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 811-08560 ----------- GAMCO International Growth 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, 2006 --------------- 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, 100 F Street, NE, Washington, DC 20549. 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. GAMCO INTERNATIONAL GROWTH FUND, INC. SEMI-ANNUAL REPORT JUNE 30, 2006 TO OUR SHAREHOLDERS, During the second quarter of 2006, the GAMCO International Growth Fund (the "Fund") declined 0.1% while the Morgan Stanley Capital International ("MSCI") Europe, Australasia and Far East ("EAFE") Index rose 0.9% and the Lipper International Multi-Cap Growth Fund Average declined 1.4%. For the six-month period ended June 30, 2006, the Fund was up 7.8% versus gains of 10.5% and 7.8% for the MSCI EAFE Index and the Lipper International Multi-Cap Growth Fund Average, respectively. Enclosed are the financial statements and the investment portfolio as of June 30, 2006. COMPARATIVE RESULTS - ---------------------------------------------------------------------------------------------------------------------- AVERAGE ANNUAL RETURNS THROUGH JUNE 30, 2006 (A) Since Year to Inception Quarter Date 1 Year 3 Year 5 Year 10 Year (6/30/95) - ---------------------------------------------------------------------------------------------------------------------- GAMCO INTERNATIONAL GROWTH FUND CLASS AAA .................................. (0.09)% 7.80% 23.19% 21.46% 7.91% 7.88% 9.37% MSCI EAFE Index .............................. 0.94 10.50 27.07 24.43 10.44 6.75 7.36 Lipper International Multi-Cap Growth Fund Average ........................ (1.44) 7.80 26.34 21.82 8.06 6.57 7.10 Class A ...................................... (0.13) 7.77 23.17 21.44 8.20 8.02 9.51 (5.88)(b) 1.58(b) 16.09(b) 19.07(b) 6.92(b) 7.39(b) 8.92(b) Class B ...................................... (0.28) 7.38 22.22 20.55 7.06 7.44 8.96 (5.26)(c) 2.38(c) 17.22(c) 19.86(c) 6.76(c) 7.44(c) 8.96(c) Class C ...................................... (0.32) 7.35 22.26 20.23 6.91 7.35 8.88 (1.32)(c) 6.35(c) 21.26(c) 20.23(c) 6.91(c) 7.35(c) 8.88(c) - -------------------------------------------------------------------------------- (a) RETURNS REPRESENT PAST PERFORMANCE AND DO NOT GUARANTEE FUTURE RESULTS. TOTAL RETURNS AND AVERAGE ANNUAL RETURNS REFLECT CHANGES IN SHARE PRICE AND REINVESTMENT OF DISTRIBUTIONS 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 CAREFULLY CONSIDER THE INVESTMENT OBJECTIVES, RISKS, CHARGES, AND EXPENSES OF THE FUND BEFORE INVESTING. THE PROSPECTUS CONTAINS MORE INFORMATION ABOUT THIS AND OTHER MATTERS AND SHOULD BE READ CAREFULLY BEFORE INVESTING. INVESTING IN FOREIGN SECURITIES INVOLVES RISKS NOT ORDINARILY ASSOCIATED WITH INVESTMENTS IN DOMESTIC ISSUES, INCLUDING CURRENCY FLUCTUATION, ECONOMIC, AND POLITICAL RISKS. 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 JULY 25, 2001, JANUARY 17, 2001, AND DECEMBER 17, 2000, RESPECTIVELY. 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 MSCI EAFE INDEX IS AN UNMANAGED INDICATOR OF INTERNATIONAL STOCK MARKET PERFORMANCE, WHILE THE LIPPER INTERNATIONAL MULTI-CAP GROWTH FUND AVERAGE REFLECTS THE AVERAGE PERFORMANCE OF MUTUAL FUNDS CLASSIFIED IN THIS PARTICULAR CATEGORY. DIVIDENDS ARE CONSIDERED REINVESTED. (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. 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 from the commentary. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com/funds. - -------------------------------------------------------------------------------- GAMCO INTERNATIONAL GROWTH FUND, INC. DISCLOSURE OF FUND EXPENSES (UNAUDITED) For the Six Month Period from January 1, 2006 through June 30, 2006 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, 2006. Beginning Ending Annualized Expenses Account Value Account Value Expense Paid During 01/01/06 06/30/06 Ratio Period* - -------------------------------------------------------------------------------- GAMCO INTERNATIONAL GROWTH FUND, INC. - -------------------------------------------------------------------------------- ACTUAL FUND RETURN Class AAA $1,000.00 $1,078.00 1.78% $ 9.17 Class A $1,000.00 $1,077.70 1.78% $ 9.17 Class B $1,000.00 $1,073.80 2.53% $13.01 Class C $1,000.00 $1,073.50 2.53% $13.01 HYPOTHETICAL 5% RETURN Class AAA $1,000.00 $1,015.97 1.78% $ 8.90 Class A $1,000.00 $1,015.97 1.78% $ 8.90 Class B $1,000.00 $1,012.25 2.53% $12.62 Class C $1,000.00 $1,012.25 2.53% $12.62 * 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 as of June 30, 2006: GAMCO INTERNATIONAL GROWTH FUND, INC. Health Care ....................................... 16.4% Consumer Products ................................. 11.2% Energy and Utilities .............................. 9.7% Financial Services: Banks ......................... 9.3% Building and Construction ......................... 6.7% Food and Beverage ................................. 6.5% Metals and Mining ................................. 6.2% Entertainment ..................................... 5.5% Retail ............................................ 5.0% Business Services ................................. 3.8% Financial Services: Insurance ..................... 3.8% Broadcasting ...................................... 3.7% Specialty Chemicals ............................... 2.8% Financial Services: Brokerage ..................... 2.8% Hotels and Gaming ................................. 2.8% Electronics ....................................... 1.5% Computer Software and Services .................... 1.3% Real Estate ....................................... 0.8% U.S. Government Obligations ....................... 0.4% Other Assets and Liabilities (Net) ................ (0.2)% ----- 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 ENDED MARCH 31, 2006. 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, procedures, and how the Fund voted proxies relating to portfolio securities is 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 GAMCO INTERNATIONAL GROWTH FUND, INC. SCHEDULE OF INVESTMENTS -- JUNE 30, 2006 (UNAUDITED) - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS -- 99.8% BROADCASTING -- 3.7% 85,000 Mediaset SpA ............. $ 695,539 $ 1,002,392 25,000 Modern Times Group AB,Cl .B+ 639,471 1,314,829 25,000 Modern Times Group AB, Cl. B, Redeemable Shares+ 33,656 60,062 ----------- ----------- 1,368,666 2,377,283 ----------- ----------- BUILDING AND CONSTRUCTION -- 6.7% 20,000 Bouygues SA .............. 550,895 1,028,357 60,750 CRH plc .................. 896,276 1,975,193 24,000 Technip SA ............... 652,173 1,329,189 ----------- ----------- 2,099,344 4,332,739 ----------- ----------- BUSINESS SERVICES -- 3.8% 39,000 Amano Corp. .............. 678,104 579,343 21,000 Canon Inc. ............... 815,875 1,029,448 19,000 Secom Co. Ltd. ........... 813,796 898,200 ----------- ----------- 2,307,775 2,506,991 ----------- ----------- COMPUTER SOFTWARE AND SERVICES -- 1.3% 600 NIWS Co. HQ Ltd. ......... 734,719 512,758 17,000 Square Enix Co. Ltd. ..... 457,695 353,547 ----------- ----------- 1,192,414 866,305 ----------- ----------- CONSUMER PRODUCTS -- 11.2% 23,000 Altadis SA ............... 343,114 1,087,295 32,000 Assa Abloy AB, Cl. B ..... 607,983 538,021 17,000 Christian Dior SA ........ 855,329 1,666,667 53,000 Compagnie Financiere Richemont AG, Cl. A .... 992,176 2,427,712 45,000 Gallaher Group plc ....... 496,236 703,164 5,000 Swatch Group AG .......... 575,853 844,546 ----------- ----------- 3,870,691 7,267,405 ----------- ----------- ELECTRONICS -- 1.5% 3,800 Keyence Corp. ............ 719,306 970,255 ----------- ----------- ENERGY AND UTILITIES -- 9.7% 56,000 Eni SpA .................. 1,044,961 1,649,566 18,000 Imperial Oil Ltd. ........ 673,425 657,565 13,000 Petroleo Brasileiro SA, ADR 544,676 1,161,030 42,000 Saipem SpA ............... 774,010 955,681 8,000 Sasol Ltd. ............... 307,977 306,834 23,776 Total SA ................. 886,190 1,564,630 ----------- ----------- 4,231,239 6,295,306 ----------- ----------- ENTERTAINMENT -- 5.5% 13,500 Oriental Land Co. Ltd. ... 805,171 759,699 146,000 Publishing & Broadcasting Ltd. 1,026,002 1,975,655 24,000 Vivendi SA ............... 599,739 841,104 ----------- ----------- 2,430,912 3,576,458 ----------- ----------- MARKET SHARES COST VALUE ------ ---- ------ FINANCIAL SERVICES: BANKS -- 9.3% 60,006 Bank of Ireland .......... $ 387,193 $ 1,070,672 14,000 Credit Suisse Group ...... 636,815 783,281 75,000 Shizuoka Bank Ltd. ....... 745,718 810,031 35,000 Standard Chartered plc ... 684,063 854,337 13,000 UBS AG ................... 731,879 1,424,891 65,000 UniCredito Italiano SpA .. 468,151 508,806 35,000 Westpac Banking Corp. .... 550,221 605,480 ----------- ----------- 4,204,040 6,057,498 ----------- ----------- FINANCIAL SERVICES: BROKERAGE -- 2.8% 35,000 Mediobanca SpA ........... 721,762 685,379 90,000 Nikko Cordial Corp. ...... 1,233,959 1,151,346 ----------- ----------- 1,955,721 1,836,725 ----------- ----------- FINANCIAL SERVICES: INSURANCE -- 3.8% 4,500 Allianz AG ............... 558,064 710,947 55,000 Aviva plc ................ 577,162 778,566 40,000 Irish Life & Permanent plc, London ................ 314,039 957,753 ----------- ----------- 1,449,265 2,447,266 ----------- ----------- FOOD AND BEVERAGE -- 6.5% 50,000 Ajinomoto Co. Inc. ....... 596,119 553,565 29,000 ARIAKE JAPAN Co. Ltd. .... 693,462 641,122 65,000 Cadbury Schweppes plc .... 669,773 626,838 20,000 Coca-Cola Hellenic Bottling Co. SA ....... 270,013 596,037 55,000 Diageo plc ............... 487,990 925,024 4,500 Pernod-Ricard SA ......... 325,884 892,138 ----------- ----------- 3,043,241 4,234,724 ----------- ----------- HEALTH CARE -- 16.4% 1,875 AstraZeneca plc, London .. 85,577 113,172 14,126 AstraZeneca plc, Stockholm 532,974 852,850 42,140 GlaxoSmithKline plc ...... 1,205,664 1,177,461 27,000 Hisamitsu Pharmaceutical Co. Inc. ............... 669,259 828,120 25,000 Novartis AG .............. 953,728 1,353,728 9,000 Roche Holding AG ......... 926,761 1,487,792 11,372 Sanofi-Aventis ........... 684,873 1,109,811 60,000 Smith & Nephew plc ....... 542,091 462,119 3,000 Straumann Holding AG ..... 617,094 764,999 5,500 Synthes Inc. ............. 372,080 663,572 16,000 Takeda Pharmaceutical Co. Ltd. 846,985 995,456 12,000 William Demant Holding A/S+ 541,308 897,142 ----------- ----------- 7,978,394 10,706,222 ----------- ----------- See accompanying notes to financial statements. 4 GAMCO INTERNATIONAL GROWTH FUND, INC. SCHEDULE OF INVESTMENTS (CONTINUED) -- JUNE 30, 2006 (UNAUDITED) - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS (CONTINUED) HOTELS AND GAMING -- 2.8% 34,000 Greek Organization of Football Prognostics SA ......... $ 377,389 $1,230,702 77,647 Ladbrokes plc ............ 858,406 585,114 ----------- ----------- 1,235,795 1,815,816 ----------- ----------- METALS AND MINING -- 6.2% 29,000 Anglo American plc ....... 1,106,323 1,189,452 85,500 Harmony Gold Mining Co. Ltd.+ ....... 534,222 1,360,607 16,000 Harmony Gold Mining Co. Ltd., ADR+ .. 86,109 260,640 32,000 Xstrata plc .............. 651,929 1,213,085 ----------- ----------- 2,378,583 4,023,784 ----------- ----------- REAL ESTATE -- 0.8% 50,000 Cheung Kong (Holdings) Ltd. 585,811 541,764 1,562 Prosperity REIT+ ......... 439 336 ----------- ----------- 586,250 542,100 ----------- ----------- RETAIL -- 5.0% 35,000 Matsumotokiyoshi Co. Ltd. 959,917 889,986 20,000 Next plc ................. 526,629 603,584 30,400 Seven & I Holdings Co. Ltd. 902,824 1,001,468 50,000 Woolworths Ltd. .......... 686,495 748,675 ----------- ----------- 3,075,865 3,243,713 ----------- ----------- SPECIALTY CHEMICALS -- 2.8% 594 Arkema+ .................. 46,642 23,196 18,500 Bayer AG ................. 778,301 850,428 175,000 Tokai Carbon Co. Ltd. .... 739,841 980,208 ----------- ----------- 1,564,784 1,853,832 ----------- ----------- TOTAL COMMON STOCKS ...... 45,692,285 64,954,422 ----------- ----------- PRINCIPAL MARKET AMOUNT COST VALUE ------ ---- ------ U.S. GOVERNMENT OBLIGATIONS -- 0.4% $298,000 U.S. Treasury Bills, 4.744% to 4.923%++, 07/27/06 to 09/07/06 ... $ 296,315 $ 296,324 ----------- ----------- TOTAL INVESTMENTS -- 100.2% .. $45,988,600 65,250,746 =========== OTHER ASSETS AND LIABILITIES (NET) -- (0.2)% .... (152,951) ----------- NET ASSETS -- 100.0% ............................ $65,097,795 =========== - ---------------- + Non-income producing security. ++ Represents annualized yield at date of purchase. ADR American Depository Receipt % OF MARKET MARKET GEOGRAPHIC DIVERSIFICATION VALUE VALUE - -------------------------- ------ ------ Europe ................................ 67.0% $43,717,711 Japan ................................. 19.9 12,954,552 Asia/Pacific .......................... 5.9 3,871,910 South Africa .......................... 2.9 1,928,081 North America ......................... 2.5 1,617,462 Latin America ......................... 1.8 1,161,030 ----- ----------- 100.0% $65,250,746 ===== =========== See accompanying notes to financial statements. 5 GAMCO INTERNATIONAL GROWTH FUND, INC. STATEMENT OF ASSETS AND LIABILITIES JUNE 30, 2006 (UNAUDITED) - -------------------------------------------------------------------------------- ASSETS: Investments, at value (cost $45,988,600) ................ $ 65,250,746 Foreign currency, at value (cost $7,545) ................ 7,674 Cash .................................................... 583 Receivable for investments sold ......................... 550,937 Dividends receivable .................................... 132,060 Receivable for Fund shares sold ......................... 14,166 Other assets ............................................ 1,904 ------------ TOTAL ASSETS ............................................ 65,958,070 ------------ LIABILITIES: Payable for investments purchased ....................... 535,348 Payable for Fund shares redeemed ........................ 176,049 Payable for investment advisory fees .................... 55,436 Payable for distribution fees ........................... 13,900 Other accrued expenses .................................. 79,542 ------------ TOTAL LIABILITIES ....................................... 860,275 ------------ NET ASSETS applicable to 2,927,560 shares outstanding .................................... $ 65,097,795 ============ NET ASSETS CONSIST OF: Capital stock, each class at $0.001 par value ........... $ 2,928 Additional paid-in capital .............................. 54,899,303 Accumulated net investment income ....................... 1,193,140 Accumulated net realized loss on investments and foreign currency transactions ..................... (10,261,883) Net unrealized appreciation on investments .............. 19,262,146 Net unrealized appreciation on foreign currency translations ................................. 2,161 ------------ NET ASSETS .............................................. $ 65,097,795 ============ SHARES OF CAPITAL STOCK: CLASS AAA: Net Asset Value, offering and redemption price per share ($64,749,010 / 2,911,923 shares outstanding; 375,000,000 shares authorized) ........... $22.24 ====== CLASS A: Net Asset Value and redemption price per share ($284,104 / 12,647 shares outstanding; 250,000,000 shares authorized) ........................ $22.46 ====== Maximum offering price per share (NAV / .9425, based on maximum sales charge of 5.75% of the offering price) ................................ $23.83 ====== CLASS B: Net Asset Value and offering price per share ($52,776 / 2,435 shares outstanding; 125,000,000 shares authorized) ........................ $21.67(a) ====== CLASS C: Net Asset Value and offering price per share ($11,905 / 554.5 shares outstanding; 125,000,000 shares authorized) ........................ $21.47(a) ====== - ------------------- (a) Redemption price varies based on the length of time held. STATEMENT OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2006 (UNAUDITED) - -------------------------------------------------------------------------------- INVESTMENT INCOME: Dividends (net of foreign taxes of $43,514) .............. $1,754,567 Interest ................................................. 15,608 ---------- TOTAL INVESTMENT INCOME .................................. 1,770,175 ---------- EXPENSES: Investment advisory fees ................................. 326,235 Distribution fees - Class AAA ............................ 81,072 Distribution fees - Class A .............................. 402 Distribution fees - Class B .............................. 262 Distribution fees - Class C .............................. 75 Legal and audit fees ..................................... 30,373 Shareholder communications expenses ...................... 29,689 Shareholder services fees ................................ 25,101 Custodian fees ........................................... 21,074 Registration expenses .................................... 17,253 Directors' fees .......................................... 5,088 Interest expense ......................................... 439 Miscellaneous expenses ................................... 42,650 ---------- TOTAL EXPENSES ........................................... 579,713 Less: Custodian fee credits .............................. (119) ---------- TOTAL NET EXPENSES ....................................... 579,594 ---------- NET INVESTMENT INCOME .................................... 1,190,581 ---------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY: Net realized gain on investments ......................... 947,442 Net realized gain on foreign currency transactions .................................. 6,832 ---------- Net realized gain on investments and foreign currency transactions .......................... 954,274 Net change in unrealized appreciation/ depreciation on investments and foreign currency translations .................................. 2,447,268 ---------- NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS AND FOREIGN CURRENCY ....................... 3,401,542 ---------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ........................................ $4,592,123 ========== See accompanying notes to financial statements. 6 GAMCO INTERNATIONAL GROWTH FUND, INC. STATEMENT OF CHANGES IN NET ASSETS - --------------------------------------------------------------------------------------------------------------------- SIX MONTHS ENDED JUNE 30, 2006 YEAR ENDED (UNAUDITED) DECEMBER 31, 2005 ---------------- ----------------- OPERATIONS: Net investment income .................................................... $ 1,190,581 $ 255,903 Net realized gain on investments and foreign currency transactions ....... 954,274 1,898,902 Net change in unrealized appreciation/depreciation on investments and foreign currency translations ...................................... 2,447,268 3,280,428 ----------- ----------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ..................... 4,592,123 5,435,233 ----------- ----------- DISTRIBUTIONS TO SHAREHOLDERS: Net investment income Class AAA .............................................................. -- (247,787) Class A ................................................................ -- (901) Class C ................................................................ -- (34) ----------- ----------- TOTAL DISTRIBUTIONS TO SHAREHOLDERS ...................................... -- (248,722) ----------- ----------- CAPITAL SHARE TRANSACTIONS: Class AAA .............................................................. 625,542 (1,027,448) Class A ................................................................ 14,060 20,347 Class B ................................................................ (10) (38,343) Class C ................................................................ (4,843) 8,608 ----------- ----------- NET INCREASE (DECREASE) IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS .... 634,749 (1,036,836) ----------- ----------- REDEMPTION FEES .......................................................... 55 2,588 ----------- ----------- NET INCREASE IN NET ASSETS ............................................... 5,226,927 4,152,263 NET ASSETS: Beginning of period ...................................................... 59,870,868 55,718,605 ----------- ----------- End of period (including undistributed net investment income of $1,193,140 and $2,559, respectively) ................................ $65,097,795 $59,870,868 =========== =========== See accompanying notes to financial statements. 7 GAMCO INTERNATIONAL GROWTH FUND, INC. NOTES TO FINANCIAL STATEMENTS (UNAUDITED) - -------------------------------------------------------------------------------- 1. ORGANIZATION. GAMCO International Growth Fund, Inc. (the "Fund"), formerly Gabelli International Growth Fund, Inc., was organized on May 25, 1994 as a Maryland corporation. The Fund is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"). The Fund's primary objective is long-term capital appreciation. The Fund commenced investment operations on June 30,1995. 2. SIGNIFICANT ACCOUNTING POLICIES. The preparation of financial statements in accordance with United States ("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 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 a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market but prior to the close of business on the day the securities are being valued. Debt instruments with remaining maturities of 60 days or less that are not credit impaired 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 fair valued 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 average of the latest 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 fair valued as determined by 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. 8 GAMCO INTERNATIONAL GROWTH FUND, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- 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. At June 30, 2006, there were no open repurchase agreements. FORWARD FOREIGN EXCHANGE CONTRACTS. The Fund may engage in forward foreign exchange contracts for hedging a specific transaction with respect to either the currency in which the transaction is denominated or another currency as deemed appropriate by the Adviser. Forward foreign exchange contracts are valued at the forward rate and are marked-to-market daily. The change in market value is included in unrealized appreciation/depreciation on investments and foreign currency translations. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed. The use of forward foreign exchange contracts does not eliminate fluctuations in the underlying prices of the Fund's portfolio securities, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. In addition, the Fund could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts. At June 30, 2006, there were no open forward foreign exchange contracts. FOREIGN CURRENCY TRANSLATIONS. The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, investments, and other assets and liabilities are translated into U.S. dollars at the current exchange rates. 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 that 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. 9 GAMCO INTERNATIONAL GROWTH FUND, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- 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. FOREIGN TAXES. The Fund may be subject to foreign taxes on income, gains on investments, or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests. 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 on the accrual basis. Premiums and discounts on debt securities are amortized using the effective yield to maturity method. Dividend income is recorded on the ex-dividend date except for certain dividends which are recorded as soon as the Fund is informed of the dividend. 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 the net asset value ("NAV") 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 borne solely by the class incurring the expense. CUSTODIAN FEE CREDITS. When cash balances are maintained in the custody account, the Fund receives credits which are used to offset custodian fees. The gross expenses paid under the custody arrangement are included in custodian fees in the Statement of Operations with the corresponding expense offset, if any, shown as "custodian fee credits". DISTRIBUTIONS TO SHAREHOLDERS. Distributions to shareholders are recorded on the ex-dividend date. Distributions to shareholders are based on income and 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 and foreign currency transactions held by the Fund, timing differences, and differing characterizations of distributions made by the Fund. Distributions from net investment income include net realized gains on foreign currency transactions. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, adjustments are made to the appropriate capital accounts in the period when the differences arise. These reclassifications have no impact on the NAV of the Fund. For the fiscal year ended December 31, 2005, reclassifications were made to decrease accumulated net investment income by $5,102 and to decrease accumulated net realized loss on investments and foreign currency transactions by $5,102. 10 GAMCO INTERNATIONAL GROWTH FUND, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- The tax character of distributions paid during the fiscal year ended December 31, 2005 was as follows: DISTRIBUTIONS PAID FROM: Ordinary income (inclusive of short-term capital gains) .................. $248,722 -------- Total distributions paid ................................... $248,722 ======== PROVISION FOR INCOME TAXES. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for Federal income taxes is required. As of December 31, 2005, the components of accumulated earnings/(losses) on a tax basis were as follows: Undistributed ordinary income .............................$ 2,559 Capital loss carryforward ................................. (10,651,599) Net unrealized appreciation on investments and foreign receivables and payables ........................ 16,252,481 ------------ Total accumulated gain ....................................$ 5,603,441 ============ At December 31, 2005, the Fund had net capital loss carryforwards for Federal income tax purposes of $10,651,599, which are available to reduce future required distributions of net capital gains to shareholders. $2,699,577 of the loss carryforward is available through 2009; $5,226,116 is available through 2010; and $2,725,906 is available through 2011. For the year ended December 31, 2005, the Fund utilized net capital loss carryforwards of $1,904,165. The following summarizes the tax cost of investments and the related unrealized appreciation/depreciation at June 30, 2006: GROSS GROSS NET UNREALIZED UNREALIZED UNREALIZED APPRECIATION/ COST APPRECIATION DEPRECIATION (DEPRECIATION) ---- ------------ ------------ -------------- Investments ............... $46,553,135 $20,595,273 $(1,897,662) $18,697,611 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 affiliated persons of the Adviser. 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 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. 11 GAMCO INTERNATIONAL GROWTH FUND, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- 5. PORTFOLIO SECURITIES. Purchases and proceeds from the sales of securities for the six months ended June 30, 2006, other than short-term securities, aggregated $8,179,720 and $6,117,082, respectively. 6. TRANSACTIONS WITH AFFILIATES. During the six months ended June 30, 2006, Gabelli & Company informed the Fund that it received $110 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares. The cost of calculating the Fund's NAV per share is a Fund expense pursuant to the Advisory Agreement between the Fund and the Adviser. During the six months ended June 30, 2006, the Fund paid or accrued $22,500 to the Adviser in connection with the cost of computing the Fund's NAV, which is included in miscellaneous expenses in the Statement of Operations. 7. LINE OF CREDIT. The Fund has access to an unsecured line of credit of up to $25,000,000 from the custodian for temporary borrowing purposes. Borrowings under this arrangement bear interest at 0.75% above the Federal Funds rate on outstanding balances. At June 30, 2006, there were no borrowings outstanding from the line of credit. The average daily amount of borrowings outstanding from the line of credit within the six months ended June 30, 2006 was $6,558, with a weighted average interest rate of 5.54%. The maximum amount borrowed at any time during the six months ended June 30, 2006 was $438,000. 8. CAPITAL STOCK TRANSACTIONS. The Fund currently offers four classes of shares - - Class AAA Shares, Class A Shares, Class B Shares, and Class C Shares. Class AAA Shares are offered only to investors who acquire them directly from Gabelli & Company, or through selected broker/dealers, or the transfer agent 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 sales charge ("CDSC") upon redemption within six years of purchase and automatically convert to Class A Shares approximately eight years after the original purchase. The applicable CDSC is equal to a declining percentage of the lesser of the NAV per share at the date of the original purchase or at the date of redemption, based on the length of time held. Class C Shares are subject to a 1.00% CDSC for one year after purchase. 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 AAA Shares, Class A Shares, Class B Shares, 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 on or before 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, 2006 and fiscal year ended December 31, 2005 amounted to $55 and $2,588, respectively. 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 GAMCO INTERNATIONAL GROWTH FUND, INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED) - -------------------------------------------------------------------------------- Transactions in shares of capital stock were as follows: SIX MONTHS ENDED JUNE 30, 2006 YEAR ENDED (UNAUDITED) DECEMBER 31, 2005 --------------------- ---------------------- SHARES AMOUNT SHARES AMOUNT -------- ----------- -------- ------------ CLASS AAA CLASS AAA --------------------- ---------------------- Shares sold .............................................. 431,111 $ 9,516,795 814,424 $ 15,624,205 Shares issued upon reinvestment of dividends ............. -- -- 11,217 230,849 Shares redeemed .......................................... (405,826) (8,891,253) (895,699) (16,882,502) -------- ----------- -------- ------------ Net increase (decrease) ................................ 25,285 $ 625,542 (70,058) $ (1,027,448) ======== =========== ======== ============ CLASS A CLASS A --------------------- ---------------------- Shares sold .............................................. 3,251 $ 71,727 11,486 $ 211,509 Shares issued upon reinvestment of dividends ............. -- -- 23 484 Shares redeemed .......................................... (2,709) (57,667) (10,078) (191,646) -------- ----------- -------- ------------ Net increase ........................................... 542 $ 14,060 1,431 $ 20,347 ======== =========== ======== ============ CLASS B CLASS B --------------------- ---------------------- Shares sold .............................................. -- -- 734 $ 13,990 Shares issued upon reinvestment of dividends ............. -- -- -- -- Shares redeemed .......................................... (1) $ (10) (2,868) (52,333) -------- ----------- -------- ------------ Net decrease ........................................... (1) $ (10) (2,134) $ (38,343) ======== =========== ======== ============ CLASS C CLASS C --------------------- ---------------------- Shares sold .............................................. 24 $ 491 751 $ 13,611 Shares issued upon reinvestment of dividends ............. -- -- 1 23 Shares redeemed .......................................... (228) (5,334) (274) (5,026) -------- ----------- -------- ------------ Net increase (decrease) ................................ (204) $ (4,843) 478 $ 8,608 ======== =========== ======== ============ 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. 10. 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 trading practices involving certain funds managed by the Adviser. GAMCO Investors, Inc. ("GAMCO"), the Adviser's parent company, is responding to these requests for documents and testimony. In June 2006, GAMCO began discussions with the SEC regarding a possible resolution of their inquiry. Since these discussions are ongoing, it cannot be determined at this time whether they will ultimately result in a settlement of this matter. On a separate matter, in September 2005, the Adviser was informed by the staff of the SEC that the staff may recommend to the Commission that an administrative remedy and a monetary penalty be sought from the Adviser in connection with the actions of two of seven closed-end funds managed by the Adviser relating to Section 19(a) and Rule 19a-1 of the 1940 Act. These provisions require registered investment companies to provide written statements to shareholders when a dividend is made from a source other than net investment income. While the two closed-end funds sent annual statements and provided other materials containing this information, the funds did not send written statements to shareholders with each distribution in 2002 and 2003. The Adviser believes that all of the funds are now in compliance. The Adviser believes that these matters would have no effect on the Fund or any material adverse effect on the Adviser or its ability to manage the Fund. 13 GAMCO INTERNATIONAL GROWTH FUND, INC. FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Selected data for a share of capital stock outstanding throughout each period: INCOME FROM INVESTMENT OPERATIONS DISTRIBUTIONS -------------------------- ------------------------------------------------ Net Net Asset Net Realized and Total Net Period Value, Investment Unrealized from Net Realized Ended Beginning Income/ Gain/(Loss) on Investment Investment Gain on Total December 31 of Period (Loss)(a) Investments Operations Income Investments Distributions - ----------- ---------- ---------- ------------ ---------- ---------- ----------- ------------- CLASS AAA 2006(b) $20.63 $ 0.40 $ 1.21 $ 1.61 -- -- -- 2005 18.75 0.09 1.88 1.97 $(0.09) -- $(0.09) 2004 16.10 0.06 2.62 2.68 (0.05) -- (0.05) 2003 11.79 0.01 4.27 4.28 (0.01) -- (0.01) 2002 13.74 0.01 (1.95) (1.94) (0.01) -- (0.01) 2001 18.29 0.17 (4.51) (4.34) (0.18) $(0.03) (0.21) CLASS A 2006(b) $20.84 $ 0.37 $ 1.25 $ 1.62 -- -- -- 2005 18.92 0.11 1.88 1.99 $(0.07) -- $(0.07) 2004 16.28 0.07 2.61 2.68 (0.06) -- (0.06) 2003 11.91 (0.04) 4.39 4.35 (0.03) -- (0.03) 2002 13.74 (0.05) (1.74) (1.79) (0.04) -- (0.04) 2001 14.88 (0.23) (0.69) (0.92) (0.19) $(0.03) (0.22) CLASS B 2006(b) $20.18 $ 0.31 $ 1.18 $ 1.49 -- -- -- 2005 18.40 (0.06) 1.84 1.78 -- -- -- 2004 15.87 (0.04) 2.55 2.51 -- -- -- 2003 11.70 (0.09) 4.22 4.13 -- -- -- 2002 13.73 (0.09) (1.94) (2.03) -- -- -- 2001 17.68 0.12 (3.95) (3.83) $(0.09) $(0.03) $(0.12) CLASS C 2006(b) $20.00 $ 0.24 $ 1.23 $ 1.47 -- -- -- 2005 18.24 (0.18) 1.98 1.80 $(0.04) -- $(0.04) 2004 15.73 (0.07) 2.56 2.49 -- -- -- 2003 11.70 (0.11) 4.12 4.01 -- -- -- 2002 13.74 (0.10) (1.94) (2.04) -- -- -- 2001 18.28 0.07 (4.51) (4.44) (0.07) $(0.03) (0.10) RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA ---------------------------------------------------------------------- Operating Net Asset Net Assets Net Expense Period Value, End of Investment Ratio (Net Portfolio Ended Redemption End of Total Period Income/ Operating of Interest Turnover December 31 Fees(a) Period Return+ (in 000's) (Loss) Expenses Expense) Rate - ------------ -------- -------- ------- ---------- ---------- -------- ----------- --------- CLASS AAA 2006(b) $0.00(c) $22.24 7.8% $64,749 3.65%(d) 1.78%(d) 1.77%(d) 9% 2005 0.00(c) 20.63 10.5 59,554 0.48 1.89 1.88 19 2004 0.02 18.75 16.8 55,427 0.35 1.84 1.84 16 2003 0.04 16.10 36.7 42,009 0.07 1.97 1.94 19 2002 -- 11.79 (14.1) 35,536 0.05 1.90 1.89 25 2001 -- 13.74 (23.7) 47,172 1.14 1.86 1.80 31 CLASS A 2006(b) $0.00(c) $22.46 7.8% $ 284 3.32%(d) 1.78%(d) 1.77%(d) 9% 2005 0.00(c) 20.84 10.5 253 0.56 1.89 1.88 19 2004 0.02 18.92 16.8 202 0.40 1.84 1.84 16 2003 0.05 16.28 36.7 90 (0.29) 1.93 1.90 19 2002 -- 11.91 (13.1) 1 (0.36) 1.43 1.43 25 2001 -- 13.74 (6.2) 1 (3.85)(d) 1.86(d) 1.86(d) 31 CLASS B 2006(b) $0.00(c) $21.67 7.4% $ 53 2.91%(d) 2.53%(d) 2.52%(d) 9% 2005 0.00(c) 20.18 9.7 49 (0.31) 2.63 2.62 19 2004 0.02 18.40 15.9 84 (0.23) 2.59 2.59 16 2003 0.04 15.87 35.6 22 (0.73) 2.71 2.69 19 2002 -- 11.70 (14.8) 14 (0.69) 2.65 2.64 25 2001 -- 13.73 (21.7) 18 0.82(d) 2.60(d) 2.56(d) 31 CLASS C 2006(b) $0.00(c) $21.47 7.4% $ 12 2.25%(d) 2.53%(d) 2.52%(d) 9% 2005 0.00(c) 20.00 9.9 15 (0.95) 2.62 2.61 19 2004 0.02 18.24 16.0 5 (0.40) 2.59 2.59 16 2003 0.02 15.73 34.4 5 (0.84) 2.82 2.82 19 2002 -- 11.70 (14.9) 3 (0.78) 2.61 2.61 25 2001 -- 13.74 (24.3) 4 0.43 2.64 2.59 31 - -------------------------------------------------------------------------------- + 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 distributions 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) For the six months ended June 30, 2006, unaudited. (c) Amount represents less than $0.005 per share. (d) Annualized. See accompanying notes to financial statements. 14 GAMCO INTERNATIONAL GROWTH 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 GAMCO International Growth 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 board members"), 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 15, 2006, the Board, including the independent board members, considered the factors and reached the conclusions described below relating to the selection of the Adviser and the re-approval of the Advisory Agreement. 1. NATURE, EXTENT, AND QUALITY OF SERVICES. The independent board members 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 board members in their capacity as directors, and other services. The independent board members concluded that the services are extensive in nature and that the Adviser consistently delivered a high level of service. 2. INVESTMENT PERFORMANCE OF THE FUND AND ADVISER. The independent board members considered 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, while performance for the most recent one and three year periods was below the peer group average, the Adviser was delivering superior performance results over the most recent five and ten year periods consistent with the long-term investment strategies being pursued by the Fund. 3. COSTS OF SERVICES AND PROFITS REALIZED BY THE ADVISER. (A) COSTS OF SERVICES TO FUND: FEES AND EXPENSES. The independent board members considered the Fund's advisory fee rate and expense ratio relative to industry averages and median levels 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 board members 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 board members recognized that the 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. (B) PROFITABILITY AND COSTS OF SERVICES TO ADVISER. The independent board members considered 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 board members 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 resources devoted to Fund matters in response to recently-enacted 15 regulatory requirements and new or enhanced Fund policies and procedures. The independent board members 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. 4. EXTENT OF ECONOMIES OF SCALE AS FUND GROWS. The independent board members considered 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 board members 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 had stated during the main meeting that the expenses incurred by the Adviser relating to management of the Fund have increased substantially in recent years as a percentage of advisory fees, rather than declining as might be anticipated as the assets of the Fund increase. The independent board members agreed that it was possible that Adviser-level expenses incurred in managing the Fund eventually may level off or decline as a percentage of advisory fees, especially if the assets of the Fund continue to grow beyond certain thresholds. 5. WHETHER FEE LEVELS REFLECT ECONOMIES OF SCALE. The independent board members also considered whether the advisory 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. 6. OTHER RELEVANT CONSIDERATIONS. (A) ADVISER PERSONNEL AND METHODS. The independent board members considered 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, and concluded that in each of these areas the Adviser was structured in such a way to support the high level of services being provided to the Fund. (B) OTHER BENEFITS TO THE ADVISER. The independent board members also considered the character and amount of other incidental benefits received by the Adviser and its affiliates from its association with the Fund. The independent board members concluded that potential "fall-out" benefits that the Adviser and its affiliates may receive, such as greater name recognition or increased ability to obtain research services, appear to be reasonable, and may in some cases benefit the Fund. CONCLUSIONS. In considering the Advisory Agreement, the independent board members 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 board members that shareholders had received acceptable absolute and relative performance at reasonable fees and, therefore, re-approval of the Agreement was in the best interests of the Fund and its shareholders. As a part of its decision making process, the independent board members noted that the Adviser has managed the Fund since its inception, and the independent board members believe that a long-term relationship with a capable, conscientious adviser is in the best interests of the Fund. The independent board members considered, generally, that shareholders invested in the Fund knowing that the Adviser managed the Fund and knowing its investment advisory fee schedule. As such, the independent board members considered, in particular, whether the Adviser managed the Fund in accordance with its investment objectives and policies as disclosed to shareholders. The independent board members concluded that the Fund was managed by the Adviser consistent with its investment objectives and policies. Upon conclusion of their review and discussion, the independent board members unanimously agreed to recommend the continuation of the Advisory Agreement for the Fund. 16 - -------------------------------------------------------------------------------- GABELLI FUNDS AND YOUR PERSONAL PRIVACY ================================================================================ WHO ARE WE? The Gabelli/GAMCO 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 and Gabelli Advisers, Inc., which are affiliated with GAMCO Investors, Inc. GAMCO Investors, Inc. 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. 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 ______________________________________ GAMCO 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 GAMCO 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 ___________________________ GAMCO 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) TEAM MANAGED SPECIALTY EQUITY ____________________________ GAMCO 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 GAMCO 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 ______________________________________ GAMCO 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 GAMCO 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___________________________________ GAMCO 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 debt instruments. (MULTICLASS) PORTFOLIO MANAGER: MARTIN WEINER, CFA 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 AN INVESTMENT IN THE ABOVE MONEY MARKET FUND IS NEITHER INSURED NOR GUARANTEED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY GOVERNMENT AGENCY. ALTHOUGH THE FUND SEEKS TO PRESERVE THE VALUE OF YOUR INVESTMENT AT $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUND. THE FUNDS MAY INVEST IN FOREIGN SECURITIES WHICH INVOLVE RISKS NOT ORDINARILY ASSOCIATED WITH INVESTMENTS IN DOMESTIC ISSUES, INCLUDING CURRENCY FLUCTUATION, ECONOMIC, AND POLITICAL RISKS. TO RECEIVE A PROSPECTUS, CALL 800-GABELLI (422-3554). INVESTORS SHOULD CAREFULLY CONSIDER THE INVESTMENT OBJECTIVES, RISKS, CHARGES, AND EXPENSES OF THE FUND BEFORE INVESTING. THE PROSPECTUS CONTAINS MORE INFORMATION ABOUT THIS AND OTHER MATTERS AND SHOULD BE READ CAREFULLY BEFORE INVESTING. GAMCO INTERNATIONAL GROWTH 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 Werner J. Roeder, MD CHAIRMAN AND CHIEF MEDICAL DIRECTOR EXECUTIVE OFFICER LAWRENCE HOSPITAL GAMCO INVESTORS, INC. Anthony J. Colavita Anthonie C. van Ekris ATTORNEY-AT-LAW CHAIRMAN ANTHONY J. COLAVITA, P.C. BALMAC INTERNATIONAL, INC. Salvatore J. Zizza CHAIRMAN HALLMARK ELECTRICAL SUPPLIES CORP. OFFICERS AND PORTFOLIO MANAGER Caesar Bryan Bruce N. Alpert PORTFOLIO MANAGER PRESIDENT James E. McKee Agnes Mullady SECRETARY TREASURER Peter D. Goldstein CHIEF COMPLIANCE OFFICER DISTRIBUTOR Gabelli & Company, Inc. CUSTODIAN, TRANSFER AGENT, AND DIVIDEND AGENT State Street Bank and Trust Company LEGAL COUNSEL Willkie Farr & Gallagher LLP - -------------------------------------------------------------------------------- This report is submitted for the general information of the shareholders of GAMCO International Growth Fund, Inc. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. - -------------------------------------------------------------------------------- GAB009Q206SR GAMCO GAMCO INTERNATIONAL GROWTH FUND, INC. SEMI-ANNUAL REPORT JUNE 30, 2006 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) GAMCO International Growth Fund, Inc. -------------------------------------------------------------------- By (Signature and Title)* /s/ Bruce N. Alpert ------------------------------------------------------- Bruce N. Alpert, Principal Executive Officer Date September 1, 2006 ---------------------------------------------------------------------------- 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 Date September 1, 2006 ---------------------------------------------------------------------------- By (Signature and Title)* /s/ Agnes Mullady ------------------------------------------------------- Agnes Mullady, Principal Financial Officer & Treasurer Date September 1, 2006 ---------------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature.