-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ozz9Lkc9xHvALWTBXdB/2JBOAIxNGUWx46g4YmilLry9ML61YixhnnCH3njrw7Pr V1PKdNtX83wCHd1/C82QXg== 0000935069-05-000628.txt : 20050311 0000935069-05-000628.hdr.sgml : 20050311 20050311151043 ACCESSION NUMBER: 0000935069-05-000628 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050311 DATE AS OF CHANGE: 20050311 EFFECTIVENESS DATE: 20050311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GABELLI VALUE FUND INC CENTRAL INDEX KEY: 0000853438 IRS NUMBER: 061283268 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-05848 FILM NUMBER: 05675293 BUSINESS ADDRESS: STREET 1: ONE CORPORATE CENTER CITY: RYE STATE: NY ZIP: 10580 BUSINESS PHONE: 9149215070 MAIL ADDRESS: STREET 1: ONE CORPORATE CENTER CITY: RYE STATE: NY ZIP: 10580 N-CSR 1 value.txt GABELLI VALUE 12/31/2004 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-05848 ----------- The Gabelli Value Fund Inc. ------------------------------------------------------- (Exact name of registrant as specified in charter) One Corporate Center Rye, New York 10580-1422 ------------------------------------------------------- (Address of principal executive offices) (Zip code) Bruce N. Alpert Gabelli Funds, LLC One Corporate Center Rye, New York 10580-1422 ------------------------------------------------------- (Name and address of agent for service) registrant's telephone number, including area code: 1-800-422-3554 --------------- Date of fiscal year end: December 31 ------------- Date of reporting period: December 31, 2004 ------------------ Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. REPORTS TO STOCKHOLDERS. The Report to Shareholders is attached herewith. [GRAPHIC OMITTED] MARIO GABELLI THE GABELLI VALUE FUND INC. ANNUAL REPORT DECEMBER 31, 2004 THE GABELLI VALUE FUND INC. ANNUAL REPORT DECEMBER 31, 2004 TO OUR SHAREHOLDERS, The Sarbanes-Oxley Act requires a Fund's principal executive and financial officers to certify the entire contents of the semi-annual and annual shareholder reports in a filing with the Securities and Exchange Commission on Form N-CSR. This certification would cover the portfolio manager's commentary and subjective opinions if they are attached to or a part of the financial statements. Many of these comments and opinions would be difficult or impossible to certify. Because we do not want our portfolio managers to eliminate their opinions and/or restrict their commentary to historical facts, we have separated their commentary from the financial statements and investment portfolio and have sent it to you separately. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com/funds. Enclosed are the audited financial statements and the investment portfolio as of December 31, 2004 with a description of factors that affected the performance during the past year. PERFORMANCE DISCUSSION Through most of the first ten months of 2004, it appeared equity investors wouldn't be experiencing a very merry Christmas. Then a strong, broad-based market rally that began in late October and extended through the end of the year put everyone in a festive mood. We are pleased to report that for the full year 2004, the Gabelli Value Fund gained 12.78% compared to the Dow Jones Industrial Average's 5.4% gain and the S&P 500's 10.87% advance. In this context, we note that the Gabelli Value Fund outpaced the broad benchmarks for the one, three, five and ten year and since inception periods. Equity investors spent most of the first ten months of 2004 finding things to worry about. Early in the year it was the economy, as anemic job growth caused investors to question the strength and endurance of the recovery. As we headed into the spring it was interest rates, as surprisingly strong March employment data convinced investors the Federal Reserve would soon begin tightening. From July through October, it was back to the economy, which stalled suddenly in the summer and remained soft through the early fall. Throughout this period, rapidly rising oil prices and uncertainty created by what appeared to be a "too close to call" presidential election also undermined investor confidence. Late in October, the market started to improve. Oil prices declined significantly and the economy regained momentum. The conclusive Republican victory eliminated uncertainty regarding government policies on certain issues. Investors focused on the positives -- a sturdy economy and respectable corporate earnings growth -- and stocks took off. Through the end of October, 2004, the Dow Jones Industrials and NASDAQ Composite were down -2.4% and -1.42% respectively and the S&P 500 was up 3.06%. At the end of 2004, the DJIA had gained 5.4%, the NASDAQ Composite was up 8.59%, and the S&P 500 had advanced 10.87% for the year. Homebuilders Southern Energy Homes, Nobility Homes, and Cavalier Homes finished near the top of our portfolio rankings this year. Gaming/hospitality companies MGM Mirage, Starwood Hotels and Resorts, and Mandalay Resort Group were also stellar performers. Real estate development company St. Joe (the largest private landholder in Florida) and auto parts manufacturer Tenneco Automotive made substantial performance contributions. The letter G stood for good this year, with GenCorp, Gaylord, Greif, Grupo Televisa, and Genuine Parts posting Good with a capital G returns. COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE GABELLI VALUE FUND, THE CONSUMER PRICE INDEX + 10% AND THE S&P 500 INDEX [GRAPHIC OMITTED] PLOT POINTS FOLLOW:
Gabelli Value Fund (Class A Shares) S&P 500 Index Consumer Price Index + 10% 9/29/89 9,450 10,000 10,000 12/31/89 9,648 10,205 11,460 12/31/90 9,109 9,888 13,305 12/31/91 10,505 12,893 15,048 12/31/92 11,838 13,875 16,989 12/31/93 16,508 15,270 19,147 12/31/94 16,508 15,470 21,578 12/31/95 20,214 21,277 24,276 12/31/96 21,980 26,160 27,504 12/31/97 32,581 34,884 30,723 12/31/98 40,150 44,860 34,286 12/31/99 52,966 54,295 38,641 12/31/00 48,808 49,354 43,819 12/31/01 51,453 43,491 48,902 12/31/02 43,247 33,884 54,965 12/31/03 57,029 43,598 61,506 12/31/04 64,346 48,337 69,686
* INCLUDES EFFECT OF MAXIMUM SALES CHARGE OF 5.5%. PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE RESULTS. THE PERFORMANCE TABLES AND GRAPH DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES. COMPARATIVE RESULTS - --------------------------------------------------------------------------------
AVERAGE ANNUAL RETURNS THROUGH DECEMBER 31, 2004 (A) ---------------------------------------------------- Since Inception QUARTER 1 YEAR 3 YEAR 5 YEAR 10 YEAR (9/29/89) ------- ------ ------ ------ ------- --------- GABELLI VALUE FUND CLASS A ......... 13.41% 12.78% 7.72% 3.96% 14.57% 13.38% 7.17(B) 6.55(B) 5.70(B) 2.79(B) 13.92(B) 12.97(B) S&P 500 Index ...................... 9.23 10.87 3.58 (2.30) 12.07 10.89 Dow Jones Industrial Average ....... 7.62 5.40 4.73 0.70 13.13 12.19 Nasdaq Composite Index ............. 14.69 8.59 3.71 (11.77) 11.21 10.52 Class B ............................ 13.23 12.00 6.92 3.20 14.15 13.11 8.23(c) 7.00(c) 6.04(c) 2.85(c) 14.15(c) 13.11(c) Class C ............................ 13.22 11.93 6.91 3.26 14.18 13.13 12.22(c) 10.93(c) 6.91(c) 3.26(c) 14.18(c) 13.13(c)
(a) RETURNS REPRESENT PAST PERFORMANCE AND DO NOT GUARANTEE FUTURE RESULTS. TOTAL RETURNS AND AVERAGE ANNUAL RETURNS REFLECT CHANGES IN SHARE PRICES AND REINVESTMENT OF DIVIDENDS AND ARE NET OF EXPENSES. INVESTMENT RETURNS AND THE PRINCIPAL VALUE OF AN INVESTMENT WILL FLUCTUATE. WHEN SHARES ARE REDEEMED, THEY MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. PERFORMANCE RETURNS FOR PERIODS LESS THAN ONE YEAR ARE NOT ANNUALIZED. CURRENT PERFORMANCE MAY BE LOWER OR HIGHER THAN THE PERFORMANCE DATA PRESENTED. VISIT WWW.GABELLI.COM FOR PERFORMANCE INFORMATION AS OF THE MOST RECENT MONTH END. INVESTORS SHOULD CONSIDER THE INVESTMENT OBJECTIVES, RISKS AND CHARGES AND EXPENSES OF THE FUND CAREFULLY BEFORE INVESTING. THE PROSPECTUS CONTAINS MORE INFORMATION ABOUT THIS AND OTHER MATTERS AND SHOULD BE READ CAREFULLY BEFORE INVESTING. THE CLASS A SHARES' NET ASSET VALUES ARE USED TO CALCULATE PERFORMANCE FOR THE PERIODS PRIOR TO THE ISSUANCE OF CLASS B SHARES AND CLASS C SHARES ON MARCH 15, 2000. THE ACTUAL PERFORMANCE FOR THE CLASS B SHARES AND CLASS C SHARES WOULD HAVE BEEN LOWER DUE TO THE ADDITIONAL EXPENSES ASSOCIATED WITH THESE CLASSES OF SHARES. THE DOW JONES INDUSTRIAL AVERAGE IS AN UNMANAGED INDEX OF 30 LARGE CAPITALIZATION STOCKS. THE S&P 500 INDEX AND THE