION (UNAUDITED)
- --------------------------------------------------------------------------------
The business and affairs of the Fund are managed under the direction of the
Fund's Board of Trustees. Information pertaining to the Trustees and officers of
the Fund is set forth below. The Fund's Statement of Additional Information
includes additional information about The Gabelli Growth Fund Trustees and is
available, without charge, upon request, by calling 800-GABELLI (800-422-3554)
or by writing to The Gabelli Growth Fund at One Corporate Center, Rye, NY 10580.
TERM OF NUMBER OF
OFFICE AND FUNDS IN FUND
NAME, POSITION(S) LENGTH OF COMPLEX
ADDRESS 1 TIME OVERSEEN BY PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS
AND AGE SERVED 2 TRUSTEE DURING PAST FIVE YEARS HELD BY TRUSTEE
- ---------------- --------- ------------- ---------------------- ------------------
INTERESTED TRUSTEES 3:
- ----------------------
MARIO J. GABELLI Since 1992 24 Chairman of the Board and Chief Executive Director of Morgan Group
Trustee Officer of Gabelli Asset Management Inc. and Holdings, Inc. (holding
Age: 61 Chief Investment Officer of Gabelli Funds, company); Vice Chairman of
LLC and GAMCO Investors, Inc.; Vice Lynch Corporation
Chairman and Chief Executive Officer of (diversified
Lynch Interactive Corporation (multimedia manufacturing)
and services)
JOHN D. GABELLI Since 1995 10 Senior Vice President of Gabelli & Company, --
Trustee Inc. Director of Gabelli Advisers, Inc.
Age: 59
KARL OTTO POHL Since 1992 33 Member of the Shareholder Committee of Director of Gabelli
Trustee Sal Oppenheim Jr. & Cie (private invest- Asset Management Inc.
Age: 74 ment bank); Former President of the (investment management);
Deutsche Bundesbank and Chairman of its Chairman, Incentive
Central Bank Council (1980-1991) Capital and Incentive
Asset Management (Zurich);
Director at Sal Oppenheim,
Jr. & Cie, Zurich
ANTHONY TORNA, SR. Since 1987 1 Registered Representative, Maxim Group LLC --
Trustee from 2002; Investec Ernst & Company,
Age: 77 2001-2002; Herzog, Heine & Geduld, Inc.
through 2000
NON-INTERESTED TRUSTEES:
- ------------------------
ANTHONY J. COLAVITA Since 1989 35 President and Attorney at Law in the law firm --
Trustee of Anthony J. Colavita, P.C.
Age: 68
JAMES P. CONN Since 1992 12 Former Managing Director and Chief Director of LaQuinta Corp.
Trustee Investment Officer of Financial Security (hotels) and First
Age: 65 Assurance Holdings, Ltd. (1992-1998) Republic Bank
DUGALD A. FLETCHER 1989-1996 2 President, Fletcher & Company, Inc. Director of Harris and
Trustee 2000-present Former Director and Chairman and Harris Group, Inc.
Age: 74 Chief Executive Officer of Binnings (venture capital)
Building Products, Inc. (1997)
ROBERT J. MORRISSEY Since 2001 10 Partner in the law firm of Morrissey, --
Trustee Hawkins & Lynch
Age: 64
ANTHONY R. PUSTORINO Since 1987 17 Certified Public Accountant; Professor Director of Lynch
Trustee Emeritus, Pace University Corporation (diversified
Age: 78 manufacturing)
10
THE GABELLI GROWTH FUND
ADDITIONAL FUND INFORMATION (UNAUDITED) (CONTINUED)
- ------------------------------------------------------------------------------------------------------------------------------------
TERM OF NUMBER OF
OFFICE AND FUNDS IN FUND
NAME, POSITION(S) LENGTH OF COMPLEX
ADDRESS 1 TIME OVERSEEN BY PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS
AND AGE SERVED 2 TRUSTEE DURING PAST FIVE YEARS HELD BY TRUSTEE
- ---------------- --------- ------------- ---------------------- ------------------
NON-INTERESTED TRUSTEES (CONTINUED):
- ------------------------------------
ANTHONIE C. VAN EKRIS 1987-1989 20 Managing Director of BALMAC Director of Aurado
Trustee 1992-present International, Inc. (commodities) Exploration, Inc.
