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 811-05848 --------- The Gabelli Value Fund Inc. ----------------------------------------- (Exact name of registrant as specified in charter) One Corporate Center Rye, New York 10580-1422 ----------------------------------------- (Address of principal executive offices) (Zip code) Bruce N. Alpert Gabelli Funds, LLC One Corporate Center Rye, New York 10580-1422 ----------------------------------------- (Name and address of agent for service) registrant's telephone number, including area code: 1-800-422-3554 -------------- Date of fiscal year end: December 31 ----------- Date of reporting period: June 30, 2005 ------------- 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. THE GABELLI VALUE FUND INC. SEMI-ANNUAL REPORT JUNE 30, 2005 TO OUR SHAREHOLDERS, During the second quarter of 2005, The Gabelli Value Fund (the "Fund") rose 2.0%, while the Standard & Poor's ("S&P") 500 Index rose 1.4% and the Dow Jones Industrials Average declined 1.6%. For the six month period ended June 30, 2005, the Fund was down 0.2% versus declines of 0.8% and 3.5% for the S&P 500 Index and the Dow Jones Industrial Average, respectively. Enclosed are the financial statements and the investment portfolio as of June 30, 2005. COMPARATIVE RESULTS - --------------------------------------------------------------------------------------------------------------------- AVERAGE ANNUAL RETURNS THROUGH JUNE 30, 2005 (A) Since Year to Inception Quarter Date 1 Year 3 Year 5 Year 10 Year 15 Year (9/29/89) - --------------------------------------------------------------------------------------------------------------------- GABELLI VALUE FUND CLASS A .... 1.99% (0.15)% 9.91% 12.43% 4.54% 13.26% 13.55% 12.93% (3.62)(B) (5.63)(B) 3.87(B) 10.33(B) 3.36(B) 12.62(B) 13.13(B) 12.52(B) S&P 500 Index ................. 1.37 (0.81) 6.32 8.28 (2.37) 9.94 10.64 10.46 Dow Jones Industrial Average .. (1.62) (3.50) 0.83 5.99 1.76 10.65 11.42 11.52 Nasdaq Composite Index ........ 2.89 (5.45) 0.45 12.02 (12.31) 8.22 10.46 9.78 Class B ....................... 1.80 (0.59) 9.04 11.57 3.75 12.80 13.24 12.63 (3.20)(c) (5.56)(c) 4.04(c) 10.76(c) 3.40(c) 12.80(c) 13.24(c) 12.63(c) Class C ....................... 1.74 (0.59) 9.03 11.56 3.75 12.83 13.26 12.65 0.74(c) (1.58)(c) 8.03(c) 11.56(c) 3.75(c) 12.83(c) 13.26(c) 12.65(c) (a) RETURNS REPRESENT PAST PERFORMANCE AND DO NOT GUARANTEE FUTURE RESULTS. TOTAL RETURNS AND AVERAGE ANNUAL RETURNS REFLECT CHANGES IN SHARE PRICES 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. PERFORMANCE RETURNS FOR PERIODS LESS THAN ONE YEAR ARE NOT ANNUALIZED. 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. THE CLASS A SHARES' NET ASSET VALUES ARE USED TO CALCULATE PERFORMANCE FOR THE PERIODS PRIOR TO THE ISSUANCE OF CLASS B SHARES AND CLASS C SHARES ON MARCH 15, 2000. 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 DOW JONES INDUSTRIAL AVERAGE IS AN UNMANAGED INDEX OF 30 LARGE CAPITALIZATION STOCKS. THE S&P 500 INDEX AND THE NASDAQ COMPOSITE INDEX ARE UNMANAGED INDICATORS OF STOCK MARKET PERFORMANCE. DIVIDENDS ARE REINVESTED EXCEPT FOR THE NASDAQ COMPOSITE INDEX. (b) INCLUDES THE EFFECT OF THE MAXIMUM 5.5% 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. CLASS B SHARES ARE NOT AVAILABLE FOR NEW PURCHASES. - -------------------------------------------------------------------------------- We have separated the portfolio manager's commentary from the financial statements and investment portfolio due to corporate governance regulations stipulated by the Sarbanes-Oxley Act of 2002. We have done this to ensure that the content of the portfolio manager's commentary is unrestricted. The financial statements and investment portfolio are mailed separately. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com/funds. - -------------------------------------------------------------------------------- THE GABELLI VALUE FUND INC. DISCLOSURE OF FUND EXPENSES (UNAUDITED) For the Six Month Period from January 1, 2005 through June 30, 2005 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 six months ended June 30, 2005. Beginning Ending Annualized Expenses Account Value Account Value Expense Paid During 01/01/05 06/30/05 Ratio Period* - -------------------------------------------------------------------------------- GABELLI VALUE FUND - -------------------------------------------------------------------------------- ACTUAL FUND RETURN Class A $1,000.00 $ 998.50 1.40% $ 6.94 Class B $1,000.00 $ 994.10 2.15% $10.63 Class C $1,000.00 $ 994.10 2.15% $10.63 HYPOTHETICAL 5% RETURN Class A $1,000.00 $1,017.85 1.40% $ 7.00 Class B $1,000.00 $1,014.13 2.15% $10.74 Class C $1,000.00 $1,014.13 2.15% $10.74 * 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 365. 2 SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED) The following table presents portfolio holdings as a percent of total net assets. THE GABELLI VALUE FUND INC. Entertainment .................................. 16.6% Publishing ..................................... 12.2% Cable and Satellite ............................ 10.1% Telecommunications ............................. 7.1% Food and Beverage .............................. 5.7% Hotels and Gaming .............................. 5.6% Diversified Industrial ......................... 4.8% Retail ......................................... 3.6% Automotive: Parts and Accessories .............. 3.1% Financial Services ............................. 2.8% Consumer Products .............................. 2.6% Metals and Mining .............................. 2.5% Broadcasting ................................... 2.4% Equipment and Supplies ......................... 2.4% Communications Equipment ....................... 2.3% Electronics .................................... 2.2% Environmental Services ......................... 2.2% Energy and Utilities ........................... 1.9% Agriculture .................................... 1.6% Aviation: Parts and Services ................... 1.5% Specialty Chemicals ............................ 1.3% Repurchase Agreements .......................... 1.1% Business Services .............................. 1.0% Consumer Services .............................. 0.9% Machinery ...................................... 0.6% Manufactured Housing ........................... 0.5% Health Care .................................... 0.4% Real Estate .................................... 0.3% Wireless Communications ........................ 0.2% Computer Software and Services ................. 0.1% Other Assets and Liabilities - Net ............. 0.4% ------ 100.0% ====== THE FUND FILES A COMPLETE SCHEDULE OF PORTFOLIO HOLDINGS WITH THE SEC FOR THE FIRST AND THIRD QUARTERS OF EACH FISCAL YEAR ON FORM N-Q, THE LAST OF WHICH WAS FILED FOR THE QUARTER ENDING MARCH 31, 2005. SHAREHOLDERS MAY OBTAIN THIS INFORMATION AT WWW.GABELLI.COM OR BY CALLING THE FUND AT 800-GABELLI (800-422-3554). THE FUND'S FORM N-Q IS AVAILABLE ON THE SEC'S WEBSITE AT WWW.SEC.GOV AND MAY ALSO BE REVIEWED AND COPIED AT THE COMMISSION'S PUBLIC REFERENCE ROOM IN WASHINGTON, DC. INFORMATION ON THE OPERATION OF THE PUBLIC REFERENCE ROOM MAY BE OBTAINED BY CALLING 1-800-SEC-0330. 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 without charge, upon request, (i) 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. 3 THE GABELLI VALUE FUND INC. SCHEDULE OF INVESTMENTS -- JUNE 30, 2005 (UNAUDITED) - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS -- 98.5% AEROSPACE -- 0.0% 1,000 Lockheed Martin Corp. ..$ 25,800 $ 64,870 ------------ -------------- AGRICULTURE -- 1.6% 890,000 Archer-Daniels- Midland Co. .......... 10,410,116 19,028,200 25,000 Mosaic Co.+ ............ 309,130 389,000 ------------ -------------- 10,719,246 19,417,200 ------------ -------------- AUTOMOTIVE: PARTS AND ACCESSORIES -- 3.1% 38,000 China Yuchai International Ltd. ... 300,576 461,320 930,000 Dana Corp. ............. 