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 811-09377
                                                    ----------

                        The Gabelli Blue Chip Value Fund
               (Exact name of registrant as specified in charter)
       -----------------------------------------------------------------

                              One Corporate Center
                            Rye, New York 10580-1422
       -----------------------------------------------------------------
               (Address of principal executive offices) (Zip code)

                                 Bruce N. Alpert
                               Gabelli Funds, LLC
                              One Corporate Center
                            Rye, New York 10580-1422
       -----------------------------------------------------------------
                     (Name and address of agent for service)

       registrant's telephone number, including area code: 1-800-422-3554
                                                          ---------------

                      Date of fiscal year end: December 31
                                              ------------

                   Date of reporting period: December 31, 2004
                                            ------------------


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 Report to Shareholders is attached herewith.

[PHOTO OMITTED]

THE
GABELLI
BLUE CHIP VALUE
FUND




                                                                   ANNUAL REPORT
                                                               DECEMBER 31, 2004


                        THE GABELLI BLUE CHIP VALUE FUND

                                  ANNUAL REPORT
                                DECEMBER 31, 2004


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,  2004 with a  description  of  factors  that  affected  the
performance during the past year.

PERFORMANCE DISCUSSION

      The Gabelli  Blue Chip Value Fund rose 12.37% for the full year,  narrowly
beating the Lipper  Large Cap Value Fund  average gain of 11.94% and the S&P 500
gain of 10.87% for 2004.

      Macroeconomic  factors sent mixed signals to equity investors in 2004. The
U.S. economy created 2.2 million jobs in 2004, almost rebuilding the 2.4 million
jobs lost over the three year period,  2001 to 2003, and the largest annual gain
since 1999.  This job creation  does not match the strongest we have had in past
recoveries,  but  it  does  create  enough  jobs  to  keep  unemployment  at the
relatively  low  level  from  which we  started  this  recovery.  Although  some
commodity and industrial  inputs such as oil and gas,  chemicals and metals have
risen  in  price,  we can see that  there is  little  broad  ability  to pass on
pricing.  At the same time,  Alan Greenspan has begun a course of raising rates.
Despite the Federal Reserve raising rates five times in 2004, U.S. Treasury debt
yields closed out the year almost exactly where they began the year.

      For the year, energy and utility stocks contributed the most to the Fund's
performance,  with our stocks in these two  sectors up more than 20%:  Allegheny
Energy,  Halliburton,  AES,  Noble Energy,  Conoco  Phillips,  El Paso and Exxon
Mobil.  Stocks of companies  outside these sectors,  which appreciated more than
20% during the year included Dow Chemical, Bank of America, General Electric and
The Walt Disney Company.  On the negative side,  three of our holdings that were
down more than 10% -- Merck, Pfizer and Texas Instruments.

                                                           Sincerely yours,

                                                           /s/ Bruce N. Alpert
                                                           -------------------
                                                           Bruce N. Alpert
                                                           President
February 23, 2005


             COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT
                  IN THE GABELLI BLUE CHIP VALUE FUND AND THE
                                 S&P 500 INDEX

[GRAPHIC OMITTED]
EDGAR REPRESENTATION OF DATA USED IN PRINTED GRAPHIC AS FOLLOWS:

         Gabelli Blue Chip Fund     S&P 500 Index
         ----------------------     -------------

8/26/99          $10,000                $10,000
12/31/99          11,778                 10,834
12/31/00          13,083                  9,848
12/31/01          11,543                  8,678
12/31/02           7,890                  6,761
12/31/03          11,361                  8,700
12/31/04          12,767                  9,645

PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE RESULTS. The performance tables and
graph do not reflect the deduction of taxes that a shareholder would pay on fund
distributions or the redemption of fund shares.

COMPARATIVE RESULTS



- ------------------------------------------------------------------------------------------------------------
              AVERAGE ANNUAL RETURNS THROUGH DECEMBER 31, 2004 (a)
              ----------------------------------------------------

                                                                                                    Since
                                                                                                  Inception
                                                 QUARTER      1 YEAR     3 YEAR       5 YEAR      (8/26/99)
- --------------------------------------------- ------------ ------------ ---------- ------------ -----------
                                                                                    
  GABELLI BLUE CHIP VALUE FUND CLASS AAA .....    9.36%       12.37%      3.41%       1.62%         4.66%

  S&P 500 Index ..............................    9.23        10.87       3.58       (2.30)        (1.83)
  Lipper Large-Cap Value Average .............    8.97        11.94       4.70        3.35          1.67

  Class A ....................................    9.40        12.51       3.45        1.65          4.69
                                                  3.12(b)      6.07(b)    1.44(b)     0.45(b)       3.54(b)
  Class B ....................................    9.09        11.57       3.17        1.48          4.53
                                                  4.09(c)      6.57(c)    2.22(c)     1.08(c)       4.36(c)
  Class C ....................................    9.09        11.57       3.17        1.48          4.53
                                                  8.09(c)     10.57(c)    3.17(c)     1.48(c)       4.53(c)
  Class I ....................................    9.37        12.48       3.45        1.64          4.68
<FN>
(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. DIVIDENDS ARE CONSIDERED REINVESTED.  CURRENT PERFORMANCE MAY
    BE LOWER OR HIGHER THAN THE PERFORMANCE DATA PRESENTED.  VISIT WWW.GABELLI.COM FOR PERFORMANCE INFORMATION
    AS OF THE MOST RECENT MONTH END.  INVESTORS SHOULD CONSIDER THE INVESTMENT  OBJECTIVES,  RISKS AND CHARGES
    AND EXPENSES OF THE FUND CAREFULLY BEFORE  INVESTING.  THE PROSPECTUS  CONTAINS MORE COMPLETE  INFORMATION
    ABOUT THIS AND OTHER  MATTERS  AND SHOULD BE READ  CAREFULLY  BEFORE  INVESTING.  PERFORMANCE  RETURNS FOR
    PERIODS  LESS THAN ONE YEAR ARE NOT  ANNUALIZED.  THE  CLASS AAA  SHARES'  NET  ASSET  VALUES  ARE USED TO
    CALCULATE  PERFORMANCE FOR THE PERIODS PRIOR TO THE ISSUANCE OF CLASS A SHARES, CLASS B SHARES AND CLASS C
    SHARES ON DECEMBER 31, 2003 AND THE CLASS I SHARES ON JULY 1, 2004. THE ACTUAL PERFORMANCE FOR THE CLASS B
    SHARES AND CLASS C SHARES  WOULD  HAVE BEEN LOWER DUE TO THE  ADDITIONAL  EXPENSES  ASSOCIATED  WITH THESE
    CLASSES OF SHARES.  THE ACTUAL  PERFORMANCE FOR THE CLASS I SHARES WOULD HAVE BEEN HIGHER DUE TO THE LOWER
    EXPENSES  RELATED TO THIS CLASS OF SHARES.  THE S&P 500 INDEX IS AN  UNMANAGED  INDICATOR  OF STOCK MARKET
    PERFORMANCE,  WHILE THE LIPPER AVERAGE REFLECTS THE AVERAGE PERFORMANCE OF MUTUAL FUNDS CLASSIFIED IN THIS
    PARTICULAR CATEGORY.
(b) INCLUDES THE EFFECT OF THE MAXIMUM 5.75% SALES CHARGE AT THE BEGINNING OF THE PERIOD.
(c) INCLUDES THE EFFECT OF THE APPLICABLE  CONTINGENT DEFERRED SALES CHARGE AT THE END OF THE PERIOD SHOWN FOR
    CLASS B AND CLASS C SHARES, RESPECTIVELY.
- --------------------------------------------------------------------------------------------------------------
</FN>