NASDAQ COMPOSITE INDEX ARE UNMANAGED INDICATORS OF STOCK MARKET PERFORMANCE. DIVIDENDS ARE REINVESTED EXCEPT FOR THE NASDAQ COMPOSITE INDEX. (b) INCLUDES THE EFFECT OF THE MAXIMUM 5.5% SALES CHARGE AT THE BEGINNING OF THE PERIOD. (c) INCLUDES THE EFFECT OF THE APPLICABLE CONTINGENT DEFERRED SALES CHARGE AT THE END OF THE PERIOD SHOWN FOR CLASS B AND CLASS C SHARES, RESPECTIVELY. - -------------------------------------------------------------------------------- 2 Our substantial commitment to ad supported media companies was counterproductive in 2004. In general, media stocks were victims of expectations. The consensus (including us) anticipated a substantial increase in ad spending resulting from the strong economy and further enhanced by the summer Olympics and hotly contested presidential and congressional elections. This unfolded as anticipated, but was already fully discounted in stock prices, and therefore failed to excite investors. We also expected increased deal activity to surface value. This failed to materialize. Broadcasters were awful performers, and following their excellent performance in 2003, newspaper publishers produced lackluster returns. Specifically, advertising supported media holdings ranging from small group broadcasters such as Paxson Communications and Young Broadcasting to newspaper publishers New York Times and Belo to diversified media giants Viacom and Tribune disappointed. Additionally, pharmaceuticals industry investments such as Merck, Pfizer, and Eli Lilly also penalized returns. SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED) Under SEC rules, all funds are required to include in their annual and semi-annual shareholder reports a presentation of portfolio holdings in a table, chart or graph by reasonably identifiable categories. The following table which presents portfolio holdings as a percent of total net assets is provided in compliance with such requirement. GABELLI VALUE FUND Entertainment .............................. 18.0% Publishing ................................. 11.8% Cable and Satellite ........................ 7.7% Telecommunications ......................... 6.3% Food and Beverage .......................... 5.8% Hotels and Gaming .......................... 5.7% Diversified Industrial ..................... 4.5% Automotive: Parts and Accessories .......... 3.9% Consumer Products .......................... 3.2% Wireless Communications .................... 3.1% Retail ..................................... 3.0% Financial Services ......................... 2.7% Broadcasting ............................... 2.7% Metals and Mining .......................... 2.6% Equipment and Supplies ..................... 2.2% Electronics ................................ 2.2% Communications Equipment ................... 2.2% Environmental Services ..................... 2.0% Agriculture ................................ 1.7% Energy and Utilities ....................... 1.6% Aviation: Parts and Services ............... 1.6% Specialty Chemicals ........................ 1.3% Business Services .......................... 1.2% Consumer Services .......................... 1.0% Machinery .................................. 0.7% Manufactured Housing ....................... 0.5% Health Care ................................ 0.5% Aerospace .................................. 0.4% Real Estate ................................ 0.3% Other Assets and Liabilities - Net ......... (0.4)% ------ 100.0% ====== THE FUND FILES A COMPLETE SCHEDULE OF PORTFOLIO HOLDINGS WITH THE SEC FOR THE FIRST AND THIRD QUARTERS OF EACH FISCAL YEAR ON FORM N-Q, THE FIRST OF WHICH WAS FILED FOR THE QUARTER ENDED SEPTEMBER 30, 2004. SHAREHOLDERS MAY OBTAIN THIS INFORMATION AT WWW.GABELLI.COM OR BY CALLING THE FUND AT 800-GABELLI (800-422-3554). THE FUND'S FORM N-Q IS AVAILABLE ON THE SEC'S WEBSITE AT WWW.SEC.GOV AND MAY ALSO BE REVIEWED AND COPIED AT THE COMMISSION'S PUBLIC REFERENCE ROOM IN WASHINGTON, DC. INFORMATION ON THE OPERATION OF THE PUBLIC REFERENCE ROOM MAY BE OBTAINED BY CALLING 1-800-SEC-0330. PROXY VOTING The Fund files Form N-PX with its complete proxy voting record for the 12 months ended June 30th, no later than August 31st of each year. A description of the Fund's proxy voting policies and procedures are available (i) without charge, upon request, by calling 800-GABELLI (800-422-3554); (ii) by writing to The Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; and (iii) by visiting the Securities and Exchange Commission's website at www.sec.gov. 3 THE GABELLI VALUE FUND DISCLOSURE OF FUND EXPENSES (UNAUDITED) For the Six Month Period from July 1, 2004 through December 31, 2004 EXPENSE TABLE - -------------------------------------------------------------------------------- We believe it is important for you to understand the impact of fees and expenses regarding your investment. All mutual funds have operating expenses. As a shareholder of a fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund's gross income, directly reduce the investment return of a fund. When a fund's expenses are expressed as a percentage of its average net assets, this figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period. The Expense Table below illustrates your Fund's costs in two ways: ACTUAL FUND RETURN: This section provides information about actual account values and actual expenses. You may use this section to help you to estimate the actual expenses that you paid over the period after any fee waivers and expense reimbursements. The "Ending Account Value" shown is derived from the Fund's ACTUAL return during the past six months, and the "Expenses Paid During Period" shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period. To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your Fund under the heading "Expenses Paid During Period" to estimate the expenses you paid during this period. HYPOTHETICAL 5% RETURN: This section provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio. It assumes a hypothetical annualized return of 5% before expenses during the period shown. In this case -- because the hypothetical return used is NOT the Fund's actual return -- the results do not apply to your investment and you cannot use the hypothetical account value and expense to estimate the actual ending account balance or expenses you paid for the period. This example is useful in making comparisons of the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads), redemption fees, or exchange fees, if any, which are described in the Prospectus. If these costs were applied to your account, your costs would be higher. Therefore, the 5% hypothetical return is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. The "Annualized Expense Ratio" represents the actual expenses for the last six months and may be different from the expense ratio in the Financial Highlights which is for the year ended December 31, 2004. Beginning Ending Annualized Expenses Account Value Account Value Expense Paid During 7/1/04 12/31/04 Ratio Period* - -------------------------------------------------------------------------------- GABELLI VALUE FUND - -------------------------------------------------------------------------------- ACTUAL FUND RETURN Class A $1,000.00 $1,100.80 1.38% $ 7.29 Class B $1,000.00 $1,096.80 2.13% $11.23 Class C $1,000.00 $1,096.70 2.13% $11.23 HYPOTHETICAL 5% RETURN Class A $1,000.00 $1,018.20 1.38% $ 7.00 Class B $1,000.00 $1,014.43 2.13% $10.79 Class C $1,000.00 $1,014.43 2.13% $10.79 * Expenses are equal to the Fund's annualized expense ratio for the last six months multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year, then divided by 366. 4 THE GABELLI VALUE FUND INC. SCHEDULE OF INVESTMENTS -- DECEMBER 31, 2004 - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS -- 100.4% AEROSPACE -- 0.4% 1,000 Lockheed Martin Corp. ..... $ 25,800 $ 55,550 100,000 Northrop Grumman Corp. .... 4,692,374 5,436,000 ------------ -------------- 4,718,174 5,491,550 ------------ -------------- AGRICULTURE -- 1.7% 940,000 Archer-Daniels-Midland Co. 11,146,680 20,971,400 25,000 Mosaic Co.+ ............... 309,130 408,000 ------------ -------------- 11,455,810 21,379,400 ------------ -------------- AUTOMOTIVE: PARTS AND ACCESSORIES -- 3.9% 38,000 China Yuchai International Ltd.+ ................... 300,576 504,640 1,100,000 Dana Corp. ................ 19,003,327 19,063,000 250,000 Genuine Parts Co. ......... 6,600,695 11,015,000 152,400 Modine Manufacturing Co. .. 