15,170,614 13,959,300 250,000 Genuine Parts Co. ...... 6,600,695 10,272,500 125,000 Modine Manufacturing Co. .................. 3,413,289 4,070,000 280,000 Navistar International Corp.+ ............... 7,411,095 8,960,000 ------------ -------------- 32,896,269 37,723,120 ------------ -------------- AVIATION: PARTS AND SERVICES -- 1.5% 19,000 Curtiss-Wright Corp. ... 487,166 1,025,050 335,000 Fairchild Corp., Cl. A+ ............... 2,638,805 958,100 450,000 GenCorp Inc.+ .......... 4,371,907 8,667,000 74,000 Sequa Corp., Cl. A+ .... 2,715,433 4,896,580 33,000 Sequa Corp., Cl. B+ .... 1,673,268 2,196,150 ------------ -------------- 11,886,579 17,742,880 ------------ -------------- BROADCASTING -- 2.4% 190,000 Gray Television Inc. ... 2,655,433 2,291,400 705,000 Liberty Corp. .......... 30,557,682 25,951,050 95,000 Young Broadcasting Inc., Cl. A+ ............... 1,501,576 394,250 ------------ -------------- 34,714,691 28,636,700 ------------ -------------- BUSINESS SERVICES -- 1.0% 480,000 Cendant Corp. .......... 4,288,445 10,737,600 12,000 ChoicePoint Inc.+ ...... 415,751 480,600 30,000 Nashua Corp.+ .......... 258,768 283,500 15,000 UNOVA Inc.+ ............ 351,409 399,450 ------------ -------------- 5,314,373 11,901,150 ------------ -------------- CABLE AND SATELLITE -- 10.1% 130,000 Adelphia Communications Corp., Cl. A+ ........ 91,925 13,000 2,550,000 Cablevision Systems Corp., Cl. A+ .............. 27,931,795 82,110,000 350,000 DIRECTV Group Inc.+ .. 6,351,123 5,425,000 130,000 EchoStar Communications Corp., Cl. A ......... 4,029,640 3,919,500 270,000 Liberty Global Inc., Cl. A+ ............... 8,539,559 12,600,900 535,000 Rogers Communications Inc., Cl. B ................ 5,845,613 17,590,800 ------------ -------------- 52,789,655 121,659,200 ------------ -------------- MARKET SHARES COST VALUE ------ ---- ------ COMMUNICATIONS EQUIPMENT -- 2.3% 69,500 Agere Systems Inc.+ ....$ 1,575,737 $ 834,000 720,000 Corning Inc.+ .......... 6,199,592 11,966,400 900,000 Lucent Technologies Inc.+ ................ 4,012,416 2,619,000 500,000 Motorola Inc. .......... 5,413,719 9,130,000 885,000 Nortel Networks Corp.+ . 4,336,076 2,309,850 40,000 Scientific-Atlanta Inc. 370,950 1,330,800 ------------ -------------- 21,908,490 28,190,050 ------------ -------------- COMPUTER SOFTWARE AND SERVICES -- 0.1% 35,000 Yahoo! Inc.+ ........... 1,261,137 1,212,750 ------------ -------------- CONSUMER PRODUCTS -- 2.6% 103,500 Energizer Holdings Inc.+ ................ 2,351,095 6,434,595 93,000 Gallaher Group plc, ADR .................. 2,374,002 5,514,900 500 Givaudan SA ............ 135,440 290,870 145,000 Hartmarx Corp.+ ........ 726,269 1,460,150 20,000 National Presto Industries Inc. ...... 609,961 881,400 190,000 Pactiv Corp.+ .......... 1,841,986 4,100,200 800,000 Swedish Match AB ....... 8,319,382 9,088,757 120,000 Wolverine World Wide Inc. ............ 1,135,070 2,881,200 ------------ -------------- 17,493,205 30,652,072 ------------ -------------- CONSUMER SERVICES -- 0.9% 230,000 IAC/InterActiveCorp+ ... 3,379,444 5,531,500 260,000 Rollins Inc. ........... 1,923,437 5,210,400 ------------ -------------- 5,302,881 10,741,900 ------------ -------------- DIVERSIFIED INDUSTRIAL -- 4.8% 50,000 Ampco-Pittsburgh Corp. . 250,018 600,000 337,000 Cooper Industries Ltd., Cl. A ................ 18,269,969 21,534,300 300,000 Crane Co. .............. 7,946,332 7,890,000 30,000 Griffon Corp.+ ......... 668,566 666,000 50,000 Harbor Global Co. Ltd.+ 133,471 443,750 440,000 Honeywell International Inc. ................. 13,970,669 16,117,200 80,000 ITT Industries Inc. .... 5,661,875 7,810,400 242,000 Katy Industries Inc.+ .. 2,090,301 774,400 115,000 Lamson & Sessions Co.+ . 811,387 1,359,300 ------------ -------------- 49,802,588 57,195,350 ------------ -------------- ELECTRONICS -- 2.2% 230,000 Texas Instruments Inc. . 5,889,627 6,456,100 65,000 Thermo Electron Corp.+ . 1,249,065 1,746,550 650,000 Thomas & Betts Corp.+ .. 13,021,825 18,356,000 5,000 Tyco International Ltd. 58,995 146,000 ------------ -------------- 20,219,512 26,704,650 ------------ -------------- See accompanying notes to financial statements. 4 THE GABELLI VALUE FUND INC. SCHEDULE OF INVESTMENTS (CONTINUED) -- JUNE 30, 2005 (UNAUDITED) - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS (CONTINUED) ENERGY AND UTILITIES -- 1.9% 10,000 Allegheny Energy Inc.+ .$ 123,486 $ 252,200 195,000 ConocoPhillips ......... 5,417,216 11,210,550 40,000 Kerr-McGee Corp. ....... 1,969,210 3,052,400 200,000 Mirant Corp.+ .......... 61,000 102,400 220,000 Northeast Utilities .... 4,150,587 4,589,200 76,000 Southwest Gas Corp. .... 1,511,118 1,938,760 30,000 Unocal Corp. ........... 1,956,750 1,951,500 ------------ -------------- 15,189,367 23,097,010 ------------ -------------- ENTERTAINMENT -- 16.6% 60,000 Dover Motorsports Inc. . 309,314 360,000 214,000 GC Companies Inc.+ (a) . 233,260 184,040 1,520,000 Gemstar-TV Guide International Inc.+ .. 8,513,793 5,456,800 142,000 Grupo Televisa SA, ADR .................. 4,775,147 8,816,780 4,140,000 Liberty Media Corp., Cl. A+ ............... 32,560,813 42,186,600 400,000 The Walt Disney Co. .... 9,427,101 10,072,000 1,380,000 Time Warner Inc.+ ...... 20,550,416 23,059,800 2,590,000 Viacom Inc., Cl. A ..... 58,636,832 83,449,800 800,000 Vivendi Universal SA, ADR .............. 14,729,992 25,064,000 ------------ -------------- 149,736,668 198,649,820 ------------ -------------- ENVIRONMENTAL SERVICES -- 2.2% 260,000 Republic Services Inc. . 4,733,105 9,362,600 582,000 Waste Management Inc. .. 13,553,796 16,493,880 ------------ -------------- 18,286,901 25,856,480 ------------ -------------- EQUIPMENT AND SUPPLIES -- 2.4% 210,000 CIRCOR International Inc. ................. 2,325,092 5,180,700 310,000 Flowserve Corp.+ ....... 4,940,899 9,380,600 115,000 Gerber Scientific Inc.+ ................ 803,697 800,400 180,000 GrafTech International Ltd.+ ................ 2,233,330 774,000 360,000 Watts Water Technologies Inc., Cl. A ................ 4,629,146 12,056,400 ------------ -------------- 14,932,164 28,192,100 ------------ -------------- FINANCIAL SERVICES -- 2.8% 540,000 American Express Co. ... 20,206,156 28,744,200 28,000 Deutsche Bank AG, ADR .................. 1,639,082 2,181,200 100,000 Janus Capital Group Inc. ........... 1,445,984 1,504,000 115,000 Phoenix Companies Inc. ................. 1,283,908 1,368,500 ------------ -------------- 24,575,130 33,797,900 ------------ -------------- MARKET SHARES COST VALUE ------ ---- ------ FOOD AND BEVERAGE -- 5.7% 150,000 Corn Products International Inc. ...$ 1,784,750 $ 3,564,000 110,000 Del Monte Foods Co.+ ... 841,806 1,184,700 217,000 Diageo plc, ADR ........ 8,314,676 12,868,100 410,000 Flowers Foods Inc. ..... 3,927,892 14,497,600 94,922 Fomento Economico Mexicano SA de CV, ADR ........... 3,476,478 5,654,503 40,000 General Mills Inc. ..... 2,012,050 1,871,600 240,000 Heinz (H.J.) Co. ....... 8,470,388 8,500,800 1,000 Hershey Co. ............ 31,491 62,100 120,000 Kerry Group plc, Cl. A . 1,362,796 2,995,861 645,000 PepsiAmericas Inc. ..... 8,739,572 16,550,700 12,000 Wrigley (Wm.) Jr. Co. .. 712,666 826,080 ------------ -------------- 39,674,565 68,576,044 ------------ -------------- HEALTH CARE -- 0.4% 35,000 IVAX Corp.+ ............ 321,634 752,500 95,000 Sybron Dental Specialties Inc.+ .... 1,768,995 3,573,900 ------------ -------------- 2,090,629 4,326,400 ------------ -------------- HOTELS AND GAMING -- 5.6% 490,000 Aztar Corp.+ ........... 4,107,741 16,782,500 66,494 Dover Downs Gaming & Entertainment Inc. ... 708,218 881,710 235,000 Gaylord Entertainment Co.+ ................. 6,682,147 10,925,150 4,000,000 Hilton Group plc ....... 14,922,862 20,514,931 575,000 Hilton Hotels Corp. .... 5,265,196 13,713,750 36,000 Kerzner International Ltd.+ ................ 1,980,579 2,050,200 400 Las Vegas Sands Corp.+ ............... 11,600 14,300 65,000 MGM Mirage+ ............ 1,478,603 2,572,700 ------------ -------------- 35,156,946 67,455,241 ------------ -------------- MACHINERY -- 0.6% 152,600 CNH Global NV .......... 2,932,041 2,882,614 74,000 Deere & Co. ............ 2,614,262 4,846,260 ------------ -------------- 5,546,303 7,728,874 ------------ -------------- MANUFACTURED HOUSING -- 0.5% 570,000 Champion Enterprises Inc.+ ................ 5,746,131 5,665,800 ------------ -------------- METALS AND MINING -- 2.5% 320,000 Barrick Gold Corp. ..... 2,998,415 8,009,600 124,000 Kinross Gold Corp.+ .... 1,145,502 756,400 470,000 Newmont Mining Corp. ... 9,046,385 18,344,100 215,000 Placer Dome Inc. ....... 2,020,399 3,306,700 ------------ -------------- 15,210,701 30,416,800 ------------ -------------- See accompanying notes to financial statements. 5 THE GABELLI VALUE FUND INC. SCHEDULE OF INVESTMENTS (CONTINUED) -- JUNE 30, 2005 (UNAUDITED) - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS (CONTINUED) PUBLISHING -- 12.2% 200,000 Belo Corp., Cl. A ......$ 3,460,783 $ 4,794,000 1,279,500 Media General Inc., Cl. A ................ 25,154,970 82,860,420 89,000 Meredith Corp. ......... 1,780,257 4,366,340 1,150,000 News Corp., Cl. A ...... 17,056,747 18,607,000 470,000 PRIMEDIA Inc.+ ......... 1,434,609 1,903,500 380,000 Reader's Digest Association Inc. ..... 6,310,427 6,270,000 315,000 Scripps (E.W.) Co., Cl. A ................ 10,689,293 15,372,000 338,000 Tribune Co. ............ 14,055,994 11,890,840 ------------ -------------- 79,943,080 146,064,100 ------------ -------------- REAL ESTATE -- 0.3% 135,000 Griffin Land & Nurseries Inc.+ ...... 1,588,939 3,325,050 ------------ -------------- RETAIL -- 3.6% 165,000 Albertson's Inc. ....... 3,929,877 3,412,200 380,000 AutoNation Inc.+ ....... 3,340,547 7,797,600 18,000 Burlington Coat Factory Warehouse Corp. ...... 269,755 767,520 130,000 Ingles Markets Inc., Cl. A ................ 1,562,910 1,790,100 230,000 Neiman Marcus Group Inc., Cl. B ................ 6,067,568 22,241,000 310,000 Safeway Inc. ........... 6,684,570 7,002,900 ------------ -------------- 21,855,227 43,011,320 ------------ -------------- SPECIALTY CHEMICALS -- 1.3% 225,000 Ferro Corp. ............ 4,749,807 4,468,500 690,000 Hercules Inc.+ ......... 10,410,704 9,763,500 45,000 Sensient Technologies Corp. ................ 929,399 927,450 ------------ -------------- 16,089,910 15,159,450 ------------ -------------- TELECOMMUNICATIONS -- 7.1% 1,000,000 Cincinnati Bell Inc.+ .. 5,585,686 4,300,000 42,500 Commonwealth Telephone Enterprises Inc. ..... 1,405,773 1,781,175 2,000,000 Qwest Communications International Inc.+ .. 6,009,165 7,420,000 1,520,000 Sprint Corp. ........... 23,149,733 38,136,800 435,000 Telephone & Data Systems Inc. ......... 9,496,324 17,752,350 414,000 Telephone & Data Systems Inc., Special .............. 8,325,781 15,872,760 ------------ -------------- 53,972,462 85,263,085 ------------ -------------- MARKET SHARES COST VALUE ------ ---- ------ TRANSPORTATION -- 0.0% 100,000 Grupo TMM SA, Cl. A, ADR+ ..........$ 791,180 $ 300,000 ------------ -------------- WIRELESS COMMUNICATIONS -- 0.2% 40,000 United States Cellular Corp.+ ............... 1,880,524 1,997,600 ------------ -------------- TOTAL COMMON STOCKS .... 766,601,253 1,180,724,966 ------------ -------------- PRINCIPAL AMOUNT ------ SHORT-TERM OBLIGATIONS -- 1.1% REPURCHASE AGREEMENTS -- 1.1% $13,473,000 Barclays Capital Inc., 2.850%, dated 06/30/05, due 07/01/05, proceeds at maturity, $13,474,067 (b) ...... 13,473,000 13,473,000 ------------ -------------- TOTAL SHORT-TERM OBLIGATIONS .......... 13,473,000 13,473,000 ------------ -------------- TOTAL INVESTMENTS -- 99.6% .$780,074,253 1,194,197,966 ============ OTHER ASSETS AND LIABILITIES (NET) -- 0.4% ..................... 4,313,823 -------------- NET ASSETS -- 100.0% ................ $1,198,511,789 ============== - ---------------- (a) Security fair valued under procedures established by the Board of Directors. The procedures may include reviewing available financial information about the company and reviewing valuation of comparable securities and other factors on a regular basis. At June 30, 2005, the market value of fair valued securities amounted to $184,040 or 0.02% of total net assets. (b) Collateralized by U.S. Treasury Bond, 6.125%, due 08/15/29, market value $14,169,225. + Non-income producing security. ADR American Depository Receipt See accompanying notes to financial statements. 6 THE GABELLI VALUE FUND INC. STATEMENT OF ASSETS AND LIABILITIES JUNE 30, 2005 (UNAUDITED) - -------------------------------------------------------------------------------- ASSETS: Investments, at value (cost $780,074,253) ............. $ 1,194,197,966 Receivable for investments sold ....................... 5,630,831 Dividends and interest receivable ..................... 1,038,535 Receivable for Fund shares sold ....................... 133,507 Other assets .......................................... 20,736 --------------- TOTAL ASSETS .......................................... 1,201,021,575 --------------- LIABILITIES: Payable to custodian .................................. 2,365 Payable for investment advisory fees .................. 982,781 Payable for Fund shares redeemed ...................... 586,210 Payable for shareholder service fees .................. 281,691 Payable for distribution fees ......................... 266,959 Payable for investments purchased ..................... 178,750 Payable for shareholder communication fees ............ 139,873 Other accrued expenses ................................ 71,157 --------------- TOTAL LIABILITIES ..................................... 2,509,786 --------------- NET ASSETS applicable to 61,668,232 shares outstanding .................................. $ 1,198,511,789 =============== NET ASSETS CONSIST OF: Capital stock, at $0.001 par value .................... $ 61,668 Additional paid-in capital ............................ 751,984,838 Accumulated net investment income ..................... 3,460,833 Accumulated net realized gain on investments and foreign currency transactions ................... 28,880,749 Net unrealized appreciation on investments ............ 414,123,713 Net unrealized depreciation on foreign currency translations ............................... (12) --------------- NET ASSETS ............................................ $ 1,198,511,789 =============== SHARES OF CAPITAL STOCK: CLASS A: Net Asset Value and redemption price per share ($1,163,884,038 / 59,815,260 shares outstanding; 100,000,000 shares authorized of $0.001 par value) ..................... $19.46 ====== Maximum offering price per share (NAV / 0.945, based on maximum sales charge of 5.50% of the offering price) .............................. $20.59 ====== CLASS B: Net Asset Value and offering price per share ($19,222,585 / 1,028,919 shares outstanding; 100,000,000 shares authorized of $0.001 par value) ................................... $18.68(a) ====== CLASS C: Net Asset Value and offering price per share ($15,405,166 / 824,053 shares outstanding; 50,000,000 shares authorized of $0.001 par value) ................................... $18.69(a) ====== - --------------------------------- (a) Redemption price varies based on length of time held. STATEMENT OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2005 (UNAUDITED) - -------------------------------------------------------------------------------- INVESTMENT INCOME : Dividends (net of foreign taxes of $171,806) ............. $ 12,082,685 Interest ................................................. 21,194 ------------ TOTAL INVESTMENT INCOME .................................. 12,103,879 ------------ EXPENSES: Investment advisory fees ................................. 6,085,233 Distribution fees -- Class A ............................. 1,477,854 Distribution fees -- Class B ............................. 96,238 Distribution fees -- Class C ............................. 77,579 Shareholder services fees ................................ 510,711 Shareholder communications expenses ...................... 157,933 Custodian fees ........................................... 82,577 Directors' fees .......................................... 35,164 Legal and audit fees ..................................... 29,804 Registration fees ........................................ 21,347 Miscellaneous expenses ................................... 68,606 ------------ TOTAL EXPENSES ........................................... 8,643,046 ------------ NET INVESTMENT INCOME .................................... 3,460,833 ------------ NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY: Net realized gain on investments ......................... 36,213,640 Net realized loss on foreign currency transactions .................................. (62,542) Net change in unrealized appreciation/ depreciation on investments and foreign currency translations .................................. (44,422,976) ------------ NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY ....................... (8,271,878) ------------ NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS ........................................ $ (4,811,045) ============ See accompanying notes to financial statements. 7 THE GABELLI VALUE FUND INC. STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- SIX MONTHS ENDED JUNE 30, 2005 YEAR ENDED (UNAUDITED) DECEMBER 31, 2004 --------------- ----------------- OPERATIONS: Net investment income (loss) ..................................................... $ 3,460,833 $ (1,651,707) Net realized gain on investments, foreign currency and short sale transactions ... 36,151,098 51,980,502 Net change in unrealized appreciation/depreciation of investments, short sales and foreign currency translations .................................................. (44,422,976) 99,431,427 --------------- --------------- NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS .................. (4,811,045) 149,760,222 --------------- --------------- DISTRIBUTIONS TO SHAREHOLDERS: Net realized gain on investments Class A ........................................................................ -- (48,418,476) Class B ........................................................................ -- (811,174) Class C ........................................................................ -- (652,108) --------------- --------------- TOTAL DISTRIBUTIONS TO SHAREHOLDERS .............................................. -- (49,881,758) --------------- --------------- CAPITAL SHARE TRANSACTIONS Class A ........................................................................ (92,897,371) (91,936,401) Class B ........................................................................ (1,010,794) 1,041,509 Class C ........................................................................ (878,317) 368,973 --------------- --------------- NET DECREASE IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS ....................... (94,786,482) (90,525,919) --------------- --------------- REDEMPTION FEES .................................................................. 50,334 5,857 --------------- --------------- NET INCREASE (DECREASE) IN NET ASSETS ............................................ (99,547,193) 9,358,402 NET ASSETS: Beginning of period .............................................................. 1,298,058,982 1,288,700,580 --------------- --------------- End of period (including undistributed net investment income of $3,460,833 and $0, respectively) ............................................... $ 1,198,511,789 $ 1,298,058,982 =============== =============== See accompanying notes to financial statements. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - -------------------------------------------------------------------------------- 1. ORGANIZATION. The Gabelli Value Fund Inc. (the "Fund") was organized on July 20, 1989 as a Maryland corporation. The Fund is a non-diversified, open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"). The Fund's primary objective is long term capital appreciation. The Fund commenced investment operations on September 29, 1989. 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 8 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Directors (the "Board") so determines, by such other method as the Board shall determine in good faith, to reflect its fair market value. Portfolio securities traded on more than one national securities exchange or market are valued according to the broadest and most representative market, as determined by Gabelli Funds, LLC (the "Adviser"). Portfolio securities primarily traded on 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 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. FUTURES CONTRACTS. The Fund may engage in futures contracts for the purpose of hedging against changes in the value of its portfolio securities and in the value of securities it intends to purchase. Upon entering into a futures contract, the Fund is required to deposit with the broker an amount of cash or cash equivalents equal to a certain percentage of the contract amount. This is known as the "initial margin." Subsequent payments ("variation margin") are made or received by the Fund each day, depending on the daily fluctuation of the value 9 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- of the contract. The daily changes in the contract are included in unrealized gains or losses. The Fund recognizes a realized gain or loss when the contract is closed. At June 30, 2005, there were no open futures contracts. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments, which may not correlate with the change in value of the hedged investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. SECURITIES SOLD SHORT. The Fund may make short sales. A short sale involves selling a security which the Fund does not own. The proceeds received for short sales are recorded as liabilities and the Fund records an unrealized gain or loss to the extent of the difference between the proceeds received and the value of the open short position on the day of determination. The Fund records a realized gain or loss when the short position is closed out. By entering into a short sale, the Fund bears the market risk of an unfavorable change in the price of the security sold short. Dividends on short sales are recorded as an expense by the Fund on the ex-dividend date. FOREIGN CURRENCY TRANSLATION. The books and records of the Fund are maintained in United States (U.S.) dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the exchange rates prevailing at the end of the period, and purchases and sales of investment securities, income and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses, which result from changes in foreign exchange rates and/or changes in market prices of securities, have been included in unrealized appreciation/depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial trade date and subsequent sale trade date is included in realized gain/(loss) on investments. FOREIGN SECURITIES. The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the ability to repatriate funds, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers. 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. 10 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- 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 upon 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. For the year ended December 31, 2004, reclassifications were made to decrease accumulated net investment loss by $1,651,707 and increase accumulated net realized loss on investments by $1,651,707. The tax character of distributions paid during the year ended December 31, 2004 was as follows: YEAR ENDED DECEMBER 31, 2004 ----------------- DISTRIBUTIONS PAID FROM: Ordinary income (inclusive of short term capital gains) ............................... $ 1,627,581 Net long term capital gains .................... 