Age: 69 (oil and gas operations)
SALVATORE J. ZIZZA 1987-1996 11 Chairman, Hallmark Electrical Director of Hollis
Trustee 2000-present Supplies Corp. Eden Pharmaceuticals
Age: 58
OFFICERS:
BRUCE N. ALPERT Since 1994 -- Executive Vice President and Chief Operating --
President Officer of Gabelli Funds, LLC since 1988 and
Age: 52 an officer of all mutual funds advised by
Gabelli Funds, LLC and its affiliates.
Director and President of Gabelli Advisers, Inc.
JAMES E. MCKEE Since 1995 -- Vice President, General Counsel and Secretary --
Secretary of Gabelli Asset Management Inc. since 1999
Age: 40 and GAMCO Investors, Inc. since 1993; Secretary
of all mutual funds advised by Gabelli Advisers,
Inc. and Gabelli Funds, LLC
- -----------------------
1 Address: One Corporate Center, Rye, NY 10580-1422, unless otherwise noted.
2 Each Trustee will hold office for an indefinite term until the earliest of
(i) the next meeting of shareholders if any, called for the purpose of
considering the election or re-election of such Trustee and until the
election and qualification of his or her successor, if any, elected at such
meeting, or (ii) the date a Trustee resigns or retires, or a Trustee is
removed by the Board of Trustees or shareholders, in accordance with the
Fund's By-Laws and Declaration of Trust.
3 "Interested person" of the Fund as defined in the Investment Company Act of
1940. Messrs. M. Gabelli, J. Gabelli and Pohl are each considered an
"interested person" because of their affiliation with Gabelli Funds, LLC
which acts as the Fund's investment adviser. Mr. Torna is considered an
interested person because he is a registered broker with a firm to which the
Fund Complex (but not the Fund) pays brokerage commissions. Mario J. Gabelli
and John D. Gabelli are brothers.
- --------------------------------------------------------------------------------
GABELLI FUNDS AND YOUR PERSONAL PRIVACY
- --------------------------------------------------------------------------------
WHO ARE WE?
The Gabelli Funds are investment companies registered with the Securities and
Exchange Commission under the Investment Company Act of 1940. We are managed
by Gabelli Funds LLC, Gabelli Advisers, Inc. and Gabelli Fixed Income, LLC,
which are affiliated with Gabelli Asset Management Inc. Gabelli Asset
Management is a publicly-held company that has subsidiaries that provide
investment advisory or brokerage services for a variety of clients.
WHAT KIND OF NON-PUBLIC INFORMATION DO WE COLLECT ABOUT YOU IF YOU BECOME A
GABELLI CUSTOMER?
If you apply to open an account directly with us, you will be giving us some
non-public information about yourself. The non-public information we collect
about you is:
o INFORMATION YOU GIVE US ON YOUR APPLICATION FORM. This could include your
name, address, telephone number, social security number, bank account
number, and other information.
o INFORMATION ABOUT YOUR TRANSACTIONS WITH US, ANY TRANSACTIONS WITH OUR
AFFILIATES AND TRANSACTIONS WITH THE ENTITIES WE HIRE TO PROVIDE SERVICES TO
YOU. This would include information about the shares that you buy or redeem,
and the deposits and withdrawals that you make. If we hire someone else to
provide services--like a transfer agent--we will also have information about
the transactions that you conduct through them.
WHAT INFORMATION DO WE DISCLOSE AND TO WHOM DO WE DISCLOSE IT?
We do not disclose any non-public personal information about our customers or
former customers to anyone, other than our affiliates, our service providers
who need to know such information and as otherwise permitted by law. If you
want to find out what the law permits, you can read the privacy rules adopted
by the Securities and Exchange Commission. They are in volume 17 of the Code
of Federal Regulations, Part 248. The Commission often posts information about
its regulations on its web site, www.sec.gov.
WHAT DO WE DO TO PROTECT YOUR PERSONAL INFORMATION?
We restrict access to non-public personal information about you to the people
who need to know that information in order to provide services to you or the
Fund and to ensure that we are complying with the laws governing the
securities business. We maintain physical, electronic, and procedural
safeguards to keep your personal information confidential.
- --------------------------------------------------------------------------------
11
THE GABELLI GROWTH FUND
One Corporate Center
Rye, New York 10580-1422
800-GABELLI
800-422-3554
FAX: 914-921-5118
WEBSITE: WWW.GABELLI.COM
E-MAIL: INFO@GABELLI.COM
Net Asset Value available daily by calling
800-GABELLI after 6:00 P.M.
BOARD OF TRUSTEES
Mario J. Gabelli, CFA Karl Otto Pohl
CHAIRMAN AND CHIEF FORMER PRESIDENT
INVESTMENT OFFICER DEUTSCHE BUNDESBANK
GABELLI ASSET MANAGEMENT INC.
Anthony J. Colavita Anthony R. Pustorino
ATTORNEY-AT-LAW CERTIFIED PUBLIC ACCOUNTANT
ANTHONY J. COLAVITA, P.C. PROFESSOR EMERITUS
PACE UNIVERSITY
James P. Conn Anthony Torna
FORMER CHIEF INVESTMENT OFFICER MAXIM GROUP LLC
FINANCIAL SECURITY ASSURANCE
HOLDINGS LTD.
Dugald A. Fletcher Anthonie C. van Ekris
PRESIDENT, MANAGING DIRECTOR
FLETCHER &COMPANY, INC. BALMAC INTERNATIONAL, INC.
John D. Gabelli Salvatore J. Zizza
SENIOR VICE PRESIDENT CHAIRMAN, HALLMARK ELECTRICAL
GABELLI & COMPANY, INC. SUPPLIES CORP.
Robert J. Morrissey
ATTORNEY-AT-LAW
MORRISSEY, HAWKINS & LYNCH
OFFICERS AND PORTFOLIO MANAGER
Bruce N. Alpert Howard F. Ward, CFA
PRESIDENT PORTFOLIO MANAGER
James E. McKee
SECRETARY
DISTRIBUTOR
Gabelli & Company, Inc.
CUSTODIAN, TRANSFER AGENT AND DIVIDEND AGENT
State Street Bank and Trust Company
LEGAL COUNSEL
Skadden, Arps, Slate, Meagher & Flom LLP
[GABELLI PHOTO OMITTED]
THE
GABELLI
GROWTH
FUND
- --------------------------------------------------------------------------------
This report is submitted for the general information of the shareholders of The
Gabelli Growth Fund. It is not authorized for distribution to prospective
investors unless preceded or accompanied by an effective prospectus.
- --------------------------------------------------------------------------------
GAB406Q403SR
ANNUAL REPORT
DECEMBER 31, 2003
ITEM 2. CODE OF ETHICS.
(a) The registrant, as of the end of the period covered by this report,
has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal
accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party.
(b) No response required.
(c) There have been no amendments, during the period covered by this
report, to a provision of the code of ethics that applies to the
registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing
similar functions, regardless of whether these individuals are employed
by the registrant or a third party, and that relates to any element of
the code of ethics description.
(d) The registrant has not granted any waivers, including an implicit
waiver, from a provision of the code of ethics that applies to the
registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing
similar functions, regardless of whether these individuals are employed
by the registrant or a third party, that relates to one or more of the
items set forth in paragraph (b) of this item's instructions.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
As of the end of the period covered by the report, the registrant's board of
trustees has determined that Anthony R. Pustorino is qualified to serve as an
audit committee financial expert serving on its audit committee and that he is
"independent," as defined by this Item 3.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) AUDIT FEES: The aggregate fees billed for each of the last two fiscal
years for professional services rendered by the principal accountant
for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection
with statutory and regulatory filings or engagements for those fiscal
years are $32,000 in 2003 and $32,689 in 2002.
(b) AUDIT-RELATED FEES: The aggregate fees billed in each of the last two
fiscal years for assurance and related services by the principal
accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item are $0 in 2003 and $0 in 2002.
(c) TAX FEES: The aggregate fees billed in each of the last two fiscal
years for professional services rendered by the principal accountant
for tax compliance, tax advice, and tax planning are $2,350 in 2003 and
$2,250 in 2002.
Tax fees represent tax compliance services provided in connection with
the review of the Registrant's tax returns.
(d) ALL OTHER FEES: The aggregate fees billed in each of the last two
fiscal years for products and services provided by the principal
accountant, other than the services reported in paragraphs (a) through
(c) of this Item are $0 for 2003 and $0 for 2002.
(e)(1) Disclose the audit committee's pre-approval policies and
procedures described in paragraph (c)(7) of Rule 2-01 of
Regulation S-X.
Pre-Approval Policies and Procedures. The Audit Committee
("Committee") of the registrant is responsible for pre-approving
(i) all audit and permissible non-audit services to be provided by
the independent auditors to the registrant and (ii) all
permissible non-audit services to be provided by the independent
auditors to Gabelli and any affiliate of Gabelli that provides
services to the registrant (a "Covered Services Provider") if the
independent auditors' engagement relates directly to the
operations and financial reporting of the registrant. The
Committee may delegate its responsibility to pre-approve any such
audit and permissible non-audit services to the Chairperson of the
Committee, and the Chairperson must report to the Committee, at
its next regularly scheduled meeting after the Chairperson's
pre-approval of such services, his or her decision(s). The
Committee may also establish detailed pre-approval policies and
procedures for pre-approval of such services in accordance with
applicable laws, including the delegation of some or all of the
Committee's pre-approval responsibilities to other persons (other
than Gabelli or the registrant's officers). Pre-approval by the
Committee of any permissible non-audit services is not required so
long as: (i) the aggregate amount of all such permissible
non-audit services provided to the registrant, Gabelli and any
Covered Services Provider constitutes not more than 5% of the
total amount of revenues paid by the registrant to its independent
auditors during the fiscal year in which the permissible non-audit
services are provided; (ii) the permissible non-audit services
were not recognized by the registrant at the time of the
engagement to be non-audit services; and (iii) such services are
promptly brought to the attention of the Committee and approved by
the Committee or the Chairperson prior to the completion of the
audit.
(e)(2) The percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit
committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of
Regulation S-X are as follows:
(b) N/A
(c) 100%
(d) N/A
(f) The percentage of hours expended on the principal accountant's
engagement to audit the registrant's financial statements for the
most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent
employees was zero percent (0%).
(g) The aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the
registrant's investment adviser (not including any sub-adviser
whose role is primarily portfolio management and is subcontracted
with or overseen by another investment adviser), and any entity
controlling, controlled by, or under common control with the
adviser that provides ongoing services to the registrant for each
of the last two fiscal years of the registrant was $0 in 2003 and
$0 in 2002.
(h) The registrant's audit committee of the board of directors HAS
considered whether the provision of non-audit services that were
rendered to the registrant's investment adviser (not including any
sub-adviser whose role is primarily portfolio management and is
subcontracted with or overseen by another investment adviser), and
any entity controlling, controlled by, or under common control
with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with
maintaining the principal accountant's independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
ITEM 6. [RESERVED]
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not yet applicable.
ITEM 10. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of the report that includes the disclosure
required by this paragraph, based on their evaluation of these
controls and procedures required by Rule 30a-3(b) under the 1940 Act
(17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the
Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or
240.15d-15(b)).
(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act
(17 CFR 270.30a-3(d)) that occurred during the registrant's last
fiscal half-year (the registrant's second fiscal half-year in the case
of an annual report) that has materially affected, or is reasonably
likely to materially affect, the registrant's internal control over
financial reporting.
ITEM 11. EXHIBITS.
(a)(1) Code of ethics, or any amendment thereto, that is the subject of
disclosure required by Item 2 is attached hereto.
(a)(2) Certifications pursuant to Rule 30a-2(a) of the Investment Company
Act of 1940, as amended, are attached hereto.
(a)(3) Not applicable.
(b) Certifications pursuant to Rule 30a-2(b) of the Investment Company
Act of 1940, as amended, are attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(registrant) The Gabelli Growth Fund
-------------------------------------------------------------------
By (Signature and Title)* /s/ Bruce N. Alpert
-------------------------------------------------------
Bruce N. Alpert, Principal Executive
Officer
Date March 9, 2004
---------------------------------------------------------------------------
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ Bruce N. Alpert
-------------------------------------------------------
Bruce N. Alpert, Principal Executive
Officer and Principal Financial
Officer
Date March 9, 2004
---------------------------------------------------------------------------
* Print the name and title of each signing officer under his or her signature.