                                        2


THE GABELLI BLUE CHIP VALUE FUND
DISCLOSURE OF FUND EXPENSES (UNAUDITED)
For the Six Month Period from July 1, 2004 through December 31, 2004
                                                                   EXPENSE TABLE
- --------------------------------------------------------------------------------

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

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

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

To do so, simply  divide your account  value by $1,000 (for  example,  an $8,600
account value  divided by $1,000 = 8.6),  then multiply the result by the number
given for your Fund under the heading  "Expenses Paid During Period" to estimate
the expenses you paid during this period.

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

Please note that the  expenses  shown in the table are meant to  highlight  your
ongoing  costs only and do not  reflect  any  transactional  costs such as sales
charges (loads),  redemption fees, or exchange fees, if any, which are described
in the Prospectus. If these costs were applied to your account, your costs would
be higher.  Therefore, the 5% hypothetical return is useful in comparing ongoing
costs only,  and will not help you determine the relative  total costs of owning
different funds. The "Annualized  Expense Ratio"  represents the actual expenses
for the last six  months  and may be  different  from the  expense  ratio in the
Financial Highlights which is for the year ended December 31, 2004.

                   Beginning          Ending         Annualized      Expenses
                 Account Value    Account Value        Expense      Paid During
                    7/1/04           12/31/04           Ratio         Period*
- --------------------------------------------------------------------------------
GABELLI BLUE CHIP VALUE FUND
- --------------------------------------------------------------------------------
ACTUAL FUND RETURN
Class AAA          $1,000.00        $1,075.70           1.84%          $ 9.60
Class A            $1,000.00        $1,076.10           1.84%          $ 9.60
Class B            $1,000.00        $1,072.00           2.59%          $13.49
Class C            $1,000.00        $1,072.00           2.59%          $13.49
Class I            $1,000.00        $1,076.80           1.59%          $ 8.30

HYPOTHETICAL 5% RETURN
Class AAA          $1,000.00        $1,015.89           1.84%          $ 9.32
Class A            $1,000.00        $1,015.89           1.84%          $ 9.32
Class B            $1,000.00        $1,012.12           2.59%          $13.10
Class C            $1,000.00        $1,012.12           2.59%          $13.10
Class I            $1,000.00        $1,017.14           1.59%          $ 8.06

*  Expenses are equal to the Fund's  annualized  expense  ratio for the last six
   months multiplied by the average account value over the period, multiplied by
   the number of days in the most recent fiscal half-year, then divided by 366.

                                        3


SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED)

Under  SEC  rules,  all  funds are  required  to  include  in their  annual  and
semi-annual shareholder reports a presentation of portfolio holdings in a table,
chart or graph by reasonably identifiable categories.  The following table which
presents  portfolio  holdings  as a percent of total net assets is  provided  in
compliance with such requirement.

GABELLI BLUE CHIP VALUE FUND

Financial Services ...................................................  20.9%
Energy and Utilities: Oil ............................................  13.5%
Health Care ..........................................................   8.5%
Entertainment ........................................................   7.7%
Diversified Industrial ...............................................   7.5%
Insurance ............................................................   6.7%
Energy and Utilities: Electric .......................................   6.0%
Business Services ....................................................   4.2%
Specialty Chemicals ..................................................   3.7%
Electronics ..........................................................   3.4%
Aerospace ............................................................   2.9%
Computer Software and Services .......................................   2.5%
Metals and Mining ....................................................   2.5%
Telecommunications ...................................................   2.3%
Computer Hardware ....................................................   2.1%
Paper and Forest Products ............................................   1.5%
Retail ...............................................................   1.3%
Transportation .......................................................   1.2%
Food and Beverage ....................................................   0.5%
Other Assets and Liabilities - Net ...................................   1.1%
                                                                       ------
                                                                       100.0%
                                                                       ======

PROXY VOTING

The Fund files Form N-PX with its complete proxy voting record for the 12 months
ended June 30th,  no later than August 31st of each year. A  description  of the
Fund's proxy voting  policies and procedures  are available (i) without  charge,
upon  request,  by calling  800-GABELLI  (800-422-3554);  (ii) by writing to The
Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; and (iii) by visiting
the Securities and Exchange Commission's website at www.sec.gov.

                                        4


THE GABELLI BLUE CHIP VALUE FUND
SCHEDULE OF INVESTMENTS -- DECEMBER 31, 2004
- --------------------------------------------------------------------------------

                                                                     MARKET
      SHARES                                         COST            VALUE
     -------                                     -----------      -----------