48,254,177 ----------- Total distributions paid ....................... $49,881,758 =========== PROVISION FOR INCOME TAXES. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for Federal income taxes is required. Dividends and interest from non-U.S. sources received by the Fund are generally subject to non-U.S. withholding taxes at rates ranging up to 30%. Such withholding taxes may be reduced or eliminated under the terms of applicable U.S. income tax treaties, and the Fund intends to undertake any procedural steps required to claim the benefits of such treaties. As of December 31, 2004, the components of accumulated earnings/(losses) on a tax basis were as follows: Undistributed long term capital gains ..... $ 364,850 Net unrealized appreciation on investments and foreign currency ........................ 450,911,478 ------------ Total accumulated gain .................... $451,276,328 ============ The following summarizes the tax cost of investments and related unrealized appreciation/depreciation at June 30, 2005: GROSS GROSS NET UNREALIZED UNREALIZED UNREALIZED APPRECIATION/ COST APPRECIATION DEPRECIATION (DEPRECIATION) ---- ------------ ------------ ------------- Investments ..... $787,209,105 $440,457,461 $(33,468,600) $406,988,861 11 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- 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 its average daily net assets. In accordance with the Advisory Agreement, the Adviser provides a continuous investment program for the Fund's portfolio, oversees the administration of all aspects of the Fund's business and affairs and pays the compensation of all Officers and Directors of the Fund who are the Adviser's affiliates. 4. DISTRIBUTION PLAN. The Fund's Board has adopted a distribution plan (the "Plan") for each class of shares 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 A, Class B and Class C Share Plans, payments are authorized to Gabelli & Company at annual rates of 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 six months ended June 30, 2005, other than short term securities, aggregated $15,459,888 and $130,290,355, respectively. 6. TRANSACTIONS WITH AFFILIATES. During the six months ended June 30, 2005, the Fund paid brokerage commissions of $204,638 to Gabelli & Company. During the six months ended June 30, 2005, Gabelli & Company informed the Fund that it received $75,802 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares. 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 six months ended June 30, 2005, the Fund reimbursed the Adviser $22,500 in connection with the cost of computing the Fund's net asset value, which is included in miscellaneous expenses in the Statement of Operations. 7. CAPITAL STOCK TRANSACTIONS. The Fund offers three classes of shares -- Class A Shares, Class B Shares, and Class C Shares. Class A Shares are subject to a maximum front-end sales charge of 5.50%. Class B Shares are subject to a contingent deferred sales charge ("CDSC") upon redemption within six years of purchase and automatically convert to Class A Shares after eight years from the original purchase. The applicable CDSC is equal to a declining percentage of the lesser of the net asset value per share at the date of original purchase or at the date of redemption, based on the length of time held. Class C Shares are subject to a 1% CDSC for 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. The Board has approved Class I Shares which have not been offered publicly. Effective June 15, 2005, the Fund imposed a redemption fee of 2.00% on Class A, Class B and Class C Shares that are redeemed or exchanged on or before the seventh day after the date of a purchase. (Prior to June 15, 2005, the Fund imposed a redemption fee on shares that were redeemed or exchanged within the sixtieth day after the date of a purchase.) The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the Fund. The redemption fees retained by the Fund during the six months ended June 30, 2005 amounted to $50,334. The redemption fee does 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 to implement such systems. 12 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- Transactions in shares of capital stock were as follows: SIX MONTHS ENDED JUNE 30, 2005 YEAR ENDED (UNAUDITED) DECEMBER 31, 2004 -------------------------- ---------------------------- SHARES AMOUNT SHARES AMOUNT ---------- ------------- ----------- ------------- CLASS A CLASS A ------------------------- ---------------------------- Shares sold ......................................... 1,710,475 $ 32,666,061 6,030,365 $ 110,732,311 Shares issued upon reinvestment of dividends ........................ -- -- 2,261,031 43,954,437 Shares redeemed ..................................... (6,595,137) (125,563,432) (13,467,997) (246,623,149) ---------- ------------- ----------- ------------- Net decrease .................................... (4,884,662) $ (92,897,371) (5,176,601) $ (91,936,401) ========== ============= =========== ============= CLASS B CLASS B ------------------------- ---------------------------- Shares sold ......................................... 13,847 $ 257,052 271,816 $ 4,877,768 Shares issued upon reinvestment of dividends ....................... -- -- 35,424 663,482 Shares redeemed ..................................... (69,064) (1,267,846) (256,767) (4,499,741) ---------- ------------- ----------- ------------- Net increase (decrease) ......................... (55,217) $ (1,010,794) 50,473 $ 1,041,509 ========== ============= =========== ============= CLASS C CLASS C ------------------------- ---------------------------- Shares sold ......................................... 59,757 $ 1,097,789 350,382 $ 6,259,650 Shares issued upon reinvestment of dividends ........................ -- -- 25,225 472,969 Shares redeemed ..................................... (107,939) (1,976,106) (359,665) (6,363,646) ---------- ------------- ----------- ------------- Net increase (decrease) ......................... (48,182) $ (878,317) 15,942 $ 368,973 ========== ============= =========== ============= 8. OTHER MATTERS. The Adviser and/or affiliates have received subpoenas from the Attorney General of the State of New 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 for documents and testimony. The Fund 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. 13 THE GABELLI VALUE FUND INC. FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Selected data for a share of capital stock 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)(a) Investments Operations Income Investments Distributions - ----------- --------- ---------------- -------------- ---------- ---------- ----------- ------------- CLASS A 2005(g) $19.49 $ 0.06 $(0.09) $(0.03) -- -- -- 2004 17.97 (0.02) 2.31 2.29 -- $(0.77) $(0.77) 2003 13.81 (0.05) 4.45 4.40 -- (0.24) (0.24) 2002 16.43 (0.04) (2.58) (2.62) -- -- -- 2001 16.13 (0.05) 0.93 0.88 -- (0.58) (0.58) 2000 19.45 (0.03) (1.54) (1.57) -- (1.75) (1.75) CLASS B 2005(g) $18.79 $(0.01) $(0.10) $(0.11) -- -- -- 2004 17.47 (0.15) 2.24 2.09 -- $(0.77) $(0.77) 2003 13.53 (0.17) 4.35 4.18 -- (0.24) (0.24) 2002 16.23 (0.14) (2.56) (2.70) -- -- -- 2001 16.07 (0.18) 0.92 0.74 -- (0.58) (0.58) 2000(b) 18.20 (0.14) (0.24) (0.38) -- (1.75) (1.75) CLASS C 2005(g) $18.80 $(0.01) $(0.10) $(0.11) -- -- -- 2004 17.49 (0.15) 2.23 2.08 -- $(0.77) $(0.77) 2003 13.54 (0.17) 4.36 4.19 -- (0.24) (0.24) 2002 16.24 (0.14) (2.56) (2.70) -- -- -- 2001 16.07 (0.18) 0.93 0.75 -- (0.58) (0.58) 2000(b) 18.20 (0.14) (0.24) (0.38) -- (1.75) (1.75) Selected data for a share of capital stock outstanding throughout each period: RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA - ------------------------------------------------------- Net Asset Net Assets Net Period Value, End of Investment Portfolio Ended Redemption End of Total Period Income/ Operating Turnover December 31 Fees(a) Period Return+ (in 000's) (Loss) Expenses (c) Rate - ----------- ---------- ------- ------- -------- ------- ------------ ---------- CLASS A 2005(g) $0.00(f) $19.46 (0.2)% $1,163,884 0.59%(e) 1.40%(e) 1% 2004 0.00(f) 19.49 12.8 1,261,293 (0.11) 1.39 12 2003 -- 17.97 31.9 1,255,668 (0.35) 1.44(d) 8 2002 -- 13.81 (16.0) 1,024,452 (0.28) 1.40 16 2001 -- 16.43 5.4 1,267,975 (0.30) 1.40 29 2000 -- 16.13 (7.9) 1,158,085 (0.14) 1.37 66 CLASS B 2005(g) $0.00(f) $18.68 (0.6)% $ 19,223 (0.16)%(e) 2.15%(e) 1% 2004 0.00(f) 18.79 12.0 20,366 (0.86) 2.14 12 2003 -- 17.47 30.9 18,059 (1.10) 2.19(d) 8 2002 -- 13.53 (16.6) 10,493 (1.01) 2.16 16 2001 -- 16.23 4.6 5,505 (1.10) 2.19 29 2000(b) -- 16.07 (1.9) 681 (0.89)(e) 2.12(e) 66 CLASS C 2005(g) $0.00(f) $18.69 (0.6)% $ 15,405 (0.16)%(e) 2.15%(e) 1% 2004 0.00(f) 18.80 11.9 16,400 (0.85) 2.14 12 2003 -- 17.49 30.9 14,973 (1.10) 2.19(d) 8 2002 -- 13.54 (16.6) 8,078 (1.01) 2.16 16 2001 -- 16.24 4.6 4,170 (1.08) 2.19 29 2000(b) -- 16.07 (1.9) 566 (0.89)(e) 2.12(e) 66 - -------------------- + 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 the period of less than one year is not annualized. (a) Per share amounts have been calculated using the average shares outstanding method. (b) From the commencement of offering on March 1, 2000. (c) The ratios do not include a reduction of expenses for custodian fee credits on cash balances maintained with the custodian. Including such custodian fee credits, the expense ratios would be 1.36% (Class A), 2.11% (Class B) and 2.11% (Class C) for 2000 and 1.39% (Class A), 2.18% (Class B) and 2.18% (Class C) for 2001. For the fiscal years ended December 31, 2002 and 2003, the effect of the custodian fee credits were minimal. For the six months ended June 30, 2005 and the fiscal year ended December 31, 2004, there were no custodian fee credits. (d) The Fund incurred dividend expense on securities sold short for the year ended December 31, 2003. If dividend expense had not been incurred, the ratios of operating expenses to average net assets would have been 1.43% (Class A), 2.18% (Class B) and 2.18% (Class C), respectively. (e) Annualized. (f) Amount represents less than $0.005 per share. (g) For the six months ended June 30, 2005, unaudited. See accompanying notes to financial statements. 14 THE GABELLI VALUE FUND INC. BOARD CONSIDERATION AND RE-APPROVAL OF INVESTMENT ADVISORY AGREEMENT (UNAUDITED) Section 15(c) of the Investment Company Act of 1940, as amended (the "1940 Act"), contemplates that the Board of Directors (the "Board") of The Gabelli Value Fund Inc. (the "Fund"), including a majority of the Directors who have no direct or indirect interest in the investment advisory agreement and are not "interested persons" of the Fund, as defined in the 1940 Act (the "Independent Directors"), are required to annually review and re-approve the terms of the Fund's existing investment advisory agreement and approve any newly proposed terms therein. In this regard, the Board reviewed and re-approved, during the most recent six month period covered by this report, the Investment Advisory Agreement (the "Advisory Agreement") with Gabelli Funds, LLC (the "Adviser") for the Fund. More specifically, at a meeting held on February 16, 2005, the Independent Directors, meeting in executive session with their counsel, reviewed the written and oral information that had been made available, and considered the factors and reached the conclusions described below relating to the selection of the Adviser and the re-approval of the Advisory Agreement. NATURE, EXTENT, AND QUALITY OF SERVICES. The Independent Directors considered the nature, quality and extent of administrative and shareholder services performed by the Adviser, including portfolio management, supervision of Fund operations and compliance and regulatory filings and disclosures to shareholders, general oversight of other service providers, coordination of Fund marketing initiatives, review of Fund legal issues, assisting the Independent Directors in their capacity as directors and other services. Specifically, the Independent Directors received and considered information regarding the size, education and experience of the Adviser's staff, the Adviser's fundamental research capabilities and the Adviser's approach to recruiting, training and retaining portfolio managers and other research and management personnel. Based on the above factors, together with those referenced below, the Independent Directors concluded that the services are extensive in nature and that the Adviser consistently delivered a high level of service. FUND PERFORMANCE. The Independent Directors considered information as to short-term and long-term investment performance for the Fund over various periods of time as compared to both relevant equity indices and the performance of the Fund's Lipper, Inc. peer group, and concluded that the Adviser was delivering superior performance results over the long term consistent with the long-term investment strategies being pursued by the Fund. FUND FEES AND EXPENSES. The Independent Directors reviewed and considered the Fund's contractual management fee rate and expense ratio relative to industry averages for the Fund's peer group category and the advisory fees charged by the Adviser and its affiliates to other fund and non-fund clients. The Independent Directors noted that the mix of services under the Advisory Agreement are much more extensive than those under the advisory agreements for non-fund clients. While the Independent Directors recognized that the investment advisory fee paid by the Fund is generally at the high end of its peer group, they concluded that the fee is acceptable based upon the qualifications, experience, reputation and performance of the Adviser and the moderate overall expense ratio of the Fund. PROFITABILITY. The Independent Directors received and considered information regarding the Adviser's overall profitability and costs, and pro forma estimates of the Adviser's profitability and costs attributable to the Fund (i) as part of the Gabelli fund complex and (ii) assuming the Fund constituted the Adviser's only investment company under its management. The Independent Directors also considered whether the amount of profit is a fair entrepreneurial profit for the management of the Fund, and noted that the Adviser has substantially increased its 15 resources devoted to Fund matters in response to recently-enacted regulatory requirements and new or enhanced Fund policies and procedures. The Independent Directors concluded that the Adviser's profitability was at an acceptable level, particularly in light of the high quality of the services being provided to the Fund. ECONOMIES OF SCALE. The Independent Directors received and considered information regarding whether there have been economies of scale with respect to the management of the Fund and whether the Fund has appropriately benefited from any economies of scale. The Independent Directors noted that economies of scale may develop for certain funds as their assets increase and their fund-level expenses decline as a percentage of assets, but that fund-level economies of scale may not necessarily result in Adviser-level economies of scale. The Adviser informed the Board that the overall expenses incurred by the Adviser relating to management of the Fund had increased substantially in recent years as a percentage of management fees, rather than declining as might be anticipated as the assets of the Fund increase. The Independent Directors agreed that it was possible that Adviser-level expenses incurred in managing the Fund eventually may level off or decline as a percentage of management fees if the assets of the Fund continue to grow beyond certain thresholds. The Independent Directors also considered whether the management fee rate is reasonable in relation to the asset size of the Fund and any economies of scale that may exist, and concluded that it currently was reasonable. OTHER BENEFITS TO THE ADVISER. The Independent Directors also received and considered information regarding the character and amount of other incidental benefits received by the Adviser and its affiliates from their association with the Fund. The Independent Directors considered the brokerage commissions paid to an affiliate of the Adviser. The Independent Directors concluded that potential "fall-out" benefits that the Adviser and its affiliates may receive, such as greater name recognition, affiliated brokerage commissions or increased ability to obtain research services, appear to be reasonable, and may in some cases benefit the Fund. CONCLUSIONS. As discussed above, the Independent Directors reviewed detailed materials received from the Adviser as part of the re-approval process under Section 15(c) of the 1940 Act. The Board also regularly reviews and assesses the quality of the services that the Fund receives throughout the year. In this regard, the Board reviews reports of the Adviser at least in each of its regular meetings, which include, among other things, Fund performance reports. As a part of their decision-making process, the Independent Directors noted that the Adviser has managed the Fund since its inception, and the Independent Directors believe that a long-term relationship with a capable, conscientious adviser is in the best interests of the Fund. The Independent Directors considered, generally, that shareholders invested in the Fund knowing that the Adviser managed the Fund and knowing its investment management fee schedule. As such, the Independent Directors considered, in particular, whether the Adviser managed the Fund in accordance with its investment objectives and policies as disclosed to shareholders. The Independent Directors concluded that the Fund was managed by the Adviser consistent with its investment objectives and policies. In considering the Advisory Agreement, the Independent Directors did not identify any factor as all-important or all-controlling and instead considered these factors collectively in light of the Fund's surrounding circumstances. Based on this review, it was the judgment of the Independent Directors that shareholders had received very favorable absolute and relative performance at reasonable fees. After considering the above-described factors and based on their deliberations and their evaluation of the information provided to them, the Independent Directors concluded that re-approval of the Advisory Agreement was in the best interests of the Fund and its shareholders. Accordingly, the Independent Directors unanimously agreed to recommend the continuation of the Advisory Agreement. 16 - -------------------------------------------------------------------------------- GABELLI FUNDS AND YOUR PERSONAL PRIVACY - -------------------------------------------------------------------------------- WHO ARE WE? The Gabelli Funds are investment companies registered with the Securities and Exchange Commission under the Investment Company Act of 1940. We are managed by Gabelli Funds, LLC, Gabelli Advisers, Inc. and Gabelli Fixed Income, LLC, which are affiliated with Gabelli Asset Management Inc. Gabelli Asset Management is a publicly-held company that has subsidiaries that provide investment advisory or brokerage services for a variety of clients. WHAT KIND OF NON-PUBLIC INFORMATION DO WE COLLECT ABOUT YOU IF YOU BECOME A GABELLI CUSTOMER? If you apply to open an account directly with us, you will be giving us some non-public information about yourself. The non-public information we collect about you is: o INFORMATION YOU GIVE US ON YOUR APPLICATION FORM. This could include your name, address, telephone number, social security number, bank account number, and other information. o INFORMATION ABOUT YOUR TRANSACTIONS WITH US, ANY TRANSACTIONS WITH OUR AFFILIATES AND TRANSACTIONS WITH THE ENTITIES WE HIRE TO PROVIDE SERVICES TO YOU. This would include information about the shares that you buy or redeem, and the deposits and withdrawals that you make. If we hire someone else to provide services--like a transfer agent--we will also have information about the transactions that you conduct through them. WHAT INFORMATION DO WE DISCLOSE AND TO WHOM DO WE DISCLOSE IT? We do not disclose any non-public personal information about our customers or former customers to anyone, other than our affiliates, our service providers who need to know such information and as otherwise permitted by law. If you want to find out what the law permits, you can read the privacy rules adopted by the Securities and Exchange Commission. They are in volume 17 of the Code of Federal Regulations, Part 248. The Commission often posts information about its regulations on its web site, www.sec.gov. WHAT DO WE DO TO PROTECT YOUR PERSONAL INFORMATION? We restrict access to non-public personal information about you to the people who need to know that information in order to provide services to you or the Fund and to ensure that we are complying with the laws governing the securities business. We maintain physical, electronic, and procedural safeguards to keep your personal information confidential. - -------------------------------------------------------------------------------- GABELLI FAMILY OF FUNDS VALUE ________________________________________ GABELLI ASSET FUND Seeks to invest primarily in a diversified portfolio of common stocks selling at significant discounts to their private market value. The Fund's primary objective is growth of capital. (MULTICLASS) PORTFOLIO MANAGER: MARIO J. GABELLI, CFA GABELLI BLUE CHIP VALUE FUND Seeks long term growth of capital through investment primarily in the common stocks of established companies which are temporarily out of favor. The fund's objective is to identify a catalyst or sequence of events that will return the company to a higher value. (MULTICLASS) PORTFOLIO MANAGER: BARBARA MARCIN, CFA WESTWOOD EQUITY FUND Seeks to invest primarily in the common stock of well-seasoned companies that have recently reported positive earnings surprises and are trading below Westwood's proprietary growth rate estimates. The Fund's primary objective is capital appreciation. (MULTICLASS) PORTFOLIO MANAGER: SUSAN M. BYRNE FOCUSED VALUE ______________________________ GABELLI VALUE FUND Seeks to invest in securities of companies believed to be undervalued. The Fund's primary objective is long-term capital appreciation. (MULTICLASS) PORTFOLIO MANAGER: MARIO J. GABELLI, CFA SMALL CAP VALUE ____________________________ GABELLI SMALL CAP FUND Seeks to invest primarily in common stock of smaller companies (market capitalizations less than $1 billion) believed to have rapid revenue and earnings growth potential. The Fund's primary objective is capital appreciation. (MULTICLASS) PORTFOLIO MANAGER: MARIO J. GABELLI, CFA WESTWOOD SMALLCAP EQUITY FUND Seeks to invest primarily in smaller capitalization equity securities - market caps of $2.5 billion or less. The Fund's primary objective is long-term capital appreciation. (MULTICLASS) TEAM MANAGED GABELLI WOODLAND SMALL CAP VALUE FUND Seeks to invest primarily in the common stocks of smaller companies (market capitalizations less than $1.5 billion) believed to be undervalued with shareholder oriented management teams that are employing strategies to grow the company's value. The Fund's primary objective is capital appreciation. (MULTICLASS) PORTFOLIO MANAGER: ELIZABETH M. LILLY, CFA GROWTH ______________________________________ GABELLI GROWTH FUND Seeks to invest primarily in large cap stocks believed to have favorable, yet undervalued, prospects for earnings growth. The Fund's primary objective is capital appreciation. (MULTICLASS) PORTFOLIO MANAGER: HOWARD F. WARD, CFA GABELLI INTERNATIONAL GROWTH FUND Seeks to invest in the equity securities of foreign issuers with long-term capital appreciation potential. The Fund offers investors global diversification. (MULTICLASS) PORTFOLIO MANAGER: CAESAR BRYAN AGGRESSIVE GROWTH _________________________ GABELLI GLOBAL GROWTH FUND Seeks capital appreciation through a disciplined investment program focusing on the globalization and interactivity of the world's marketplace. The Fund invests in companies at the forefront of accelerated growth. The Fund's primary objective is capital appreciation. (MULTICLASS) TEAM MANAGED MICRO-CAP ___________________________________ WESTWOOD MIGHTY MITES(SM) FUND Seeks to invest in micro-cap companies that have market capitalizations of $300 million or less. The Fund's primary objective is long-term capital appreciation. (MULTICLASS) TEAM MANAGED EQUITY INCOME _______________________________ GABELLI EQUITY INCOME FUND Seeks to invest primarily in equity securities with above market average yields. The Fund pays monthly dividends and seeks a high level of total return with an emphasis on income. (MULTICLASS) PORTFOLIO MANAGER: MARIO J. GABELLI, CFA WESTWOOD BALANCED FUND Seeks to invest in a balanced and diversified portfolio of stocks and bonds. The Fund's primary objective is both capital appreciation and current income. (MULTICLASS) CO-PORTFOLIO MANAGERS: SUSAN M. BYRNE MARK FREEMAN, CFA WESTWOOD INCOME FUND Seeks to provide a high level of current income as well as long-term capital appreciation by investing in income producing equity and fixed income securities. (MULTICLASS) PORTFOLIO MANAGER: SUSAN M. BYRNE SPECIALTY EQUITY ____________________________ GABELLI GLOBAL CONVERTIBLE SECURITIES FUND Seeks to invest principally in bonds and preferred stocks which are convertible into common stock of foreign and domestic companies. The Fund's primary objective is total return through a combination of current income and capital appreciation. (MULTICLASS) TEAM MANAGED GABELLI GLOBAL OPPORTUNITY FUND Seeks to invest in common stock of companies which have rapid growth in revenues and earnings and potential for above average capital appreciation or are undervalued. The Fund's primary objective is capital appreciation. (MULTICLASS) TEAM MANAGED SECTOR ______________________________________ GABELLI GLOBAL TELECOMMUNICATIONS FUND Seeks to invest in telecommunications companies throughout the world - targeting undervalued companies with strong earnings and cash flow dynamics. The Fund's primary objective is capital appreciation. (MULTICLASS) TEAM MANAGED GABELLI GOLD FUND Seeks to invest in a global portfolio of equity securities of gold mining and related companies. The Fund's objective is long-term capital appreciation. Investment in gold stocks is considered speculative and is affected by a variety of world-wide economic, financial and political factors. (MULTICLASS) PORTFOLIO MANAGER: CAESAR BRYAN GABELLI UTILITIES FUND Seeks to provide a high level of total return through a combination of capital appreciation and current income. (MULTICLASS) TEAM MANAGED MERGER AND ARBITRAGE _____________________ GABELLI ABC FUND Seeks to invest in securities with attractive opportunities for appreciation or investment income. The Fund's primary objective is total return in various market conditions without excessive risk of capital loss. (NO-LOAD) PORTFOLIO MANAGER: MARIO J. GABELLI, CFA CONTRARIAN_________________________________ GABELLI MATHERS FUND Seeks long-term capital appreciation in various market conditions without excessive risk of capital loss. (CLASS AAA-NO-LOAD) PORTFOLIO MANAGER: HENRY VAN DER EB, CFA COMSTOCK CAPITAL VALUE FUND Seeks capital appreciation and current income. The Fund may use either long or short positions to achieve its objective. (MULTICLASS) PORTFOLIO MANAGER: MARTIN WEINER, CFA COMSTOCK STRATEGY FUND The Fund emphasizes investments in debt securities, which maximize total return in light of credit risk, interest rate risk, and the risk associated with the length of maturity of the debt instrument. (MULTICLASS) PORTFOLIO MANAGER: MARTIN WEINER, CFA QUANTITATIVE_________________________________ NED DAVIS RESEARCH ASSET ALLOCATION FUND Seeks to achieve returns greater then the weighted composite benchmark consisting of 60% in the S&P 500 Index and 40% in the Lehman Long Term U.S. Government Bond Index through a flexible asset allocation strategy. The Fund's primary objective is capital appreciation. (MULTICLASS) TEAM MANAGED FIXED INCOME ________________________________ WESTWOOD INTERMEDIATE BOND FUND Seeks to invest in a diversified portfolio of bonds with various maturities. The Fund's primary objective is total return. (MULTICLASS) PORTFOLIO MANAGER: MARK FREEMAN, CFA CASH MANAGEMENT-MONEY MARKET __________ GABELLI U.S. TREASURY MONEY MARKET FUND Seeks to invest exclusively in short-term U.S. Treasury securities. The Fund's primary objective is to provide high current income consistent with the preservation of principal and liquidity. (NO-LOAD) PORTFOLIO MANAGER: JUDITH A. RANERI THE TREASURER'S FUND Three money market portfolios designed to generate superior returns without compromising portfolio safety. U.S. Treasury Money Market seeks to invest in U.S. Treasury securities and repurchase agreements. Tax Exempt Money Market seeks to invest in municipal securities. Domestic Prime Money Market seeks to invest in prime quality, domestic money market instruments. (NO-LOAD) PORTFOLIO MANAGER: JUDITH A. RANERI THE GLOBAL FUNDS INVEST IN FOREIGN SECURITIES WHICH INVOLVE RISKS NOT ORDINARILY ASSOCIATED WITH INVESTMENTS IN DOMESTIC ISSUES, INCLUDING CURRENCY FLUCTUATION, ECONOMIC AND POLITICAL RISKS. AN INVESTMENT IN THE ABOVE MONEY MARKET FUNDS IS NEITHER INSURED NOR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY GOVERNMENT AGENCY. ALTHOUGH THE FUNDS SEEK TO PRESERVE THE VALUE OF YOUR INVESTMENT AT $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUNDS. TO RECEIVE A PROSPECTUS, CALL 800-GABELLI (422-3554). 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. THE GABELLI VALUE FUND INC. 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 DIRECTORS Mario J. Gabelli, CFA Karl Otto Pohl CHAIRMAN AND CHIEF FORMER PRESIDENT EXECUTIVE OFFICER DEUTSCHE BUNDESBANK GABELLI ASSET MANAGEMENT INC. Anthony J. Colavita Anthony R. Pustorino ATTORNEY-AT-LAW CERTIFIED PUBLIC ACCOUNTANT ANTHONY J. COLAVITA, P.C. PROFESSOR EMERITUS PACE UNIVERSITY Robert J. Morrissey Werner J. Roeder, MD ATTORNEY-AT-LAW MEDICAL DIRECTOR MORRISSEY, HAWKINS &LYNCH LAWRENCE HOSPITAL OFFICERS Bruce N. Alpert James E. McKee PRESIDENT AND TREASURER SECRETARY Peter D. Goldstein CHIEF COMPLIANCE OFFICER CUSTODIAN Mellon Trust of New England, N.A. TRANSFER AGENT AND DIVIDEND DISBURSING AGENT State Street Bank and Trust Company LEGAL COUNSEL Willkie Farr &Gallagher LLP DISTRIBUTOR Gabelli &Company, Inc. - -------------------------------------------------------------------------------- This report is submitted for the general information of the shareholders of The Gabelli Value Fund Inc. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. - -------------------------------------------------------------------------------- GAB409Q205SR [GRAPHIC OMITTED] PICTURE OF MARIO GABELLI THE GABELLI VALUE FUND INC. SEMI-ANNUAL REPORT JUNE 30, 2005 ITEM 2. CODE OF ETHICS. Not applicable. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT. Not applicable. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. Not applicable. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. 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) Not applicable. (a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. (a)(3) Not applicable. (b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (registrant) The Gabelli Value Fund Inc. -------------------------------------------------------------------- By (Signature and Title)* /s/ Bruce N. Alpert ------------------------------------------------------- Bruce N. Alpert, Principal Executive Officer Date September 7, 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 September 7, 2005 ---------------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature.