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
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Date of reporting period: December 31, 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.
ANNUAL REPORT
DECEMBER 31, 2006
TO OUR SHAREHOLDERS,
The Sarbanes-Oxley Act requires a Fund's principal executive and financial
officers to certify the entire contents of the semi-annual and annual
shareholder reports in a filing with the Securities and Exchange Commission on
Form N-CSR. This certification would cover the portfolio manager's commentary
and subjective opinions if they are attached to or a part of the financial
statements. Many of these comments and opinions would be difficult or impossible
to certify.
Because we do not want our portfolio managers to eliminate their opinions
and/or restrict their commentary to historical facts, we have separated their
commentary from the financial statements and investment portfolio and have sent
it to you separately. Both the commentary and the financial statements,
including the portfolio of investments, will be available on our website at
www.gabelli.com/funds.
Enclosed are the audited financial statements and the investment portfolio
as of December 31, 2006 with a description of factors that affected the
performance during the past year.
PERFORMANCE DISCUSSION (UNAUDITED)
For the twelve months ending December 31, 2006 the net asset value of the
Fund (Class AAA) appreciated 21.18% which compares with 23.95% for the average
International Multi-Cap Growth Fund monitored by Lipper and 26.86% for the MSCI
EAFE Index.
International markets performed strongly in 2006. Merger and acquisition
activity has been feverish and helped international markets' performance. For
example, Europe surpassed the U.S. in 2006 with deal volume of $1.43 trillion, a
rise of 39% from 2005. Gains made from higher stock prices were further
augmented by the strength of most foreign currencies relative to the dollar. Ten
individual stock holdings of the Fund gained more than 30% in price during the
year. These included Xstrata, Tokai Carbon Co., Canon Inc., Petrobras, Saipem,
Swatch Group, Harmony Gold Mining Co., Bank of Ireland, William Demant Holdings,
and Ajinomoto Co.
Sincerely yours,
/s/ Bruce N. Alpert
President
February 23, 2007
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE GAMCO INTERNATIONAL
GROWTH FUND, THE LIPPER INTERNATIONAL MULTI-CAP GROWTH FUND AVERAGE,
AND THE MSCI EAFE INDEX
GAMCO International Lipper International
Growth Fund (Class AAA) Multi-Cap Growth Fund Average MSCI EAFE Index
6/30/95 $10,000 $10,000 $10,000
12/31/95 10,980 10,605 10,855
12/31/96 13,420 12,132 11,545
12/31/97 14,399 12,799 11,783
12/31/98 16,901 14,466 14,179
12/31/99 25,760 20,377 18,050
12/31/00 21,512 17,198 15,530
12/31/01 16,409 13,464 12,236
12/31/02 14,092 11,220 10,320
12/31/03 19,260 15,116 14,362
12/31/04 22,496 17,632 17,335
12/31/05 24,856 20,336 19,765
12/31/06 30,120 25,207 25,074
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE RESULTS. The performance tables and
graph do not reflect the deduction of taxes that a shareholder would pay on fund
distributions or the redemption of fund shares.
COMPARATIVE RESULTS
- --------------------------------------------------------------------------------
AVERAGE ANNUAL RETURNS THROUGH DECEMBER 31, 2006 (A)
----------------------------------------------------
Since
Inception
Quarter 1 Year 3 Year 5 Year 10 Year (6/30/95)
------- ------ ------ ------ ------- ---------
GAMCO INTERNATIONAL GROWTH FUND CLASS AAA (B) ...... 11.16% 21.18% 16.07% 12.92% 8.42% 10.06%
MSCI EAFE Index .................................... 10.40 26.86 20.41 15.43 8.06 8.32
Lipper International Multi-Cap Growth Fund Average 10.78 23.95 19.31 14.52 9.04 7.92
Class A ............................................ 11.11 21.14 16.08 13.20 8.56 10.19
4.73(c) 14.17(c) 13.81(c) 11.87(c) 7.92(c) 9.62(c)
Class B ............................................ 10.94 20.23 15.20 12.06 7.93 9.63
5.94(d) 15.23(d) 14.44(d) 11.81(d) 7.93(d) 9.63(d)
Class C ............................................ 10.97 20.23 15.28 11.89 7.84 9.55
9.97(e) 19.23(e) 15.28 11.89 7.84 9.55
(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 Morgan
Stanley Capital International (MSCI) Europe, Australasia and Far East (EAFE)
Index (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. You cannot
invest directly in an index.
(b) Effective February 15, 2007, Class AAA Shares are only offered to investors
who are shareholders in one or more of the registered funds distributed by
Gabelli & Company, Inc. prior to February 15, 2007.
(c) Includes the effect of the maximum 5.75% sales charge at the beginning of
the period.
(d) Performance results include the deferred sales charges for the Class B
Shares upon redemption at the end of the quarter, one year, three year, five
year, ten year, and since inception periods of 5%, 5%, 3%, 2%, 0%, and 0%,
respectively, of the Fund's NAV at the time of purchase or sale, whichever
is lower. Class B Shares are not available for new purchases.
(e) Performance results include the deferred sales charge for the Class C Shares
upon redemption at the end of the quarter and one year periods of 1% of the
Fund's NAV at the time of purchase or sale, whichever is lower.
- --------------------------------------------------------------------------------
2
GAMCO INTERNATIONAL GROWTH FUND, INC.
DISCLOSURE OF FUND EXPENSES (UNAUDITED)
For the Six Month Period from July 1, 2006 through December 31, 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 year ended December 31, 2006.
Beginning Ending Annualized Expenses
Account Value Account Value Expense Paid During
07/01/06 12/31/06 Ratio Period*
- --------------------------------------------------------------------------------
GAMCO INTERNATIONAL GROWTH FUND, INC.
- --------------------------------------------------------------------------------
ACTUAL FUND RETURN
Class AAA $1,000.00 $1,124.10 1.79% $ 9.58
Class A $1,000.00 $1,124.00 1.79% $ 9.58
Class B $1,000.00 $1,119.70 2.53% $13.52
Class C $1,000.00 $1,120.00 2.53% $13.52
HYPOTHETICAL 5% RETURN
Class AAA $1,000.00 $1,016.18 1.79% $ 9.10
Class A $1,000.00 $1,016.18 1.79% $ 9.10
Class B $1,000.00 $1,012.45 2.53% $12.83
Class C $1,000.00 $1,012.45 2.53% $12.83
* 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.
3
SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED)
The following table presents portfolio holdings as a percent of total net assets
as of December 31, 2006:
GAMCO INTERNATIONAL GROWTH FUND, INC.
Health Care ...................................... 14.9%
Consumer Products ................................ 11.0%
Financial Services: Banks ........................ 10.5%
Metals and Mining ................................ 8.4%
Food and Beverage ................................ 8.0%
Building and Construction ........................ 7.4%
Energy and Utilities ............................. 7.0%
Retail ........................................... 6.2%
Entertainment .................................... 4.6%
Business Services ................................ 3.7%
Broadcasting ..................................... 3.4%
Financial Services: Insurance .................... 2.8%
Hotels and Gaming ................................ 2.8%
Financial Services: Brokerage .................... 2.7%
Specialty Chemicals .............................. 2.3%
Electronics ...................................... 1.4%
Computer Software and Services ................... 1.2%
Real Estate ...................................... 0.9%
Telecommunications ............................... 0.7%
Other Assets and Liabilities (Net) ............... 0.1%
------
100.0%
======
THE FUND FILES A COMPLETE SCHEDULE OF PORTFOLIO HOLDINGS WITH THE SECURITIES AND
EXCHANGE COMMISSION (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 SEPTEMBER
30, 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
SEC'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, by
(i) calling 800-GABELLI (800-422-3554); (ii) writing to The Gabelli Funds at One
Corporate Center, Rye, NY 10580-1422; or (iii) visiting the SEC's website at
www.sec.gov.
4
GAMCO INTERNATIONAL GROWTH FUND,INC.
SCHEDULE OF INVESTMENTS -- DECEMBER 31, 2006
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------ ---- -------
COMMON STOCKS -- 99.9%
BROADCASTING -- 3.4%
70,000 Mediaset SpA ........... $ 584,682 $ 830,704
21,000 Modern Times Group AB,
Cl. B+ ............... 542,552 1,380,378
----------- -----------
1,127,234 2,211,082
----------- -----------
BUILDING AND CONSTRUCTION -- 7.4%
16,000 Bouygues SA ............ 450,537 1,027,101
55,250 CRH plc, Dublin ........ 816,108 2,300,290
500 CRH plc, London ........ 7,386 20,844
21,500 Technip SA ............. 594,994 1,475,810
----------- -----------
1,869,025 4,824,045
----------- -----------
BUSINESS SERVICES -- 3.7%
39,000 Amano Corp. ............ 678,104 489,610
18,000 Canon Inc. ............. 700,674 1,013,403
17,000 Secom Co. Ltd. ......... 723,863 881,391
----------- -----------
2,102,641 2,384,404
----------- -----------
COMPUTER SOFTWARE AND SERVICES -- 1.2%
600 NIWS Co. HQ Ltd. ....... 734,719 360,489
17,000 Square Enix Co. Ltd. ... 457,695 445,696
----------- -----------
1,192,414 806,185
----------- -----------
CONSUMER PRODUCTS -- 11.0%
20,000 Altadis SA ............. 299,518 1,046,796
34,000 Assa Abloy AB, Cl. B ... 645,164 740,000
14,500 Christian Dior SA ...... 749,508 1,545,607
48,000 Compagnie Financiere
Richemont AG, Cl. A .. 934,005 2,796,881
4,500 Swatch Group AG ........ 544,487 994,358
----------- -----------
3,172,682 7,123,642
----------- -----------
ELECTRONICS -- 1.4%
3,800 Keyence Corp. .......... 719,306 941,658
----------- -----------
ENERGY AND UTILITIES -- 7.0%
18,000 Imperial Oil Ltd. ...... 673,426 662,642
11,000 Petroleo Brasileiro SA,
ADR .................. 466,424 1,132,890
42,000 Saipem SpA ............. 774,010 1,094,423
8,000 Sasol Ltd. ............. 307,977 295,201
18,776 Total SA ............... 710,746 1,354,509
----------- -----------
2,932,583 4,539,665
----------- -----------
ENTERTAINMENT -- 4.6%
125,000 Publishing &
Broadcasting Ltd. .... 916,819 2,106,570
23,000 Vivendi ................ 559,445 898,990
----------- -----------
1,476,264 3,005,560
----------- -----------
MARKET
SHARES COST VALUE
------ ---- -------
FINANCIAL SERVICES: BANKS -- 10.5%
60,006 Bank of Ireland ........ $ 387,193 $ 1,386,186
40,000 Barclays plc ........... 511,560 571,731
30,000 Capitalia SpA .......... 263,543 283,942
35,000 Standard Chartered plc 684,063 1,022,458
65,000 The Shizuoka Bank Ltd. 645,796 645,057
26,000 UBS AG ................. 731,879 1,580,057
75,000 UniCredito Italiano SpA 547,087 657,382
35,000 Westpac Banking Corp. .. 550,221 669,682
----------- -----------
4,321,342 6,816,495
----------- -----------
FINANCIAL SERVICES: BROKERAGES -- 2.7%
35,000 Mediobanca SpA ......... 721,762 826,546
82,000 Nikko Cordial Corp. .... 1,110,645 940,549
----------- -----------
1,832,407 1,767,095
----------- -----------
FINANCIAL SERVICES: INSURANCE -- 2.8%
4,500 Allianz SE ............. 558,064 919,305
55,000 Aviva plc .............. 577,162 885,204
----------- -----------
1,135,226 1,804,509
----------- -----------
FOOD AND BEVERAGE -- 8.0%
50,000 Ajinomoto Co. Inc. ..... 596,119 660,897
29,000 ARIAKE JAPAN Co. Ltd. .. 693,462 566,573
65,000 Cadbury Schweppes plc .. 669,773 695,524
20,000 Coca-Cola Hellenic
Bottling Co. SA ...... 270,014 781,466
55,000 Diageo plc ............. 487,990 1,079,582
400,000 PAN Fish ASA+ .......... 338,901 365,666
4,500 Pernod-Ricard SA ....... 325,884 1,033,595
----------- -----------
3,382,143 5,183,303
----------- -----------
HEALTH CARE -- 14.9%
13,126 AstraZeneca plc,
Stockholm ............ 502,707 704,622
28,140 GlaxoSmithKline plc .... 804,631 740,512
24,000 Hisamitsu
Pharmaceutical
Co. Inc. ............. 596,260 760,304
25,000 Novartis AG ............ 953,728 1,441,321
8,500 Roche Holding AG ....... 871,315 1,524,210
9,872 Sanofi-Aventis ......... 623,826 911,552
55,000 Smith & Nephew plc ..... 498,074 573,983
3,000 Straumann Holding AG ... 617,094 726,303
5,500 Synthes Inc. ........... 372,080 655,847
11,500 Takeda
Pharmaceutical
Co. Ltd. ............. 586,881 789,505
11,000 William Demant
Holding A/S+ ......... 496,418 891,871
----------- -----------
6,923,014 9,720,030
----------- -----------
See accompanying notes to financial statements.
5
GAMCO INTERNATIONAL GROWTH FUND,INC.
SCHEDULE OF INVESTMENTS (CONTINUED) -- DECEMBER 31, 2006
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------ ---- -------
COMMON STOCKS (CONTINUED)
HOTELS AND GAMING -- 2.8%
20,000 Greek Organization of Football
Prognostics SA ....... $ 242,881 $ 773,018
16,000 InterContinental Hotels
Group plc ............ 319,378 395,356
77,647 Ladbrokes plc .......... 858,405 635,871
----------- -----------
1,420,664 1,804,245
----------- -----------
METALS AND MINING -- 8.4%
29,000 Anglo American plc ..... 1,106,323 1,414,427
85,500 Harmony Gold
Mining Co. Ltd.+ ..... 534,222 1,355,663
12,000 Rio Tinto plc .......... 624,492 638,615
40,666 Xstrata plc ............ 872,777 2,030,394
----------- -----------
3,137,814 5,439,099
----------- -----------
REAL ESTATE -- 0.9%
50,000 Cheung Kong (Holdings)
Ltd. ................. 585,811 615,495
1,562 Prosperity REIT ........ 439 339
----------- -----------
586,250 615,834
----------- -----------
RETAIL -- 6.2%
12,500 Hennes & Mauritz AB,
Cl. B ................ 512,879 631,760
35,000 Matsumotokiyoshi Co. Ltd. 959,917 777,908
20,000 Next plc ............... 526,629 704,874
30,400 Seven & I Holdings Co.
Ltd. ................. 902,824 945,170
50,000 Woolworths Ltd. ........ 686,494 943,270
----------- -----------
3,588,743 4,002,982
----------- -----------
SPECIALTY CHEMICALS -- 2.3%
13,000 Bayer AG ............... 546,914 697,749
115,000 Tokai Carbon Co. Ltd. .. 495,327 817,529
----------- -----------
1,042,241 1,515,278
----------- -----------
TELECOMMUNICATIONS -- 0.7%
8,000 Fastweb ................ 401,027 457,475
----------- -----------
TOTAL COMMON STOCKS .... 42,363,020 64,962,586
----------- -----------
TOTAL
INVESTMENTS -- 99.9% $42,363,020 64,962,586
===========
OTHER ASSETS AND
LIABILITIES (NET) -- 0.1% ........ 54,915
-----------
NET ASSETS -- 100.0% ............... $65,017,501
===========
- ----------------
+ Non-income producing security.
ADR American Depository Receipt
% OF
MARKET MARKET
GEOGRAPHIC DIVERSIFICATION VALUE VALUE
- -------------------------- ----- -----
Europe ............................. 70.0% $45,489,250
Japan .............................. 17.0 11,035,738
Asia/Pacific ....................... 6.7 4,335,355
South Africa ....................... 2.6 1,650,864
North America ...................... 2.0 1,318,489
Latin America ...................... 1.7 1,132,890
------ -----------
100.0% $64,962,586
====== ===========
See accompanying notes to financial statements.
6
GAMCO INTERNATIONAL GROWTH FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 2006
- --------------------------------------------------------------------------------
ASSETS:
Investments, at value (cost $42,363,020) ................... $64,962,586
Foreign currency, at value (cost $15) ...................... 15
Receivable for Fund shares sold ............................ 413,874
Dividends receivable ....................................... 90,101
Prepaid expense ............................................ 4,681
-----------
TOTAL ASSETS ............................................... 65,471,257
-----------
LIABILITIES:
Payable to custodian ....................................... 74,790
Payable for Fund shares redeemed ........................... 223,834
Payable for investment advisory fees ....................... 55,255
Payable for legal and audit fees ........................... 28,988
Payable for distribution fees .............................. 13,883
Payable for accounting fees ................................ 7,501
Other accrued expenses ..................................... 49,505
-----------
TOTAL LIABILITIES .......................................... 453,756
-----------
NET ASSETS applicable to 2,646,325
shares outstanding ....................................... $65,017,501
===========
NET ASSETS CONSIST OF:
Paid-in capital, each class at $0.001 par value ............ $48,258,103
Accumulated net investment income .......................... 81
Accumulated net realized loss on investments
and foreign currency transactions ........................ (5,841,844)
Net unrealized appreciation on investments ................. 22,599,566
Net unrealized appreciation on foreign
currency translations .................................... 1,595
-----------
NET ASSETS ................................................. $65,017,501
===========
SHARES OF CAPITAL STOCK:
CLASS AAA:
Net Asset Value, offering and redemption price
per share ($64,573,138 / 2,628,238 shares
outstanding; 375,000,000 shares authorized) .............. $24.57
======
CLASS A:
Net Asset Value and redemption price per share
($333,977 / 13,458 shares outstanding;
250,000,000 shares authorized) ........................... $24.82
======
Maximum offering price per share (NAV / .9425,
based on maximum sales charge of 5.75%
of the offering price) ................................... $26.33
======
CLASS B:
Net Asset Value and offering price per share
($58,902 / 2,454 shares outstanding;
125,000,000 shares authorized) ........................... $24.00(a)
======
CLASS C:
Net Asset Value and offering price per share
($51,484 / 2,175 shares outstanding;
125,000,000 shares authorized) ........................... $23.67(a)
======
- -------------------
(a) Redemption price varies based on the length of time held.
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2006
- --------------------------------------------------------------------------------
INVESTMENT INCOME:
Dividends (net of foreign taxes of $74,983) ................ $ 2,254,653
Interest ................................................... 18,325
-----------
TOTAL INVESTMENT INCOME .................................... 2,272,978
-----------
EXPENSES:
Investment advisory fees ................................... 651,807
Distribution fees - Class AAA .............................. 161,990
Distribution fees - Class A ................................ 772
Distribution fees - Class B ................................ 534
Distribution fees - Class C ................................ 227
Legal and audit fees ....................................... 55,920
Shareholder communications expenses ........................ 51,929
Shareholder services fees .................................. 56,590
Accounting fees ............................................ 45,000
Custodian fees ............................................. 44,440
Registration expenses ...................................... 37,013
Directors' fees ............................................ 11,000
Interest expense ........................................... 5,751
Miscellaneous expenses ..................................... 44,664
-----------
TOTAL EXPENSES ............................................. 1,167,637
Less: Custodian fee credits ................................ (119)
-----------
NET EXPENSES ............................................... 1,167,518
-----------
NET INVESTMENT INCOME ...................................... 1,105,460
-----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS AND FOREIGN CURRENCY:
Net realized gain on investments ........................... 5,374,313
Net realized gain on foreign currency
transactions ............................................. 3,958
-----------
Net realized gain on investments and foreign
currency transactions .................................... 5,378,271
-----------
Net change in unrealized appreciation/
depreciation on investments .............................. 5,780,119
Net change in unrealized appreciation/
depreciation on foreign currency translations ............ 4,003
-----------
Net change in unrealized appreciation/
depreciation on investments and foreign
currency translations .................................... 5,784,122
-----------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS AND FOREIGN CURRENCY ......................... 11,162,393
-----------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS .......................................... $12,267,853
===========
See accompanying notes to financial statements.
7
GAMCO INTERNATIONAL GROWTH FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED
DECEMBER 31, 2006 DECEMBER 31, 2005
----------------- -----------------
OPERATIONS:
Net investment income ....................................................... $ 1,105,460 $ 255,903
Net realized gain on investments and foreign currency transactions .......... 5,378,271 1,898,902
Net change in unrealized appreciation/depreciation on investments
and foreign currency translations ......................................... 5,784,122 3,280,428
----------- -----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ........................ 12,267,853 5,435,233
----------- -----------
DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income
Class AAA ................................................................ (1,104,645) (247,787)
Class A .................................................................. (5,762) (901)
Class B .................................................................. (662) --
Class C .................................................................. (827) (34)
----------- -----------
TOTAL DISTRIBUTIONS TO SHAREHOLDERS ......................................... (1,111,896) (248,722)
----------- -----------
CAPITAL SHARE TRANSACTIONS:
Class AAA ................................................................. (6,073,987) (1,027,448)
Class A ................................................................... 33,686 20,347
Class B ................................................................... 453 (38,343)
Class C ................................................................... 30,443 8,608
----------- -----------
NET DECREASE IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS .................. (6,009,405) (1,036,836)
----------- -----------
REDEMPTION FEES ............................................................. 81 2,588
----------- -----------
NET INCREASE IN NET ASSETS .................................................. 5,146,633 4,152,263
NET ASSETS:
Beginning of period ......................................................... 59,870,868 55,718,605
----------- -----------
End of period (including undistributed net investment income
of $81 and $2,559, respectively) .......................................... $65,017,501 $59,870,868
=========== ===========
See accompanying notes to financial statements.
8
GAMCO INTERNATIONAL GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
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.
In September 2006, the Financial Accounting Standards Board (the "FASB") issued
Statement of Financial Accounting Standards ("SFAS") 157, Fair Value
Measurements, which clarifies the definition of fair value and requires
companies to expand their disclosure about the use of fair value to measure
assets and liabilities in interim and annual periods subsequent to initial
recognition. Adoption of SFAS 157 requires the use of the price that would be
received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date. SFAS 157 is
effective for financial statements issued for fiscal years beginning after
November 15, 2007, and interim periods within those fiscal years. At this time,
management is in the process of reviewing the requirements of SFAS 157 against
its current valuation policies to determine future applicability.
9
GAMCO INTERNATIONAL GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
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 December
31, 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 December 31, 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.
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.
10
GAMCO INTERNATIONAL GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
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 AND INTEREST EXPENSE. 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". When cash balances are
overdrawn, the Fund is charged an overdraft fee equal to 2.00% above the Federal
Funds rate on outstanding balances. This amount, if any, would be shown as
"interest expense" in the Statement of Operations.
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, 2006, reclassifications were made to increase accumulated net
investment income by $3,958 and to increase accumulated net realized loss on
investments and foreign currency transactions by $3,958.
The tax character of distributions paid during the fiscal years ended December
31, 2006 and December 31, 2005 was as follows:
YEAR ENDED YEAR ENDED
DECEMBER 31, 2006 DECEMBER 31, 2005
----------------- -----------------
DISTRIBUTIONS PAID FROM:
Ordinary income .............. $1,111,896 $248,722
---------- --------
Total distributions paid ..... $1,111,896 $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
11
GAMCO INTERNATIONAL GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
distribute substantially all of its net investment company taxable income and
net capital gains. Therefore, no provision for Federal income taxes is required.
At December 31, 2006, the difference between book basis and tax basis unrealized
appreciation was primarily due to deferral of losses from wash sales for tax
purposes.
As of December 31, 2006, the components of accumulated earnings/(losses) on a
tax basis were as follows:
Undistributed ordinary income ............................. $ 81
Capital loss carryforward (5,278,666)
Net unrealized appreciation on investments and
foreign receivables and payables ........................ 22,037,983
-----------
Total accumulated gain .................................... $16,759,398
===========
At December 31, 2006, the Fund had net capital loss carryforwards for Federal
income tax purposes of $5,278,666, which are available to reduce future required
distributions of net capital gains to shareholders. $2,552,760 of the loss
carryforward is available through 2010 and $2,725,906 is available through 2011.
For the fiscal year ended December 31, 2006, the Fund utilized net capital loss
carryforwards of $5,372,933.
The following summarizes the tax cost of investments and the related unrealized
appreciation/(depreciation) at December 31, 2006:
GROSS GROSS
UNREALIZED UNREALIZED NET UNREALIZED
COST APPRECIATION DEPRECIATION APPRECIATION
---- -------------- -------------- ----------------
Investments ... $42,926,198 $23,964,335 $(1,927,947) $22,036,388
In July 2006, the FASB issued Interpretation No. 48, "Accounting for Uncertainty
in Income Taxes, an Interpretation of FASB Statement No. 109" ("the
Interpretation"). The Interpretation establishes for all entities, including
pass-through entities such as the Fund, a minimum threshold for financial
statement recognition of the benefit of positions taken in filing tax returns
(including whether an entity is taxable in a particular jurisdiction), and
requires certain expanded tax disclosures. The Interpretation is required to be
implemented for a calendar-year open-end fund no later than its June 29, 2007
NAV, and is to be applied to all open tax years as of the date of effectiveness.
Management has begun to evaluate the application of the Interpretation to the
Fund, and is not in a position at this time to estimate the significance of its
impact, if any, on the Fund's financial statements.
3. INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS. 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.
If total net assets of the Fund are below $100 million, the Fund pays each
Director that is not considered to be an affiliated person an annual retainer of
$1,000 plus $250 for each Board meeting attended and they are reimbursed for any
out of pocket expenses incurred in attending meetings. If total net assets of
the Fund are in excess of $100 million, the Fund pays each Independent Director
an annual retainer of $3,000 plus $500 for each Board meeting attended and they
are reimbursed for any out of pocket expenses incurred in attending meetings.
All Board committee members receive $500 per meeting attended. Directors who are
directors or employees of the Adviser or an affiliated company receive no
compensation or expense reimbursement from the Fund.
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,
12
GAMCO INTERNATIONAL GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
payments are authorized to Gabelli & Company at annual rates of 0.25%, 0.25%,
1.00%, and 1.00%, respectively, of the average daily net assets of those
classes, the annual limitations under each Plan. Such payments are accrued daily
and paid monthly.
5. PORTFOLIO SECURITIES. Purchases and proceeds from the sales of securities for
the fiscal year ended December 31, 2006, other than short-term and U.S.
Government securities, aggregated $11,745,586 and $17,437,904, respectively.
6. TRANSACTIONS WITH AFFILIATES. During the fiscal year ended December 31, 2006,
Gabelli & Company informed the Fund that it received $269 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 fiscal year
ended December 31, 2006, the Fund paid or accrued $45,000 to the Adviser in
connection with the cost of computing the Fund's NAV.
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. This amount, if any, would be shown as "interest expense"
in the Statement of Operations. At December 31, 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 fiscal year ended December 31, 2006 was $179,995, with a weighted
average interest rate of 6.03%. The maximum amount borrowed at any time during
the fiscal year ended December 31, 2006 was $3,943,000.
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.
Effective February 15, 2007, Class AAA Shares are offered only to investors who
are shareholders prior to that date in one or more of the registered funds
distributed by Gabelli & Company. Class AAA Shares are offered to these
investors only 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.
The Fund imposes 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 fiscal
years ended December 31, 2006 and December 31, 2005 amounted to $81 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.
13
GAMCO INTERNATIONAL GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
Transactions in shares of capital stock were as follows:
YEAR ENDED YEAR ENDED
DECEMBER 31, 2006 DECEMBER 31, 2005
---------------------- ---------------------
SHARES AMOUNT SHARES AMOUNT
------- ------------ ------- ------------
CLASS AAA CLASS AAA
---------------------- ---------------------
Shares sold ..................................................... 695,817 $ 15,649,575 814,424 $ 15,624,205
Shares issued upon reinvestment of distributions ................ 40,739 995,655 11,217 230,849
Shares redeemed ................................................. (994,956) (22,719,217) (895,699) (16,882,502)
------- ------------ ------- ------------
Net decrease .................................................. (258,400) $ (6,073,987) (70,058) $ (1,027,448)
======= ============ ======= ============
CLASS A CLASS A
---------------------- ---------------------
Shares sold ..................................................... 6,059 $ 138,288 11,486 $ 211,509
Shares issued upon reinvestment of distributions ................ 151 3,740 23 484
Shares redeemed ................................................. (4,857) (108,342) (10,078) (191,646)
------- ------------ ------- ------------
Net increase .................................................. 1,353 $ 33,686 1,431 $ 20,347
======= ============ ======= ============
CLASS B CLASS B
---------------------- ---------------------
Shares sold ..................................................... -- -- 734 $ 13,990
Shares issued upon reinvestment of distributions ................ 19 $ 463 -- --
Shares redeemed ................................................. (1) (10) (2,868) (52,333)
------- ------------ ------- ------------
Net increase (decrease) ....................................... 18 $ 453 (2,134) $ (38,343)
======= ============ ======= ============
CLASS C CLASS C
---------------------- ---------------------
Shares sold ..................................................... 1,616 $ 35,109 751 $ 13,611
Shares issued upon reinvestment of distributions ................ 28 668 1 23
Shares redeemed ................................................. (228) (5,334) (274) (5,026)
------- ------------ ------- ------------
Net increase .................................................. 1,416 $ 30,443 478 $ 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 received subpoenas from the
Attorney General of the State of New York and the SEC requesting information on
mutual fund share trading practices involving certain funds managed by the
Adviser. GAMCO Investors, Inc. ("GAMCO"), the Adviser's parent company,
responded to these requests for documents and testimony. In June 2006, GAMCO
began discussions with the SEC regarding a possible resolution of their inquiry.
In February 2007, the Adviser made an offer of settlement to the staff of the
SEC for communication to the Commission for its consideration to resolve this
matter. This offer of settlement is subject to agreement regarding the specific
language of the SEC's administrative order and other settlement documents. 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.
14
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
Period Value, Investment Unrealized from Net
Ended Beginning Income/ Gain/(Loss) on Investment Investment Total
December 31 of Period (Loss)(a) Investments Operations Income Distributions
- ----------- --------- --------- ----------- ---------- ------ -------------
CLASS AAA
2006 $20.63 $ 0.38 $ 3.99 $ 4.37 $(0.43) $(0.43)
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)
CLASS A
2006 $20.84 $ 0.36 $ 4.05 $ 4.41 $(0.43) $(0.43)
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)
CLASS B
2006 $20.18 $ 0.20 $ 3.89 $ 4.09 $(0.27) $(0.27)
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) -- --
CLASS C
2006 $20.00 $ 0.00(b) $ 4.06 $ 4.06 $(0.39) $(0.39)
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) -- --
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 $0.00(b) $24.57 21.2% $64,573 1.70% 1.79% 1.78% 18%
2005 0.00(b) 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
CLASS A
2006 $0.00(b) $24.82 21.1% $ 334 1.60% 1.79% 1.78% 18%
2005 0.00(b) 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
CLASS B
2006 $0.00(b) $24.00 20.2% $ 59 0.91% 2.54% 2.53% 18%
2005 0.00(b) 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
CLASS C
2006 $0.00(b) $23.67 20.2% $ 52 (0.01)% 2.54% 2.53% 18%
2005 0.00(b) 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
- ------------------------
+ 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.
(a) Per share amounts have been calculated using the average shares outstanding
method.
(b) Amount represents less than $0.005 per share.
See accompanying notes to financial statements.
15
GAMCO INTERNATIONAL GROWTH FUND, INC.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------
To the Shareholders and Board of Directors of
GAMCO International Growth Fund, Inc.
We have audited the accompanying statement of assets and liabilities of GAMCO
International Growth Fund, Inc. (the "Fund") (formerly Gabelli International
Growth Fund, Inc.), including the schedule of investments, as of December 31,
2006, and the related statement of operations for the year then ended, the
statements of changes in net assets for each of the two years in the period then
ended, and the financial highlights for each of the five years in the period
then ended. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. We were
not engaged to perform an audit of the Fund's internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Fund's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements and financial highlights, assessing the accounting principles used
and significant estimates made by management, and evaluating the overall
financial statement presentation. Our procedures included confirmation of
securities owned as of December 31, 2006, by correspondence with the Fund's
custodian. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of GAMCO
International Growth Fund, Inc. at December 31, 2006, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and the financial highlights for each of
the five years in the period then ended, in conformity with U.S. generally
accepted accounting principles.
/s/ Ernst & Young LLP
Philadelphia, Pennsylvania
February 16, 2007
16
GAMCO INTERNATIONAL GROWTH FUND, INC.
ADDITIONAL FUND INFORMATION (UNAUDITED)
- --------------------------------------------------------------------------------
The business and affairs of the Fund are managed under the direction of the
Fund's Board of Directors. Information pertaining to the Directors and officers
of the Fund is set forth below. The Fund's Statement of Additional Information
includes additional information about the Fund's Directors and is available,
without charge, upon request, by calling 800-GABELLI (800-422-3554) or by
writing to the GAMCO International Growth Fund, Inc. at One Corporate Center,
Rye, NY 10580-1422.
TERM OF NUMBER OF
NAME, POSITION(S) OFFICE AND FUNDS IN FUND
ADDRESS 1 LENGTH OF COMPLEX OVERSEEN PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS
AND AGE TIME SERVED 2 BY DIRECTOR DURING PAST FIVE YEARS HELD BY DIRECTOR 4
- ---------------- ------------- --------------- ---------------------- --------------------
INTERESTED DIRECTORS 3:
- -----------------------
MARIO J. GABELLI Since 1994 24 Chairman of the Board and Chief Executive Director of Morgan Group
Director Officer of GAMCO Investors, Inc. and Holdings, Inc. (transportation
Age: 64 of Gabelli Funds, LLC and GAMCO Asset services); Chairman of the
Management Inc.; Director/Trustee or Board of Lynch Interactive
Chief Investment Officer of other registered Corporation (multimedia and
investment companies in the Gabelli Funds communication services
complex; Chairman and Chief Executive company)
Officer of GGCP, Inc.
INDEPENDENT DIRECTORS 5:
- ------------------------
ANTHONY J. COLAVITA Since 1994 34 Partner in the law firm of --
Director Anthony J. Colavita, P.C.
Age: 71
WERNER J. ROEDER, MD Since 1994 23 Medical Director of Lawrence Hospital and --
Director practicing private physician
Age: 66
ANTHONIE C. VAN EKRIS Since 1994 17 Chairman of BALMAC International, Inc. --
Director (commodities and futures trading)
Age: 72
SALVATORE J. ZIZZA Since 2004 25 Chairman of Hallmark Electrical Director of Hollis-Eden
Director Supplies Corp. (distribution of Pharmaceuticals
Age: 61 electrical supplies) (biotechnology); Director
of Earl Scheib, Inc.
(automotive services)
17
GAMCO INTERNATIONAL GROWTH FUND, INC.
ADDITIONAL FUND INFORMATION (CONTINUED) (UNAUDITED)
- --------------------------------------------------------------------------------
TERM OF
NAME, POSITION(S) OFFICE AND
ADDRESS 1 LENGTH OF PRINCIPAL OCCUPATION(S)
AND AGE TIME SERVED 2 DURING PAST FIVE YEARS
- ---------------- -------------- ------------------------
OFFICERS:
- ---------
BRUCE N. ALPERT Since 1994 Executive Vice President and Chief Operating Officer of Gabelli Funds, LLC
President since 1988 and an officer of all of the registered investment companies
Age: 55 in the Gabelli Funds complex. Director and President of Gabelli Advisers, Inc.
since 1998
JAMES E. MCKEE Since 1995 Vice President, General Counsel and Secretary of GAMCO Investors, Inc.
Secretary since 1999 and GAMCO Asset Management Inc. since 1993; Secretary
Age: 43 of all of the registered investment companies in the Gabelli Funds complex
AGNES MULLADY Since 2006 Treasurer of all of the registered investment companies in the Gabelli Funds
Treasurer complex; Senior Vice President of U.S. Trust Company, N.A. and Treasurer
Age: 48 and Chief Financial Officer of Excelsior Funds from 2004 through 2005;
Chief Financial Officer of AMIC Distribution Partners from 2002 through 2004;
Controller of Reserve Management Corporation and Reserve Partners, Inc. and
Treasurer of Reserve Funds from 2000 through 2002
PETER D. GOLDSTEIN Since 2004 Director of Regulatory Affairs at GAMCO Investors, Inc. since 2004; Chief
Chief Compliance Officer Compliance Officer of all of the registered investment companies in the
Age: 53 Gabelli Funds complex; Vice President of Goldman Sachs Asset Management
from 2000 through 2004
1 Address: One Corporate Center, Rye, NY 10580 1422, unless otherwise noted.
2 Each Director will hold office for an indefinite term until the earliest of
(i) the next meeting of shareholders, if any, called for the purpose of
considering the election or re-election of such Director and until the
election and qualification of his or her successor, if any, elected at such
meeting, or (ii) the date a Director resigns or retires, or a Director is
removed by the Board of Directors or shareholders, in accordance with the
Fund's ByLaws and Articles of Incorporation. Each officer will hold office for
an indefinite term until the date he or she resigns or retires or until his or
her successor is elected and qualified.
3 "Interested person" of the Fund as defined in the 1940 Act. Mr. Gabelli is
considered an "interested person" because of his affiliation with Gabelli
Funds, LLC which acts as the Fund's investment adviser.
4 This column includes only directorships of companies required to report to the
SEC under the Securities Exchange Act of 1934, as amended (i.e. public
companies) or other investment companies registered under the 1940 Act.
5 Directors who are not interested persons are considered "Independent"
Directors.
18
GAMCO INTERNATIONAL GROWTH FUND, INC.
ADDITIONAL FUND INFORMATION (CONTINUED) (UNAUDITED)
================================================================================
2006 TAX NOTICE TO SHAREHOLDERS (Unaudited)
For the year ended December 31, 2006, the Fund paid to shareholders, on
December 27, 2006, an ordinary income dividend (comprised of net investment
income) totaling $0.428, $0.433, $0.272, and $0.385 per share for Class AAA,
Class A, Class B, and Class C, respectively. For the year ended December 31,
2006, 100% of the distribution qualifies for the dividend received deduction
available to corporations, and 100% of the ordinary income distributions was
qualified dividend income. Also for the year ended December 31, 2006, the
Fund passed through foreign tax credits of $0.0393 per share to Class AAA,
Class A, Class B, and Class C shareholders. The foreign source income and
tax credits by country are presented in the table below. Visit
www.gabelli.com for more information about 2006 foreign source income and
foreign taxes paid.
U.S. GOVERNMENT INCOME
The percentage of the ordinary income dividend paid by the Fund during
fiscal year 2006 which was derived from U.S. Treasury securities was 0.81%.
Such income is exempt from state and local tax in all states. However, many
states, including New York and California, allow a tax exemption for a
portion of the income earned only if a mutual fund has invested at least 50%
of its assets at the end of each quarter of the Fund's fiscal year in U.S.
Government securities. The GAMCO International Growth Fund did not meet this
strict requirement in 2006. Due to the diversity in state and local tax law,
it is recommended that you consult your personal tax advisor as to the
applicability of the information provided to your specific situation.
- --------------------------------------------------------------------------------
FOREIGN SOURCE INCOME AND TAX CREDITS BY COUNTRY FOR 2006 (UNAUDITED)
GAMCO INTERNATIONAL GROWTH FUND, INC.
-------------------------------------
Foreign Source Foreign Qualified
Income % Income % Foreign Tax %
-------- -------- -------------
Australia 4.55 4.57 0.00
Canada 0.16 0.16 0.57
France 9.39 9.44 28.74
Germany 0.51 0.52 1.68
Greece 2.69 2.70 0.00
Hong Kong 0.74 0.74 0.29
Ireland 3.39 3.40 0.00
Italy 4.92 4.95 12.20
Japan 7.47 7.51 11.89
South America 0.19 0.19 0.00
Spain 1.20 1.21 4.18
Switzerland 12.87 12.94 40.45
United Kingdom 51.41 51.67 0.00
19
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 per share 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.
- --------------------------------------------------------------------------------
GAB009Q406SR
GAMCO
GAMCO
INTERNATIONAL
GROWTH
FUND,
INC.
ANNUAL REPORT
DECEMBER 31, 2006
ITEM 2. CODE OF ETHICS.
(a) The registrant, as of the end of the period covered by this report, has
adopted a code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions,
regardless of whether these individuals are employed by the registrant
or a third party.
(c) There have been no amendments, during the period covered by this
report, to a provision of the code of ethics that applies to the
registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing
similar functions, regardless of whether these individuals are employed
by the registrant or a third party, and that relates to any element of
the code of ethics description.
(d) The registrant has not granted any waivers, including an implicit
waiver, from a provision of the code of ethics that applies to the
registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing
similar functions, regardless of whether these individuals are employed
by the registrant or a third party, that relates to one or more of the
items set forth in paragraph (b) of this item's instructions.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
As of the end of the period covered by the report, the registrant's Board of
Directors has determined that Salvatore J. Zizza is qualified to serve as an
audit committee financial expert serving on its audit committee and that he is
"independent," as defined by Item 3 of Form N-CSR.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
AUDIT FEES
(a) The aggregate fees billed for each of the last two fiscal years for
professional services rendered by the principal accountant for the
audit of the registrant's annual financial statements or services that
are normally provided by the accountant in connection with statutory
and regulatory filings or engagements for those fiscal years are
$34,700 for 2005 and $37,300 for 2006.
AUDIT-RELATED FEES
(b) The aggregate fees billed in each of the last two fiscal years for
assurance and related services by the principal accountant that are
reasonably related to the performance of the audit of the registrant's
financial statements and are not reported under paragraph (a) of this
Item are $0 for 2005 and $0 for 2006.
TAX FEES
(c) The aggregate fees billed in each of the last two fiscal years for
professional services rendered by the principal accountant for tax
compliance, tax advice, and tax planning are $3,600 for 2005 and $0 for
2006. Tax fees represent tax compliance services provided in connection
with the review of the Registrant's tax returns.
ALL OTHER FEES
(d) The aggregate fees billed in each of the last two fiscal years for
products and services provided by the principal accountant, other than
the services reported in paragraphs (a) through (c) of this Item are $0
for 2005 and $0 for 2006.
(e)(1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
Pre-Approval Policies and Procedures. The Audit Committee ("Committee")
of the registrant is responsible for pre-approving (i) all audit and
permissible non-audit services to be provided by the independent
registered public accounting firm to the registrant and (ii) all
permissible non-audit services to be provided by the independent
registered public accounting firm to the Adviser, Gabelli Funds, LLC,
and any affiliate of Gabelli Funds, LLC ("Gabelli") that provides
services to the registrant (a "Covered Services Provider") if the
independent registered public accounting firm's engagement related
directly to the operations and financial reporting of the registrant.
The Committee may delegate its responsibility to pre-approve any such
audit and permissible non-audit services to the Chairperson of the
Committee, and the Chairperson must report to the Committee, at its
next regularly scheduled meeting after the Chairperson's pre-approval
of such services, his or her decision(s). The Committee may also
establish detailed pre-approval policies and procedures for
pre-approval of such services in accordance with applicable laws,
including the delegation of some or all of the Committee's pre-approval
responsibilities to the other persons (other than Gabelli or the
registrant's officers). Pre-approval by the Committee of any
permissible non-audit services is not required so long as: (i) the
permissible non-audit services were not recognized by the registrant at
the time of the engagement to be non-audit services; and (ii) such
services are promptly brought to the attention of the Committee and
approved by the Committee or Chairperson prior to the completion of the
audit.
(e)(2) The percentage of services described in each of paragraphs (b) through
(d) of this Item that were approved by the audit committee pursuant to
paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows:
(b) Not applicable
(c) 100%
(d) Not applicable
(f) The percentage of hours expended on the principal accountant's
engagement to audit the registrant's financial statements for the most
recent fiscal year that were attributed to work performed by persons
other than the principal accountant's full-time, permanent employees
was 0%.
(g) The aggregate non-audit fees billed by the registrant's accountant for
services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is
primarily portfolio management and is subcontracted with or overseen by
another investment adviser), and any entity controlling, controlled by,
or under common control with the adviser that provides ongoing services
to the registrant for each of the last two fiscal years of the
registrant was $100,600 for 2005 and $73,050 for 2006.
(h) The registrant's audit committee of the board of directors has
considered whether the provision of non-audit services that were
rendered to the registrant's investment adviser (not including any
sub-adviser whose role is primarily portfolio management and is
subcontracted with or overseen by another investment adviser), and any
entity controlling, controlled by, or under common control with the
investment adviser that provides ongoing services to the registrant
that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule
2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
ITEM 6. SCHEDULE OF INVESTMENTS.
Schedule of Investments in securities of unaffiliated issuers as of the close of
the reporting period is included as part of the report to shareholders filed
under Item 1 of this form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
There have been no material changes to the procedures by which the shareholders
may recommend nominees to the registrant's Board of Directors, where those
changes were implemented after the registrant last provided disclosure in
response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR
229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)),
or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of the report that includes the disclosure
required by this paragraph, based on their evaluation of these controls
and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR
270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities
Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or
240.15d-15(b)).
(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17
CFR 270.30a-3(d)) that occurred during the registrant's second fiscal
quarter of the period covered by this report that has materially
affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
ITEM 12. EXHIBITS.
(a)(1) Code of ethics, or any amendment thereto, that is the subject of
disclosure required by Item 2 is attached hereto.
(a)(2) Certifications pursuant to Rule 30a-2(a) 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 03/01/2007
----------------------------------------------------------------------------
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 03/01/2007
----------------------------------------------------------------------------
By (Signature and Title)* /s/ Agnes Mullady
-------------------------------------------------------
Agnes Mullady,
Principal Financial Officer & Treasurer
Date 03/01/2007
----------------------------------------------------------------------------
* Print the name and title of each signing officer under his or her signature.