4,246,076 5,146,548 325,000 Navistar International Corp.+ 8,603,595 14,293,500 ------------ -------------- 38,754,269 50,022,688 ------------ -------------- AVIATION: PARTS AND SERVICES -- 1.6% 20,000 Curtiss-Wright Corp., Cl. B 509,924 1,125,200 370,000 Fairchild Corp., Cl. A+ ... 3,136,015 1,365,300 660,000 GenCorp Inc. .............. 6,756,288 12,256,200 72,000 Sequa Corp., Cl. A+ ....... 2,608,933 4,402,800 33,000 Sequa Corp., Cl. B+ ....... 1,673,268 2,037,750 ------------ -------------- 14,684,428 21,187,250 ------------ -------------- BROADCASTING -- 2.7% 189,100 Gray Television Inc. ...... 2,642,914 2,931,050 705,000 Liberty Corp. ............. 30,557,682 30,991,800 100,000 Young Broadcasting Inc., Cl. A+ .................. 1,613,556 1,056,000 ------------ -------------- 34,814,152 34,978,850 ------------ -------------- BUSINESS SERVICES -- 1.2% 620,000 Cendant Corp. ............. 5,805,201 14,495,600 17,800 ChoicePoint Inc.+ ......... 605,878 818,622 30,000 Nashua Corp.+ ............. 258,768 340,800 ------------ -------------- 6,669,847 15,655,022 ------------ -------------- CABLE AND SATELLITE -- 7.7% 140,000 Adelphia Communications Corp., Cl. A+ .................. 152,325 53,900 2,680,000 Cablevision Systems Corp., Cl. A+ .................. 31,591,721 66,732,000 80,000 Charter Communications Inc., Cl. A+ .................. 355,504 179,200 300,000 Comcast Corp., Cl. A+ ..... 7,585,400 9,984,000 370,000 DIRECTV Group Inc.+ ....... 6,960,889 6,193,800 110,000 EchoStar Communications Corp., Cl. A ............ 3,458,613 3,656,400 270,000 Liberty Media International Inc., Cl. A+ .................. 8,539,559 12,482,100 ------------ -------------- 58,644,011 99,281,400 ------------ -------------- MARKET SHARES COST VALUE ------ ---- ------ COMMUNICATIONS EQUIPMENT -- 2.2% 700,000 Agere Systems Inc., Cl. B+ $ 1,593,286 $ 945,000 750,000 Corning Inc.+ ............. 6,444,590 8,827,500 900,000 Lucent Technologies Inc.+ . 4,012,416 3,384,000 645,000 Motorola Inc. ............. 7,122,959 11,094,000 900,000 Nortel Networks Corp.+ .... 4,447,499 3,141,000 40,000 Scientific-Atlanta Inc. ... 370,950 1,320,400 ------------ -------------- 23,991,700 28,711,900 ------------ -------------- CONSUMER PRODUCTS -- 3.2% 5,000 Colgate-Palmolive Co. ..... 251,350 255,800 240,000 Energizer Holdings Inc.+ .. 4,743,310 11,925,600 95,000 Gallaher Group plc, ADR ... 2,409,090 5,767,450 500 Givaudan SA ............... 135,439 329,346 155,000 Hartmarx Corp.+ ........... 804,669 1,204,350 33,000 National Presto Industries Inc. ......... 1,052,508 1,501,500 200,000 Pactiv Corp.+ ............. 1,943,861 5,058,000 909,000 Swedish Match AB .......... 9,445,940 10,532,549 150,000 Wolverine World Wide Inc. ............... 1,968,117 4,713,000 ------------ -------------- 22,754,284 41,287,595 ------------ -------------- CONSUMER SERVICES -- 1.0% 265,000 IAC/InterActiveCorp+ ...... 4,590,189 7,319,300 237,000 Rollins Inc. .............. 2,657,725 6,237,840 ------------ -------------- 7,247,914 13,557,140 ------------ -------------- DIVERSIFIED INDUSTRIAL -- 4.5% 50,000 Ampco-Pittsburgh Corp. .... 250,018 730,000 350,000 Cooper Industries Ltd., Cl. A ................... 19,060,863 23,761,500 300,000 Crane Co. ................. 7,946,332 8,652,000 50,000 Harbor Global Co. Ltd.+ ... 133,471 465,000 500,000 Honeywell International Inc. ........ 16,238,141 17,705,000 60,000 ITT Industries Inc. ....... 3,764,171 5,067,000 244,000 Katy Industries Inc.+ ..... 2,125,720 1,263,920 109,200 Lamson & Sessions Co.+ .... 743,805 993,720 60,000 WHX Corp.+ ................ 189,508 69,000 ------------ -------------- 50,452,029 58,707,140 ------------ -------------- ELECTRONICS -- 2.2% 50,000 Freescale Semiconductor Inc., Cl. B+ ............ 551,773 918,000 235,000 Texas Instruments Inc. .... 6,053,877 5,785,700 65,000 Thermo Electron Corp.+ .... 1,249,065 1,962,350 650,000 Thomas & Betts Corp.+ ..... 13,021,825 19,987,500 5,000 Tyco International Ltd. ... 58,995 178,700 ------------ -------------- 20,935,535 28,832,250 ------------ -------------- See accompanying notes to financial statements. 5 THE GABELLI VALUE FUND INC. SCHEDULE OF INVESTMENTS (CONTINUED) -- DECEMBER 31, 2004 - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS (CONTINUED) ENERGY AND UTILITIES -- 1.6% 10,000 Allegheny Energy Inc.+ .... $ 123,486 $ 197,100 100,000 ConocoPhillips ............ 5,564,478 8,683,000 60,000 Kerr-McGee Corp. .......... 2,914,088 3,467,400 200,000 Mirant Corp.+ ............. 61,000 77,000 360,000 Northeast Utilities ....... 6,727,890 6,786,000 80,000 Southwest Gas Corp. ....... 1,587,818 2,032,000 ------------ -------------- 16,978,760 21,242,500 ------------ -------------- ENTERTAINMENT -- 18.0% 60,000 Dover Motorsports Inc. .... 309,314 343,800 100,000 Fox Entertainment Group Inc., Cl. A+ .................. 2,911,603 3,126,000 214,000 GC Companies Inc.+(a) ..... 233,260 184,040 1,400,000 Gemstar-TV Guide International Inc.+ ....... 8,213,871 8,288,000 144,000 Grupo Televisa SA, ADR .... 4,820,247 8,712,000 4,320,000 Liberty Media Corp., Cl. A+ 34,375,242 47,433,600 450,000 The Walt Disney Co. ....... 10,775,816 12,510,000 1,405,000 Time Warner Inc.+ ......... 21,102,281 27,313,200 2,690,000 Viacom Inc., Cl. A ........ 61,372,310 99,745,200 800,000 Vivendi Universal SA, ADR+ 14,729,992 25,656,000 40,000 World Wrestling Entertainment Inc. ...... 424,503 485,200 ------------ -------------- 159,268,439 233,797,040 ------------ -------------- ENVIRONMENTAL SERVICES -- 2.0% 80,000 Allied Waste Industries Inc.+ 725,239 742,400 260,000 Republic Services Inc. .... 4,733,105 8,720,400 560,000 Waste Management Inc. ..... 12,905,572 16,766,400 ------------ -------------- 18,363,916 26,229,200 ------------ -------------- EQUIPMENT AND SUPPLIES -- 2.2% 210,000 CIRCOR International Inc. . 2,325,092 4,863,600 330,000 Flowserve Corp.+ .......... 5,233,003 9,088,200 115,000 Gerber Scientific Inc.+ ... 803,697 875,150 250,000 GrafTech International Ltd.+ ..... 3,211,823 2,365,000 366,600 Watts Water Technologies Inc., Cl. A ............. 4,695,846 11,819,184 ------------ -------------- 16,269,461 29,011,134 ------------ -------------- FINANCIAL SERVICES -- 2.7% 540,300 American Express Co. ...... 20,217,599 30,456,711 28,000 Deutsche Bank AG, ADR ..... 1,639,082 2,492,280 45,000 Janus Capital Group Inc. .. 636,350 756,450 140,000 Phoenix Companies Inc. .... 1,652,610 1,750,000 ------------ -------------- 24,145,641 35,455,441 ------------ -------------- MARKET SHARES COST VALUE ------ ---- ------ FOOD AND BEVERAGE -- 5.8% 90,000 Corn Products International Inc. ...... $ 2,146,275 $ 4,820,400 180,000 Del Monte Foods Co.+ ...... 1,384,707 1,983,600 220,000 Diageo plc, ADR ........... 8,443,826 12,733,600 425,000 Flowers Foods Inc. ........ 4,061,225 13,421,500 90,000 Fomento Economico Mexicano SA de CV, ADR ........... 3,214,381 4,734,900 240,000 Heinz (H.J.) Co. .......... 8,470,389 9,357,600 2,000 Hershey Foods Corp. ....... 62,981 111,080 125,000 Kerry Group plc, Cl. A .... 1,419,441 3,015,829 1,130,000 PepsiAmericas Inc. ........ 15,980,379 24,001,200 14,000 Wrigley (Wm.) Jr. Co. ..... 831,443 968,660 ------------ -------------- 46,015,047 75,148,369 ------------ -------------- HEALTH CARE -- 0.5% 45,000 IVAX Corp.+ ............... 416,457 711,900 25,000 Sola International Inc.+ .. 279,854 688,500 130,000 Sybron Dental Specialties Inc.+ ........ 2,410,646 4,599,400 ------------ -------------- 3,106,957 5,999,800 ------------ -------------- HOTELS AND GAMING -- 5.7% 500,000 Aztar Corp.+ .............. 4,142,742 17,460,000 66,494 Dover Downs Gaming & Entertainment Inc. ........ 708,218 871,072 235,000 Gaylord Entertainment Co.+ 6,682,147 9,759,550 4,000,000 Hilton Group plc .......... 14,922,862 21,848,473 800,000 Hilton Hotels Corp. ....... 7,211,142 18,192,000 50,000 Kerzner International Ltd.+ 2,713,902 3,002,500 1,200 Las Vegas Sands Corp.+ .... 34,800 57,600 45,000 MGM Mirage+ ............... 2,034,207 3,273,300 ------------ -------------- 38,450,020 74,464,495 ------------ -------------- MACHINERY -- 0.7% 150,000 CNH Global NV ............. 2,885,139 2,905,500 74,000 Deere & Co. ............... 2,614,262 5,505,600 ------------ -------------- 5,499,401 8,411,100 ------------ -------------- MANUFACTURED HOUSING -- 0.5% 590,000 Champion Enterprises Inc.+ 5,975,835 6,973,800 ------------ -------------- METALS AND MINING -- 2.6% 320,000 Barrick Gold Corp. ........ 