                 COMMON STOCKS -- 98.9%
                 AEROSPACE -- 2.9%
       3,400     General Dynamics Corp. ...      $   257,419      $   355,640
      14,200     Northrop Grumman Corp. ...          638,018          771,912
                                                 -----------      -----------
                                                     895,437        1,127,552
                                                 -----------      -----------
                 BUSINESS SERVICES -- 4.2%
      69,800     Cendant Corp. ...............     1,270,137        1,631,924
                                                 -----------      -----------
                 COMPUTER HARDWARE -- 2.1%
      38,094     Hewlett-Packard Co. .........       808,011          798,831
                                                 -----------      -----------
                 COMPUTER SOFTWARE AND SERVICES -- 2.5%
      36,000     Microsoft Corp. .............       921,682          961,560
                                                 -----------      -----------
                 DIVERSIFIED INDUSTRIAL -- 7.5%
      16,000     General Electric Co. ........       500,900          584,000
      35,000     Honeywell International Inc.        967,794        1,239,350
      13,300     Ingersoll-Rand Co., Cl. A ...       709,986        1,067,990
                                                 -----------      -----------
                                                   2,178,680        2,891,340
                                                 -----------      -----------
                 ELECTRONICS -- 3.4%
      34,000     Applied Materials Inc.+ .....       540,810          581,400
      29,300     Texas Instruments Inc. ......       604,862          721,366
                                                 -----------      -----------
                                                   1,145,672        1,302,766
                                                 -----------      -----------
                 ENERGY AND UTILITIES: ELECTRIC -- 6.0%
     127,100     AES Corp.+ ..................       845,116        1,737,457
      28,000     Allegheny Energy Inc.+ ......       300,714          551,880
                                                 -----------      -----------
                                                   1,145,830        2,289,337
                                                 -----------      -----------
                 ENERGY AND UTILITIES: OIL -- 13.5%
       9,775     ConocoPhillips ..............       527,842          848,763
     110,800     El Paso Corp. ...............       836,501        1,152,320
      20,900     Exxon Mobil Corp. ...........       809,557        1,071,334
      15,300     Halliburton Co. .............       389,446          600,372
      10,800     Marathon Oil Corp. ..........       283,695          406,188
      11,400     Noble Corp.+ ................       393,958          567,036
      15,200     Pioneer Natural Resources Co.       451,136          533,520
                                                 -----------      -----------
                                                   3,692,135        5,179,533
                                                 -----------      -----------
                 ENTERTAINMENT -- 7.7%
      45,000     Liberty Media Corp., Cl. A+ .       406,922          494,100
      38,000     The Walt Disney Co. .........       795,181        1,056,400
      73,400     Time Warner Inc.+ ...........     1,129,809        1,426,896
                                                 -----------      -----------
                                                   2,331,912        2,977,396
                                                 -----------      -----------
                 FINANCIAL SERVICES -- 20.9%
      11,200     American Express Co. ........       493,564          631,344
      18,400     Bank of America Corp. .......       739,522          864,616
      24,200     Citigroup Inc. ..............     1,100,099        1,165,956
      20,200     Countrywide Financial Corp. .       502,171          747,602
      37,600     JPMorgan Chase & Co. ........     1,265,227        1,466,776
       9,600     Lehman Brothers Holdings Inc.       670,337          839,808
      18,700     Merrill Lynch & Co. Inc. ....       921,541        1,117,699
      15,000     New York Community
                   Bancorp Inc. ..............       301,766          308,550
      12,700     Sovereign Bancorp Inc. ......       279,968          286,385
      12,700     State Street Corp. ..........       572,440          623,824
                                                 -----------      -----------
                                                   6,846,635        8,052,560
                                                 -----------      -----------


                                                                     MARKET
      SHARES                                         COST            VALUE
     -------                                     -----------      -----------

                 FOOD AND BEVERAGE -- 0.5%
       5,000     Coca-Cola Co. ...............   $   200,250      $   208,150
                                                 -----------      -----------
                 HEALTH CARE -- 8.5%
      13,400     Baxter International Inc. ...       347,677          462,836
      27,200     Merck & Co. Inc. ............     1,133,655          874,208
      26,100     Pfizer Inc. .................       850,211          701,829
      28,600     Wyeth .......................     1,264,691        1,218,074
                                                 -----------      -----------
                                                   3,596,234        3,256,947
                                                 -----------      -----------
                 INSURANCE -- 6.7%
       5,100     Everest Re Group Ltd. .......       397,203          456,756
      17,000     Hartford Financial Services
                   Group Inc. ................       924,784        1,178,270
      25,061     St. Paul Travelers
                   Companies Inc. ............       941,452          929,012
                                                 -----------      -----------
                                                   2,263,439        2,564,038
                                                 -----------      -----------
                 METALS AND MINING -- 2.5%
      30,400     Alcoa Inc. ..................       800,286          955,168
                                                 -----------      -----------
                 PAPER AND FOREST PRODUCTS -- 1.5%
      14,200     International Paper Co. .....       547,107          596,400
                                                 -----------      -----------
                 RETAIL -- 1.3%
       8,000     Albertson's Inc. ............       181,760          191,040
      10,000     Tiffany & Co. ...............       301,000          319,700
                                                 -----------      -----------
                                                     482,760          510,740
                                                 -----------      -----------
                 SPECIALTY CHEMICALS -- 3.7%
      28,400     Dow Chemical Co. ............     1,091,003        1,406,084
                                                 -----------      -----------
                 TELECOMMUNICATIONS -- 2.3%
      15,100     SBC Communications Inc. .....       377,035          389,127
      12,200     Verizon Communications Inc. .       419,076          494,222
                                                 -----------      -----------
                                                     796,111          883,349
                                                 -----------      -----------
                 TRANSPORTATION -- 1.2%
       6,700     Union Pacific Corp. .........       410,635          450,575
                                                 -----------      -----------
                 TOTAL COMMON STOCKS .........    31,423,956       38,044,250
                                                 -----------      -----------
                 WARRANTS -- 0.0%
                 TELECOMMUNICATIONS -- 0.0%
       1,254     Lucent Technologies Inc.,
                   expires 12/10/07+ .........         2,082            1,981
                                                 -----------      -----------
                 TOTAL
                   INVESTMENTS -- 98.9% ......   $31,426,038       38,046,231
                                                 ===========
                 OTHER ASSETS AND LIABILITIES (NET) -- 1.1%           405,745
                                                                  -----------
                 NET ASSETS -- 100.0% ......................      $38,451,976
                                                                  ===========
- ----------
                 For Federal tax purposes:
                 Aggregate cost ............................      $32,507,175
                                                                  ===========
                 Gross unrealized appreciation .............      $ 7,096,360
                 Gross unrealized depreciation .............       (1,557,304)
                                                                  -----------
                 Net unrealized appreciation (depreciation)       $ 5,539,056
                                                                  ===========
- ----------
 +    Non-income producing security.

                 See accompanying notes to financial statements.

                                        5


                        THE GABELLI BLUE CHIP VALUE FUND

STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 2004
- --------------------------------------------------------------------------------

ASSETS:
  Investments, at value (cost $31,426,038) .................   $ 38,046,231
  Cash .....................................................        399,186
  Dividends receivable .....................................         58,262
  Receivable for Fund shares sold ..........................         74,991
  Other assets .............................................          3,569
                                                               ------------
  TOTAL ASSETS .............................................     38,582,239
                                                               ------------
LIABILITIES:
  Payable for Fund shares redeemed .........................         28,273
  Payable for investment advisory fees .....................         32,469
  Payable for distribution fees ............................          8,118
  Other accrued expenses ...................................         61,403
                                                               ------------
  TOTAL LIABILITIES ........................................        130,263
                                                               ------------
  NET ASSETS applicable to 3,256,228
    shares outstanding .....................................   $ 38,451,976
                                                               ============
NET ASSETS CONSIST OF:
  Shares of beneficial interest, at
    $0.001 par value .......................................   $      3,256
  Additional paid-in capital ...............................     43,212,633
  Accumulated net realized loss on investments .............    (11,384,106)
  Net unrealized appreciation on investments ...............      6,620,193
                                                               ------------
  NET ASSETS ...............................................   $ 38,451,976
                                                               ============
SHARES OF BENEFICIAL INTEREST:
  CLASS AAA:
  Net Asset Value, offering and redemption price
    per share ($38,447,542  /  3,255,852
    shares outstanding) ....................................         $11.81
                                                                     ======
  CLASS A:
  Net Asset Value and redemption price per share
    ($1,125  /  95.187 shares outstanding) .................         $11.82
                                                                     ======
  Maximum offering price per share
    (NAV  /  0.9425, based on maximum sales
    charge of 5.75% of the offering price) .................         $12.54
                                                                     ======
  CLASS B:
  Net Asset Value and offering price per share
    ($1,116  /  94.877 shares outstanding) .................         $11.76(a)
                                                                     ======
  CLASS C:
  Net Asset Value and offering price per share
    ($1,116  /  94.877 shares outstanding) .................         $11.76(a)
                                                                     ======
  CLASS I:
  Net Asset Value, offering and redemption price
    per share ($1,077  /  91.333 shares outstanding) .......         $11.79
                                                                     ======
- ----------
(a) Redemption price varies based on the length of time held.


STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2004
- --------------------------------------------------------------------------------

INVESTMENT INCOME:
  Dividends ................................................     $  889,089
  Interest .................................................          2,841
                                                                 ----------
  TOTAL INVESTMENT INCOME ..................................        891,930
                                                                 ----------
EXPENSES:
  Investment advisory fees .................................        417,627
  Distribution fees -- Class AAA ...........................        104,393
  Distribution fees -- Class A .............................              3
  Distribution fees -- Class B .............................             10
  Distribution fees -- Class C .............................             28
  Shareholder communications expenses ......................         72,920
  Shareholders services fees ...............................         68,688
  Registration fees ........................................         39,402
  Legal and audit fees .....................................         31,268
  Trustees' fees ...........................................         25,500
  Interest expense .........................................          5,398
  Miscellaneous expenses ...................................         22,870
                                                                 ----------
  TOTAL EXPENSES ...........................................        788,107
                                                                 ----------
  NET INVESTMENT INCOME ....................................        103,823
                                                                 ----------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
  Net realized gain on investments .........................      4,236,236
  Net change in unrealized appreciation/
    depreciation on investments ............................        191,519
                                                                 ----------
  NET REALIZED AND UNREALIZED GAIN
    ON INVESTMENTS .........................................      4,427,755
                                                                 ----------
  NET INCREASE IN NET ASSETS RESULTING
    FROM OPERATIONS ........................................     $4,531,578
                                                                 ==========

                 See accompanying notes to financial statements.

                                        6


                        THE GABELLI BLUE CHIP VALUE FUND

STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------



                                                                         YEAR ENDED          YEAR ENDED
                                                                      DECEMBER 31, 2004   DECEMBER 31, 2003
                                                                      -----------------   -----------------
                                                                                       
OPERATIONS:
  Net investment income (loss) .....................................    $    103,823         $   (55,506)
  Net realized gain on investments .................................       4,236,236             619,916
  Net change in unrealized appreciation/depreciation on investments          191,519          13,782,148
                                                                        ------------         -----------
  NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS .............       4,531,578          14,346,558
                                                                        ------------         -----------
DISTRIBUTIONS TO SHAREHOLDERS:
  Net investment income
    Class AAA ......................................................        (109,308)                 --
    Class A ........................................................              (4)                 --
    Class I ........................................................              (6)                 --
                                                                        ------------         -----------
  TOTAL DISTRIBUTIONS TO SHAREHOLDERS ..............................        (109,318)                 --
                                                                        ------------         -----------
SHARES OF BENEFICIAL INTEREST TRANSACTIONS:
  Class AAA ........................................................     (14,476,855)         10,241,167
  Class A ..........................................................               3               1,000
  Class B ..........................................................              --               1,000
  Class C ..........................................................              --               1,000
  Class I ..........................................................           1,005                  --
                                                                        ------------         -----------
  NET INCREASE (DECREASE) IN NET ASSETS FROM SHARES OF
    BENEFICIAL INTEREST TRANSACTIONS ...............................     (14,475,847)         10,244,167
                                                                        ------------         -----------
  REDEMPTION FEES ..................................................           2,604                  --
                                                                        ------------         -----------
  NET INCREASE (DECREASE) IN NET ASSETS ............................     (10,050,983)         24,590,725
NET ASSETS:
  Beginning of period ..............................................      48,502,959          23,912,234
                                                                        ------------         -----------
  End of period ....................................................    $ 38,451,976         $48,502,959
                                                                        ============         ===========


                 See accompanying notes to financial statements.

                                        7


THE GABELLI BLUE CHIP VALUE FUND
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------

1. ORGANIZATION.  The Gabelli Blue Chip Value Fund (the "Fund") was organized on
May 13, 1999 as a Delaware statutory 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 commenced  operations on August 26,
1999. The Fund's primary objective is long-term growth of capital.

2. SIGNIFICANT  ACCOUNTING POLICIES.  The preparation of financial statements in
accordance  with  U.S.  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 (the "Board") so determines, by such other method as the Board
shall  determine  in good faith,  to reflect its fair  market  value.  Portfolio
securities  traded on more than one national  securities  exchange or market are
valued according to the broadest and most  representative  market, as determined
by Gabelli Funds, LLC (the "Adviser").

Portfolio securities primarily traded on foreign markets are generally valued at
the preceding closing values of such securities on their respective exchanges or
if after the close of the foreign markets, but prior to the close of business on
the day the securities are being valued, market conditions change significantly,
certain foreign securities may be fair valued pursuant to procedures established
by the Board.  Debt  instruments  that are not credit  impaired  with  remaining
maturities  of 60 days or less are valued at  amortized  cost,  unless the Board
determines  such amount does not reflect the  securities'  fair value,  in which
case these  securities  will be valued at their fair value as  determined by the
Board. 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.  Futures contracts are valued at the closing
settlement  price of the  exchange  or board  of trade on which  the  applicable
contract is traded.

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.  Fair valuation
methodologies  and procedures may include,  but are not limited to: analysis and
review of available  financial and non-financial  information about the company;
comparisons  to the  valuation  and changes in valuation of similar  securities,
including a comparison of foreign securities to the equivalent U.S. dollar value
ADR  securities at the close of the U.S.  exchange;  and evaluation of any other
information that could be indicative of the value of the security.

REPURCHASE  AGREEMENTS.  The Fund may  enter  into  repurchase  agreements  with
primary  government  securities dealers recognized by the Federal Reserve Board,
with member banks of the Federal Reserve System or with other brokers or dealers
that meet credit  guidelines  established  by the  Adviser  and  reviewed by the
Board.  Under  the  terms of a  typical  repurchase  agreement,  the Fund  takes
possession  of an  underlying

                                       8


THE GABELLI BLUE CHIP VALUE FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------

debt  obligation  subject to an obligation of the seller to repurchase,  and the
Fund to  resell,  the  obligation  at an  agreed-upon  price and  time,  thereby
determining  the yield during the Fund's  holding  period.  The Fund will always
receive and maintain  securities  as collateral  whose market  value,  including
accrued  interest,  will be at least equal to 102% of the dollar amount invested
by the Fund in each  agreement.  The Fund will make payment for such  securities
only upon  physical  delivery  or upon  evidence  of book entry  transfer of the
collateral to the account of the  custodian.  To the extent that any  repurchase
transaction   exceeds  one  business  day,  the  value  of  the   collateral  is
marked-to-market on a daily basis to maintain the adequacy of the collateral. If
the seller  defaults and the value of the  collateral  declines or if bankruptcy
proceedings   are  commenced  with  respect  to  the  seller  of  the  security,
realization of the collateral by the Fund may be delayed or limited.

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.

DETERMINATION   OF  NET  ASSET  VALUE  AND  CALCULATION  OF  EXPENSES.   Certain
administrative  expenses are common to, and allocated among,  various affiliated
funds.  Such allocations are made on the basis of each Fund's average net assets
or other criteria  directly  affecting the expenses as determined by the Adviser
pursuant to procedures established by the Board.

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

DIVIDENDS AND  DISTRIBUTIONS  TO  SHAREHOLDERS.  Dividends and  distributions to
shareholders are recorded on the ex-dividend date. Distributions to shareholders
are based on  ordinary  income and  long-term  capital  gains as  determined  in
accordance with Federal income tax regulations, which may differ from income and
capital gains as determined under U.S. generally accepted accounting principles.
These differences are primarily due to differing  treatments of income and gains
on  various  investment  securities  held by the Fund,  timing  differences  and
differing characterizations of distributions made by the Fund.

These book/tax  differences  are either  temporary or permanent in nature.To the
extent these differences are permanent,  adjustments are made to the appropriate
equity accounts in the period that the differences arise.

For the year ended  December 31, 2004,  reclassifications  were made to decrease
accumulated  net investment  loss for $5,495,  with an offsetting  adjustment to
additional paid-in capital.  These  reclassifications  have no impact on the net
asset value of the Fund and the  calculation of net investment  income per share
in the financial highlights excludes these adjustments.

The tax  character  of  distributions  of  $109,318  paid  during the year ended
December 31, 2004 was ordinary  income.  No  distributions  were paid during the
year ended December 31, 2003.

                                       9


THE GABELLI BLUE CHIP VALUE 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  (the  "Code").  It is the Fund's  policy to comply  with the
requirements  of the Code  applicable to regulated  investment  companies and to
distribute  substantially  all of its net investment  company taxable income and
net capital gains. Therefore, no provision for Federal income taxes is required.

As of December 31, 2004, the components of earnings/(losses) on a tax basis were
as follows:

             Capital loss carryforward .................    $(10,302,969)
             Net unrealized appreciation ...............       5,539,056
                                                            ------------
             Total accumulated loss ....................    $ (4,763,913)
                                                            ============

The Fund has a net capital loss  carryforward for Federal income tax purposes at
December 31, 2004 of $10,302,969. This capital loss carryforward is available to
reduce  future  required  distributions  of net capital  gains to  shareholders.
$2,438,953 of the loss carryforward is available through 2009; and $7,864,016 is
available  through 2010. For the year ended December 31, 2004, the Fund utilized
net capital loss carryforwards of $3,915,096.

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.  The  Adviser
contractually  agreed to reimburse  expenses of the Fund to the extent necessary
to maintain the annualized total operating expenses of the Fund at 2.00%, 2.00%,
2.75%,  2.75% and 1.75%,  respectively,  of Class AAA, Class A, Class B, Class C
and Class I Shares'  average daily net assets.  The Fund is obliged to repay the
Adviser for a period of two fiscal years  following the fiscal year in which the
Adviser  reimbursed  the Fund only to the extent that the operating  expenses of
the Fund fell below  2.00%,  2.00%,  2.75%,  2.75% and 1.75%,  respectively,  of
average  daily net assets  for Class AAA,  Class A, Class B, Class C and Class I
Shares,  respectively.  There have been no expense reimbursements by the Adviser
in 2003 or 2004.

4. DISTRIBUTION  PLAN.   The Fund's Board has adopted a  distribution  plan (the
"Plan")  for each class of shares  (other  than Class I)  pursuant to Rule 12b-1
under the 1940 Act. Gabelli & Company, Inc. ("Gabelli & Company"),  an affiliate
of the Adviser, serves as distributor of the Fund. Under the Class AAA, Class A,
Class B and Class C Share Plans, payments are authorized to Gabelli & Company at
annual  rates of 0.25%,  0.25%,  1.00% and 1.00%,  respectively,  of the average
daily net assets of those classes,  the annual limitations under each Plan. Such
payments are accrued daily and paid monthly.

5. PORTFOLIO SECURITIES. Purchases and proceeds from the sales of securities for
the year ended December 31, 2004, other than short term  securities,  aggregated
$10,865,739 and $25,514,461, respectively.

6. SHARES OF  BENEFICIAL  INTEREST.  The Fund  offers five  classes of shares --
Class AAA  Shares,  Class A Shares,  Class B Shares,  Class C Shares and Class I
Shares. Class AAA Shares are offered only to investors who acquire them directly
from  Gabelli &  Company  or  through  selected  broker/dealers  without a sales
charge. Class A Shares are subject to a maximum front-end sales charge of 5.75%.
Class B Shares are subject to a contingent  deferred

                                       10


THE GABELLI BLUE CHIP VALUE FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------

sales  charge  ("CDSC")  upon  redemption  within  six  years of  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 one  year  after  purchase.  As of July 27,  2004,  Class B Shares  are
available only through exchange of Class B Shares of other Funds  distributed by
Gabelli  &  Company.  Class I Shares  are  offered  to  institutional  investors
(beginning  July 1, 2004)  that  acquire  the Fund  directly  through  Gabelli &
Company.

Effective  September 1, 2004 the Fund imposed a redemption fee of 2.00% on Class
AAA, Class A, Class B, Class C and Class I Shares that are redeemed or exchanged
within sixty days after the date of a purchase.  The  redemption fee is deducted
from  the  proceeds  otherwise  payable  to the  redeeming  shareholders  and is
retained by the Fund. The  redemption  fees retained by the Fund during the year
ended December 31, 2004 amounted to $2,604.

The redemption fee did not apply to shares  purchased  through programs that the
Adviser  determined to have  appropriate  short-term  trading policies in place.
Additionally,  certain recordkeepers for qualified and non-qualified  retirement
plans that could not collect the redemption fee at the participant  level due to
systems limitations have received an extension until March 31, 2005 to implement
such systems.

Transactions in shares of beneficial interest were as follows:



                                                              YEAR ENDED                        YEAR ENDED
                                                           DECEMBER 31, 2004                 DECEMBER 31, 2003
                                                     ----------------------------      ---------------------------
                                                       SHARES          AMOUNT            SHARES         AMOUNT
                                                     ----------      ------------      ----------     ------------
                                                             CLASS AAA                         CLASS AAA
                                                     ----------------------------      ---------------------------
                                                                                          
Shares sold ......................................    1,272,742      $ 13,787,702       8,845,638     $ 77,513,568
Shares issued upon reinvestment of dividends .....        8,992           106,195              --               --
Shares redeemed ..................................   (2,629,087)      (28,370,752)     (7,507,239)     (67,272,401)
                                                     ----------      ------------      ----------     ------------
    Net increase (decrease) ......................   (1,347,353)     $(14,476,855)      1,338,399     $ 10,241,167
                                                     ==========      ============      ==========     ============


                                                              CLASS A                           CLASS A*
                                                     ----------------------------      ---------------------------
                                                                                          
Shares sold ......................................           --                --              95     $      1,000
Shares issued upon reinvestment of dividends .....            0**    $          3              --               --
                                                     ----------      ------------      ----------     ------------
    Net increase .................................            0      $          3              95     $      1,000
                                                     ==========      ============      ==========     ============


                                                              CLASS B                           CLASS B*
                                                     ----------------------------      ---------------------------
                                                                                          
Shares sold ......................................           --                --              95     $      1,000
                                                     ----------      ------------      ----------     ------------
    Net increase .................................           --                --              95     $      1,000
                                                     ==========      ============      ==========     ============


                                                              CLASS C                           CLASS C*
                                                     ----------------------------      ---------------------------
                                                                                          
Shares sold ......................................           --                --              95     $      1,000
Shares redeemed ..................................           --                --              --               --
                                                     ----------      ------------      ----------     ------------
    Net increase (decrease) ......................           --                --              95     $      1,000
                                                     ==========      ============      ==========     ============


                                                              CLASS I*
                                                     ----------------------------
                                                               
Shares sold ......................................          100      $      1,100
Shares issued upon reinvestment of dividends .....            1                 6
Shares redeemed ..................................          (10)             (101)
                                                     ----------      ------------
    Net increase .................................           91      $      1,005
                                                     ==========      ============
<FN>
- ----------
*  Commencement  of share  offering to the public on December 23, 2003.  Class I Shares were first  offered to the
   public and initial  shares were sold to Gabelli Asset  Management  Inc. on June 30, 2004.
** Shares  rounded to less than 0.5 shares.
</FN>


                                       11


THE GABELLI BLUE CHIP VALUE FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------

7. TRANSACTIONS  WITH  AFFILIATES.  During the year ended December 31, 2004, the
Fund paid brokerage commissions of $10,095 to Gabelli & Company.

The cost of  calculating  the Fund's net asset value per share is a Fund expense
pursuant to the Advisory Agreement between the Fund and the Adviser.  During the
year  ended  December  31,  2004,  the Fund  reimbursed  the  Adviser  $2,900 in
connection  with the cost of  computing  the  Fund's net asset  value,  which is
included in miscellaneous expenses in the Statement of Operations.

8. OTHER MATTERS. The Adviser and/or affiliates have received subpoenas from the
Attorney  General of the State ofNew York and the SEC requesting  information on
mutual fund  shares  trading  practices.  Gabelli  Asset  Management  Inc.,  the
Adviser's  parent  company,  is responding to these  requests.  TheFund does not
believe  that these  matters will have a material  adverse  effect on the Fund's
financial position or the results of its operations.

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

                                       12


THE GABELLI BLUE CHIP VALUE FUND
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

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



                                       INCOME
                             FROM INVESTMENT OPERATIONS                                  DISTRIBUTIONS
              ----------------------------------------------------------    -----------------------------------------
                                                  Net
              Net Asset                      Realized and        Total                       Net
  Period        Value,          Net            Unrealized        from           Net       Realized
   Ended      Beginning      Investment      Gain/(Loss) on   Investment    Investment     Gain on          Total
December 31   of Period   Income/(Loss)(c)    Investments     Operations      Income     Investments    Distributions
- -----------   ---------   ----------------   --------------   ----------    ----------   -----------    -------------
                                                                                      
CLASS AAA
  2004          $10.54         $ 0.03            $ 1.27         $ 1.30        $(0.03)           --         $(0.03)
  2003            7.32          (0.01)             3.23           3.22            --            --             --
  2002           10.71          (0.03)            (3.36)         (3.39)           --            --             --
  2001           12.17          (0.05)            (1.38)         (1.43)           --        $(0.03)         (0.03)
  2000           11.65          (0.02)             1.31           1.29            --         (0.77)         (0.77)
CLASS A(b)
  2004          $10.54         $ 0.04            $ 1.28         $ 1.32        $(0.04)           --         $(0.04)
CLASS B(b)
  2004          $10.54         $(0.04)           $ 1.26         $ 1.22            --            --             --
CLASS C(b)
  2004          $10.54         $(0.08)           $ 1.30         $ 1.22            --            --             --
CLASS I(e)
  2004          $11.01         $ 0.05            $ 0.80         $ 0.85        $(0.07)           --         $(0.07)




                                                     RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA
                                       ---------------------------------------------------------------------------------------

                           Net Asset             Net Assets       Net           Operating            Operating
  Period                    Value,                  End of     Investment       Expenses             Expenses        Portfolio
   Ended      Redemption    End of      Total      Period        Income/         Net of                Before        Turnover
December 31     Fees(c)     Period     Return+   (in 000's)      (Loss)     Reimbursements(d)    Reimbursements(d)     Rate
- -----------   ----------   ---------   -------   -----------   ----------   -----------------    -----------------   ---------
                                                                                                
CLASS AAA
  2004          $0.00(f)     $11.81     12.4%      $38,448        0.25%           1.89%                1.89%             26%
  2003             --         10.54     44.0        48,503       (0.12)           1.86                 1.86             140
  2002             --          7.32    (31.7)       23,912       (0.40)           1.94                 1.94              94
  2001             --         10.71    (11.8)       42,403       (0.36)(a)        1.75(a)              1.75(a)           92
  2000             --         12.17     11.1        25,692       (0.29)           2.25                 2.00             107
CLASS A(b)
  2004          $0.00(f)     $11.82     12.5%        $   1        0.38%           1.89%                1.89%             26%
CLASS B(b)
  2004          $0.00(f)     $11.76     11.6%        $   1       (0.38)%          2.64%                2.64%             26%
CLASS C(b)
  2004          $0.00(f)     $11.76     11.6%        $   1       (0.71)%          2.64%                2.64%             26%
CLASS I(e)
  2004          $0.00(f)     $11.79      7.7%        $   1        0.81%           1.59%(h)             1.59%(h)          26%

<FN>
- ----------
+   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 and does not reflect applicable sales charges.  Total return
    for less than one year is not annualized.
(a) Under an expense  deferral  agreement  with the Adviser,  the Fund repaid the Adviser  $34,909  during 2001,  representing
    previous reimbursed expenses from the Adviser.  During the period ended December 31, 2001, had such payment not been made,
    the expense ratio would have been 1.68% and the net investment income ratio would have been (0.30)%.
(b) Class A, Class B and Class C Shares were  outstanding  within the period  December  23, 2003  through  December  31, 2003.
    Financial  Highlights are not presented for Class A, Class B and Class C Shares as the  information for this period is not
    considered meaningful.
(c) Per share data is calculated using the average shares outstanding method.
(d) The fund incurred  interest expense for the year ended December 31, 2004. If interest  expense had not been incurred,  the
    ratio of expenses to average net assets for Class AAA, Class A, Class B, Class C and Class I would have been 1.87%, 1.87%,
    2.62%, 2.62% and 1.59%, respectively.
(e) From the commencement of offering Class I Shares on June 30, 2004.
(f) Amount represents less than $0.005 per share.
(h) Annualized.
</FN>


                See accompanying notes to financial statements.

                                       13


THE GABELLI BLUE CHIP VALUE FUND
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------

To the Shareholders and Board of Trustees of
The Gabelli Blue Chip Value Fund

We have audited the accompanying statement of assets and liabilities,  including
the schedule of  investments,  of The Gabelli Blue Chip Value Fund (the "Fund"),
as of December 31, 2004,  and the related  statement of operations  for the year
then ended,  the statement of changes in net assets for each of the two years in
the period  then ended,  and the  financial  highlights  for each of the periods
indicated therein.  These financial  statements and financial highlights are the
responsibility  of the Fund's  management.  Our  responsibility is to express an
opinion on these  financial  statements  and financial  highlights  based on our
audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement.  An audit
includes  consideration of internal control over financial  reporting as a basis
for designing audit  procedures that are appropriate in the  circumstances,  but
not for the purpose of expressing an opinion on the  effectiveness of the Fund's
internal  control  over  financial  reporting.  Accordingly,  we express no such
opinion. An audit also includes examining,  on a test basis, evidence supporting
the  amounts  and   disclosures  in  the  financial   statements  and  financial
highlights,  assessing the accounting  principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
Our  procedures  included  confirmation  of securities  owned as of December 31,
2004, by correspondence  with the Fund's custodian and brokers.  We believe that
our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Gabelli Blue Chip Value Fund at December 31, 2004, 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 periods
indicated  therein,  in  conformity  with  U.S.  generally  accepted  accounting
principles.

                                                   /s/ ERNST & YOUNG

New York, New York
February 11, 2005

- --------------------------------------------------------------------------------
                   2004 TAX NOTICE TO SHAREHOLDERS (Unaudited)

   For the fiscal year ended December 31, 2004,  the Fund paid to  shareholders,
   an ordinary income dividend totaling  $0.0336,  $0.0386 and $0.0657 per share
   for Class AAA, Class A and Class I,  respectively.  For the fiscal year ended
   December 31, 2004,  100% of the ordinary  income  dividend  qualifies for the
   dividend  received  deduction  available  to  corporations  and  100%  of the
   ordinary income distributions was qualifying dividend income.

   U.S. GOVERNMENT INCOME:
   The percentage of the ordinary income dividend paid by the Fund during fiscal
   year 2004 which was derived from U.S.  Treasury  securities  was 0.32%.  Such
   income is exempt  from  state and  local  tax in all  states.  However,  many
   states,  including  New  York and  California,  allow a tax  exemption  for a
   portion of the income  earned only if a mutual fund has invested at least 50%
   of its assets at the end of each  quarter of the Fund's  fiscal  year in U.S.
   Government  securities.  The  Gabelli  Blue Chip Value Fund did not meet this
   strict  requirement in 2004. Due to the diversity in state and local tax law,
   it is  recommended  that you  consult  your  personal  tax  advisor as to the
   applicability of the information provided to your specific situation.
- --------------------------------------------------------------------------------

                                       14


THE GABELLI BLUE CHIP VALUE 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 Blue Chip Value Fund Trustees
and  is  available,   without  charge,  upon  request,  by  calling  800-GABELLI
(800-422-3554)  or by  writing  to The  Gabelli  Blue  Chip  Value  Fund  at One
Corporate Center, Rye, NY 10580-1422.



                           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 4
- -----------------        ----------     -------------   ---------------------------------------------   ----------------------------
INTERESTED TRUSTEES 3:
- ----------------------
                                                                                            
MARIO J. GABELLI         Since 1999           24        Chairman of the Board, Chief Executive Officer  Director of Morgan Group
Trustee                                                 of Gabelli Asset Management Inc. and Chief      Holdings, Inc. (holding
Age: 62                                                 Investment Officer of Gabelli Funds, LLC and    company)
                                                        GAMCO Investors, Inc.; Vice Chairman and Chief
                                                        Executive Officer of Lynch Interactive
                                                        Corporation (multimedia and services)

KARL OTTO POHL           Since 1999           34        Member of the Shareholder Committee of Sal      Director of Gabelli Asset
Trustee                                                 Oppenheim Jr. & Cie (private investment bank);  Management Inc. (investment
Age: 75                                                 Former President of the Deutsche Bundesbank     management); Chairman,
                                                        and Chairman of its Central Bank Council        Incentive Capital and
                                                        (1980-1991)                                     Incentive Asset Management
                                                                                                        (Zurich); Director at Sal
                                                                                                        Oppenheim Jr. & Cie, Zurich


NON-INTERESTED TRUSTEES:
- ------------------------
                                                                                            
ANTHONY J. COLAVITA      Since 1999           36        President and Attorney at Law in the law firm               --
Trustee                                                 of Anthony J. Colavita, P.C.
Age: 69

VINCENT D. ENRIGHT       Since 1999           13        Former Senior Vice President and Chief          Director of Aphton
Trustee                                                 Financial Officer of KeySpan Energy             Corporation
Age: 61                                                 Corporation                                     (biopharmaceutical company)

MARY E. HAUCK            Since 2000           6         Retired Senior Manager of the Gabelli O'Connor              --
Trustee                                                 Fixed Income Mutual Funds Management Company
Age: 62

WERNER J. ROEDER, MD     Since 1999           26        Medical Director of Lawrence Hospital and                   --
Trustee                                                 practicing private physician
Age: 64


OFFICERS:
- ---------
                                                                                            
BRUCE N. ALPERT          Since 2003           --        Executive Vice President and Chief Operating                --
President andTreasurer                                  Officer of Gabelli Funds, LLC since 1988 and
Age: 53                                                 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 1999           --        Vice President, General Counsel and Secretary               --
Secretary                                               of Gabelli Asset Management Inc. since 1999
Age: 41                                                 and GAMCO Investors, Inc. since 1993;
                                                        Secretary of all mutual funds advised by
                                                        Gabelli Advisers, Inc. and Gabelli Funds, LLC

PETER GOLDSTEIN          Since 2004           --        Director of Regulatory Affairs at Gabelli
Chief Compliance Officer                                Asset Management Inc. since February 2004;
Age: 51                                                 Vice President of Goldman Sachs Asset
                                                        Management from November 2000 through January
                                                        2004; Deputy GeneralCounsel at Gabelli Asset
                                                        Management Inc. from February 1998 through
                                                        November 2000
<FN>
- ------------
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 Agreement and Declaration of Trust.  Each officer
    will hold office for an indefinite term until the date he or she resigns or retires or until his or her successor is elected and
    qualified.
3   "Interested  person" of the Fund as defined in the Investment Company Act of 1940. Messrs.  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.
4   This column includes only  directorships  of companies  required to report to the SEC under the Securities  Exchange Act of 1934
    (i.e. public companies) or other investment companies registered under the 1940 Act.
</FN>


                                       15


                        THE GABELLI BLUE CHIP VALUE 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                         Mary E. Hauck
CHAIRMAN AND CHIEF                            (RETIRED) SENIOR PORTFOLIO MANAGER
INVESTMENT OFFICER                            GABELLI-O'CONNOR FIXED INCOME
GABELLI ASSET MANAGEMENT INC.                 MUTUAL FUND MANAGEMENT CO.

Anthony J. Colavita                           Karl Otto Pohl
ATTORNEY-AT-LAW                               FORMER PRESIDENT
ANTHONY J. COLAVITA, P.C.                     DEUTSCHE BUNDESBANK

Vincent D. Enright                            Werner J. Roeder, MD
FORMER SENIOR VICE PRESIDENT                  MEDICAL DIRECTOR
AND CHIEF FINANCIAL OFFICER                   LAWRENCE HOSPITAL
KEYSPAN ENERGY CORP.

                         OFFICERS AND PORTFOLIO MANAGER

Barbara G. Marcin, CFA                        Bruce N. Alpert
PORTFOLIO MANAGER                             PRESIDENT AND TREASURER

James E. McKee                                Peter Goldstein
SECRETARY                                     CHIEF COMPLIANCE OFFICER

                                   DISTRIBUTOR
                             Gabelli & Company, Inc.

                  CUSTODIAN, TRANSFER AGENT AND DIVIDEND AGENT
                       State Street Bank and Trust Company

                                  LEGAL COUNSEL
                    Skadden, Arps, Slate, Meagher & Flom LLP


- --------------------------------------------------------------------------------
This report is submitted for the general  information of the shareholders of The
Gabelli  Blue  Chip  Value  Fund.  It is  not  authorized  for  distribution  to
prospective investors unless preceded or accompanied by an effective prospectus.
- --------------------------------------------------------------------------------
GAB402Q404SR



ITEM 2. CODE OF ETHICS.

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

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


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





ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

As of the end of the period  covered by the report,  the  registrant's  Board of
Trustees  has  determined  that  Vincent D.  Enright is qualified to serve as an
audit committee  financial  expert serving on its audit committee and that he is
"independent," as defined by Item 3 of Form N-CSR.


ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Audit Fees
- ----------

   (a)  The  aggregate  fees  billed for each of the last two  fiscal  years for
        professional services rendered by the principal accountant for the audit
        of the  registrant's  annual  financial  statements or services that are
        normally  provided by the  accountant in connection  with  statutory and
        regulatory  filings or engagements for those fiscal years are $20,300 in
        2004 and $19,000 in 2003.

Audit-Related Fees
- ------------------



   (b)  The  aggregate  fees  billed  in each of the last two  fiscal  years for
        assurance  and related  services by the  principal  accountant  that are
        reasonably  related to the performance of the audit of the  registrant's
        financial  statements and are not reported  under  paragraph (a) of this
        Item are $0 in 2004 and $0 in 2003.

Tax Fees
- --------

   (c)  The  aggregate  fees  billed  in each of the last two  fiscal  years for
        professional  services  rendered  by the  principal  accountant  for tax
        compliance,  tax advice,  and tax planning are $3,600 in 2004 and $3,400
        in 2003.

        Tax fees represent tax compliance  services provided  in connection with
        the review of the Registrant's tax returns.

All Other Fees
- --------------

   (d)  The  aggregate  fees  billed  in each of the last two  fiscal  years for
        products and services provided by the principal  accountant,  other than
        the services  reported in paragraphs (a) through (c) of this Item are $0
        in 2004 and $0 in 2003.

   (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 the
           Adviser,  Gabelli Funds, LLC, and any affiliate of Gabelli Funds, LLC
           ("Gabelli")  that  provides  services to the  registrant  (a "Covered
           Services Provider") if the independent  auditors'  engagement related
           directly to the operations and financial reporting of the registrant.
           The Committee may delegate its responsibility to pre-approve any such
           audit and  permissible  non-audit  services to the Chairperson of the
           Committee,  and the Chairperson must report to the Committee,  at its
           next regularly scheduled meeting after the Chairperson's pre-approval
           of such  services,  his or her  decision(s).  The  Committee may also
           establish   detailed   pre-approval   policies  and   procedures  for
           pre-approval  of such services in accordance  with  applicable  laws,
           including  the   delegation  of  some  or  all  of  the   Committee's
           pre-approval  responsibilities  to  the  other  persons  (other  than
           Gabelli or the registrant's officers).  Pre-approval by the Committee
           of any permissible non-audit services is not required so long as: (i)
           the  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 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 $68,600 in 2004 and $62,400 in 2003.

   (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. SCHEDULE OF INVESTMENTS

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



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

Not applicable.



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

Not applicable.



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

Not applicable.



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

There have been no material  changes to the procedures by which the shareholders
may  recommend  nominees to the  registrant's  board of  directors,  where those
changes were  implemented  after the  registrant  last  provided  disclosure  in
response to the  requirements  of Item  7(d)(2)(ii)(G)  of Schedule  14A (17 CFR
240.14a-101), or this Item.


ITEM 11. CONTROLS AND PROCEDURES.

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


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


ITEM 12. EXHIBITS.

   (a)(1)  Code of ethics, that is the subject of disclosure required by Item 2,
           filed as exhibit  (a)(1) to the  Registrant's  Form  N-CSR,  filed on
           March 10, 2004 (Accession No. 0000935069-04-000488).

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

   (a)(3)  Not applicable.


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



                                   SIGNATURES

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

(registrant)               The Gabelli Blue Chip Value Fund
            --------------------------------------------------------------------

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

Date     March 9, 2005
    ----------------------------------------------------------------------------


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
                           & Principal Financial Officer

Date     March 9, 2005
    ----------------------------------------------------------------------------


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