2,998,415 7,750,400 124,000 Kinross Gold Corp.+ ....... 1,145,502 872,960 465,000 Newmont Mining Corp. ...... 8,835,385 20,650,650 215,000 Placer Dome Inc. .......... 2,020,400 4,054,900 ------------ -------------- 14,999,702 33,328,910 ------------ -------------- See accompanying notes to financial statements. 6 THE GABELLI VALUE FUND INC. SCHEDULE OF INVESTMENTS (CONTINUED) -- DECEMBER 31, 2004 - -------------------------------------------------------------------------------- MARKET SHARES COST VALUE ------ ---- ------ COMMON STOCKS (CONTINUED) PUBLISHING -- 11.8% 200,000 Belo Corp., Cl. A ......... $ 3,460,783 $ 5,248,000 1,333,000 Media General Inc., Cl. A . 26,206,780 86,391,730 90,000 Meredith Corp. ............ 1,800,032 4,878,000 980,000 News Corp., Cl. A ......... 14,687,444 18,286,800 510,000 PRIMEDIA Inc.+ ............ 1,636,557 1,938,000 430,000 Reader's Digest Association Inc. .......... 7,264,665 5,981,300 330,000 Scripps (E.W.) Co., Cl. A . 11,186,393 15,932,400 340,000 Tribune Co. ............... 14,154,575 14,327,600 ------------ -------------- 80,397,229 152,983,830 ------------ -------------- REAL ESTATE -- 0.3% 135,000 Griffin Land & Nurseries Inc.+ ......... 1,588,939 3,476,250 ------------ -------------- RETAIL -- 3.0% 160,000 Albertson's Inc. .......... 3,827,968 3,820,800 500,000 AutoNation Inc.+ .......... 4,066,547 9,605,000 20,000 Burlington Coat Factory Warehouse Corp. ........... 299,506 454,000 130,000 Ingles Markets Inc., Cl. A 1,562,909 1,610,700 255,000 Neiman Marcus Group Inc., Cl. B ..................... 6,720,675 17,034,000 350,000 Safeway Inc.+ ............. 7,617,960 6,909,000 ------------ -------------- 24,095,565 39,433,500 ------------ -------------- SPECIALTY CHEMICALS -- 1.3% 200,000 Ferro Corp. ............... 4,260,337 4,638,000 730,000 Hercules Inc.+ ............ 11,105,798 10,840,500 45,000 Sensient Technologies Corp. 929,399 1,079,550 ------------ -------------- 16,295,534 16,558,050 ------------ -------------- TELECOMMUNICATIONS -- 6.3% 240,000 AT&T Corp. ................ 6,460,027 4,574,400 25,000 CenturyTel Inc. ........... 627,467 886,750 1,100,000 Cincinnati Bell Inc.+ ..... 6,400,376 4,565,000 186,200 Commonwealth Telephone Enterprises Inc.+ ......... 4,024,436 9,246,692 2,000,000 Qwest Communications International Inc.+ ....... 6,009,166 8,880,000 540,000 Rogers Communications Inc., Cl. B ..................... 5,920,834 14,121,000 1,600,000 Sprint Corp. .............. 25,320,928 39,760,000 ------------ -------------- 54,763,234 82,033,842 ------------ -------------- MARKET SHARES COST VALUE ------ ---- ------ TRANSPORTATION -- 0.0% 100,000 Grupo TMM SA, Cl. A, ADR+ ............... $ 791,180 $ 366,000 ------------ -------------- WIRELESS COMMUNICATIONS -- 3.1% 600,000 Telecom Italia Mobile SpA ... 3,856,604 4,485,524 460,000 Telephone & Data Systems Inc. .............. 19,357,981 35,397,000 ------------ -------------- 23,214,585 39,882,524 ------------ -------------- TOTAL COMMON STOCKS ....... 845,341,598 1,303,887,970 ------------ -------------- TOTAL INVESTMENTS -- 100.4% ..... $845,341,598 1,303,887,970 ============ OTHER ASSETS AND LIABILITIES (NET) -- (0.4)% (5,828,988) -------------- NET ASSETS -- 100.0% $1,298,058,982 ============== - ---------- For Federal tax purposes: Aggregate cost .......................... $ 852,976,796 ============== Gross unrealized appreciation ........... $ 473,364,205 Gross unrealized depreciation ........... (22,453,031) -------------- Net unrealized appreciation (depreciation) $ 450,911,174 ============== - ---------- (a) Security fair valued under procedures established by the Board of Directors. The procedures may include reviewing available financial information about the company and reviewing valuation of comparable securities and other factors on a regular basis. At December 31, 2004, the market value of fair valued securities amounted to $184,040 or 0.01% of total net assets. + Non-income producing security. ADR - American Depository Receipt. See accompanying notes to financial statements. 7 THE GABELLI VALUE FUND INC. STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 2004 - -------------------------------------------------------------------------------- ASSETS: Investments, at value (cost $845,341,598) . $1,303,887,970 Receivable for investments sold ........... 1,906,739 Dividends and interest receivable ......... 1,069,893 Receivable for Fund shares sold ........... 555,123 Other assets .............................. 45,265 -------------- TOTAL ASSETS .............................. 1,307,464,990 -------------- LIABILITIES: Payable to custodian ...................... 5,553,739 Payable for Fund shares redeemed .......... 1,943,776 Payable for investment advisory fees ...... 1,088,598 Payable for distribution fees ............. 295,184 Payable for shareholder service fees ...... 282,786 Payable for shareholder communication fees 174,350 Other accrued expenses .................... 67,575 -------------- TOTAL LIABILITIES ......................... 9,406,008 -------------- NET ASSETS applicable to 66,656,293 shares outstanding ...................... $1,298,058,982 ============== NET ASSETS CONSIST OF: Capital stock, at $0.001 par value ........ $ 66,656 Additional paid-in capital ................ 846,715,998 Accumulated net realized loss on investments, foreign currency and short sale transactions (7,270,349) Net unrealized appreciation on investments and foreign currency translations ....... 458,546,677 -------------- NET ASSETS ................................ $1,298,058,982 ============== SHARES OF CAPITAL STOCK: CLASS A: Net Asset Value and redemption price per share ($1,261,293,477 / 64,699,922 shares outstanding; 150,000,000 shares authorized of $0.001 par value) ......... $19.49 ====== Maximum offering price per share (NAV / 0.945, based on maximum sales charge of 5.50% of the offering price) .................. $20.62 ====== CLASS B: Net Asset Value and offering price per share ($20,365,929 / 1,084,136 shares outstanding; 100,000,000 shares authorized of $0.001 par value) .................... $18.79(a) ====== CLASS C: Net Asset Value and offering price per share ($16,399,576 / 872,235 shares outstanding; 50,000,000 shares authorized of $0.001 par value) .................... $18.80(a) ====== - ---------- (a) Redemption price varies based on length of time held. STATEMENT OF OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2004 - -------------------------------------------------------------------------------- INVESTMENT INCOME: Dividends (net of foreign taxes of $108,490) $ 15,869,806 Interest .................................... 248,967 ------------ TOTAL INVESTMENT INCOME ..................... 16,118,773 ------------ EXPENSES: Investment advisory fees .................... 12,618,466 Distribution fees -- Class A ................ 3,066,468 Distribution fees -- Class B ................ 199,378 Distribution fees -- Class C ................ 153,216 Shareholder services fees ................... 939,394 Shareholder communications expenses ......... 325,627 Custodian fees .............................. 147,453 Legal and audit fees ........................ 75,783 Directors' fees ............................. 72,000 Registration fees ........................... 33,377 Interest expense ............................ 8,350 Miscellaneous expenses ...................... 130,968 ------------ TOTAL EXPENSES .............................. 17,770,480 ------------ NET INVESTMENT LOSS ......................... (1,651,707) ------------ NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS, FOREIGN CURRENCY TRANSACTIONS AND SECURITIES SOLD SHORT TRANSACTIONS: Net realized gain on investments and short sale transactions ................... 51,954,096 Net realized gain on foreign currency transactions ..................... 26,406 Net change in unrealized appreciation on investments, foreign currency and short sale transactions ............... 99,431,427 ------------ NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS, FOREIGN CURRENCY AND SHORT SALE TRANSACTIONS ............... 151,411,929 ------------ NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ........................... $149,760,222 ============ See accompanying notes to financial statements. 8 THE GABELLI VALUE FUND INC. STATEMENT OF CHANGES IN NET ASSETS - --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ----------------- ----------------- OPERATIONS: Net investment loss .......................................................... $ (1,651,707) $ (4,069,919) Net realized gain on investments, foreign currency and short sale transactions 51,980,502 21,249,781 Net change in unrealized appreciation/depreciation of investments, foreign currency and short sale transactions ....................................... 99,431,427 299,457,722 -------------- -------------- NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ............................................................ 149,760,222 316,637,584 -------------- -------------- DISTRIBUTIONS TO SHAREHOLDERS: Net realized gain on investments Class A .................................................................... (48,418,476) (16,651,715) Class B .................................................................... (811,174) (245,625) Class C .................................................................... (652,108) (204,547) -------------- -------------- TOTAL DISTRIBUTIONS TO SHAREHOLDERS .......................................... (49,881,758) (17,101,887) -------------- -------------- CAPITAL SHARE TRANSACTIONS Class A ...................................................................... (91,936,401) (61,554,611) Class B ...................................................................... 1,041,509 3,751,819 Class C ...................................................................... 368,973 3,944,812 -------------- -------------- NET DECREASE IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS ................... (90,525,919) (53,857,980) -------------- -------------- REDEMPTION FEES .............................................................. 5,857 -- -------------- -------------- NET INCREASE IN NET ASSETS ................................................... 9,358,402 245,677,717 NET ASSETS: Beginning of period .......................................................... 1,288,700,580 1,043,022,863 -------------- -------------- End of period ................................................................ $1,298,058,982 $1,288,700,580 ============== ==============
See accompanying notes to financial statements. NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- 1. ORGANIZATION. The Gabelli Value Fund Inc. (the "Fund") was organized on July 20, 1989 as a Maryland corporation. The Fund is a non-diversified, open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"). The Fund's primary objective is long term capital appreciation. The Fund commenced investment operations on September 29, 1989. 2. SIGNIFICANT ACCOUNTING POLICIES. The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. SECURITY VALUATION. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market's official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and 9 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) - -------------------------------------------------------------------------------- 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 foreign markets are generally valued at the preceding closing values of such securities on their respective exchanges or if after the close of the foreign markets, but prior to the close of business on the day the securities are being valued, market conditions change significantly, certain foreign securities may be fair valued pursuant to procedures established by the Board. Debt instruments that are not credit impaired with remaining maturities of 60 days or less are valued at amortized cost, unless the Board determines such amount does not reflect the securities' fair value, in which case these securities will be valued at their fair value as determined by the Board. Debt instruments having a maturity greater than 60 days for which market quotations are readily available are valued at the latest average of the bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price. Futures contracts are valued at the closing settlement price of the exchange or board of trade on which the applicable contract is traded. Securities and assets for which market quotations are not readily available are valued at their fair value as determined in good faith under procedures established by and under the general supervision of the Board. Fair valuation methodologies and procedures may include, but are not limited to: analysis and review of available financial and non-financial information about the company; comparisons to the valuation and changes in valuation of similar securities, including a comparison of foreign securities to the equivalent U.S. dollar value ADR securities at the close of the U.S. exchange; and evaluation of any other information that could be indicative of the value of the security. REPURCHASE AGREEMENTS. The Fund may enter into repurchase agreements with primary government securities dealers recognized by the Federal Reserve Board, with member banks of the Federal Reserve System or with other brokers or dealers that meet credit guidelines established by the Adviser and reviewed by the Board. Under the terms of a typical repurchase agreement, the Fund takes possession of an underlying debt obligation subject to an obligation of the seller to repurchase, and the Fund to resell, the obligation at an agreed-upon price and time, thereby determining the yield during the Fund's holding period. The Fund will always receive and maintain securities as collateral whose market value, including accrued interest, will be at least equal to 102% of the dollar amount invested by the Fund in each agreement. The Fund will make payment for such securities only upon physical delivery or upon evidence of book entry transfer of the collateral to the account of the custodian. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market on a daily basis to maintain the adequacy of the collateral. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited. FUTURES CONTRACTS. The Fund may engage in futures contracts for the purpose of hedging against changes in the value of its portfolio securities and in the value of securities it intends to purchase. Upon entering into a futures contract, the Fund is required to deposit with the broker an amount of cash or cash equivalents equal 10 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) - -------------------------------------------------------------------------------- to a certain percentage of the contract amount. This is known as the "initial margin." Subsequent payments ("variation margin") are made or received by the Fund each day, depending on the daily fluctuation of the value of the contract. The daily changes in the contract are included in unrealized gains or losses. The Fund recognizes a realized gain or loss when the contract is closed. At December 31, 2004, there were no open futures contracts. There are several risks in connection with the use of futures contracts as a hedging device. The change in value of futures contracts primarily corresponds with the value of their underlying instruments, which may not correlate with the change in value of the hedged investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. SECURITIES SOLD SHORT. The Fund may make short sales. A short sale involves selling a security which the Fund does not own. The proceeds received for short sales are recorded as liabilities and the Fund records an unrealized gain or loss to the extent of the difference between the proceeds received and the value of the open short position on the day of determination. The Fund records a realized gain or loss when the short position is closed out. By entering into a short sale, the Fund bears the market risk of an unfavorable change in the price of the security sold short. Dividends on short sales are recorded as an expense by the Fund on the ex-dividend date. FOREIGN CURRENCY TRANSLATION. The books and records of the Fund are maintained in United States (U.S.) dollars. Foreign currencies, investments and other assets and liabilities are translated into U.S. dollars at the exchange rates prevailing at the end of the period, and purchases and sales of investment securities, income and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses, which result from changes in foreign exchange rates and/or changes in market prices of securities, have been included in unrealized appreciation/depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial trade date and subsequent sale trade date is included in realized gain/(loss) on investments. FOREIGN SECURITIES. The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the ability to repatriate funds, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than those of securities of comparable U.S. issuers. SECURITIES TRANSACTIONS AND INVESTMENT INCOME. Securities transactions are accounted for on the trade date with realized gain or loss on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded as earned. Dividend income is recorded on the ex-dividend date. DETERMINATION OF NET ASSET VALUE AND CALCULATION OF EXPENSES. Certain administrative expenses are common to, and allocated among, various affiliated funds. Such allocations are made on the basis of each 11 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) - -------------------------------------------------------------------------------- Fund's average net assets or other criteria directly affecting the expenses as determined by the Adviser pursuant to procedures established by the Board. In calculating net asset value per share of each class, investment income, realized and unrealized gains and losses, redemption fees and expenses other than class specific expenses, are allocated daily to each class of shares based upon the proportion of net assets of each class at the beginning of each day. Distribution expenses are solely borne by the class incurring the expense. DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends and distributions to shareholders are recorded on the ex-dividend date. Distributions to shareholders are based on ordinary income and long-term capital gains as determined in accordance with Federal income tax regulations, which may differ from income and capital gains as determined under U.S. generally accepted accounting principles. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences and differing characterizations of distributions made by the Fund. For the year ended December 31, 2004, reclassifications were made to decrease accumulated net investment loss by $1,651,707 and increase accumulated net realized loss on investments by $1,651,707. The tax character of distributions paid during the years ended December 31, 2004 and December 31, 2003 was as follows: YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 ----------------- ----------------- DISTRIBUTIONS PAID FROM: Ordinary income (inclusive of short term capital gains) .............. $ 1,627,581 -- Net long term capital gains ........ 48,254,177 $17,101,887 ----------- ----------- Total distributions paid ........... $49,881,758 $17,101,887 =========== =========== PROVISION FOR INCOME TAXES. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code"). It is the Fund's policy to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for Federal income taxes is required. Dividends and interest from non-U.S. sources received by the Fund are generally subject to non-U.S. withholding taxes at rates ranging up to 30%. Such withholding taxes may be reduced or eliminated under the terms of applicable U.S. income tax treaties, and the Fund intends to undertake any procedural steps required to claim the benefits of such treaties. As of December 31, 2004, the components of accumulated earnings/(losses) on a tax basis were as follows: Undistributed long term capital gains .................... $ 364,850 Net unrealized appreciation on investments and foreign currency ....................................... 450,911,478 ------------ Total accumulated gain ................................... $451,276,328 ============ 12 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) - -------------------------------------------------------------------------------- 3. INVESTMENT ADVISORY AGREEMENT. The Fund has entered into an investment advisory agreement (the "Advisory Agreement") with the Adviser which provides that the Fund will pay the Adviser a fee, computed daily and paid monthly, at the annual rate of 1.00% of the value of the Fund's average daily net assets. In accordance with the Advisory Agreement, the Adviser provides a continuous investment program for the Fund's portfolio, oversees the administration of all aspects of the Fund's business and affairs and pays the compensation of all Directors of the Fund who are its affiliates. 4. DISTRIBUTION PLAN. The Fund's Board has adopted a distribution plan (the "Plan") for each class of shares pursuant to Rule 12b-1 under the 1940 Act. Gabelli & Company, Inc. ("Gabelli & Company"), an affiliate of the Adviser, serves as distributor of the Fund. Under the Class A, Class B and Class C Share Plans, payments are authorized to Gabelli & Company at annual rates of 0.25%, 1.00% and 1.00%, respectively, of the average daily net assets of those classes, the annual limitations under each Plan. Such payments are accrued daily and paid monthly. 5. PORTFOLIO SECURITIES. Purchases and proceeds from the sales of securities for the year ended December 31, 2004, other than short term securities, aggregated $143,812,102 and $226,014,258, respectively. 6. TRANSACTIONS WITH AFFILIATES. During the year ended December 31, 2004, the Fund paid brokerage commissions of $561,107 to Gabelli & Company. During the year ended December 31, 2004, Gabelli & Company informed the Fund that it received $212,012 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares. The cost of calculating the Fund's net asset value per share is a Fund expense pursuant to the Advisory Agreement between the Fund and the Adviser. During the year ended December 31, 2004, the Fund reimbursed the Adviser $34,800 in connection with the cost of computing the Fund's net asset value, which is included in miscellaneous expenses in the Statement of Operations. 7. CAPITAL STOCK TRANSACTIONS. The Fund offers three classes of shares -- Class A Shares, Class B Shares, and Class C Shares. Class A Shares are subject to a maximum front-end sales charge of 5.50%. Class B Shares are subject to a contingent deferred sales charge ("CDSC") upon redemption within six years of purchase and automatically convert to Class A Shares after eight years from the original purchase. The applicable CDSC is equal to a declining percentage of the lesser of the net asset value per share at the date of original purchase or at the date of redemption, based on the length of time held. Class C Shares are subject to a 1% CDSC for one year after purchase. As of July 27, 2004, Class B Shares are available only through exchange of Class B Shares of other Funds distributed by Gabelli & Company. Effective November 1, 2004, the Fund imposed a redemption fee of 2.00% on Class A, Class B and Class C Shares that are redeemed or exchanged within 60 days after the date of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and retained by the Fund. The redemption fees retained by the Fund during the year ended December 31, 2004 amounted to $5,857. The redemption fee did not apply to shares purchased through programs that the Adviser determined to have appropriate short-term trading policies in place. Additionally, certain recordkeepers for qualified and non-qualified retirement plans that could not collect the redemption fee at the participant level due to systems limitations have received an extension until March 31, 2005 to implement such systems. 13 THE GABELLI VALUE FUND INC. NOTES TO FINANCIAL STATEMENTS (CONTINUED) - -------------------------------------------------------------------------------- Transactions in shares of capital stock were as follows:
YEAR ENDED YEAR ENDED DECEMBER 31, 2004 DECEMBER 31, 2003 --------------------------- ---------------------------- SHARES AMOUNT SHARES AMOUNT ----------- ------------ ----------- ------------- CLASS A CLASS A --------------------------- ---------------------------- Shares sold ......................................... 6,030,365 $110,732,311 9,723,938 $ 147,718,210 Shares issued upon reinvestment of dividends ........ 2,261,031 43,954,437 847,940 15,220,497 Shares redeemed ..................................... (13,467,997) (246,623,149) (14,881,121) (224,493,318) ----------- ------------ ----------- ------------- Net decrease .................................... (5,176,601) $(91,936,401) (4,309,243) $ (61,554,611) =========== ============ =========== ============= CLASS B CLASS B --------------------------- ---------------------------- Shares sold ......................................... 271,816 $ 4,877,768 479,608 $ 6,891,727 Shares issued upon reinvestment of dividends ........ 35,424 663,482 11,799 205,899 Shares redeemed ..................................... (256,767) (4,499,741) (233,047) (3,345,807) ----------- ------------ ----------- ------------- Net increase .................................... 50,473 $ 1,041,509 258,360 $ 3,751,819 =========== ============ =========== ============= CLASS C CLASS C --------------------------- ---------------------------- Shares sold ......................................... 350,382 $ 6,259,650 421,522 $ 6,325,244 Shares issued upon reinvestment of dividends ........ 25,225 472,969 8,867 154,902 Shares redeemed ..................................... (359,665) (6,363,646) (170,497) (2,535,334) ----------- ------------ ----------- ------------- Net increase .................................... 15,942 $ 368,973 259,892 $ 3,944,812 =========== ============ =========== =============
8. OTHER MATTERS. The Adviser and/or affiliates have received subpoenas from the Attorney General of the State of New York and the SEC requesting information on mutual fund shares trading practices. Gabelli Asset Management Inc., the Adviser's parent company, is responding to these requests. The Fund does not believe that these matters will have a material adverse effect on the Fund's financial position or the results of its operations. 9. INDEMNIFICATIONS. The Fund enters into contracts that contain a variety of indemnifications. The Fund's maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote. 14 THE GABELLI VALUE FUND INC. FINANCIAL HIGHLIGHTS - -------------------------------------------------------------------------------- Selected data for a share of capital stock outstanding throughout each period:
INCOME FROM INVESTMENT OPERATIONS DISTRIBUTIONS ------------------------------------------------------ --------------------------------------- Net Net Asset Realized and Total Net Period Value, Net Unrealized from Net Realized Ended Beginning Investment Gain/(Loss) on Investment Investment Gain on Total Redemption December 31 of Period Income/(Loss)(a) Investments Operations Income Investments Distributions Fees(a) - ----------- --------- --------------- -------------- ---------- ---------- ----------- ------------- ---------- CLASS A 2004 $17.97 $(0.02) $ 2.31 $ 2.29 -- $(0.77) $(0.77) $0.00(f) 2003 13.81 (0.05) 4.45 4.40 -- (0.24) (0.24) -- 2002 16.43 (0.04) (2.58) (2.62) -- -- -- -- 2001 16.13 (0.05) 0.93 0.88 -- (0.58) (0.58) -- 2000 19.45 (0.03) (1.54) (1.57) -- (1.75) (1.75) -- CLASS B 2004 $17.47 $(0.15) $ 2.24 $ 2.09 -- $(0.77) $(0.77) $0.00(f) 2003 13.53 (0.17) 4.35 4.18 -- (0.24) (0.24) -- 2002 16.23 (0.14) (2.56) (2.70) -- -- -- -- 2001 16.07 (0.18) 0.92 0.74 -- (0.58) (0.58) -- 2000(b) 18.20 (0.14) (0.24) (0.38) -- (1.75) (1.75) -- CLASS C 2004 $17.49 $(0.15) $ 2.23 $ 2.08 -- $(0.77) $(0.77) $0.00(f) 2003 13.54 (0.17) 4.36 4.19 -- (0.24) (0.24) -- 2002 16.24 (0.14) (2.56) (2.70) -- -- -- -- 2001 16.07 (0.18) 0.93 0.75 -- (0.58) (0.58) -- 2000(b) 18.20 (0.14) (0.24) (0.38) -- (1.75) (1.75) --
RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA ----------------------------------------------------------------- Net Asset Net Assets Net Period Value, End of Investment Portfolio Ended End of Total Period Income/ Operating Turnover December 31 Period Return+ (in 000's) (Loss) Expenses (c) Rate - ----------- ------- ------- ----------- ---------- ------------- --------- CLASS A 2004 $19.49 12.8% $1,261,293 (0.11)% 1.39% 12% 2003 17.97 31.9 1,255,668 (0.35) 1.44(d) 8 2002 13.81 (16.0) 1,024,452 (0.28) 1.40 16 2001 16.43 5.4 1,267,975 (0.30) 1.40 29 2000 16.13 (7.9) 1,158,085 (0.14) 1.37 66 CLASS B 2004 $18.79 12.0% $ 20,366 (0.86)% 2.14% 12% 2003 17.47 30.9 18,059 (1.10) 2.19(d) 8 2002 13.53 (16.6) 10,493 (1.01) 2.16 16 2001 16.23 4.6 5,505 (1.10) 2.19 29 2000(b) 16.07 (1.9) 681 (0.89)(e) 2.12(e) 66 CLASS C 2004 $18.80 11.9% $ 16,400 (0.85)% 2.14% 12% 2003 17.49 30.9 14,973 (1.10) 2.19(d) 8 2002 13.54 (16.6) 8,078 (1.01) 2.16 16 2001 16.24 4.6 4,170 (1.08) 2.19 29 2000(b) 16.07 (1.9) 566 (0.89)(e) 2.12(e) 66
- ---------- + Total return represents aggregate total return of a hypothetical $1,000 investment at the beginning of the period and sold at the end of the period including reinvestment of dividends and does not reflect applicable sales charges. Total return for the period of less than one year is not annualized. (a) Per share amounts have been calculated using the average shares outstanding method. (b) From the commencement of offering on March 1, 2000. (c) The ratios do not include a reduction of expenses for custodian fee credits on cash balances maintained with the custodian. Including such custodian fee credits, the expense ratios would be 1.36% (Class A), 2.11% (Class B), and 2.11% (Class C) for 2000 and 1.39% (Class A), 2.18% (Class B), and 2.18% (Class C) for 2001. For the fiscal years ended December 31, 2002 and 2003, the effect of the custodian fee credits were minimal. For the fiscal year ended December 31, 2004, there were no custodian fee credits. (d) The Fund incurred dividend expense on securities sold short for the year ended December 31, 2003. If the dividend expense had not been incurred, the ratios of operating expenses to average net assets would have been 1.43% (Class A), 2.18% (Class B), and 2.18% (Class C), respectively. (e) Annualized. (f) Amount represents less than $0.005 per share. See accompanying notes to financial statements. 15 THE GABELLI VALUE FUND INC. REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM - -------------------------------------------------------------------------------- To the Board of Directors and Shareholders of The Gabelli Value Fund Inc.: In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The Gabelli Value Fund Inc. (the "Fund") at December 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2004 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP New York, New York February 28, 2005 16 THE GABELLI VALUE 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 Gabelli Value Fund Inc. Directors and is available, without charge, upon request, by calling 800-GABELLI (800-422-3554) or by writing to The Gabelli Value Fund 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 1989 24 Chairman of the Board, Chief Executive Director of Morgan Group Director and Officer of Gabelli Asset Management Inc. and Holdings, Inc. Chief Investment Officer Chief Investment Officer of Gabelli Funds, LLC (holding company) Age: 62 and GAMCO Investors, Inc.; Vice Chairman and Chief Executive Officer of Lynch Interactive Corporation (multimedia and services) KARL OTTO POHL Since 1992 34 Member of the Shareholder Committee of Sal Director of Gabelli Asset Director Oppenheim Jr. & Cie (private investment Management Inc. Age: 75 bank); Former President of the Deutsche (investment management); Bundesbank and Chairman of its Central Chairman, Incentive Bank Council (1980-1991) Capital and Incentive Asset Management (Zurich); Director at Sal Oppenheim Jr. & Cie, Zurich NON-INTERESTED DIRECTORS: - ------------------------ ANTHONY J. COLAVITA Since 1989 36 President and Attorney at Law in the law firm -- Director of Anthony J. Colavita, P.C. Age: 69 ROBERT J. MORRISSEY Since 1989 10 Partner in the law firm of Morrissey, -- Director Hawkins & Lynch Age: 65 ANTHONY R. PUSTORINO Since 1989 17 Certified Public Accountant; Professor Director of Lynch Director Emeritus, Pace University Corporation ) Age: 79 (diversified manufacturing WERNER J. ROEDER, MD Since 2001 26 Medical Director of Lawrence Hospital and -- Director practicing private physician Age: 64 OFFICERS: BRUCE N. ALPERT Since 2003 -- Executive Vice President and Chief -- President and Treasurer Operating Officer of Gabelli Funds, LLC since Age: 53 1988 and an officer of all mutual funds advised by Gabelli Funds, LLC and its affiliates. Director and President of Gabelli Advisers, Inc. JAMES E. MCKEE Since 1995 -- Vice President, General Counsel and -- Secretary Secretary of Gabelli Asset Management Inc. Age: 41 since 1999 and GAMCO Investors, Inc. since 1993; Secretary of all mutual funds advised by Gabelli Advisers, Inc. and Gabelli Funds, LLC PETER GOLDSTEIN Since 2004 -- Director of Regulatory Affairs at -- Chief Compliance Gabelli Asset Management Inc. since Officer February 2004; Vice President of Goldman Sachs Age: 51 Asset Management from November 2000 through January 2004; Deputy General Counsel at Gabelli Asset Management Inc. from February 1998 through November 2000
- ---------- 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 By-Laws 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 Investment Company Act of 1940. Messrs. Gabelli and Pohl are each considered an "interested person" because of their affiliation with Gabelli Funds, LLC which acts as the Fund's investment adviser. 4 This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934 (i.e. public companies) or other investment companies registered under the 1940 Act. - -------------------------------------------------------------------------------- 2004 TAX NOTICE TO SHAREHOLDERS (Unaudited) For the fiscal year ended December 31, 2004, the Fund paid to shareholders, on December 29, 2004, an ordinary income dividend (inclusive of short-term capital gains) totaling $0.0257 per share and long-term capital gains totaling $0.7482 per share for Class A, Class B and Class C. For the fiscal year ended December 31, 2004, 100% of the ordinary income dividend qualifies for the dividend received deduction available to corporations and 100% of the ordinary income distributions was qualifying dividend income. - -------------------------------------------------------------------------------- 17 THE GABELLI VALUE FUND INC. One Corporate Center Rye, New York 10580-1422 800-GABELLI 800-422-3554 FAX: 914-921-5118 WEBSITE: WWW.GABELLI.COM E-MAIL: INFO@GABELLI.COM Net Asset Value available daily by calling 800-GABELLI after 6:00 P.M. BOARD OF DIRECTORS Mario J. Gabelli, CFA Karl Otto Pohl CHAIRMAN AND CHIEF FORMER PRESIDENT INVESTMENT OFFICER DEUTSCHE BUNDESBANK GABELLI ASSET MANAGEMENT INC. Anthony J. Colavita Anthony R. Pustorino ATTORNEY-AT-LAW CERTIFIED PUBLIC ACCOUNTANT ANTHONY J. COLAVITA, P.C. PROFESSOR EMERITUS PACE UNIVERSITY Robert J. Morrissey Werner J. Roeder, MD ATTORNEY-AT-LAW MEDICAL DIRECTOR MORRISSEY, HAWKINS & LYNCH LAWRENCE HOSPITAL OFFICERS Bruce N. Alpert James E. McKee PRESIDENT AND TREASURER SECRETARY Peter Goldstein CHIEF COMPLIANCE OFFICER CUSTODIAN Mellon Trust of New England, N.A. TRANSFER AGENT AND DIVIDEND DISBURSING AGENT State Street Bank and Trust Company LEGAL COUNSEL Willkie Farr & Gallagher LLP DISTRIBUTOR Gabelli & Company, Inc. - -------------------------------------------------------------------------------- This report is submitted for the general information of the shareholders of The Gabelli Value Fund Inc. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. - -------------------------------------------------------------------------------- GAB409Q404SR 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 Anthony R. Pustorino is qualified to serve as an audit committee financial expert serving on its audit committee and that he is "independent," as defined by 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 $49,858 in 2004 and $40,682 in 2003. Audit-Related Fees - ------------------ (b) The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant's financial statements and are not reported under paragraph (a) of this Item are $0 in 2004 and $0 in 2003. Tax Fees - -------- (c) The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $2,550 in 2004 and $2,450 in 2003. Tax fees represent tax compliance services provided in connection with the review of the Registrant's tax returns. ALL OTHER FEES - -------------- (d) The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 in 2004 and $0 in 2003. (e)(1) Disclose the audit committee's pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. Pre-Approval Policies and Procedures. The Audit Committee ("Committee") of the registrant is responsible for pre-approving (i) all audit and permissible non-audit services to be provided by the independent auditors to the registrant and (ii) all permissible non-audit services to be provided by the independent auditors to the Adviser, Gabelli Funds, LLC, and any affiliate of Gabelli Funds, LLC ("Gabelli") that provides services to the registrant (a "Covered Services Provider") if the independent auditors' engagement related directly to the operations and financial reporting of the registrant. The Committee may delegate its responsibility to pre-approve any such audit and permissible non-audit services to the Chairperson of the Committee, and the Chairperson must report to the Committee, at its next regularly scheduled meeting after the Chairperson's pre-approval of such services, his or her decision(s). The Committee may also establish detailed pre-approval policies and procedures for pre-approval of such services in accordance with applicable laws, including the delegation of some or all of the Committee's pre-approval responsibilities to the other persons (other than Gabelli or the registrant's officers). Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the aggregate amount of all such permissible non-audit services provided to the registrant, Gabelli and any Covered Services Provider constitutes not more than 5% of the total amount of revenues paid by the registrant to its independent auditors during the fiscal year in which the permissible non-audit services are provided; (ii) the permissible non-audit services were not recognized by the registrant at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Committee and approved by the Committee or Chairperson prior to the completion of the audit. (e)(2) The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows: (b) N/A (c) 100% (d) N/A (f) The percentage of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees was zero percent (0%). (g) The aggregate non-audit fees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $0 in 2004 and $0 in 2003. (h) The registrant's audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant's independence. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS. Not applicable. ITEM 6. SCHEDULE OF INVESTMENTS Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. Not applicable. ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant's Board of Directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A (17 CFR 240.14a-101), or this Item. ITEM 11. CONTROLS AND PROCEDURES. (a) The registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the "1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). (b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 12. EXHIBITS. (a)(1) Code of ethics, that is the subject of disclosure required by Item 2, filed as exhibit (a)(1) to the Registrant's Form N-CSR, filed on March 10, 2004 (Accession No. 0000935069-04-000479). (a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. (a)(3) Not applicable. (b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (registrant) The Gabelli Value Fund Inc. -------------------------------------------------------------------- By (Signature and Title)* /s/ Bruce N. Alpert ------------------------------------------------------- Bruce N. Alpert, Principal Executive Officer Date March 9, 2005 ---------------------------------------------------------------------------- Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By (Signature and Title)* /s/ Bruce N. Alpert ------------------------------------------------------- Bruce N. Alpert, Principal Executive Officer & Principal Financial Officer Date March 9, 2005 ---------------------------------------------------------------------------- * Print the name and title of each signing officer under his or her signature. EX-99.CERT 2 exh302.txt EXHIBIT 302 CERTIFICATION UNDER SOA CERTIFICATION PURSUANT TO RULE 30A-2(A) UNDER THE 1940 ACT AND SECTION 302 OF THE SARBANES-OXLEY ACT I, Bruce N. Alpert, certify that: 1. I have reviewed this report on Form N-CSR of The Gabelli Value Fund Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting 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; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: March 9, 2005 /s/ Bruce N. Alpert ----------------- ---------------------------------------------- Bruce N. Alpert, Principal Executive Officer & Principal Financial Officer EX-99.906 3 exh906.txt EXHIBIT 906 CERTIFICATION UNDER SOA CERTIFICATION PURSUANT TO RULE 30A-2(B) UNDER THE 1940 ACT AND SECTION 906 OF THE SARBANES-OXLEY ACT I, Bruce N. Alpert, Principal Executive Officer and Principal Financial Officer of The Gabelli Value Fund Inc. (the "Registrant"), certify that: 1. The Form N-CSR of the Registrant (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. Date: March 9, 2005 /s/ Bruce N. Alpert ----------------- ---------------------------------------------- Bruce N. Alpert, Principal Executive Officer & Principal Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----