N-CSR

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 number811-7762

First Eagle Funds
(Exact name of registrant as specified in charter)

1345 Avenue of the Americas
New York, NY 10105-4300
(Address of principal executive offices) (Zip code)

Robert Bruno
First Eagle Funds
1345 Avenue of the Americas
New York, NY 10105-4300
(Name and address of agent for service)

Registrant’s telephone number, including area code: 1-212-632-2700

Date of fiscal year end: October 31, 2006

Date of reporting period: October 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, 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. § 3507.

Item 1.           Reports to Stockholders.

First Eagle Funds

Annual Report
October 31, 2006

First Eagle Global Fund

First Eagle Overseas Fund

First Eagle U.S. Value Fund

First Eagle Gold Fund

First Eagle Fund of America

ADVISED BY ARNHOLD AND S. BLEICHROEDER ADVISERS, LLC

FIRST EAGLE FUNDS

Table of Contents

Letter from the President	1
Performance Chart	2
Letter from the Portfolio Manager	5
Management’s Discussion of Fund Performance: First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund	7
Fund Expenses	10
First Eagle Global Fund:
Fund Overview	12
Schedule of Investments	13
First Eagle Overseas Fund:
Fund Overview	27
Schedule of Investments	28
First Eagle U.S. Value Fund:
Fund Overview	39
Schedule of Investments	40
First Eagle Gold Fund:
Management’s Discussion of Fund Performance	45
Fund Overview	47
Schedule of Investments	48
First Eagle Fund of America:
Management’s Discussion of Fund Performance	51
Fund Overview	52
Schedule of Investments	53
Statements of Assets and Liabilities	58
Statements of Operations	59
Statements of Changes in Net Assets	60
Notes to Financial Statements	62
Financial Highlights	76
Report of Independent Registered Public Accounting Firm	88
Tax Information	89
Additional Information	90
Consideration of Investment Advisory Agreements	94

The First Eagle Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Commission’s website at www.sec.gov. The Funds’ Forms N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington D.C., and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. To obtain information on the Form N-Q from the Funds, shareholders can call 1-800-334-2143.

FORWARD-LOOKING STATEMENT DISCLOSURE

One of our most important responsibilities as mutual fund managers is to communicate with shareholders in an open and direct manner. Some of our comments in our letters to shareholders are based on current management expectations and are considered “forward-looking statements.” Actual future results, however, may prove to be different from our expectations. You can identify forward-looking statements by words such as “may”, “will”, “believe”, “attempt”, “seem”, “think”, “ought”, “try” and other similar terms. We cannot promise future returns. Our opinions are a reflection of our best judgment at the time this report is compiled, and we disclaim any obligation to update or alter forward-looking statements as a result of new information, future events, or otherwise.

FIRST EAGLE FUNDS

LETTER FROM THE PRESIDENT

John P. Arnhold

Dear Fellow Shareholder, During the past six months since our last communication, we have continued to see most markets around the world rise. We are pleased that all of our First Eagle Funds have continued to provide positive absolute returns during this period and throughout 2006 thus far. Although we are gratified that our funds continue to achieve their goals of not only preserving but enhancing capital for our shareholders, we continue to worry about the future. At First Eagle Funds, we are proud of our past performance, but understand that our reputation was built through the hard work and discipline of our investment team over decades. We recognize that maintaining this standing requires us to continue to be prudent with our shareholders’ investments, and stick to our approach of seeking companies, through exhaustive fundamental research, which we believe will provide us with a measurable margin of safety. As we witness global markets continuing their strong runs, it has become more difficult to find quality companies with the built in safety net which we require. We recommend our clients prepare for more modest returns as we fear that we may be borrowing now from future results.

While we always maintain a cautious and somewhat skeptical posture, we continue to believe that worrying about what can go wrong is the responsible path to take as a true steward of our clients’ assets. Buoyant markets can raise the level of most financial assets but we remain steadfast in our view that it is precisely when extreme optimism is in vogue that we must be most diligent in avoiding permanent impairment of our investors’ capital. This has been our approach for several decades and we intend not to veer from this course. We do have two very noteworthy celebrations at First Eagle. The first is that our U.S. Value Fund reached its five-year anniversary in September. Although the fund is the newest in our lineup, the team has been managing domestic equities in the Global Fund for over twenty-six years. Also, we are looking forward to the twentieth anniversary of First Eagle Fund of America in April 2007. The fund has produced attractive returns over its life and it has served our long-term clients very well. As always, thank you for your continued confidence and support. We are ever mindful of the trust you place in us with your hard-earned assets.

Sincerely,

John P. Arnhold
President

December 2006

PERFORMANCE

FIRST EAGLE FUNDS Average Annual Returns¹ as of October 31, 2006 (unaudited)  

	ONE-YEAR		THREE-YEARS		FIVE-YEARS		TEN-YEARS		SINCE INCEPTION		INCEPTION DATE
FIRST EAGLE GLOBAL FUND
First Eagle Global Fund - Class A (SGENX)
without sales load	20.73	%	19.01	%	20.58	%	14.34	%	15.80	%	1/1/79	2
with sales load	14.70	%	17.00	%	19.35	%	13.90	%	15.65	%	1/1/79	2
First Eagle Global Fund - Class I (SGIIX)	21.06	%	19.31	%	20.89	%	—		15.74	%	7/31/98
First Eagle Global Fund - Class C (FESGX)	18.69	%	18.12	%	19.69	%	—		16.84	%	6/5/00
MSCI World Index3	21.32	%	15.88	%	10.39	%	7.57	%	11.42	%	1/1/79
FIRST EAGLE OVERSEAS FUND
First Eagle Overseas Fund - Class A (SGOVX)
without sales load	22.24	%	21.06	%	23.01	%	15.51	%	14.86	%	8/31/93
with sales load	16.13	%	19.00	%	21.76	%	15.07	%	14.53	%	8/31/93
First Eagle Overseas Fund - Class I (SGOIX)	22.53	%	21.36	%	23.31	%	—		17.09	%	7/31/98
First Eagle Overseas Fund - Class C (FESOX)	20.14	%	20.16	%	22.12	%	—		17.36	%	6/5/00
MSCI EAFE Index4	27.52	%	21.41	%	14.56	%	7.34	%	7.14	%	8/31/93
FIRST EAGLE U.S. VALUE FUND
First Eagle U.S. Value Fund - Class A (FEVAX)
without sales load	12.05	%	12.91	%	13.58	%	—		13.48	%	9/4/01
with sales load	6.45	%	11.00	%	12.42	%	—		12.36	%	9/4/01
First Eagle U.S. Value Fund - Class I (FEVIX)	12.35	%	13.18	%	13.85	%	—		13.74	%	9/4/01
First Eagle U.S. Value Fund - Class C (FEVCX)	10.18	%	12.07	%	12.75	%	—		12.64	%	9/4/01
Standard & Poor’s 500 Index7	16.34	%	11.44	%	7.26	%	—		5.67	%	9/4/01
Russell 2000 Index5	19.98	%	14.53	%	13.76	%	—		11.38	%	9/4/01
FIRST EAGLE GOLD FUND
First Eagle Gold Fund - Class A (SGGDX)
without sales load	37.97	%	15.84	%	32.63	%	10.21	%	9.29	%	8/31/93
with sales load	31.07	%	13.87	%	31.27	%	9.79	%	8.98	%	8/31/93
First Eagle Gold Fund - Class I (FEGIX)	38.29	%	16.09	%	—		—		22.51	%	5/15/03
First Eagle Gold Fund - Class C (FEGOX)	35.62	%	14.96	%	—		—		21.32	%	5/15/03
MSCI World Index3	21.32	%	15.88	%	10.39	%	7.57	%	8.33	%	8/31/93
FTSE Gold Mines Index6	29.70	%	12.17	%	22.58	%	2.18	%	1.64	%	8/31/93
FIRST EAGLE FUND OF AMERICA
First Eagle Fund of America - Class Y (FEAFX)	16.80	%	13.40	%	10.56	%	12.38	%	13.49	%	4/10/87
First Eagle Fund of America - Class C (FEAMX)	14.80	%	12.56	%	9.75	%	—		8.14	%	3/2/98
First Eagle Fund of America - Class A (FEFAX)
without sales load	16.81	%	13.37	%	10.49	%	—		8.94	%	11/20/98
with sales load	11.19	%	11.50	%	9.41	%	—		8.24	%	11/20/98
Standard & Poor’s 500 Index7	16.34	%	11.44	%	7.26	%	8.64	%	10.78	%	4/10/87

Please see the following page for important notes to this table.

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FIRST EAGLE FUNDS PERFORMANCE — (Continued)

(1)	The performance data quoted herein represents past performance and does not guarantee future results. Market volatility can dramatically impact the funds’ short term performance. Current performance may be lower or higher than figures shown. The investment return and principal value will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Past performance data through the most recent month end is available at www.firsteaglefunds.com or by calling (800) 334-2143.
	The average annual returns shown on the prior page are historical and reflect changes in share price, reinvested dividends and are net of expenses. The average annual returns for Class A Shares “with sales load” of First Eagle Global Fund, First Eagle Overseas Fund and First Eagle Gold Fund give effect to the deduction of the maximum sales load of 3.75% for periods prior to March 1, 2000 and of 5.00% thereafter. The average annual returns for Class A Shares “with sales load” of First Eagle U.S. Value Fund and First Eagle Fund of America give effect to the deduction of the maximum sales load of 5.00%.
	The average annual returns for Class C Shares reflect the CDSC (Contingent Deferred Sales Charge) of 1.00% which pertains to the first year or less of investment only.
	Class I Shares of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, and First Eagle Gold Fund require $1mm minimum investment and are offered without load.
	Class Y Shares of First Eagle Fund of America are offered without load.
(2)	Commencement of management by Mr. Jean-Marie Eveillard since January 1, 1979, predecessor to current management.
(3)	The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. This index is a trademark of Morgan Stanley Capital International SA in Geneva, Switzerland.
(4)	The MSCI EAFE Index is a total return index, reported in U.S. dollars, based on share prices and reinvested net dividends of approximately 1,100 companies from 21 countries and is not available for purchase.
(5)	The Russell 2000 Index is an unmanaged index that measures the performance of the 2,000 smallest companies in the Russell 3000 Index and is not available for purchase.
(6)	The FTSE Gold Mines Index is an unmanaged index composed of approximately 19 mining companies and is only available without dividends reinvested and is not available for purchase.
(7)	The Standard & Poor’s 500 Index is a widely recognized unmanaged index including a representative sample of 500 leading companies in leading sectors of the U.S. economy and is not available for purchase. Although the Standard & Poor’s 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also considered a proxy for the total market.

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FIRST EAGLE FUNDS

First Eagle Global Fund • First Eagle Overseas Fund
First Eagle U.S. Value Fund • First Eagle Gold Fund

LETTER FROM THE PORTFOLIO MANAGER

Charles de Vaulx

Dear Shareholder,

Very often, we tell investors (and financial intermediaries) that our attempt is first and foremost to deliver positive, absolute returns. This is in contrast to so many of our competitors who strive for relative performance, i.e. performance relative to a benchmark. We say attempt because we are too aware of Peter Bernstein’s reminder that “you cannot manage returns, you can only manage the risk to which you are exposing your investors … if something goes wrong.”

Managing risk is indeed what our endeavor is all about. Risk, as we understand it, is not market risk, nor is it volatility. To us, risk is buying a stock based on our estimate of what its intrinsic value is and realizing later that our initial estimate was wrong (too high) or that management of that company managed to destroy some of it along the way (for instance, through an ill-advised acquisition). We manage risk in many ways:

• By ignoring benchmarks which are often the most overweight in sectors or countries where securities have gone up the most in price;

• By having diversified portfolios* and thus avoiding the big bets associated with a more concentrated form of investing;

• By being “multi-cap” oriented to give us the flexibility to go where we believe the best opportunities lie, whether it be in small, mid-size, large cap, or even in mega cap names;

• By our willingness, at times, to consider fixed income securities, mostly with a view towards capturing an equity-type return;

• By our willingness to hold cash whenever we cannot find enough securities at prices we like;

• By our willingness to hold securities for a long time (three to five years), particularly if the underlying companies have good businesses and a decent competitive position. The icing on the cake is when there is also significant insider ownership—we like the results that often come from “eating one’s own cooking”;

• And finally, by worrying a lot about what can go wrong, whether at the individual security level, sector or geographic level or at the more macro economic level.

What are some of our major worries today?

What happens with housing in the U.S. is critical to the outlook. So far, the script is in line with past real estate bear markets: a decline in single family permits, sharply rising inventories of unsold homes and already

5

some actual price declines. The worry is that weak house prices could at one point—although probably not this Christmas—affect American households’ ability or willingness to spend.

A related worry is that a U.S. economic slowdown could trigger slowdowns in many other countries, especially the Asian countries (including China) that export so much to the U.S., as well as the commodity producing countries (the likes of Canada and Australia, but also many emerging markets such as Argentina, Brazil and Russia) that, in turn, export so much to Asia. The old saying “when the U.S. economy sneezes, the rest of the world catches a cold” may still prove to be true. Investors—or their financial intermediaries—that practice asset allocation are faced with an unusual situation today where virtually every asset class out there (stocks, bonds, emerging markets, high yield, commodities, real estate, small and mid cap, art, collectibles …) have done very well. Where do we go from here? Will asset allocation provide the hoped for diversification and downside protection?

Finally, another worry is what we believe to be a private equity mania going on around the world. “$75 billion in 24 hours—Day Deal Fever Hit the World” was a title in the Financial Times on November 21, 2006, “Place Your Bets, Please: Takeover Wheel Spins” was the title the following day in the Wall Street Journal. The worry is that these leveraged buy-outs will breed complacency by providing an illusory sign that many companies are currently undervalued in the stock market. This will or may continue as long as private equity funds can borrow at “exceptionally generous” terms; today, they can clearly borrow at far lower yields than the earnings yield that the stock market is willing to sustain. We will see how long that game lasts. In the meantime, our Funds could benefit in the short term if more of their holdings get taken over; and in the long term if we are able to pick up some distressed debt that is likely to arise from today’s deals.

In sum, our Funds’ shareholders’ expectations regarding medium term returns ought to be modest. An investment adviser who has been using our Funds for many years suggested we add the following note: “And this time, we mean it!”

We appreciate your continued confidence and thank you for your support.

Charles de Vaulx
Chief Investment Officer and Portfolio Manager

November 2006

Though First Eagle Global Fund, First Eagle Overseas Fund and First Eagle Gold Fund (effective May 8, 2006) will only accept additional investments from existing shareholders, First Eagle U.S. Value Fund remains open to all investors.

* The First Eagle Gold Fund is a non-diversified fund.

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FIRST EAGLE FUNDS

First Eagle Global Fund • First Eagle Overseas Fund • First Eagle U.S. Value Fund

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

For the twelve-months ending October 31, 2006, global markets performed very well despite a set back in May and June. Corporate profits were strong while interest rates remained low. European stocks benefited from increased M&A activity in a variety of industries. The German DAX Index rose 27.20% and the French CAC 40 Index rose 20.50% during the twelve month period. In Japan, an improved economic outlook as well as attractive valuation levels caused Japan’s Nikkei 225 Index to rise 20.50%. Returns were further boosted by the dollar weakening against several currencies (the U.S. dollar remained unchanged against the yen but fell 6% against the euro during the year). The MSCI World Index increased 21.30% while in the U.S., the Standard & Poor’s (S&P) 500 Index rose 16.30%. Worldwide, “value” stocks outperformed “growth” stocks, the former benefiting from higher corporate earnings in many cyclical businesses and increased corporate activity (takeovers, going private transactions including in unlikely places such as South Korea). Crude oil remained roughly unchanged at $59 for the year ending October 31st, although that was down from $77 in mid July, in light of abundant above ground inventories. Gold, however, rose 30% during the twelve-month period to almost $607 an ounce, although down from a peak of $715 in mid May. The 30-year Treasury bond yield remained almost unchanged at 5.25%.

First Eagle Global Fund

The net asset value of the Fund’s Class ‘A’ shares rose 20.73% for the year ending October 31, 2006, while the MSCI World Index was up 21.32%. Strong performance was achieved in various continental European and Asian stocks including Sodexho Alliance SA (corporate services, France), Toyota Motor Corporation (automotive, Japan), Wendel Investissement (holding company, France), Samsung Electronics Company, Limited (electronics, South Korea) and Kuehne & Nagel International AG (transportation, Switzerland). A third of the performance came from the Fund’s investments in the U.S. where a number of stocks from various sectors edged higher such as Berkshire Hathaway, Inc. (holding company), McDonald’s Corporation (restaurants), Microsoft Corporation (technology) as well as some of the media stocks acquired a year earlier such as News Corporation and Comcast Corporation.

Consumer discretionary stocks performed well, with names as varied as Costco Wholesale Corporation (U.S.), Millennium & Copthorne Hotel Plc (U.K.) and Shimano Inc. (Japan) contributing to returns. Helping to a lesser degree were consumer staples stocks like Nestlé SA (Switzerland), L’Oréal SA (France) and Heineken Holding NV (Netherlands).

Corporate activity helped the Fund’s performance, in particular the takeovers of Burlington Resources, Inc. (U.S.) as well as Associated British Ports Holdings Plc (U.K.).

As of October 31, 2006, the Fund was 0% hedged against the euro, which is down from 30% last year, as we believe the euro may still be undervalued against the U.S. dollar. The Fund was also 0% hedged against the Japanese yen, down from 15% last year, as we believe Asian currencies should ultimately be revalued against the U.S. dollar. Despite the nominal lack of any foreign exchange hedging, the Fund may be somewhat protected against a sharp rise of the U.S. dollar by having all of its cash in U.S. dollar

7

denominated commercial paper and by having in the portfolio the stock of quite a few European and Japanese companies that have major operations in the U.S. or export significantly to U.S. dollar-based countries, thus having a natural built-in hedge.

The Fund’s performance was achieved despite having held cash positions between 14.4% and 20.4% of net assets, partially a residual of the significant cash inflows that came into the Fund prior to its closing (late February 2005).

First Eagle Overseas Fund

The net asset value of the Fund’s Class ‘A’ shares rose 22.24% for the fiscal year ending October 31, 2006, while the MSCI EAFE Index increased 27.52% over the same period. Almost half of that performance came from our European holdings. These include Sodexho Alliance SA (corporate services, France), Wendel Investissement (holding company, France), Kuehne & Nagel International AG (transportation, Switzerland) and Pargesa Holding SA (holding company, Switzerland).

Consumer staples companies such as Nestlé SA (Switzerland), Tesco Plc (U.K.) and L’Oréal SA (France), and precious metals—gold and silver bullion and companies including Industrias Peñoles SA de C.V. (Mexico) and Gold Fields Limited (South Africa)—helped the Fund’s performance.

Corporate activity helped the Fund’s performance, in particular the takeovers of Associated British Ports Holdings Plc (U.K.) and Elior SCA (France) as well as the attempted takeover of KT&G Corporation (South Korea) and Enodis Plc (U.K.).

As of October 31, 2006, the Fund was 0% hedged against the euro, which is down from 25% last year. The Fund was also 0% hedged against the Japanese yen, down from 15% last year, as we believe Asian currencies will ultimately be revalued against the U.S. dollar. Despite the nominal lack of any foreign exchange hedging, the Fund may be somewhat protected against a sharp rise of the U.S. dollar by having all of its cash in U.S. dollar denominated commercial paper and by having in the portfolio the stock of quite a few European and Japanese companies that have major operations in the U.S. or export significantly to U.S. dollar-based countries, thus having a natural built-in hedge.

The Fund’s performance was achieved despite having held cash positions between 21.8% and 24.7% of net assets, partially a residual of the significant cash inflows that came into the Fund prior to its closing (early February 2004).

First Eagle U.S. Value Fund

The net asset value of the First Eagle U.S. Value Fund’s Class ‘A’ shares rose 12.05% for the year ending October 31, 2006, while the S&P 500 Index and the Russell 2000 Index rose 16.34% and 19.98%, respectively. The twelve-month period saw a resurgence in small and mid-cap value stocks as evidenced by the Russell 2000 Value Index which was up 22.90% over the period.

Stocks from a variety of industries performed well, with names as varied as Berkshire Hathaway, Inc. (holding company), McDonald’s Corporation (restaurants), Microsoft Corporation (technology) and IDACORP, Inc. (utility). Media also helped performance with Comcast Corporation, News Corporation and Liberty Media

8

Corporation (before and after the spin-off that created Liberty Interactive and Liberty Capital) adding to returns.

Corporate activity helped the Fund’s performance with takeovers of Burlington Resources, Inc. (energy), Longview Fibre Company (forest products), the going-private transactions on Allen Organ Company (consumer products) and Case Pomeroy & Company, Inc. (real estate).

The Fund’s performance was achieved despite having held cash positions between 33.6% and 47.8% of net assets, the result of our inability to find securities in the U.S. that we feel provide enough of a margin of safety, and our refusal to buy what we believe are fully priced—not to mention overpriced—securities.

Charles de Vaulx
Chief Investment Officer and Portfolio Manager

November 2006

9

FIRST EAGLE FUNDS

Fund Expenses (Unaudited)

Example

As a shareholder of the First Eagle Funds, you may incur two types of costs: (1) transaction costs, including front-end and contingent deferred sales charges (loads), and (2) ongoing costs, including advisory fees, distribution (12b-1) and/or service fees and other fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in each of the First Eagle Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

This Example is based on an investment of $1,000 invested on May 1, 2006 and held for the six months ended October 31, 2006.

Actual Expenses

The table below titled “Based on Actual Total Return” provides information about actual account values and actual expenses. You may use the information provided in this table, together with the amount you invested, to estimate the expenses that you paid over the period. To estimate the expenses you paid on your account, divide your ending account value by $1,000 (for example, an $8,600 ending account value divided by $1,000 = 8.6), then multiply the result by the number under the heading entitled “Expenses Paid During the Period”.

Based on Actual Total Return (1)

	Actual Total Return Without Sales Charges(2)			Beginning Account Value		Ending Account Value		Expenses Paid During the Period(3)
First Eagle Global Fund Class A		3.44	%	$	1,000.00	$	1,034.40		$	5.85
First Eagle Global Fund Class I		3.56	%		1,000.00		1,035.60			4.57
First Eagle Global Fund Class C		3.06	%		1,000.00		1,030.60			9.67
First Eagle Overseas Fund Class A		1.41	%		1,000.00		1,014.10			5.74
First Eagle Overseas Fund Class I		1.51	%		1,000.00		1,015.10			4.47
First Eagle Overseas Fund Class C		1.04	%		1,000.00		1,010.40			9.53
First Eagle U.S. Value Fund Class A		5.20	%		1,000.00		1,052.00			6.31
First Eagle U.S. Value Fund Class I		5.28	%		1,000.00		1,052.80			5.02
First Eagle U.S. Value Fund Class C		4.82	%		1,000.00		1,048.20			10.17
First Eagle Gold Fund Class A		(9.66	%)		1,000.00		903.40			5.90
First Eagle Gold Fund Class I		(9.57	%)		1,000.00		904.30			4.70
First Eagle Gold Fund Class C		(10.02	%)		1,000.00		899.80			9.48
First Eagle Fund of America Class Y		4.66	%		1,000.00		1,046.60			7.27
First Eagle Fund of America Class C		4.23	%		1,000.00		1,042.30			11.12
First Eagle Fund of America Class A		4.65	%		1,000.00		1,046.50			7.27

(1)	For the six months ended October 31, 2006.
(2)	Assumes reinvestment of all dividends and capital gain distributions, if any, at net asset value and does not reflect the deduction of the applicable sales charge. Had the effect of sales charges been reflected, expenses would have been higher and returns lower. Total return is not annualized, as it may not be representative of the total return for the year.
(3)	Expenses are equal to the annualized expense ratio of 1.14%, 0.89%, 1.89%, 1.13%, 0.88%, 1.88%, 1.22%, 0.97%, 1.97%, 1.23%, 0.98%, 1.98%, 1.41%, 2.16%, and 1.41% for the First Eagle Global Fund Class A, I and C; First Eagle Overseas Fund Class A, I, and C; First Eagle U.S. Value Fund Class A, I, and C; First Eagle Gold Fund Class A, I and C; and First Eagle Fund of America Class Y, C, and A, respectively, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

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FIRST EAGLE FUNDS

Fund Expenses (Unaudited) – (Continued)

Hypothetical Example for Comparison Purposes

The table below titled “Based on Hypothetical Total Return” provides information about hypothetical account values and hypothetical expenses based on the actual expense ratios and an assumed rate of return of 5.00% per year before expenses, which is not the First Eagle Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use the information provided in this table to compare the ongoing costs of investing in the First Eagle Funds and other funds. To do so, compare the 5.00% hypothetical example relating to the First Eagle Funds with the 5.00% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table below are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as front-end or contingent deferred sales charges (loads). Therefore, the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

Based on Hypothetical Total Return (1)

	Hypothetical Annualized Total Return			Beginning Account Value		Ending Account Value		Expenses Paid During the Period(2)
First Eagle Global Fund Class A		5.00	%	$	1,000.00	$	1,019.46		$	5.80
First Eagle Global Fund Class I		5.00	%		1,000.00		1,020.72			4.53
First Eagle Global Fund Class C		5.00	%		1,000.00		1,015.68			9.60
First Eagle Overseas Fund Class A		5.00	%		1,000.00		1,019.51			5.75
First Eagle Overseas Fund Class I		5.00	%		1,000.00		1,020.77			4.48
First Eagle Overseas Fund Class C		5.00	%		1,000.00		1,015.73			9.55
First Eagle U.S. Value Fund Class A		5.00	%		1,000.00		1,019.06			6.21
First Eagle U.S. Value Fund Class I		5.00	%		1,000.00		1,020.32			4.94
First Eagle U.S. Value Fund Class C		5.00	%		1,000.00		1,015.27			10.01
First Eagle Gold Fund Class A		5.00	%		1,000.00		1,019.00			6.26
First Eagle Gold Fund Class I		5.00	%		1,000.00		1,020.27			4.99
First Eagle Gold Fund Class C		5.00	%		1,000.00		1,015.22			10.06
First Eagle Fund of America Class Y		5.00	%		1,000.00		1,018.10			7.17
First Eagle Fund of America Class C		5.00	%		1,000.00		1,014.32			10.97
First Eagle Fund of America Class A		5.00	%		1,000.00		1,018.10			7.17

(1)

For the six months ended October 31, 2006.

(2)

Expenses are equal to the annualized expense ratio of 1.14%, 0.89%, 1.89%, 1.13%, 0.88%, 1.88%, 1.22%, 0.97%, 1.97%, 1.23%, 0.98%, 1.98%, 1.41%, 2.16%, and 1.41% for the First Eagle Global Fund Class A, I and C; First Eagle Overseas Fund Class A, I, and C; First Eagle U.S. Value Fund Class A, I, and C; First Eagle Gold Fund Class A, I and C; and First Eagle Fund of America Class Y, C, and A, respectively, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

11

FUND OVERVIEW

FIRST EAGLE GLOBAL FUND Data as of October 31, 2006 (unaudited)

THE INVESTMENT STYLE

The First Eagle Global Fund seeks long-term growth of capital by investing in a wide range of asset classes from markets in the United States and around the world. This truly global fund is managed with a highly disciplined, bottom-up, value oriented style that helps minimize risk.

ASSET ALLOCATION

COUNTRIES

United States	37.57	%	India	0.55	%
France	11.41	%	Canada	0.34	%
Japan	8.85	%	Malaysia	0.29	%
Switzerland	6.64	%	Belgium	0.27	%
South Korea	4.63	%	Brazil	0.22	%
United Kingdom	2.89	%	Taiwan	0.17	%
Germany	1.78	%	Ireland	0.14	%
Netherlands	1.46	%	Sweden	0.11	%
Spain	1.14	%	Commonwealth
Italy	1.09	%	of Independent
Hong Kong	0.93	%	States	0.11	%
Singapore	0.82	%	New Zealand	0.11	%
Mexico	0.63	%	Denmark	0.11	%
South Africa	0.62	%	Other	0.24	%

The Fund’s portfolio composition (represented as a percentage of net assets) is subject to change at any time.

AVERAGE ANNUAL RETURNS

	ONE-YEAR		FIVE-YEARS		TEN-YEARS
First Eagle Global Fund (A Shares)
without sales load	20.73	%	20.58	%	14.34	%
with sales load	14.70	%	19.35	%	13.90	%
MSCI World Index	21.32	%	10.39	%	7.57	%
Consumer Price Index	1.31	%	2.57	%	2.46	%

GROWTH OF A $10,000 INITIAL INVESTMENT

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses. The average annual returns for Class A Shares give effect to the deduction of the maximum sales load of 3.75% for periods prior to March 1, 2000 and of 5.00% thereafter. The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. It is a trademark of Morgan Stanley Capital International SA in Geneva, Switzerland. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

TOP 10 HOLDINGS

Berkshire Hathaway Inc., Class ‘A’ (U.S. holding company)	2.67	%
Nestlé SA (Swiss food manufacturer)	2.62	%
Samsung Electronics Company, Limited (CS & Pfd.)	2.40	%
(South Korean electronics company)
Sodexho Alliance SA (French food management services provider)	2.34	%
Costco Wholesale Corporation (U.S. multiline retailer)	2.27	%
Gold bullion (precious metal)	2.21	%
Toyota Motor Corporation (Japanese automobile manufacturer)	2.12	%
Pargesa Holding SA (Swiss diversified financials company)	2.00	%
Microsoft Corporation (U.S. software developer)	1.83	%
Liberty Interactive (U.S. media company)	1.78	%

12

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – U.S. (32.42%)
		Consumer Discretionary (1.98%)
	6,643,070	McDonald’s Corporation	$	184,142,058	$	278,477,494
	415,500	Nike Inc., Class ‘B’		32,802,758		38,176,140
	734,600	International Speedway Corporation, Class ‘A’		35,103,219		38,133,086
	413,318	Wyndham Worldwide Corporation (a)		15,740,866		12,192,881
	390,000	Weyco Group, Inc.		1,285,375		9,352,200
	185,000	St. John Knits International Inc. (a)		3,180,703		5,735,000
	500,000	A.T. Cross Company, Class ‘A’ (a)		4,150,673		3,440,000
				276,405,652		385,506,801
		Consumer Staples (0.63%)
	2,235,148	Anheuser-Busch Companies Inc.		97,185,155		105,990,718
	115,270	Altria Group, Inc.		2,497,439		9,374,909
	111,111	HJ Heinz Company		3,782,241		4,684,440
	82,570	Seneca Foods Corporation, Class ‘A’ (a)		1,242,679		2,096,865
				104,707,514		122,146,932
		Energy (2.60%)
	4,721,433	ConocoPhillips Company		244,762,591		284,419,124
	2,232,001	Apache Corporation		146,759,987		145,794,305
	556,404	SEACOR Holdings Inc. (a)		23,217,111		49,787,030
	355,990	Murphy Oil Corporation		7,188,911		16,788,488
	206,590	San Juan Basin Royalty Trust		7,928,014		7,674,819
				429,856,614		504,463,766
		Financials (0.08%)
	516,647	Realogy Corporation (a)		14,565,015		13,319,160
	114,750	East Texas Financial Services, Inc. (c)		862,687		1,879,031
	8,200	Redwood Financial, Inc. (a)(e)		71,750		154,160
				15,499,452		15,352,351
		Health Care (2.61%)
	4,608,470	Johnson & Johnson		279,907,643		310,610,878
	1,684,130	Bausch & Lomb Inc.		78,995,549		90,168,320
	1,012,500	Wellpoint, Inc. (a)		78,406,611		77,274,000
	591,250	UnitedHealth Group Inc.		30,064,878		28,841,175
				467,374,681		506,894,373
		Holding Companies (2.75%)
	4,915	Berkshire Hathaway Inc., Class ‘A’ (a)		414,943,985		518,409,625
	7,432	Case Pomeroy & Company, Inc., Class ‘A’		7,366,948		13,303,280
	2,485	J.G. Boswell Company		573,840		1,740,743
				422,884,773		533,453,648

See Notes to Financial Statements.

13

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – U.S. – (continued)
		Industrials (3.36%)
	9,640,620	Tyco International Limited	$	225,550,668	$	283,723,447
	3,057,540	Cintas Corporation		115,716,545		126,582,156
	8,305,971	Blount International Inc. (a)(c)		110,473,625		90,950,382
	870,960	Manpower Inc.		34,320,745		59,024,959
	1,576,258	UniFirst Corporation		37,181,601		56,824,101
	651,227	Banta Corporation		28,938,738		28,836,332
	206,659	Avis Budget Group Inc. (a)		4,921,975		4,089,782
	4,805	Conbraco Industries, Inc. (a)		1,568,050		1,326,180
	365,000	Kaiser Ventures LLC (a)(e)(i)(j)		—		1,047,550
				558,671,947		652,404,889
		Materials (0.03%)
	428,510	Tronox Inc. Class ‘A’		5,392,614		5,613,481
		Media (6.80%)
	15,637,264	Liberty Interactive (a)		286,313,957		345,114,416
	2,867,312	Liberty Capital (a)		193,471,880		255,362,807
	3,919,730	Clear Channel Communications Inc.		121,427,739		136,602,591
	3,067,730	Comcast Corporation-Special Class ‘A’ (a)		86,166,451		124,181,710
	1,142,883	OmniCom Group		104,030,867		115,945,480
	4,809,260	News Corporation Class ‘A’		73,140,045		100,273,071
	2,636,140	CBS Corporation Class ‘B’		68,991,095		76,289,892
	745,590	Meredith Corporation		38,682,827		39,143,475
	1,912,750	Valassis Communications, Inc. (a)		55,341,929		28,710,378
	908,154	Liberty Global Inc. (a)		15,431,569		23,829,961
	920,998	Liberty Global Inc. Series ‘C’ (a)		14,395,506		23,420,979
	445,740	Viacom Inc. (a)		15,234,457		17,348,201
	565,700	New York Times Company, Class ‘A’		13,549,811		13,672,969
	281,791	Dow Jones & Company Inc.		10,444,173		9,888,046
	890,510	Interpublic Group of Companies, Inc. (a)		7,690,031		9,715,464
	34,924	Mills Music Trust (c)		1,055,337		1,676,352
				1,105,367,674		1,321,175,792
		Paper and Forest Products (2.07%)
	5,914,332	Rayonier Inc. (c)		127,733,481		242,428,469
	4,069,600	Plum Creek Timber Company, Inc.		131,114,009		146,261,424
	260,100	Deltic Timber Corporation		12,612,099		13,241,691
	4,927	Longview Fibre Company		103,450		103,763
				271,563,039		402,035,347
		Precious Metals (0.51%)
	5,510,060	Newmont Mining Corporation Holding Company		65,498,486		99,566,156

See Notes to Financial Statements.

14

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – U.S. – (continued)
		Real Estate (0.08%)
	500,000	Crescent Real Estate Equities Company	$	7,671,061	$	10,900,000
	258,133	Price Legacy Corporation Pfd., Series ‘A’		2,935,244		3,755,835
	192,250	LandCo LLC (a)(e)(i)(j)		669,030		669,030
	21,124	Security Capital European Realty (a)(e)(j)		422,475		285,174
				11,697,810		15,610,039
		Retail (5.11%)
	8,244,500	Costco Wholesale Corporation		344,460,824		440,091,410
	5,240,010	The Home Depot Inc		192,342,244		195,609,573
	3,434,880	Wal-Mart Stores, Inc.		154,589,597		169,270,886
	2,171,440	Tiffany & Company		61,804,700		77,563,837
	1,210,370	Barnes & Noble, Inc.		25,002,118		50,000,385
	1,000,000	Dillard’s Inc., Class ‘A’		16,266,643		30,170,000
	436,100	Federated Department Stores Inc.		3,759,110		19,149,151
	94,750	Autozone Inc. (a)		8,753,628		10,612,000
				806,978,864		992,467,242
		Technology and Telecommunications (3.58%)
	12,350,210	Microsoft Corporation		294,848,598		354,574,529
	12,179,040	Intel Corporation		231,000,388		259,900,714
	4,286,822	Sprint Nextel Corporation		91,671,543		80,120,703
				617,520,529		694,595,946
		Utilities (0.23%)
	738,080	IDACORP, Inc.		22,583,799		29,102,494
	325,000	CalEnergy Capital Trust 6½% Conv. Pfd.		14,327,813		15,518,750
				36,911,612		44,621,244
		Total Common and Preferred Stocks – U.S.		5,196,331,261		6,295,908,007
		Common and Preferred Stocks – Non-U.S. (42.04%)
		Australia and New Zealand (0.16%)
	6,650,000	News & Media NZ Limited exchangeable preference shares (10)		17,173,423		20,965,854
	3,061,521	Spotless Group Limited (8)		8,454,626		10,716,897
				25,628,049		31,682,751
		Belgium (0.27%)
	1,934,375	Deceuninck (c)(1)		48,605,944		53,073,882
		Brazil (0.22%)
	533,355	Petroleo Brasileiro SA ADR (3)		28,225,628		43,180,421
		Canada (0.30%)
	1,055,320	Aber Diamond Corporation (9)		31,289,297		39,074,092
	2,222,250	IAMGOLD Corporation (12)		16,750,353		18,739,722
				48,039,650		57,813,814
		Chile (0.05%)
	700,000	Quinenco SA ADR (8)		4,366,596		9,100,000

See Notes to Financial Statements.

15

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – Non-U.S. – (continued)
		Commonwealth of Independent States (0.11%)
	556,624	Firebird Fund, L.P. (a)(b)(e)(7)	$	1,000,000	$	21,069,809
		Denmark (0.11%)
	259,990	Carlsberg A/S, ‘A’ (2)		11,505,044		20,943,243
		France (10.12%)
	8,462,752	Sodexho Alliance SA (1)		254,997,419		454,453,100
	2,127,098	Wendel Investissement (7)		65,820,551		283,936,293
	7,257,095	Vivendi Universal SA (10)		188,367,961		274,778,077
	2,096,866	L’Oréal SA (2)		156,316,374		203,904,765
	3,194,172	Rémy Cointreau SA (2)		113,428,829		170,713,040
	1,465,000	Essilor International SA (6)		71,835,914		153,677,811
	477,000	Neopost SA (8)		27,488,265		58,315,716
	1,653,560	Télévision Française 1 SA (10)		43,471,274		56,173,274
	810,000	Société BIC SA (8)		37,045,867		52,097,548
	52,143	Société Sucrière de Pithiviers-le-Vieil (c)(2)		27,198,161		48,842,040
	313,800	Financière Marc de Lacharrière SA (7)		12,141,837		29,233,279
	1,384,776	Elior SCA (1)		20,979,406		23,556,535
	133,231	Robertet SA (2)		17,060,751		20,402,729
	42,252	Robertet SA C.I. (2)		800,508		4,583,191
	326,070	Zodiac SA (a)(8)		17,708,998		20,364,630
	157,620	Guyenne et Gascogne SA (2)		17,078,217		20,154,906
	294,180	Total SA (3)		18,507,992		19,915,915
	297,640	Carrefour SA (2)		13,716,176		18,133,241
	378,818	Trigano SA (1)		17,357,493		17,795,006
	323,383	PagesJaunes Groupe SA (10)		5,636,940		9,702,229
	92,987	Gaumont SA (10)		5,094,361		7,653,916
	70,000	NSC Groupe (c)(8)		12,400,388		6,798,051
	385,000	Sabeton SA (c)(7)		4,841,233		6,033,382
	17,845	Société Foncière Financière et de Participations (7)		3,933,965		3,896,443
				1,153,228,880		1,965,115,117
		Germany (1.78%)
	1,721,525	Fraport AG (16)		58,775,040		118,304,364
	735,000	Hornbach Holding AG Pfd. (1)		46,863,613		67,064,873
	2,362,330	Deutsche Telekom AG (15)		38,209,882		40,879,162
	1,133,937	Bertelsmann AG D.R.C. (10)		26,746,576		35,308,598
	461,960	Vossloh AG (16)		23,900,375		28,881,087
	142,873	Axel Springer AG (10)		13,415,306		21,583,915
	580,856	Praktiker Bau-und Heimwerkermaerkte Holding AG (1)		10,181,301		18,494,422
	168,299	Hornbach Baumarkt AG (1)		8,109,997		8,526,558
	89,094	Pfeiffer Vacuum Technology AG (8)		5,649,179		6,014,588
				231,851,269		345,057,567

See Notes to Financial Statements.

16

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – Non-U.S. – (continued)
		Hong Kong (0.64%)
	6,225,000	Guoco Group Limited (7)	$	52,462,656	$	75,166,279
	24,303,370	Shaw Brothers (Hong Kong) Limited (c)(10)		24,161,349		45,666,821
	21,500,000	City e-Solutions Limited (c)(1)		971,287		2,514,587
				77,595,292		123,347,687
		India (0.55%)
	2,325,000	Tata Motors Limited (1)		23,275,395		42,843,249
	7,150,000	Hindustan Lever Limited (2)		19,866,524		37,190,505
	1,174,999	Nestlé India Limited (2)		14,548,375		27,584,488
				57,690,294		107,618,242
		Italy (1.09%)
	8,815,410	Italcementi S.p.A. RNC (9)		105,932,942		146,922,198
	656,451	Italmobiliare S.p.A. RNC (9)		41,033,352		49,878,441
	2,102,593	Gewiss S.p.A. (8)		12,927,323		15,643,196
				159,893,617		212,443,835
		Japan (8.85%)
	6,952,000	Toyota Motor Corporation (1)		284,946,411		412,071,676
	3,775,100	Ono Pharmaceutical Company, Limited (6)		165,867,433		184,371,732
	6,249,100	Shimano Inc. (c)(1)		109,496,137		174,246,812
	3,256,800	Secom Company, Limited (8)		124,614,050		162,958,389
	18,858,500	Aioi Insurance Company, Limited (4)		64,447,332		129,847,261
	12,000,000	NIPPONKOA Insurance Company, Limited (4)		54,518,219		95,556,601
	2,352,700	Kose Corporation (2)		73,915,989		70,833,546
	3,468,480	Toho Company, Limited (10)		49,442,993		65,563,365
	3,360,500	T. Hasegawa Company, Limited (c)(2)		51,177,359		49,409,396
	978,500	Astellas Pharma Inc. (6)		40,379,930		44,106,359
	1,379,100	Shimachu Company, Limited (1)		32,950,108		39,515,759
	833,100	Fuji Photo Film Company, Limited (1)		23,108,315		30,925,493
	558,600	Canon Inc. (15)		19,299,690		29,956,994
	933,400	Olympus Corporation (6)		18,882,021		29,698,909
	1,429,600	Chofu Seisakusho Company, Limited (1)		27,525,671		28,001,403
	2,052,580	Nissin Healthcare Food Service Company, Limited (2)		30,969,650		25,895,356
	804,590	Meitec Corporation (8)		25,863,348		25,393,979
	180,500	Hirose Electric Company, Limited (15)		22,338,426		24,084,164
	407,830	Mabuchi Motor Company Limited (15)		24,369,065		23,789,938
	1,000,000	Aderans Company, Limited (2)		23,155,963		23,179,233
	908,500	Mitsui Sumitomo Insurance Company, Limited (4)		4,091,290		11,306,227
	1,079,900	Seikagaku Corporation (6)		11,099,559		11,277,919
	507,950	Cosel Company Limited (8)		8,907,050		8,437,231
	218,700	Makita Corporation (1)		6,205,002		6,509,652
	249,600	Mandom Corporation (2)		6,001,198		6,084,420
	171,600	Shoei Company, Limited (7)		491,308		5,474,644
				1,304,063,517		1,718,496,458

See Notes to Financial Statements.

17

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – Non-U.S. – (continued)
		Mexico (0.63%)
	12,322,800	Industrias Peñoles, SA de C.V. (12)	$	28,431,517	$	101,738,134
	6,842,100	Embotelladoras Arca SA de C.V. (2)		12,460,765		20,861,184
				40,892,282		122,599,318
		Netherlands (0.82%)
	3,140,243	Heineken Holding NV (2)		87,042,407		122,827,457
	767,500	Telegraaf Media Groep NV (10)		14,080,508		19,001,235
	473,438	Koninklijke Grolsch NV (2)		12,444,932		16,916,981
				113,567,847		158,745,673
		Singapore (0.37%)
	20,000,000	Fraser & Neave Limited (2)		25,007,468		56,934,026
	13,467,250	ComfortDelgro Corporation Limited (16)		3,279,184		14,074,256
				28,286,652		71,008,282
		South Africa (0.62%)
	7,150,000	Mvelaphanda Resources Limited (a)(12)		23,702,956		31,218,692
	1,627,720	Gold Fields Limited ADR (12)		24,296,780		27,280,587
	749,210	Gold Fields Limited (12)		2,173,736		12,374,918
	1,460,290	Harmony Gold Mining Company, Limited ADR (a)(12)		16,251,484		22,692,907
	1,000,000	Harmony Gold Mining Company, Limited (a)(12)		4,591,642		15,121,443
	297,200	AngloGold Ashanti Limited ADR (12)		10,868,897		12,651,804
				81,885,495		121,340,351
		South Korea (4.63%)
	684,330	Samsung Electronics Company, Limited Pfd. (15)		151,360,619		331,888,793
	205,920	Samsung Electronics Company, Limited (15)		140,981,608		133,521,299
	5,110,741	SK Telecom Company, Limited ADR (15)		105,781,049		123,066,643
	51,900	Lotte Confectionery Company, Limited (2)		21,157,499		63,009,233
	963,770	KT&G Corporation (2)		24,446,199		59,526,068
	65,500	Nam Yang Dairy Products Company, Limited (c)(2)		14,805,002		56,234,214
	585,700	SK Corporation (3)		37,186,353		42,950,090
	501,000	Kukdong Electric Wire Company, Limited (c)(e)(i)(j)(15)		10,918,559		23,606,495
	966,000	Kangwon Land Inc. (1)		14,292,625		18,709,010
	1,589,160	Daeduck GDS Company, Limited (c)(15)		14,042,994		16,645,452
	1,869,420	Daeduck Electronics Company, Limited (15)		13,292,480		16,267,902
	10,360	Lotte Chilsung Beverage Company, Limited (2)		5,901,967		13,061,318
				554,166,954		898,486,517
		Spain (1.14%)
	2,957,996	Corporacion Financiera Alba SA (7)		62,416,753		188,742,330
	694,670	Altadis SA (2)		20,275,546		33,243,867
				82,692,299		221,986,197

See Notes to Financial Statements.

18

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
	Common and Preferred Stocks – Non-U.S. – (continued)
	Switzerland (6.64%)
1,493,173	Nestlé SA (2)	$	413,586,151	$	510,394,117
4,049,550	Pargesa Holding SA (7)		261,546,678		388,556,171
3,362,555	Kuehne & Nagel International AG (16)		58,106,835		231,228,900
21,200	Lindt & Spruengli AG PC (2)		8,190,224		46,326,778
608	Lindt & Spruengli AG (2)		4,891,881		14,039,233
454,987	Schindler Holding PC (8)		12,736,829		26,146,154
1,031,490	Micronas Semiconductor Holding AG (a)(15)		35,897,078		20,906,058
44,586	Edipresse SA (10)		12,572,898		20,404,097
137,582	Affichage Holding (10)		16,462,329		19,807,116
9,340	Sika AG (a)(9)		1,514,509		12,169,381
			825,505,412		1,289,978,005
	Taiwan (0.17%)
31,662,504	Phoenixtec Power Company, Limited (8)(c)		32,756,953		33,366,529
	Thailand (0.03%)
577,000	The Oriental Hotel Public Company, Limited (1)		2,636,472		5,753,494
	United Kingdom (2.63%)
21,293,298	Tesco Plc (2)		123,750,340		159,806,814
43,309,223	Vodafone Group Plc (15)		92,834,421		111,512,046
9,281,339	Millennium & Copthorne Hotel Plc (1)		52,093,287		94,837,575
2,012,870	Anglo American Plc (12)		43,615,551		90,755,055
1,375,000	Amdocs Limited (a)(15)		29,218,760		53,295,000
347,420	JZ Equity Partners, Plc (4)		608,699		1,109,883
			342,121,058		511,316,373
	Miscellaneous (0.11%)
1,375,000	Banco Latinoamericano de Exportaciones SA ADR (4)		22,535,553		22,467,500
	Total Common and Preferred Stocks – Non-U.S.		5,278,740,757		8,165,991,065
Ounces
	Commodity (2.21%)
707,666	Gold bullion (a)		341,837,771		429,234,675

See Notes to Financial Statements.

19

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount		Cost (Note 1)		Value (Note 1)
		Notes, Bonds and Convertible Bonds (6.45%)
		Commodity-Linked Notes (0.20%)
$	1,200,000	UBS Gold-Linked Note 0% due 11/03/2006 (a)(b)(d)(e)(g)(12)	$	1,200,000	$	1,709,319
	1,250,000	UBS Gold-Linked Note 0% due 11/15/2006 (a)(b)(d)(e)(g)(12)		1,250,000		1,805,259
	1,400,000	UBS Gold-Linked Note 0% due 12/20/2006 (a)(b)(d)(e)(g)(12)		1,400,000		1,781,194
	2,550,000	UBS Gold-Linked Note 0% due 12/21/2006 (a)(b)(d)(e)(g)(12)		2,550,000		3,146,400
	2,400,000	UBS Gold-Linked Note 0% due 12/22/2006 (a)(b)(d)(e)(g)(12)		2,400,000		2,882,937
	1,350,000	UBS Gold-Linked Note 0% due 12/28/2006 (a)(b)(d)(e)(g)(12)		1,350,000		1,634,491
	1,400,000	UBS Gold-Linked Note 0% due 1/05/2007 (a)(b)(d)(e)(h)(12)		1,400,000		1,990,579
	1,500,000	UBS Gold-Linked Note 0% due 1/11/2007 (a)(b)(d)(e)(h)(12)		1,500,000		1,936,970
	1,450,000	UBS Gold-Linked Note 0% due 1/12/2007 (a)(b)(d)(e)(h)(12)		1,450,000		1,901,445
	1,128,000	HSBC Silver-Linked Note 0% due 11/06/2006 (a)(b)(d)(e)(g)(12)		1,128,000		2,077,436
	1,087,000	HSBC Gold-Linked Note 0% due 11/08/2006 (a)(b)(d)(e)(g)(12)		1,087,000		1,563,650
	1,928,000	HSBC Gold-Linked Note 0% due 11/22/2006 (a)(b)(d)(e)(g)(12)		1,928,000		2,704,791
	1,130,000	HSBC Gold-Linked Note 0% due 11/29/2006 (a)(b)(d)(e)(g)(12)		1,130,000		1,478,718
	1,111,000	HSBC Gold-Linked Note 0% due 11/29/2006 (a)(b)(d)(e)(g)(12)		1,111,000		1,475,741
	1,118,000	HSBC Gold-Linked Note 0% due 12/07/2006 (a)(b)(d)(e)(g)(12)		1,118,000		1,451,947
	1,152,000	HSBC Gold-Linked Note 0% due 12/11/2006 (a)(b)(d)(e)(g)(12)		1,152,000		1,470,758
	1,141,000	HSBC Gold-Linked Note 0% due 12/28/2006 (a)(b)(d)(e)(g)(12)		1,141,000		1,513,765
	1,175,000	HSBC Gold-Linked Note 0% due 12/29/2006 (a)(b)(d)(e)(g)(12)		1,175,000		1,508,935
	1,194,000	HSBC Gold-Linked Note 0% due 1/03/2007 (a)(b)(d)(e)(g)(12)		1,194,000		1,513,395
	1,255,000	HSBC Gold-Linked Note 0% due 1/05/2007 (a)(b)(d)(e)(g)(12)		1,255,000		1,549,423
	1,208,000	HSBC Gold-Linked Note 0% due 1/05/2007 (a)(b)(d)(e)(g)(12)		1,208,000		1,500,336
				29,127,000		38,597,489
		U.S. Treasury Notes (1.66%)
	10,000,000	U.S. Treasury Zero Coupon Strip due 11/15/2007 (a)(5)		9,406,571		9,516,270
	38,779,200	U.S. Treasury Inflation Index Note 4¼% due 1/15/2010 (k)(5)		39,799,706		40,724,248
	266,593,000	U.S. Treasury Notes 51/8% due 6/30/2011 (5)		266,994,557		272,705,977
				316,200,834		322,946,495
		U.S. Dollar Bonds and Notes (0.99%)
	2,750,000	Westpoint Stevens Inc. 77/8% due 6/15/2005 (a)(e)(f)(j)(1)		2,504,977		275
	4,384,000	Lear Corporation 81/8% due 4/01/2008 (1)		5,141,059		5,720,521
	30,742,000	Lear Corporation 8.11% due 5/15/2009 (1)		29,294,203		31,318,412
	3,500,000	Computer Associates International Inc. 6½% due 4/15/2008 (15)		3,290,735		3,545,794
	4,850,000	Crescent Real Estate Equities Company 9¼% due 4/15/2009 (13)		4,886,814		5,001,563
	13,500,000	GATX Corporation 87/8% due 6/01/2009 (4)		13,100,825		14,616,099
	4,910,000	American Standard Companies Inc. 8¼% due 6/01/2009 (8)		5,042,861		5,223,611
	1,250,000	Freeport McMoRan Copper & Gold, Inc. 101/8% due 2/01/2010 (12)		1,272,250		1,329,688
	610,000	Ethyl Corporation 87/8% due 5/01/2010 (9)		637,066		637,450
	3,728,000	Columbus McKinnon Corporation 10% due 8/01/2010 (8)		3,813,995		4,007,600
	20,500,000	Tyco International Group SA 6¾% due 2/15/2011 (8)		18,019,652		21,708,024
	6,900,000	Briggs & Stratton Corporation 87/8% due 3/15/2011 (1)		7,158,876		7,538,250
	3,500,000	Toys ‘R’ Us, Inc. 75/8% due 8/01/2011 (14)		3,433,042		3,045,000
	28,930,000	Blount International Inc. 87/8% due 8/01/2012 (8)		28,974,766		29,074,650
	5,500,000	Greif Inc. 87/8% due 8/01/2012 (9)		5,492,376		5,802,500

See Notes to Financial Statements.

20

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount		Cost (Note 1)		Value (Note 1)
		Notes, Bonds and Convertible Bonds – (continued)
		U.S. Dollar Bonds and Notes – (continued)
$	646,000	Manitowoc Company Inc. 10½% due 8/01/2012 (8)	$	646,000	$	700,910
	15,145,000	Tronox Worldwide LLC 9½% due 12/01/2012 (9)		15,627,423		15,712,937
	12,522,000	Sirius Satellite Radio Inc. 95/8% due 08/01/2013 (10)		12,212,796		12,271,560
	2,000,000	Legrand SA 8½% due 2/15/2025 (8)		1,955,937		2,290,000
	4,200,000	Bausch & Lomb Inc. 71/8% due 8/01/2028 (6)		3,545,096		4,321,779
	5,500,000	Bergen Bank Floating Rate Perpetual Notes
		(5.5625% @ 10/31/2006) (4)		3,966,197		4,675,000
	3,500,000	Den Norske Bank Floating Rate Perpetual Notes
		(5.65% @ 10/31/2006) (4)		2,648,626		2,993,364
	3,170,000	Den Norske Bank Floating Rate Perpetual Notes
		(5.6875% @ 10/31/2006) (4)		2,108,013		2,729,018
	10,000,000	Christiania Bank Floating Rate Perpetual Notes
		(5.46625% @ 10/31/2006) (4)		6,968,571		8,938,590
				181,742,156		193,202,595
		U.S. Dollar Convertible Bonds (0.09%)
	2,000,000	TriQuint Semiconductor Inc. 4% due 3/01/2007 (15)		1,949,317		1,995,000
	15,000,000	SCI Systems Inc. 3% due 3/15/2007 (15)		14,276,251		14,925,000
				16,225,568		16,920,000
		Non U.S. Dollar Notes and Bonds (3.51%)
SGD	85,000,000	Singapore Government 25/8% due 10/01/2007 (5)		50,747,774		54,264,573
SGD	52,947,000	Singapore Government 23/8% due 10/01/2009 (5)		31,904,974		33,331,353
CAD	8,500,000	Shaw Communications Inc. 7.4% due 10/17/2007 (10)		5,391,945		7,755,588
HKD	205,000,000	Hong Kong Government 3.57% due 12/17/2007 (5)		26,649,326		26,322,947
HKD	199,650,000	Hong Kong Government 3.34% due 12/19/2008 (5)		25,351,533		25,462,932
HKD	44,250,000	Hong Kong Government 2.52% due 3/24/2009 (5)		5,531,570		5,531,290
EUR	2,959,000	Koninklijke Ahold NV 57/8% due 5/09/2008 (14)		2,884,367		3,867,699
GBP	15,000,000	EMI Group Plc 8¼% due 5/20/2008 (10)		24,007,389		30,245,171
EUR	1,500,000	EMI Group Plc 85/8% due 10/15/2013 (b)(10)		1,733,805		2,130,150
SEK	125,000,000	Sweden Government I/L 4.526% due 12/01/2008 (5)		18,277,923		21,244,895
EUR	2,000,000	Independent News & Media Plc 8% due 12/15/2008 (10)		2,417,480		2,705,438
EUR	2,500,000	Independent News & Media Plc 5¾% due 5/17/2009 (10)		2,757,700		3,251,790
MYR	165,000,000	Malaysian Government 4.305% due 2/27/2009 (5)		43,783,652		45,779,064
MYR	37,014,000	Malaysian Government 3.756% due 4/28/2011 (5)		9,922,434		10,118,477
EUR	14,755,000	Republic of France O.A.T. I/L 3% due 7/25/2009 (k)(5)		13,079,031		19,353,734
EUR	105,397,026	Republic of France O.A.T. I/L 3% due 7/25/2012 (k)(5)		143,582,612		144,693,393
EUR	14,000,000	Waterford Wedgwood Plc 97/8% due 12/01/2010 (b)(1)		15,884,333		15,900,829
EUR	4,000,000	Riverdeep Group Limited 9¼% due 4/15/2011 (b)(15)		4,798,926		5,666,106
GBP	3,000,000	Marks & Spencer Group Plc 63/8% due 11/07/2011 (1)		5,071,479		5,907,844
GBP	5,875,000	Enodis Plc 103/8% due 4/15/2012 (j)(8)		9,091,453		12,005,282
EUR	57,200,000	UPC Holding BV 7¾% due 1/15/2014 (b)(10)		66,232,001		71,718,354

See Notes to Financial Statements.

21

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount		Cost (Note 1)		Value (Note 1)
		Notes, Bonds and Convertible Bonds – (continued)
		Non U.S. Dollar Notes and Bonds – (continued)
EUR	37,300,000	UPC Holding BV 85/8% due 1/15/2014 (b)(10)	$	43,983,364	$	48,790,405
EUR	47,450,000	Ray Acquisition SCA 93/8% due 3/15/2015 (b)(8)		57,037,842		68,879,399
EUR	12,000,000	FINEL 9½% due 6/30/2017 (b)(e)(i)(j)(11)		14,474,400		7,656,900
EUR	15,000,000	FINEL 9½% due 10/15/2017 (b)(e)(i)(j)(11)		18,067,500		9,571,125
				642,664,813		682,154,738
		Total Notes, Bonds and Convertible Bonds		1,185,960,371		1,253,821,317
		Short Term Investments (16.84%)
$	25,000,000	BMW US Capital LLC 5.21% due 11/01/2006		25,000,000		25,000,000
	18,545,000	BMW US Capital LLC 5.22% due 11/01/2006		18,545,000		18,545,000
	15,300,000	BMW US Capital LLC 5.23% due 11/01/2006		15,300,000		15,300,000
	25,000,000	Emerson Electric Company 5.21% due 11/01/2006		25,000,000		25,000,000
	25,000,000	Nestlé Capital Corporation 5.21% due 11/01/2006		25,000,000		25,000,000
	50,000,000	Nestlé Capital Corporation 5.20% due 11/03/2006		49,985,556		49,985,556
	20,000,000	Nestlé Capital Corporation 5.19% due 11/06/2006		19,985,583		19,985,583
	25,000,000	Nestlé Capital Corporation 5.20% due 11/08/2006		24,974,722		24,974,722
	20,900,000	Nestlé Capital Corporation 5.21% due 11/08/2006		20,878,827		20,878,827
	20,000,000	Nestlé Capital Corporation 5.19% due 11/21/2006		19,942,333		19,942,333
	25,000,000	Nestlé Capital Corporation 5.19% due 11/28/2006		24,902,688		24,902,688
	25,000,000	Nestlé Capital Corporation 5.19% due 12/07/2006		24,870,250		24,870,250
	25,608,000	Nestlé Capital Corporation 5.19% due 12/08/2006		25,471,403		25,471,403
	25,000,000	Republic of Austria 5.16% due 11/01/2006		25,000,000		25,000,000
	25,000,000	Republic of Austria 5.17% due 11/07/2006		24,978,458		24,978,458
	25,000,000	Republic of Austria 5.17% due 11/09/2006		24,971,278		24,971,278
	25,000,000	Republic of Austria 5.17% due 11/10/2006		24,967,688		24,967,688
	20,000,000	Caterpillar Financial Services Corporation 5.20% due 11/01/2006		20,000,000		20,000,000
	25,600,000	Caterpillar Financial Services Corporation 5.20% due 11/02/2006		25,596,302		25,596,302
	22,950,000	Caterpillar Financial Services Corporation 5.18% due 11/27/2006		22,864,142		22,864,142
	20,000,000	L’Oréal SA 5.21% due 11/01/2006		20,000,000		20,000,000
	17,500,000	L’Oréal SA 5.21% due 11/02/2006		17,497,467		17,497,467
	22,500,000	L’Oréal SA 5.22% due 11/03/2006		22,493,475		22,493,475
	22,500,000	L’Oréal SA 5.23% due 11/06/2006		22,483,656		22,483,656
	15,750,000	L’Oréal SA 5.23% due 11/07/2006		15,736,271		15,736,271
	8,175,000	L’Oréal SA 5.23% due 11/09/2006		8,165,499		8,165,499
	19,250,000	L’Oréal SA 5.22% due 11/21/2006		19,194,175		19,194,175
	21,000,000	L’Oréal SA 5.22% due 11/22/2006		20,936,055		20,936,055
	10,000,000	L’Oréal SA 5.23% due 11/27/2006		9,962,228		9,962,228
	15,000,000	L’Oréal SA 5.23% due 11/28/2006		14,941,162		14,941,162
	13,252,000	Henkel Corporation 5.30% due 11/01/2006		13,252,000		13,252,000
	16,000,000	Henkel Corporation 5.27% due 11/13/2006		15,971,893		15,971,893
	24,000,000	Henkel Corporation 5.27% due 11/14/2006		23,954,327		23,954,327
	2,500,000	Dow Jones and Company 5.31% due 11/01/2006		2,500,000		2,500,000
	30,000,000	Gannet Company, Inc. 5.20% due 11/02/2006		29,995,667		29,995,667
	25,000,000	General Electric Company 5.19% due 11/02/2006		24,996,396		24,996,396

See Notes to Financial Statements.

22

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount		Cost (Note 1)		Value (Note 1)
		Short Term Investments – (continued)
$	25,000,000	General Electric Company 5.20% due 12/13/2006	$	24,848,333	$	24,848,333
	25,000,000	Siemens AG 5.19% due 11/02/2006		24,996,396		24,996,396
	25,000,000	Siemens AG 5.19% due 11/06/2006		24,981,979		24,981,979
	50,000,000	Siemens AG 5.19% due 11/08/2006		49,949,542		49,949,542
	50,000,000	Siemens AG 5.19% due 11/09/2006		49,942,332		49,942,332
	25,000,000	Siemens AG 5.19% due 11/14/2006		24,953,146		24,953,146
	25,000,000	Siemens AG 5.19% due 12/01/2006		24,891,875		24,891,875
	25,000,000	Siemens AG 5.20% due 12/01/2006		24,891,667		24,891,667
	23,000,000	Siemens AG 5.20% due 12/04/2006		22,890,367		22,890,367
	25,000,000	Pitney Bowes Inc. 5.20% due 11/02/2006		24,996,389		24,996,389
	20,000,000	Pitney Bowes Inc. 5.20% due 11/06/2006		19,985,556		19,985,556
	25,000,000	Pitney Bowes Inc. 5.20% due 11/13/2006		24,956,667		24,956,667
	25,000,000	ConocoPhillips Company 5.29% due 11/02/2006		24,996,326		24,996,326
	20,000,000	ConocoPhillips Company 5.28% due 11/02/2006		19,997,067		19,997,067
	25,000,000	ConocoPhillips Company 5.30% due 11/07/2006		24,977,917		24,977,917
	23,750,000	ConocoPhillips Company 5.30% due 11/07/2006		23,729,021		23,729,021
	22,983,000	ConocoPhillips Company 5.30% due 11/10/2006		22,952,547		22,952,547
	25,000,000	ConocoPhillips Company 5.30% due 11/14/2006		24,952,153		24,952,153
	22,500,000	7-Eleven Inc. 5.22% due 11/02/2006		22,496,737		22,496,737
	2,568,000	7-Eleven Inc. 5.22% due 11/03/2006		2,567,255		2,567,255
	14,000,000	7-Eleven Inc. 5.21% due 11/07/2006		13,987,843		13,987,843
	12,000,000	7-Eleven Inc. 5.21% due 11/09/2006		11,986,107		11,986,107
	20,000,000	7-Eleven Inc. 5.21% due 11/10/2006		19,973,950		19,973,950
	20,800,000	7-Eleven Inc. 5.21% due 11/15/2006		20,757,857		20,757,857
	17,271,000	7-Eleven Inc. 5.21% due 11/27/2006		17,206,013		17,206,013
	1,300,000	7-Eleven Inc. 5.21% due 11/28/2006		1,294,920		1,294,920
	6,977,000	7-Eleven Inc. 5.21% due 11/29/2006		6,948,728		6,948,728
	14,300,000	Colgate-Palmolive Company 5.20% due 11/02/2006		14,297,934		14,297,934
	18,954,000	Colgate-Palmolive Company 5.19% due 11/03/2006		18,948,535		18,948,535
	10,000,000	Colgate-Palmolive Company 5.20% due 11/06/2006		9,992,778		9,992,778
	25,200,000	Colgate-Palmolive Company 5.19% due 11/07/2006		25,178,202		25,178,202
	36,939,000	The Home Depot, Inc. 5.23% due 11/03/2006		36,928,267		36,928,267
	30,000,000	BellSouth Corporation 5.22% due 11/03/2006		29,991,300		29,991,300
	24,100,000	BellSouth Corporation 5.22% due 11/06/2006		24,082,528		24,082,528
	22,000,000	BellSouth Corporation 5.23% due 11/06/2006		21,984,019		21,984,019
	50,000,000	BellSouth Corporation 5.22% due 11/07/2006		49,956,500		49,956,500
	12,500,000	BellSouth Corporation 5.23% due 11/07/2006		12,489,104		12,489,104
	23,700,000	BellSouth Corporation 5.22% due 11/10/2006		23,669,072		23,669,072
	25,000,000	BellSouth Corporation 5.20% due 11/17/2006		24,942,222		24,942,222
	25,000,000	BellSouth Corporation 5.21% due 12/01/2006		24,891,458		24,891,458
	20,000,000	Vulcan Materials Company 5.22% due 11/03/2006		19,994,200		19,994,200
	25,000,000	RaboBank USA Finance Corporation 5.22% due 11/06/2006		24,996,375		24,996,375
	22,370,000	RaboBank USA Finance Corporation 5.27% due 11/06/2006		22,370,000		22,370,000
	12,071,000	RaboBank USA Finance Corporation 5.245% due 11/06/2006		12,062,207		12,062,207
	26,835,000	RaboBank USA Finance Corporation 5.255% due 11/13/2006		26,787,994		26,787,994
	25,000,000	RaboBank USA Finance Corporation 5.22% due 11/13/2006		24,931,125		24,931,125

See Notes to Financial Statements.

23

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount		Cost (Note 1)		Value (Note 1)
		Short Term Investments – (continued)
$	25,000,000	RaboBank USA Finance Corporation 5.26% due 11/17/2006	$	24,941,611	$	24,941,611
	25,000,000	RaboBank USA Finance Corporation 5.23% due 11/17/2006		24,905,660		24,905,660
	30,488,000	RaboBank USA Finance Corporation 5.25% due 11/27/2006		30,372,510		30,372,510
	25,000,000	RaboBank USA Finance Corporation 5.23% due 11/27/2006		24,902,031		24,902,031
	25,000,000	Air Products and Chemicals Inc. 5.21% due 11/06/2006		24,981,910		24,981,910
	25,000,000	Air Products and Chemicals Inc. 5.21% due 11/13/2006		24,956,583		24,956,583
	24,500,000	Air Products and Chemicals Inc. 5.21% due 11/20/2006		24,432,632		24,432,632
	25,000,000	AT&T Corporation 5.24% due 11/06/2006		24,981,806		24,981,806
	23,000,000	AT&T Corporation 5.22% due 11/06/2006		22,983,325		22,983,325
	20,000,000	AT&T Corporation 5.24% due 11/06/2006		19,985,444		19,985,444
	25,000,000	AT&T Corporation 5.24% due 11/09/2006		24,970,889		24,970,889
	50,000,000	AT&T Corporation 5.25% due 11/28/2006		49,803,126		49,803,126
	30,000,000	AT&T Corporation 5.23% due 11/28/2006		29,882,325		29,882,325
	17,051,000	AT&T Corporation 5.22% due 11/28/2006		16,984,245		16,984,245
	25,000,000	AT&T Corporation 5.23% due 12/11/2006		24,854,722		24,854,722
	25,000,000	AT&T Corporation 5.25% due 12/11/2006		24,854,167		24,854,167
	21,931,000	AT&T Corporation 5.25% due 12/13/2006		21,796,673		21,796,673
	25,000,000	AT&T Corporation 5.25% due 12/18/2006		24,828,646		24,828,646
	25,000,000	AT&T Corporation 5.22% due 12/20/2006		24,822,375		24,822,375
	24,000,000	AT&T Corporation 5.23% due 12/20/2006		23,829,153		23,829,153
	19,700,000	Unilever Capital Corporation 5.19% due 11/06/2006		19,685,800		19,685,800
	13,405,000	Unilever Capital Corporation 5.20% due 11/30/2006		13,348,848		13,348,848
	4,878,000	Honeywell International Inc. 5.19% due 11/06/2006		4,874,484		4,874,484
	20,000,000	Wal-Mart Stores, Inc. 5.19% due 11/07/2006		19,982,700		19,982,700
	20,000,000	Wal-Mart Stores, Inc. 5.20% due 11/13/2006		19,965,333		19,965,333
	45,000,000	Wal-Mart Stores, Inc. 5.18% due 11/21/2006		44,870,500		44,870,500
	20,000,000	Wal-Mart Stores, Inc. 5.19% due 11/27/2006		19,925,033		19,925,033
	40,000,000	Wal-Mart Stores, Inc. 5.20% due 11/28/2006		39,844,000		39,844,000
	20,000,000	Wal-Mart Stores, Inc. 5.19% due 11/28/2006		19,922,150		19,922,150
	19,264,000	Wal-Mart Stores, Inc. 5.19% due 12/05/2006		19,169,574		19,169,574
	25,000,000	Wal-Mart Stores, Inc. 5.20% due 12/07/2006		24,870,000		24,870,000
	25,000,000	Wal-Mart Stores, Inc. 5.20% due 12/11/2006		24,855,556		24,855,556
	20,000,000	Merrill Lynch & Company Inc. 5.23% due 11/07/2006		19,982,567		19,982,567
	25,000,000	Merrill Lynch & Company Inc. 5.23% due 11/10/2006		24,967,312		24,967,312
	25,000,000	Merrill Lynch & Company Inc. 5.22% due 12/01/2006		24,891,250		24,891,250
	25,000,000	Merrill Lynch & Company Inc. 5.21% due 12/08/2006		24,866,132		24,866,132
	25,000,000	Merrill Lynch & Company Inc. 5.21% due 12/18/2006		24,829,951		24,829,951
	30,000,000	General Electric Capital Corporation 5.20% due 11/08/2006		29,969,667		29,969,667
	25,000,000	General Electric Capital Corporation 5.23% due 11/10/2006		24,967,312		24,967,312
	29,604,000	General Electric Capital Corporation 5.19% due 11/15/2006		29,544,249		29,544,249
	30,000,000	General Electric Capital Corporation 5.18% due 11/22/2006		29,909,350		29,909,350
	25,000,000	Hitachi Limited 5.27% due 11/10/2006		24,967,062		24,967,062
	21,661,000	Hitachi Limited 5.27% due 11/10/2006		21,632,462		21,632,462
	25,000,000	Hitachi Limited 5.27% due 11/22/2006		24,923,146		24,923,146
	10,382,000	DuPont Ei Nemour 5.21% due 11/10/2006		10,368,477		10,368,477
	26,750,000	Target Corporation 5.20% due 11/13/2006		26,703,633		26,703,633

See Notes to Financial Statements.

24

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount		Cost (Note 1)			Value (Note 1)
		Short Term Investments – (continued)
$	6,000,000	Target Corporation 5.20% due 11/20/2006	$	5,983,533		$	5,983,533
	14,559,000	Target Corporation 5.20% due 11/27/2006		14,504,323			14,504,323
	25,000,000	Dell Inc. 5.24% due 11/13/2006		24,956,333			24,956,333
	24,000,000	Dell Inc. 5.23% due 11/14/2006		23,954,673			23,954,673
	15,000,000	American Express Credit Corporation 5.23% due 11/15/2006		14,969,492			14,969,492
	25,000,000	American Express Credit Corporation 5.23% due 11/16/2006		24,945,521			24,945,521
	25,000,000	American Express Credit Corporation 5.23% due 11/17/2006		24,941,889			24,941,889
	30,000,000	American Express Credit Corporation 5.23% due 11/20/2006		29,917,192			29,917,192
	28,744,000	American Express Credit Corporation 5.22% due 11/29/2006		28,627,299			28,627,299
	30,427,000	American Express Credit Corporation 5.22% due 11/30/2006		30,299,054			30,299,054
	11,300,000	Pearson Holdings Inc. 5.32% due 11/17/2006		11,273,282			11,273,282
	12,266,000	Pearson Holdings Inc. 5.31% due 11/22/2006		12,228,006			12,228,006
	25,000,000	The Sherwin-Williams Company 5.29% due 11/27/2006		24,904,486			24,904,486
	26,350,000	Procter and Gamble Company 5.21% due 11/29/2006		26,243,224			26,243,224
	25,000,000	Shell International UK Plc 5.20% due 11/30/2006		24,895,278			24,895,278
		Total Short-Term Investments		3,270,466,977			3,270,466,977
		Total Investments (99.96%)	$	15,273,337,137	*		19,415,422,041	**
		Other assets in excess of liabilities (0.04%)					7,374,646
		Net Assets (100.00%)				$	19,422,796,687

*	At October 31, 2006 cost of investments for federal income tax purposes was $15,587,420,450.
**	Gross unrealized appreciation and depreciation of securities at October 31, 2006 for federal income tax purposes were $3,949,825,583 and $121,823,992, respectively (net appreciation was $3,828,001,591).

See Notes to Financial Statements.

25

FIRST EAGLE GLOBAL FUND

SCHEDULE OF INVESTMENTS – (Continued) October 31, 2006

Foreign Currencies	Sector/Industry Classifications
CAD — Canadian dollar	(1)	Consumer Discretionary	(9)	Materials
EUR — euro	(2)	Consumer Staples	(10)	Media
GBP — pound sterling	(3)	Energy	(11)	Paper and Forest Products
HKD — Hong Kong dollar	(4)	Financials	(12)	Precious Metals
MYR — Malaysian ringgit	(5)	Government Issues	(13)	Real Estate
SEK — Swedish krona	(6)	Health Care	(14)	Retail
SGD — Singapore dollar	(7)	Holding Companies	(15)	Technology and Telecommunications
	(8)	Industrials	(16)	Transportation

(a)	Non-income producing security/commodity.
(b)	All or a portion of the security is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers, pursuant to Rule 144A under the Securities Act of 1933.
(c)	Affiliate as defined by the Investment Company Act of 1940. An affiliate is defined as a company in which the Fund directly or indirectly owns, controls, or holds power to vote 5% or more of the outstanding voting securities. Following is a summary of transactions with each such affiliate for the year ended October 31, 2006.

	Purchases				Sales
									Realized		Dividend
Affiliate	Shares		Cost		Shares		Cost		Gain		Income
Blount International Inc.		2,529,430	$	32,438,549		—		—		—		—
City e-Solutions Limited		—		—		—		—		—	$	83,128
Daeduck GDS Company, Limited		804,210		9,012,512		—		—		—		226,581
Deceuninck		247,786		6,501,660		—		—		—		398,142
East Texas Financial Services, Inc.		—		—		—		—		—		28,688
Kukdong Electric Wire Company, Limited		—		—		—		—		—		264,244
Mills Music Trust		—		—		—		—		—		168,431
Nam Yang Dairy Products Company, Limited		—		—		—		—		—		51,319
NSC Groupe		—		—		—		—		—		132,116
Phoenixtec Power Company, Limited		20,252,504		21,288,263		—		—		—		1,063,522
Rayonier Inc.		1,745,650		64,833,226		2,232,021	$	74,392,481	$	12,081,309		12,331,145
Sabeton SA		—		—		—		—		—		54,424
Shaw Brothers (Hong Kong) Limited		—		—		696,630		1,065,132		219,809		1,286,336
Shimano Inc.		574,100		16,416,921		—		—		—		1,549,098
Société Sucrière de Pithiviers-le-Vieil		—		—		107		86,101		14,969		1,428,326
T. Hasegawa Company, Limited		590,500		9,546,886		—		—		—		670,571
Total									$	12,316,087	$	19,736,071

(d)	Commodity-linked security whereby the coupon, dividend and/or redemption amount is linked to the price of an underlying commodity.
(e)	Security for which there is less than three market makers.
(f)	In default as to principal and/or interest.
(g)	Leveraged 1½ to 1 to the price of bullion.
(h)	Leveraged 2 to 1 to the price of bullion.
(i)	Represents interest in a restricted security which has not been registered with the Securities and Exchange Commission under the Securities Act of 1933. Information concerning each restricted security holding on October 31, 2006 is shown below.

Security	Acquisition Date		Cost		Carrying Value Per Share/Principal
Kaiser Ventures LLC		6/24/1993		—		$	2.87
FINEL 9½% due 6/30/2017		6/22/2005	$	14,474,400			0.64
FINEL 9½% due 10/15/2017		10/11/2005		18,067,500			0.64
Kukdong Electric Wire Company, Limited		6/18/2004		10,918,559			47.12
LandCo LLC		9/6/2006		669,030			3.48

(j)	Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing 0.28% of net assets.
(k)	Inflation protected security.
See Notes to Financial Statements.

26

FUND OVERVIEW

FIRST EAGLE OVERSEAS FUND Data as of October 31, 2006 (unaudited)

THE INVESTMENT STYLE

The First Eagle Overseas Fund seeks long-term growth of capital by investing primarily in equities issued by non-U.S. corporations. Management’s research-driven process seeks to minimize risk by focusing on undervalued securities.

ASSET ALLOCATION

COUNTRIES

France	17.29	%	Brazil	0.53	%
Japan	14.12	%	India	0.50	%
Switzerland	8.14	%	Belgium	0.49	%
South Korea	6.01	%	Ireland	0.33	%
United Kingdom	5.94	%	Australia	0.30	%
United States	3.97	%	Chile	0.28	%
Germany	3.30	%	Malaysia	0.27	%
Netherlands	2.65	%	Denmark	0.24	%
Singapore	2.12	%	Taiwan	0.18	%
Italy	1.81	%	Commonwealth
Hong Kong	1.68	%	of Independent
Spain	1.46	%	States	0.16	%
Canada	1.34	%	New Zealand	0.13	%
Mexico	1.03	%	Other	0.30	%
South Africa	0.74	%

The Fund’s portfolio composition (represented as a percentage of net assets) is subject to change at any time.

AVERAGE ANNUAL RETURNS

	ONE-YEAR		FIVE-YEARS		TEN-YEARS
First Eagle Overseas Fund (A Shares)
without sales load	22.24	%	23.01	%	15.51	%
with sales load	16.13	%	21.76	%	15.07	%
MSCI EAFE Index	27.52	%	14.56	%	7.34	%
Consumer Price Index	1.31	%	2.57	%	2.46	%

GROWTH OF A $10,000 INITIAL INVESTMENT

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses. The average annual returns for Class A Shares give effect to the deduction of the maximum sales load of 3.75% for periods prior to March 1, 2000 and of 5.00% thereafter. The MSCI EAFE Index is a total return index, reported in U.S. Dollars, based on share price and reinvested net dividends of approximately 1,100 companies from 21 countries. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

TOP 10 HOLDINGS

Nestlé SA (Swiss food manufacturer)	3.03	%
Samsung Electronics Company, Limited (CS & Pfd.)	2.64	%
(South Korean electronics company)
Gold bullion (precious metal)	2.62	%
Toyota Motor Corporation (Japanese automobile manufacturer)	2.52	%
Wendel Investissement (French holding company)	2.41	%
Sodexho Alliance SA (French food management services provider)	2.40	%
Pargesa Holding SA (Swiss diversified financials company)	2.11	%
Tesco PLC (U.K. food retailer)	1.71	%
Vivendi Universal SA (French multimedia company)	1.62	%
Republic of France O.A.T. I/L3% due 7/25/2012	1.53	%
(French government bond)

27

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS

October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks (66.92%)
		Australia and New Zealand (0.43%)
	9,379,181	Spotless Group Limited (8)	$	26,460,511	$	32,831,954
	3,804,345	News and Media NZ Limited exchangeable preference shares (10)		9,769,634		11,994,187
	5,750,000	Tasman Farms (a)(c)(2)		1,054,354		2,545,686
				37,284,499		47,371,827
		Belgium (0.49%)
	1,945,309	Deceuninck (c)(1)		44,793,371		53,373,881
		Brazil (0.53%)
	718,436	Petroleo Brasiliero SA ADR (3)		33,865,844		58,164,579
		Canada (1.20%)
	960,040	Aber Diamond Corporation (9)		22,371,735		35,546,272
	680,080	EnCana Corporation (3)		7,193,022		32,296,999
	1,529,000	Yellow Pages Income Fund (10)		17,036,741		20,586,358
	2,289,690	IAMGOLD Corporation (12)		12,693,787		19,308,428
	488,940	Goldcorp Inc. (12)		10,453,513		12,849,343
	3,637,800	Catalyst Paper Corporation (a)(11)		11,854,684		10,463,129
	50,000	Metallica Resources Inc. (a)(12)		59,469		169,190
				81,662,951		131,219,719
		Chile (0.28%)
	2,375,300	Quinenco SA ADR (8)		15,508,046		30,878,900
		Commonwealth of Independent States (0.16%)
	352,296	Firebird Fund, L.P. (a)(b)(e)(7)		353,178		12,929,097
	4,919	Firebird Republic Fund, Limited Class ‘A’ (a)(b)(e)(7)		719,082		4,489,541
	100,000	First NIS Regional Fund SICAV (b)(7)		1,000,000		623,000
	9,000	Baltic Republic Fund (e)(7)		185,750		33,750
				2,258,010		18,075,388
		Denmark (0.24%)
	225,000	Carlsberg A/S, ‘A’ (2)		9,948,430		18,124,658
	90,400	Carlsberg A/S, ‘B’ (2)		2,788,595		7,769,621
				12,737,025		25,894,279
		France (14.62%)
	1,982,115	Wendel Investissement (7)		45,681,476		264,583,196
	4,900,114	Sodexho Alliance SA (1)		146,026,897		263,138,043
	4,693,490	Vivendi Universal SA (10)		110,838,835		177,711,351
	1,265,000	Essilor International SA (6)		55,902,323		132,697,905
	1,211,453	L’Oréal SA (2)		90,179,023		117,804,876
	1,900,760	Rémy Cointreau SA (2)		58,258,192		101,586,426
	617,100	Neopost SA (8)		23,484,142		75,443,665
	615,917	Laurent-Perrier (c)(2)		21,745,843		53,605,369
	700,000	Société BIC SA (8)		27,529,842		45,022,572
	172,220	Société Foncière Financière et de Participations (7)		22,591,007		37,604,110

See Notes to Financial Statements.

28

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – (continued)
		France – (continued)
	600,100	Carrefour SA (2)	$	27,697,271	$	36,560,133
	38,750	Société Sucrière de Pithiviers-le Vieil (c)(2)		15,309,438		36,296,896
	1,051,060	Télévision Française 1 SA (10)		27,663,943		35,705,678
	540,680	Zodiac SA (8)		29,937,796		33,768,051
	220,000	Robertet SA (c)(2)		18,181,898		33,690,360
	51,500	Robertet SA C.I. (2)		2,151,628		5,586,347
	425,120	Total SA (3)		27,859,045		28,780,521
	297,038	Financière Marc de Lacharrière SA (7)		9,573,875		27,671,748
	275,000	Gaumont SA (10)		13,978,318		22,635,711
	448,992	Trigano SA (a)(1)		21,737,111		21,091,436
	801,724	Elior SCA (1)		7,061,067		13,638,191
	193,850	Cap Gemini SA (15)		6,678,281		11,008,485
	183,170	PagesJaunes Groupe SA (10)		3,196,993		5,495,519
	300,000	Frégate SAS 2% Conv. Pfd due 3/31/2013 (a)(e)(h)(i)(7)		3,620,400		5,289,942
	83,175	Carbone Lorraine SA (8)		1,518,117		4,629,992
	3,593,581	FINEL (b)(e)(h)(i)(k)(11)		9,152,131		3,714,618
	26,499	NSC Groupe (8)		4,385,060		2,573,451
	1,000	Société Vermandoise de Sucreries (2)		854,846		1,786,610
	20,000	Didot-Bottin SA (7)		1,934,129		1,607,949
	100,000	Sabeton SA (7)		1,463,142		1,567,112
	4,941	Guyenne et Gascogne SA (2)		546,897		631,807
				836,738,966		1,602,928,070
		Germany (3.30%)
	917,125	Fraport AG (16)		35,695,044		63,025,451
	796,610	Pfeiffer Vacuum Technology AG (c)(8)		28,013,594		53,777,815
	2,717,010	Deutsche Telekom AG (15)		43,950,933		47,016,755
	485,000	Hornbach Holding AG Pfd. (14)		27,517,310		44,253,692
	1,405,000	Bertelsmann AG D.R.C. (10)		31,678,271		43,748,974
	649,390	Vossloh AG (16)		20,929,277		40,598,946
	255,000	Axel Springer AG (10)		13,458,494		38,523,012
	1,644,040	Singulus Technologies (a)(8)		20,586,775		19,952,376
	340,086	Praktiker Bau-und Heimwerkermaerkte Holding AG (1)		5,961,070		10,828,319
				227,790,768		361,725,340
		Hong Kong (1.37%)
	6,750,000	Guoco Group Limited (7)		49,304,815		81,505,604
	18,205,120	Shaw Brothers (Hong Kong) Limited (10)		16,593,230		34,208,011
	7,000,000	Hopewell Holdings Limited (13)		7,763,618		20,782,459
	10,000,000	SmarTone Telecommunications Holdings Limited (a)(15)		11,260,665		9,575,097
	11,250,000	City e-Solutions Limited (1)		336,425		1,315,773
	12,000,000	China-Hong Kong Photo Products Holdings Limited (1)		949,952		1,156,723
	10,000,000	Lerado Group Holding Company Limited (1)		1,533,725		1,156,723
				87,742,430		149,700,390

See Notes to Financial Statements.

29

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Number of Shares			Cost (Note 1)			Value (Note 1)
		Common and Preferred Stocks – (continued)
		India (0.50%)
	4,250,000	Hindustan Lever Limited (2)	$	11,835,191	$	22,106,244
	1,150,000	Tata Motors Limited (1)		11,635,888		21,191,284
	482,001	Nestlé India Limited (2)		6,511,864		11,315,542
				29,982,943		54,613,070
		Indonesia (0.02%)
	4,500,000	PT Bat Indonesia Tbk (a)(c)(2)		4,735,462		2,350,192
		Italy (1.81%)
	4,858,626	Italcementi S.p.A. RNC (9)		41,848,298		80,976,383
	865,000	Italmobiliare S.p.A. RNC (9)		20,885,294		65,724,405
	6,912,152	Gewiss S.p.A. (c)(8)		27,084,522		51,426,096
				89,818,114		198,126,884
		Japan (14.12%)
	4,653,870	Toyota Motor Corporation (1)		195,023,294		275,852,706
	5,166,200	Shimano Inc. (c)(1)		88,639,127		144,051,764
	16,125,200	Aioi Insurance Company, Limited (4)		55,958,202		111,027,550
	2,247,000	Ono Pharmaceutical Company, Limited (6)		90,875,008		109,741,008
	11,956,430	NIPPONKOA Insurance Company, Limited (4)		58,951,532		95,209,651
	1,881,600	Secom Company, Limited (8)		74,592,577		94,148,398
	1,896,700	Kose Corporation (2)		57,123,582		57,104,597
	2,271,850	Nitto Kohki Company, Limited (c)(8)		38,484,456		46,538,774
	2,924,991	T. Hasegawa Company, Limited (c)(2)		38,402,243		43,006,112
	3,189,600	Mitsui Sumitomo Insurance Company, Limited (4)		15,084,508		39,694,376
	2,029,810	Toho Company, Limited (10)		20,431,118		38,368,730
	1,000,000	Fuji Photo Film Company, Limited (1)		29,054,325		37,120,985
	1,514,990	Mandom Corporation (c)(2)		30,105,086		36,930,432
	260,580	Hirose Electric Company, Limited (15)		31,620,852		34,769,260
	1,004,380	Olympus Corporation (6)		22,720,945		31,957,350
	941,400	Meitec Corporation (8)		30,260,895		29,711,893
	200,000	Nippon Television Network Corporation (10)		28,448,858		25,762,306
	558,820	Astellas Pharma Inc. (6)		23,036,744		25,189,081
	450,000	Canon Inc. (15)		15,750,090		24,132,917
	807,000	Shimachu Company, Limited (14)		16,965,249		23,123,209
	1,678,220	Nissin Healthcare Food Service Company, Limited (2)		29,196,656		21,172,429
	761,000	Fuji Seal International Inc. (9)		20,152,809		20,177,907
	1,000,000	Chofu Seisakusho Company, Limited (1)		14,518,405		19,586,879
	1,397,200	Seikagaku Corporation (6)		8,770,523		14,591,637
	235,600	Mabuchi Motor Company Limited (15)		14,077,682		13,743,249
	100,000	ASAHI Broadcasting Corporation (10)		6,141,481		13,685,156
	427,500	SK Kaken Company, Limited (8)		7,390,751		13,565,625
	727,800	Ariake Japan Company, Limited (2)		16,158,329		13,383,826
	860,600	Maezawa Kasei Industries Company, Limited (c)(8)		15,225,469		12,484,092
	475,000	Matsumoto Yushi-Seiyaku Company, Limited (9)		11,518,365		12,310,225

See Notes to Financial Statements.

30

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – (continued)
		Japan – (continued)
	500,000	Aderans Company, Limited (2)	$	9,598,197	$	11,589,616
	324,960	Icom Inc. (15)		7,835,814		9,311,175
	284,350	Shoei Company, Limited (7)		1,376,325		9,071,766
	1,010,890	Sansei Yusoki Company, Limited (c)(8)		8,968,950		8,265,927
	422,600	Chudenko Corporation (8)		6,395,452		6,307,463
	730,000	Shingakukai Company, Limited (1)		6,128,280		5,363,469
	289,620	Cosel Company Limited (8)		5,081,618		4,810,692
	493,100	Yomeishu Seizo Company, Limited (2)		3,118,626		4,677,312
	125,770	Makita Corporation (1)		3,237,704		3,743,571
	325,000	Sonton Food Industry Company, Limited (2)		3,298,777		3,305,179
	37,100	Tachihi Enterprise Company, Limited (13)		1,374,762		1,453,346
	55,700	Nagaileben Company, Limited (6)		1,075,560		1,136,249
				1,162,169,226		1,547,177,889
		Mexico (1.03%)
	7,066,060	Industrias Peñoles, SA de C.V. (12)		7,565,314		58,338,021
	10,734,970	Grupo Modelo SA de C.V. (2)		39,834,954		51,535,824
	76,300	Grupo Aeroportuario del Pacifico SA de C.V. ADR (16)		1,602,300		2,879,562
				49,002,568		112,753,407
		Netherlands (1.90%)
	2,668,019	Heineken Holding NV (2)		68,378,321		104,356,888
	564,948	Hal Trust NV (7)		16,178,190		43,617,983
	1,000,000	Koninklijke Grolsch NV (c)(2)		23,826,083		35,732,200
	825,000	Telegraaf Media Groep NV (10)		14,452,839		20,424,781
	299,620	Wegener NV (10)		2,070,144		3,823,601
				124,905,577		207,955,453
		Singapore (1.65%)
	15,104,850	Haw Par Corporation Limited (c)(8)		38,068,723		65,370,095
	16,847,500	Fraser & Neave Limited (2)		20,643,694		47,959,800
	10,000,000	United Overseas Land Limited (7)		12,162,423		25,645,958
	16,750,000	Singapore Airport Terminal Services Limited (16)		20,204,311		24,055,908
	17,549,625	ComfortDelgro Corporation Limited (16)		6,946,456		18,340,635
				98,025,607		181,372,396
		South Africa (0.74%)
	1,828,980	Gold Fields Limited ADR (12)		22,367,834		30,653,705
	1,591,010	Harmony Gold Mining Company Limited ADR (a)(12)		17,567,971		24,724,295
	4,238,010	Mvelaphanda Resources Limited (a)(12)		13,994,141		18,504,214
	170,510	AngloGold Ashanti Limited ADR (12)		6,235,721		7,258,611
				60,165,667		81,140,825

See Notes to Financial Statements.

31

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – (continued)
		South Korea (6.01%)
	437,510	Samsung Electronics Company, Limited Pfd. (15)	$	80,372,730	$	212,185,153
	118,970	Samsung Electronics Company, Limited (15)		76,836,183		77,141,749
	2,978,607	SK Telecom Company, Limited ADR (15)		62,194,487		71,724,857
	57,630	Lotte Confectionery Company, Limited (2)		28,238,265		69,965,743
	556,815	KT&G Corporation (2)		11,125,045		34,390,993
	503,480	Honam Petrochemical Corporation (9)		26,353,510		31,524,270
	336,900	SK Corporation (3)		21,428,778		24,705,285
	741,500	Fursys Inc. (c)(8)		5,637,805		20,852,966
	22,950	Nam Yang Dairy Products Company, Limited (2)		4,912,653		19,703,438
	28,850	Nam Yang Dairy Products Company, Limited Pfd. (2)		479,094		9,491,139
	550,830	Samsung Corporation (15)		15,425,479		18,384,382
	591,500	Kangwon Land Inc. (1)		8,751,592		11,455,879
	1,042,250	Daeduck GDS Company, Limited (c)(15)		8,149,986		10,916,913
	225,000	Kukdong Electric Wire Company, Limited (c)(e)(h)(i)(15)		3,821,270		10,601,719
	1,087,440	Daeduck Electronics Company, Limited (15)		7,707,302		9,463,024
	1,111,890	Dong Ah Tire & Rubber Company, Limited (1)		4,731,509		7,079,847
	227,190	Hankuk Paper Manufacturing Company, Limited (11)		8,472,793		6,268,641
	39,160	Pacific Corporation (2)		5,419,100		5,444,084
	2,515,000	Nexans Korea Limited (c)(e)(h)(i)(8)		2,949,159		5,231,243
	186,570	Sam-A Pharmaceutical Company, Limited (6)		1,444,598		1,346,361
	28,920	Daekyo Company, Limited Pfd. (1)		1,159,606		1,135,562
				385,610,944		659,013,248
		Spain (1.46%)
	2,199,356	Corporacion Financiera Alba SA (7)		45,264,667		140,335,408
	407,790	Altadis SA (2)		11,538,297		19,515,045
				56,802,964		159,850,453
		Switzerland (8.14%)
	972,665	Nestlé SA (2)		263,835,867		332,474,866
	2,414,958	Pargesa Holding SA (7)		136,885,700		231,716,322
	2,404,752	Kuehne & Nagel International AG (16)		25,502,758		165,364,777
	1,512	Lindt & Spruengli AG (2)		9,953,182		34,913,355
	23,500	Sika AG (a)(9)		4,229,788		30,618,892
	385,300	Schindler Holding PC (8)		7,460,045		22,141,541
	4,500	Metall Zug PC AG (1)		4,717,773		19,471,589
	35,000	Edipresse SA (10)		11,616,314		16,017,212
	616,270	Micronas Semiconductor Holding AG (a)(15)		23,527,827		12,490,452
	78,857	Affichage Holding (10)		8,596,169		11,352,719
	4,459	Zehnder Group AG – B (8)		4,577,161		7,746,363
	7,000	Hilti AG (e)(h)(i)(8)		4,485,845		5,066,956
	10,000	PubliGroupe SA (10)		1,375,950		3,217,115
				506,764,379		892,592,159

See Notes to Financial Statements.

32

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

	Number of Shares		Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – (continued)
		Taiwan (0.18%)
	18,512,790	Phoenixtec Power Company, Limited (8)	$	19,158,817	$	19,509,119
		Thailand (0.02%)
	250,000	The Oriental Hotel Public Company, Limited (1)		1,152,073		2,492,848
		United Kingdom (5.43%)
	25,005,775	Tesco Plc (2)		146,927,572		187,669,060
	40,645,648	Vodafone Group Plc (15)		87,815,129		104,653,906
	6,849,210	Millennium & Copthorne Hotel Plc (1)		30,272,950		69,985,857
	5,434,150	WPP Group Plc (10)		67,217,509		69,596,158
	3,705,780	Spirax-Sarco Engineering Plc (8)		27,715,395		65,872,352
	1,162,920	Anglo American Plc (12)		23,891,959		52,433,028
	5,000,000	McBride Plc (2)		6,379,400		16,807,641
	300,000	Amdocs Limited (a)(15)		6,197,557		11,628,000
	3,146,000	JZ Equity Partners, Plc (4)		5,873,374		10,050,349
	2,274,274	Chrysalis Group Plc (10)		5,076,605		5,877,460
	775,000	Trans-Siberian Gold Limited (a)(12)		1,123,590		886,871
				408,491,040		595,460,682
		United States (1.13%)
	3,110,415	News Corporation, Class ‘A’ (10)		45,879,056		64,852,153
	926,070	Newmont Mining Corporation Holding Company (12)		22,265,089		41,923,189
	34,500	Third Avenue Global Value Fund L.P. (a)(b)(e)(7)		3,450,000		6,465,410
	213,257	Liberty Global Inc. Series ‘C’ (a)(10)		3,113,500		5,423,126
	204,117	Liberty Global Inc. (a)(10)		3,229,794		5,356,030
	14,083	Security Capital European Realty (a)(e)(j)(13)		281,660		190,121
				78,219,099		124,210,029
		Miscellaneous (0.16%)
	1,094,523	Banco Latinoamericano de Exportaciones SA ADR (4)		13,960,676		17,884,506
		Total Common and Preferred Stocks		4,469,347,066		7,335,835,533
Ounces
		Commodity (2.62%)
	472,856	Gold bullion (a)		228,563,561		286,811,028
Principal Amount
		Notes, Bonds and Convertible Bonds (5.77%)
		Commodity-Linked Notes (0.22%)
$	1,200,000	UBS Gold-Linked Note 0% due 11/03/2006 (a)(b)(d)(e)(f)(12)		1,200,000		1,709,319
	1,600,000	UBS Gold-Linked Note 0% due 11/15/2006 (a)(b)(d)(e)(f)(12)		1,600,000		2,310,731
	2,150,000	UBS Gold-Linked Note 0% due 12/20/2006 (a)(b)(d)(e)(f)(12)		2,150,000		2,735,406
	1,350,000	UBS Gold-Linked Note 0% due 12/21/2006 (a)(b)(d)(e)(f)(12)		1,350,000		1,665,741
	1,350,000	UBS Gold-Linked Note 0% due 12/28/2006 (a)(b)(d)(e)(f)(12)		1,350,000		1,634,491

See Notes to Financial Statements.

33

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Principal Amount			Cost (Note 1)		Value (Note 1)
		Notes, Bonds and Convertible Bonds – (continued)
		Commodity-Linked Notes – (continued)
$	1,400,000	UBS Gold-Linked Note 0% due 1/05/2007 (a)(b)(d)(e)(g)(12)	$	1,400,000	$	1,990,579
	1,500,000	UBS Gold-Linked Note 0% due 1/11/2007 (a)(b)(d)(e)(g)(12)		1,500,000		1,936,970
	2,900,000	UBS Gold-Linked Note 0% due 1/12/2007 (a)(b)(d)(e)(g)(12)		2,900,000		3,802,889
	1,950,000	HSBC Gold-Linked Note 0% due 11/13/2006 (a)(b)(d)(e)(f)(12)		1,950,000		2,797,860
	2,023,000	HSBC Gold-Linked Note 0% due 11/29/2006 (a)(b)(d)(e)(f)(12)		2,023,000		2,647,298
	673,000	HSBC Gold-Linked Note 0% due 11/29/2006 (a)(b)(d)(e)(f)(12)		673,000		893,946
				18,096,000		24,125,230
		U.S. Dollar Notes and Bonds (0.03%)
	1,000,000	YPF Sociedad Anonima SA 91/8% due 2/24/2009 (3)		867,490		1,064,500
	2,000,000	Legrand SA 8½% due 2/15/2025 (8)		2,064,223		2,290,000
				2,931,713		3,354,500
		Non U.S. Dollar Notes and Bonds (5.49%)
SGD	24,900,000	Singapore Government 25/8% due 10/01/2007 (5)		14,967,712		15,896,328
SGD	56,842,000	Singapore Government 23/8% due 10/01/2009 (5)		34,234,668		35,783,346
CAD	16,500,000	Shaw Communications Inc. 7.4% due 10/17/2007 (10)		10,526,826		15,054,964
HKD	67,500,000	Hong Kong Government 3.57% due 12/17/2007 (5)		8,796,646		8,667,312
HKD	164,250,000	Hong Kong Government 3.34% due 12/19/2008 (5)		20,856,460		20,948,092
HKD	37,100,000	Hong Kong Government 2.52% due 3/24/2009 (5)		4,637,734		4,637,533
EUR	9,766,000	Koninklijke Ahold NV 57/8% due 5/09/2008 (14)		9,663,738		12,765,106
GBP	11,000,000	EMI Group Plc 9¾% due 5/20/2008 (10)		17,210,847		22,179,792
EUR	7,500,000	EMI Group Plc 85/8% due 10/15/2013 (10)		8,728,622		10,650,748
EUR	2,500,000	EMI Group Plc 85/8% due 10/15/2013 (b)(10)		2,936,235		3,550,249
SEK	55,000,000	Sweden Government I/L 4.64% due 12/01/2008 (5)		7,847,842		9,347,754
EUR	3,000,000	Independent News & Media Plc 8% due 12/15/2008 (10)		3,626,220		4,058,157
EUR	5,500,000	Independent News & Media Plc 5¾% due 5/17/2009 (10)		5,973,587		7,153,937
MYR	50,260,000	Malaysian Government 4.305% due 2/27/2009 (5)		13,327,851		13,944,580
MYR	56,664,000	Malaysian Government 3.756% due 4/28/2011 (5)		15,190,055		15,490,177
EUR	49,429,250	Republic of France O.A.T. I/L 3% due 7/25/2009 (j)(5)		58,350,101		64,835,008
EUR	121,733,499	Republic of France O.A.T. I/L 3% due 7/25/2012 (j)(5)		164,654,444		167,120,779
EUR	1,250,000	Rémy Cointreau SA 6½% due 7/01/2010 (b)(2)		1,425,216		1,674,947
EUR	22,300,000	Waterford Wedgwood Plc 97/8% due 12/01/2010 (b)(1)		27,351,498		25,327,749
GBP	1,000,000	Marks & Spencer 63/8% due 11/07/2011 (1)		1,684,537		1,969,281
GBP	8,425,000	Enodis Plc 103/8% due 4/15/2012 (i)(8)		13,019,386		17,216,086
EUR	33,100,000	UPC Holding BV 7¾% due 1/15/2014 (b)(10)		38,312,476		41,501,355
EUR	21,600,000	UPC Holding BV 85/8% due 1/15/2014 (b)(10)		25,494,232		28,253,961
EUR	28,800,000	Ray Acquisition SCA 93/8% due 3/15/2015 (b)(8)		34,622,612		41,806,674
EUR	8,000,000	FINEL 9½% due 6/30/2017 (b)(e)(h)(i)(11)		9,649,600		5,104,600
EUR	10,000,000	FINEL 9½% due 10/15/2017 (b)(e)(h)(i)(11)		12,045,000		6,380,750
				565,134,145		601,319,265
		Non U.S. Dollar Convertible Bonds (0.03%)
EUR	243,500	Havas SA 4% due 1/01/2009 (10)		1,986,854		3,403,780
		Total Notes, Bonds and Convertible Bonds		588,148,712		632,202,775

See Notes to Financial Statements.

34

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Principal Amount			Cost (Note 1)		Value (Note 1)
		Short-Term Investments (24.51%)
$	33,804,000	Gannet Company, Inc. 5.20% due 11/01/2006	$	33,804,000	$	33,804,000
	25,000,000	BMW US Capital LLC 5.21% due 11/01/2006		25,000,000		25,000,000
	18,545,000	BMW US Capital LLC 5.22% due 11/01/2006		18,545,000		18,545,000
	25,000,000	Emerson Electric Company 5.21% due 11/1/2006		25,000,000		25,000,000
	25,000,000	Nestlé Capital Corporation 5.21% due 11/01/2006		25,000,000		25,000,000
	25,000,000	Nestlé Capital Corporation 5.20% due 11/03/2006		24,992,778		24,992,778
	20,000,000	Nestlé Capital Corporation 5.19% due 11/06/2006		19,985,583		19,985,583
	25,000,000	Nestlé Capital Corporation 5.20% due 11/08/2006		24,974,722		24,974,722
	20,900,000	Nestlé Capital Corporation 5.21% due 11/08/2006		20,878,827		20,878,827
	17,400,000	Nestlé Capital Corporation 5.21% due 11/20/2006		17,352,155		17,352,155
	21,250,000	Nestlé Capital Corporation 5.19% due 11/21/2006		21,188,729		21,188,729
	25,000,000	Nestlé Capital Corporation 5.19% due 11/28/2006		24,902,688		24,902,688
	25,000,000	Nestlé Capital Corporation 5.19% due 12/07/2006		24,870,250		24,870,250
	25,000,000	Republic of Austria 5.16% due 11/01/2006		25,000,000		25,000,000
	25,000,000	Republic of Austria 5.17% due 11/07/2006		24,978,458		24,978,458
	25,000,000	Republic of Austria 5.17% due 11/09/2006		24,971,278		24,971,278
	25,000,000	Republic of Austria 5.17% due 11/10/2006		24,967,687		24,967,687
	22,372,000	RaboBank USA Finance Corporation 5.27% due 11/01/2006		22,372,000		22,372,000
	25,000,000	RaboBank USA Finance Corporation 5.22% due 11/02/2006		24,996,375		24,996,375
	14,606,000	RaboBank USA Finance Corporation 5.25% due 11/06/2006		14,595,360		14,595,360
	26,835,000	RaboBank USA Finance Corporation 5.26% due 11/13/2006		26,787,994		26,787,994
	25,000,000	RaboBank USA Finance Corporation 5.26% due 11/17/2006		24,941,611		24,941,611
	25,000,000	RaboBank USA Finance Corporation 5.22% due 11/20/2006		24,931,125		24,931,125
	29,389,000	RaboBank USA Finance Corporation 5.25% due 11/27/2006		29,277,673		29,277,673
	25,000,000	RaboBank USA Finance Corporation 5.23% due 11/27/2006		24,905,660		24,905,660
	25,000,000	RaboBank USA Finance Corporation 5.23% due 11/28/2006		24,902,031		24,902,031
	17,074,000	7-Eleven Inc. 5.20% due 11/01/2006		17,074,000		17,074,000
	15,000,000	7-Eleven Inc. 5.21% due 11/06/2006		14,989,146		14,989,146
	25,700,000	7-Eleven Inc. 5.21% due 11/28/2006		25,599,577		25,599,577
	17,023,000	7-Eleven Inc. 5.21% due 11/29/2006		16,954,019		16,954,019
	16,000,000	Caterpillar Financial Services Corporation 5.20% due 11/01/2006		16,000,000		16,000,000
	18,815,000	Caterpillar Financial Services Corporation 5.20% due 11/02/2006		18,812,282		18,812,282
	22,950,000	Caterpillar Financial Services Corporation 5.18% due 11/27/2006		22,864,141		22,864,141
	25,000,000	General Electric Company 5.19% due 11/02/2006		24,996,396		24,996,396
	25,000,000	General Electric Company 5.20% due 12/13/2006		24,848,333		24,848,333
	25,000,000	Siemens AG 5.19% due 11/02/2006		24,996,396		24,996,396
	25,000,000	Siemens AG 5.19% due 11/06/2006		24,981,979		24,981,979
	25,000,000	Siemens AG 5.19% due 11/08/2006		24,974,771		24,974,771
	50,000,000	Siemens AG 5.19% due 11/09/2006		49,942,334		49,942,334
	25,000,000	Siemens AG 5.19% due 11/14/2006		24,953,146		24,953,146
	25,000,000	Siemens AG 5.19% due 11/15/2006		24,949,542		24,949,542
	25,000,000	Siemens AG 5.20% due 12/01/2006		24,891,667		24,891,667
	25,000,000	Siemens AG 5.19% due 12/01/2006		24,891,875		24,891,875
	23,000,000	Siemens AG 5.20% due 12/04/2006		22,890,367		22,890,367
	25,000,000	ConocoPhillips Company 5.29% due 11/02/2006		24,996,326		24,996,326
	20,000,000	ConocoPhillips Company 5.28% due 11/02/2006		19,997,067		19,997,067

See Notes to Financial Statements.

35

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Principal Amount			Cost (Note 1)		Value (Note 1)
		Short-Term Investments – (continued)
$	48,750,000	ConocoPhillips Company 5.30% due 11/07/2006	$	48,706,937	$	48,706,937
	16,550,000	ConocoPhillips Company 5.30% due 11/13/2006		16,520,762		16,520,762
	17,500,000	L’Oréal SA 5.21% due 11/02/2006		17,497,467		17,497,467
	22,500,000	L’Oréal SA 5.22% due 11/03/2006		22,493,475		22,493,475
	22,500,000	L’Oréal SA 5.23% due 11/06/2006		22,483,656		22,483,656
	15,750,000	L’Oréal SA 5.23% due 11/07/2006		15,736,271		15,736,271
	19,250,000	L’Oréal SA 5.22% due 11/21/2006		19,194,175		19,194,175
	21,000,000	L’Oréal SA 5.22% due 11/22/2006		20,936,055		20,936,055
	15,000,000	L’Oréal SA 5.23% due 11/28/2006		14,941,163		14,941,163
	9,600,000	L’Oréal SA 5.23% due 11/29/2006		9,560,949		9,560,949
	36,938,000	The Home Depot, Inc. 5.23% due 11/03/2006		36,927,267		36,927,267
	30,000,000	BellSouth Corporation 5.22% due 11/03/2006		29,991,300		29,991,300
	24,100,000	BellSouth Corporation 5.22% due 11/06/2006		24,082,527		24,082,527
	19,600,000	BellSouth Corporation 5.23% due 11/06/2006		19,585,763		19,585,763
	12,500,000	BellSouth Corporation 5.23% due 11/07/2006		12,489,104		12,489,104
	25,000,000	BellSouth Corporation 5.23% due 11/09/2006		24,970,944		24,970,944
	25,000,000	BellSouth Corporation 5.21% due 12/01/2006		24,891,458		24,891,458
	20,000,000	Vulcan Materials Company 5.22% due 11/03/2006		19,994,200		19,994,200
	11,046,000	Colgate-Palmolive Company 5.19% due 11/03/2006		11,042,815		11,042,815
	45,000,000	AT&T Corporation 5.24% due 11/06/2006		44,967,250		44,967,250
	23,000,000	AT&T Corporation 5.22% due 11/06/2006		22,983,325		22,983,325
	25,000,000	AT&T Corporation 5.24% due 11/09/2006		24,970,889		24,970,889
	30,000,000	AT&T Corporation 5.23% due 11/28/2006		29,882,325		29,882,325
	50,000,000	AT&T Corporation 5.25% due 11/28/2006		49,803,125		49,803,125
	19,949,000	AT&T Corporation 5.22% due 11/28/2006		19,870,900		19,870,900
	12,800,000	AT&T Corporation 5.26% due 11/28/2006		12,749,504		12,749,504
	25,000,000	AT&T Corporation 5.23% due 12/11/2006		24,854,722		24,854,722
	25,000,000	AT&T Corporation 5.25% due 12/11/2006		24,854,167		24,854,167
	21,931,000	AT&T Corporation 5.25% due 12/13/2006		21,796,673		21,796,673
	25,000,000	AT&T Corporation 5.25% due 12/18/2006		24,828,646		24,828,646
	20,000,000	Pitney Bowes Inc. 5.20% due 11/06/2006		19,985,556		19,985,556
	25,000,000	Pitney Bowes Inc. 5.20% due 11/13/2006		24,956,667		24,956,667
	13,985,000	Honeywell International Inc. 5.20% due 11/06/2006		13,974,900		13,974,900
	6,787,000	Honeywell International Inc. 5.19% due 11/06/2006		6,782,108		6,782,108
	20,000,000	Merrill Lynch & Company Inc. 5.23% due 11/07/2006		19,982,567		19,982,567
	25,000,000	Merrill Lynch & Company Inc. 5.23% due 11/10/2006		24,967,313		24,967,313
	25,000,000	Merrill Lynch & Company Inc. 5.22% due 12/01/2006		24,891,250		24,891,250
	25,000,000	Merrill Lynch & Company Inc. 5.21% due 12/08/2006		24,866,132		24,866,132
	25,000,000	Merrill Lynch & Company Inc. 5.21% due 12/18/2006		24,829,951		24,829,951
	15,000,000	Wal-Mart Stores, Inc. 5.19% due 11/07/2006		14,987,025		14,987,025
	45,000,000	Wal-Mart Stores, Inc. 5.18% due 11/21/2006		44,870,500		44,870,500
	20,000,000	Wal-Mart Stores, Inc. 5.19% due 11/27/2006		19,925,033		19,925,033
	40,000,000	Wal-Mart Stores, Inc. 5.20% due 11/28/2006		39,844,000		39,844,000
	20,000,000	Wal-Mart Stores, Inc. 5.19% due 11/28/2006		19,922,150		19,922,150
	12,945,000	Wal-Mart Stores, Inc. 5.19% due 12/05/2006		12,881,548		12,881,548
	25,000,000	Wal-Mart Stores, Inc. 5.20% due 12/07/2006		24,870,000		24,870,000

See Notes to Financial Statements.

36

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Principal Amount			Cost (Note 1)			Value (Note 1)
		Short-Term Investments – (continued)
$	25,000,000	Wal-Mart Stores, Inc. 5.20% due 12/11/2006	$	24,855,556		$	24,855,556
	30,000,000	General Electric Capital Corporation 5.20% due 11/08/2006		29,969,667			29,969,667
	25,000,000	General Electric Capital Corporation 5.23%% due 11/10/2006		24,967,312			24,967,312
	29,603,000	General Electric Capital Corporation 5.19% due 11/15/2006		29,543,251			29,543,251
	30,000,000	General Electric Capital Corporation 5.18% due 11/22/2006		29,909,350			29,909,350
	12,941,000	Unilever Capital Corporation 5.18% due 11/08/2006		12,927,966			12,927,966
	14,500,000	Unilever Capital Corporation 5.18% due 11/10/2006		14,481,223			14,481,223
	11,642,000	Unilever Capital Corporation 5.18% due 11/20/2006		11,610,172			11,610,172
	18,339,000	Hitachi Limited 5.27% due 11/10/2006		18,314,838			18,314,838
	25,000,000	Hitachi Limited 5.27% due 11/22/2006		24,923,146			24,923,146
	15,000,000	Hitachi Limited 5.25% due 12/18/2006		14,897,188			14,897,188
	25,000,000	Dell Inc. 5.24% due 11/13/2006		24,956,333			24,956,333
	24,000,000	Dell Inc. 5.23% due 11/14/2006		23,954,673			23,954,673
	23,251,000	Target Corporation 5.20% due 11/13/2006		23,210,698			23,210,698
	6,900,000	Target Corporation 5.20% due 11/20/2006		6,881,063			6,881,063
	9,736,000	Target Corporation 5.20% due 11/27/2006		9,699,436			9,699,436
	30,601,000	American Express Credit Corporation 5.23% due 11/15/2006		30,538,761			30,538,761
	25,000,000	American Express Credit Corporation 5.23% due 11/16/2006		24,945,521			24,945,521
	11,694,000	American Express Credit Corporation 5.23% due 11/17/2006		11,666,818			11,666,818
	18,887,000	American Express Credit Corporation 5.22% due 11/30/2006		18,807,580			18,807,580
	6,200,000	Pearson Holdings Inc. 5.32% due 11/17/2006		6,185,340			6,185,340
	11,302,000	Pearson Holdings Inc. 5.31% due 11/22/2006		11,266,992			11,266,992
	25,000,000	The Sherwin-Williams Company 5.29% due 11/27/2006		24,904,486			24,904,486
	15,000,000	Dow Jones and Company 5.32% due 11/27/2006		14,942,367			14,942,367
	26,350,000	Procter and Gamble Company 5.21% due 11/29/2006		26,243,224			26,243,224
	17,000,000	Atlantic Asset Security 5.20% due 12/01/2006		16,926,333			16,926,333
		Total Short-Term Investments		2,686,399,156			2,686,399,156
		Total Investments (99.82%)	$	7,972,458,495	*		10,941,248,492
		Other assets in excess of liabilities (0.18%)					19,321,715
		Net Assets (100.00%)				$	10,960,570,207	**

*	At October 31, 2006 cost of investments for federal income tax purposes was $8,287,738,632.
**	Gross unrealized appreciation and depreciation of investments at October 31, 2006 for federal income tax purposes were $2,713,981,539 and $60,471,679, respectively (net appreciation was $2,653,509,860).

See Notes to Financial Statements.

37

FIRST EAGLE OVERSEAS FUND

SCHEDULE OF INVESTMENTS – (Continued) October 31, 2006

Foreign Currencies	Sector/Industry Classifications
CAD — Canadian dollar	(1)	Consumer Discretionary	(9)	Materials
EUR — euro	(2)	Consumer Staples	(10)	Media
GBP — pound sterling	(3)	Energy	(11)	Paper and Forest Products
HKD — Hong Kong dollar	(4)	Financials	(12)	Precious Metals
MYR — Malaysian ringgit	(5)	Government Issues	(13)	Real Estate
SEK — Swedish krona	(6)	Health Care	(14)	Retail
SGD — Singapore dollar	(7)	Holding Companies	(15)	Technology and Telecommunications
	(8)	Industrials	(16)	Transportation

(a)	Non-income producing security/commodity.
(b)	All or a portion of this security is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers under the Securities Act of 1933.
(c)	Affiliate as defined by the Investment Company Act of 1940. An affiliate is defined as a company in which the Fund directly or indirectly owns, controls, or holds power to vote 5% or more of the outstanding voting securities. Following is a summary of transactions with each such affiliate for the year ended October 31, 2006.

	Purchases				Sales
									Realized		Dividend
Affiliate	Shares		Cost		Shares		Cost		Gain/Loss		Income
Daeduck GDS Company, Limited		376,200	$	3,989,607		—		—		—	$	192,259
Deceuninck		—		—		—		—		—		459,217
FINEL		—		—		—		—		—		—
Fursys Inc.		91,500		2,999,833		—		—		—		214,430
Gewiss S.p.A.		—		—		412,848	$	2,321,792	$	806,293		546,296
Haw Par Corporation Limited		—		—								1,829,748
Koninklijke Grolsch NV		—		—		—		—		—		587,790
Kukdong Electric Wire Company, Limited		—		—		—		—		—		111,339
Laurent-Perrier		4,333		221,073		—		—		—		660,039
Maezawa Kasei Industries Company, Limited		—		—		—		—		—		226,536
Mandom Corporation		—		—		—		—		—		725,075
Nexans Korea Limited		—		—		—		—		—		82,968
Nitto Kohki Company, Limited		60,900		1,354,367		69,100		1,422,459		1,964,304		896,498
Pfeiffer Vacuum Technology AG		46,610		2,909,395		—		—		—		1,025,579
PT Bat Indonesia Tbk		—		—		—		—		—		—
Robertet SA		25,000		3,929,891		—		—		—		379,492
Sansei Yusoki Company, Limited		10,890		83,314		—		—		—		111,673
Shimano Inc.		166,200		4,670,527		—		—		—		1,320,365
Société Sucrière de Pithiviers-le Vieil		—		—		—		—		—		1,059,285
T. Hasegawa Company, Limited		—		—		—		—		—		583,668
Tasman Farms		—		—		—		—		—		—
Total									$	2,770,597	$	11,012,257

(d)	Commodity-linked security whereby the coupon, dividend and/or redemption amount is linked to the price of an underlying commodity.
(e)	Security for which there is less than three market makers.
(f)	Leveraged 1½ to 1 to the price of bullion.
(g)	Leveraged 2 to 1 to the price of bullion.
(h)	Represents interest in a restricted security which has not been registered with the Securities and Exchange Commission under the Securities Act of 1933. Information concerning each restricted security holding on October 31, 2006 is shown below.

Security	Acquisition Date	Cost		Carrying Value Per Share/Principal
FINEL	7/14/1999	$	2,407,421		$	2.66
FINEL 9½% due 6/30/2017	6/22/2005		9,649,600			0.64
FINEL 9½% due 10/15/2017	10/11/2005		12,045,000			0.64
Frègate SAS 2% Conv. Pfd. due 3/31/2013	4/30/2004		3,620,400			17.63
Hilti AG	11/30/2001		4,485,845			723.85
Kukdong Electric Wire Company, Limited	2/20/2004		3,821,270			47.12
Nexans Korea Limited	9/19/2003		5,439,879			2.08

(i)	Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing 0.54% of net assets.
(j)	Inflation protected security.
(k)	Held through Financiere Bleue, LLC.
See Notes to Financial Statements.

38

FUND OVERVIEW

FIRST EAGLE U.S. VALUE FUND Data as of October 31, 2006 (unaudited)

THE INVESTMENT STYLE

The First Eagle U.S. Value Fund seeks long-term growth of capital by investing primarily in equities issued by U.S. corporations. Management utilizes a highly disciplined, bottom-up, value approach in achieving its investment objective.

ASSET ALLOCATION

SECTOR/INDUSTRY

Industrials	10.74	%
Media	10.24	%
Retail	8.07	%
Technology	5.24	%
Energy	4.29	%
Consumer Discretionary	4.26	%
Health Care	4.11	%
Holding Companies	3.71	%
Precious Metals	3.29	%
Paper & Forest Products	3.08	%
Consumer Staples	2.40	%
Government Bonds	2.15	%
Materials	1.69	%
Utilities	1.31	%
Financials	0.96	%
Real Estate	0.07	%

The Fund’s portfolio composition (represented as a percentage of net assets) is subject to change at any time.

AVERAGE ANNUAL RETURNS

	ONE-YEAR		FIVE-YEARS		SINCE INCEPTION
First Eagle U.S. Value Fund (A Shares)					(9-04-01)
without sales load	12.05	%	13.58	%	13.48	%
with sales load	6.45	%	12.42	%	12.36	%
Standard & Poor’s 500 Index	16.34	%	7.26	%	5.67	%
Russell 2000 Index	19.98	%	13.76	%	11.38	%
Consumer Price Index	1.31	%	2.57	%	2.51	%

GROWTH OF A $10,000 INITIAL INVESTMENT

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses. The average annual returns for Class A Shares with a sales load gives effect to the deduction of the maximum sales load of 5.00%. The Russell 2000 Index is an unmanaged index that measures the performance of the 2,000 smallest companies in the Russell 3000 Index and is not available for purchase. The Standard & Poor’s 500 Index is a widely recognized unmanaged index including a representative sample of 500 leading companies in leading sectors of the U.S. economy. Although the Standard & Poor’s 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also considered a proxy for the total market. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

TOP 10 HOLDINGS

Berkshire Hathaway Inc., Class ‘A’ (holding company)	3.53	%
Costco Wholesale Corporation (multiline retailer)	2.60	%
Blount International Inc. (outdoor industrial equipment manufacturer)	2.56	%
Gold bullion (precious metal)	2.48	%
Microsoft Corporation (software developer)	2.42	%
Liberty Interactive (U.S. media company)	2.30	%
U.S. Treasury Note 51/8% due 6/30/2011 (U.S. Treasury)	2.15	%
The Home Depot Inc. (home improvement and building products retailer)	2.00	%
Tyco International Limited (industrial conglomerate)	1.99	%
Cintas Corporation (uniform designer and manufacturer)	1.95	%

39

FIRST EAGLE U.S. VALUE FUND

SCHEDULE OF INVESTMENTS
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
	Common and Preferred Stocks – U.S. (56.93%)
	Consumer Discretionary (3.88%)
234,680	McDonald’s Corporation	$	6,736,169	$	9,837,786
70,270	International Speedway Corporation, Class ‘A’		3,211,037		3,647,716
129,710	Weyco Group, Inc.		2,262,417		3,110,446
22,580	Nike Inc., Class ‘B’		1,790,134		2,074,650
70,000	Hampshire Group, Limited (a)		1,171,963		951,300
30,752	Wyndham Worldwide Corporation (a)		1,176,531		907,184
600	St. John Knits International Inc. (a)		18,600		18,600
			16,366,851		20,547,682
	Consumer Staples (2.35%)
116,664	Anheuser-Busch Companies Inc.		5,143,798		5,532,207
168,915	Seneca Foods Corporation 0% Conv. Pfd. due 12/31/2049 (a)(d)		2,542,171		4,289,596
50,000	Seneca Foods Corporation, Class ‘A’ (a)		752,500		1,269,750
20,397	HJ Heinz Company		694,551		859,938
5,710	Altria Group, Inc.		228,598		464,394
			9,361,618		12,415,885
	Energy (4.29%)
121,280	Apache Corporation		7,986,564		7,922,010
119,928	ConocoPhillips Company		4,247,616		7,224,463
107,670	San Juan Basin Royalty Trust		3,989,231		3,999,940
50,000	CNX Gas Corporation (a)(b)(d)		800,000		1,307,500
24,310	Murphy Oil Corporation		1,239,579		1,146,459
12,241	SEACOR Holdings Inc. (a)		631,754		1,095,325
			18,894,744		22,695,697
	Financials (0.50%)
60,000	Interpool Inc.		1,083,544		1,435,200
38,440	Realogy Corporation (a)		1,088,645		990,983
11,600	First Internet Bancorp (a)		196,372		187,920
			2,368,561		2,614,103
	Health Care (3.99%)
136,360	Johnson & Johnson		8,284,517		9,190,664
111,270	Bausch & Lomb Inc.		5,230,272		5,957,396
48,370	Wellpoint Inc. (a)		3,750,856		3,691,598
40,000	Dentsply International Inc.		580,150		1,251,200
21,420	UnitedHealth Group Inc.		1,082,131		1,044,868
			18,927,926		21,135,726
	Holding Companies (3.71%)
177	Berkshire Hathaway Inc., Class ‘A’ (a)		14,783,882		18,669,075
557	Case Pomeroy & Company, Inc., Class ‘A’		538,848		997,030
			15,322,730		19,666,105

See Notes to Financial Statements.

40

FIRST EAGLE U.S. VALUE FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares		Cost (Note 1)		Value (Note 1)
	Common and Preferred Stocks – U.S. – (continued)
	Industrials (9.32%)
1,239,695	Blount International Inc. (a)	$	13,695,961	$	13,574,660
357,340	Tyco International Limited		8,842,987		10,516,516
249,210	Cintas Corporation		9,513,098		10,317,294
247,940	UniFirst Corporation		6,584,788		8,938,237
48,980	Manpower Inc.		2,059,795		3,319,375
52,155	Banta Corporation		1,959,218		2,309,423
15,376	Avis Budget Group Inc. (a)		367,887		304,291
5,000	Hardinge Inc.		54,150		74,200
			43,077,884		49,353,996
	Materials (0.39%)
135,560	Tronox Inc. Class ‘A’		1,930,463		1,775,836
426	Central Steel & Wire Company		167,885		272,640
			2,098,348		2,048,476
	Media (10.09%)
551,343	Liberty Interactive (a)		9,879,191		12,168,140
86,074	Liberty Capital (a)		5,746,317		7,665,750
62,361	OmniCom Group		5,631,059		6,326,523
104,900	Comcast Corporation-Special Class ‘A’ (a)		2,946,791		4,246,352
182,295	News Corporation Class ‘A’		2,889,189		3,800,851
107,835	Clear Channel Communications Inc.		3,393,174		3,758,050
111,170	CBS Corporation Class ‘B’		2,881,361		3,217,260
60,620	Meredith Corporation		3,145,030		3,182,550
99,420	New York Times Company, Class ‘A’		2,380,461		2,402,981
50,000	Dow Jones & Company Inc.		1,831,509		1,754,500
92,500	Valassis Communications, Inc. (a)		2,650,498		1,388,425
33,410	Viacom Inc. (a)		1,141,884		1,300,317
32,694	Liberty Global Inc. (a)		551,508		857,891
33,156	Liberty Global Inc. Series ‘C’ (a)		514,716		843,157
48,640	Interpublic Group of Companies, Inc. (a)		420,439		530,662
			46,003,127		53,443,409
	Paper and Forest Products (3.08%)
222,045	Plum Creek Timber Company, Inc.		7,295,639		7,980,297
161,620	Rayonier Inc.		5,272,320		6,624,804
33,760	Deltic Timber Corporation		1,611,336		1,718,722
300	Longview Fibre Company		6,300		6,318
			14,185,595		16,330,141
	Precious Metals (0.81%)
94,570	Newmont Mining Corporation Holding Company		4,182,032		4,281,184
	Real Estate (0.02%)
1,595	Prologis Trust 8.54% Pfd. Series ‘C’		82,039		93,008
8,000	LandCo LLC (a)(c)(d)(e)		27,840		27,840
			109,879		120,848

See Notes to Financial Statements.

41

FIRST EAGLE U.S. VALUE FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Number of Shares		Cost (Note 1)		Value (Note 1)
		Common and Preferred Stocks – U.S. – (continued)
		Retail (8.07%)
	258,180	Costco Wholesale Corporation	$	10,668,483	$	13,781,648
	284,010	The Home Depot Inc.		10,418,232		10,602,093
	178,770	Wal-Mart Stores, Inc.		8,067,936		8,809,786
	103,190	Tiffany & Company		3,166,658		3,685,947
	72,570	Barnes & Noble, Inc.		2,454,605		2,997,867
	55,000	Dillard’s Inc., Class ‘A’		798,967		1,659,350
	8,380	Autozone Inc. (a)		774,200		938,560
	6,230	Federated Department Stores Inc.		115,998		273,559
				36,465,079		42,748,810
		Technology and Telecommunications (5.12%)
	445,655	Microsoft Corporation		10,445,364		12,794,755
	483,140	Intel Corporation		9,124,753		10,310,208
	214,190	Sprint Nextel Corporation		4,624,308		4,003,211
				24,194,425		27,108,174
		Utilities (1.31%)
	88,100	CalEnergy Capital Trust 6½% Conv. Pfd.		3,778,988		4,206,775
	40,120	IDACORP, Inc.		1,164,219		1,581,932
	40,000	Hawaiian Electric Industries, Inc.		845,477		1,120,800
				5,788,684		6,909,507
		Total Common and Preferred Stocks – U.S.		257,347,483		301,419,743
		Common Stocks – Non U.S. (0.28%)
		United Kingdom (0.28%)
	347,740	JZ Equity Partners, Plc (3)		694,612		1,110,905
	10,000	Amdocs Limited (a)(9)		184,186		387,600
		Total Common Stocks – Non U.S.		878,798		1,498,505
	Ounces
		Commodity (2.48%)
	21,678	Gold bullion (a)		11,171,116		13,148,830
	Principal Amount
		Notes, Bonds and Convertible Bonds (5.92%)
		U.S. Treasury Note (2.15%)
$	11,136,000	U.S. Treasury Note 51/8% due 6/30/2011		11,153,121		11,391,348
		U.S. Dollar Bonds and Notes (3.72%)
	250,000	Crescent Real Estate Equities Company 9¼% due 4/15/2009 (8)		250,000		257,813
	521,000	Lear Corporation 8.11% due 5/15/2009 (1)		496,122		530,769
	1,075,000	GATX Corporation 87/8% due 6/01/2009 (3)		1,040,345		1,163,875
	500,000	American Standard Companies Inc. 8¼% due 6/01/2009 (5)		512,314		531,936

See Notes to Financial Statements.

42

FIRST EAGLE U.S. VALUE FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount		Cost (Note 1)			Value (Note 1)
		Notes, Bonds and Convertible Bonds – (Continued)
		U.S. Dollar Bonds and Notes – (Continued)
$	650,000	Columbus McKinnon Corporation 10% due 8/01/2010 (5)	$	658,932		$	698,750
	1,000,000	Briggs & Stratton Corporation 87/8% due 3/15/2011 (1)		1,035,228			1,092,500
	179,000	Domino’s Inc. 8¼% due 7/01/2011 (1)		178,147			187,950
	1,000,000	Greif Inc. 87/8% due 7/01/2012 (6)		1,056,446			1,055,000
	6,300,000	Blount International Inc. 87/8% due 8/01/2012 (5)		6,336,953			6,331,500
	4,679,000	Tronox Worldwide LLC 9½% due 12/01/2012 (6)		4,862,547			4,854,462
	125,000	R.H. Donnelley Finance Corporation 107/8% due 12/15/2012 (b)(3)		125,000			137,344
	1,000,000	Texas Industries, Inc. 7¼% due 7/15/2013 (6)		1,000,000			1,000,000
	786,000	Sirius Satellite Radio Inc. 95/8% due 8/01/2013 (7)		763,412			770,280
	250,000	Jostens, Inc. 10¼% due 12/01/2013 (a)(1)		175,470			212,500
	250,000	Elizabeth Arden Inc. 7¾% due 1/15/2014 (2)		250,000			246,875
	600,000	Bausch & Lomb Inc. 71/8% due 8/01/2028 (4)		508,586			617,397
				19,249,502			19,688,951
		U.S. Dollar Convertible Bond (0.05%)
	250,000	SCI Systems Inc. 3% due 3/15/2007 (9)		238,003			248,750
		Total Notes, Bonds and Convertible Bonds		30,640,626			31,329,049
		Short-Term Investments (34.56%)
	26,400,000	RaboBank USA Finance Corporation 5.27% due 11/01/2006		26,400,000			26,400,000
	13,349,000	BMW US Capital LLC 5.22% due 11/01/2006		13,349,000			13,349,000
	5,993,000	BMW US Capital LLC 5.23% due 11/02/2006		5,992,129			5,992,129
	5,000,000	Dow Jones & Company Inc. 5.31% due 11/01/2006		5,000,000			5,000,000
	11,030,000	Pitney Bowes Inc. 5.20% due 11/02/2006		11,028,407			11,028,407
	10,000,000	Pitney Bowes Inc. 5.21% due 11/02/2006		9,998,553			9,998,553
	11,300,000	DuPont Ei Nemour 5.20% due 11/03/2006		11,296,736			11,296,736
	7,918,000	DuPont Ei Nemour 5.21% due 11/10/2006		7,907,687			7,907,687
	11,000,000	7-Eleven Inc. 5.22% due 11/03/2006		10,996,810			10,996,810
	7,129,000	7-Eleven Inc. 5.21% due 11/27/2006		7,102,175			7,102,175
	3,345,000	The Home Depot Inc. 5.23% due 11/03/2006		3,344,028			3,344,028
	10,000,000	AT&T Corporation 5.24% due 11/06/2006		9,992,722			9,992,722
	6,138,000	AT&T Corporation 5.25% due 12/13/2006		6,100,405			6,100,405
	8,237,000	Henkel Corporation 5.27% due 11/08/2006		8,228,559			8,228,559
	16,880,000	Merrill Lynch & Company Inc. 5.23% due 11/10/2006		16,857,929			16,857,929
	10,000,000	General Electric Capital Corporation 5.23% due 11/10/2006		9,986,925			9,986,925
	10,000,000	Target Corporation 5.20% due 11/13/2006		9,982,667			9,982,667
	9,448,000	Wal-Mart Stores, Inc. 5.19% due 11/21/2006		9,420,758			9,420,758
		Total Short-Term Investments		182,985,490			182,985,490
		Total Investments (100.17%)	$	483,023,513	*		530,381,617	**
		Liabilities in excess of other assets (–0.17%)					(925,135	)
		Net assets (100.00%)				$	529,456,482

*	At October 31, 2006 cost of investments for federal income tax purposes was $483,366,269.
**	Gross unrealized appreciation and depreciation of investments at October 31, 2006 for federal income tax purposes were $50,022,474 and $3,007,126, respectively (net appreciation was $47,015,348).

See Notes to Financial Statements.

43

FIRST EAGLE U.S. VALUE FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Sector/Industry Classifications
(1)	Consumer Discretionary
(2)	Consumer Staples
(3)	Financials
(4)	Health Care
(5)	Industrials
(6)	Materials
(7)	Media
(8)	Real Estate
(9)	Technology and Telecommunications

(a)	Non-income producing security.
(b)	All or a portion of this seecurity is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933.
(c)	Represents interest in a restricted security which has not been registered with the Securities and Exchange Commission under the Securities Act of 1933. Information concerning each restricted security holding on October 31, 2006 is shown below.

Security	Acquisition Date		Cost			Carrying Value Per Share
LandCo LLC		9/6/2006		$	27,840		$	3.48

(d)	Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing 1.06% of net assets.
(e)	Security for which there is less than three market makers.

See Notes to Financial Statements.

44

FIRST EAGLE FUNDS

First Eagle Gold Fund

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

Charles de Vaulx



Simon Fenwick

The net asset value of the Fund’s Class ‘A’ shares rose 37.97% between November 1, 2005 and October 31, 2006. Over the same period, the FTSE Gold Mine Index increased by 29.70%, while the gold price increased by 30%, from $465 per ounce to $606 per ounce. Helping the performance of the fund over the period were: juniors (e.g. Miramar Mining Corporation), announced corporate activity (Cambior Inc.) and gains in our silver holdings (bullion, shares and notes). Poor performers included seniors suffering higher mining costs (e.g. Newmont Mining Corporation). Due to capacity issues, as reported in the semi-annual, the First Eagle Gold Fund was closed to new investors on May 8, 2006.

The sharp rise in the gold price experienced in the first half of the fiscal year extended briefly into May, when gold reached $715 an ounce. However, the second half saw increased volatility, with the price declining 22% from its peak to $560 an ounce in June, before partly recovering late in the period. Gold’s fall can be attributed to the following: a pull-back in jewelry demand, the ceasefire in Lebanon and a weakening oil price.

The recent volatility presents a useful juncture to re-examine our thesis on gold, as well as placing the recent price gyrations into context. At the time of this writing, gold was fetching $625 an ounce—clearly not as cheap as it was at the 1999 low of $252 an ounce. However, in the absence of a new large seller emerging, sharply higher mining costs significantly lower the odds of a retreat to $250 an ounce gold, in our view. Assuming the downside is limited, what about the upside? Such questions miss the point as we continue to view gold not as a speculation, but as potential insurance against the disorderly unwinding of global financial imbalances. The main imbalance we see now is the perverse ‘vendor financing’ of the U.S. trade deficit by poorer Asian countries. We are unsure when these imbalances will unravel, observing that (for now) the arrangements seem mutually convenient.

Yet, the longer imbalances are left unaddressed, the more drastic the possible unraveling could be. In the interim, holders of gold hope that its value will compound, at a rate which will one day prove worthwhile if used as a purchasing reserve for distressed financial assets. Of course, there are no guarantees—either that financial assets will become distressed or that gold will perform in the clutch. Our only reassurance comes from financial history (far less benign than the last quarter century) and the near non-existent gold ownership amongst investors (gold is not widely held—many institutions seek insurance in the form of derivatives; many individuals place their faith in real estate).

How volatile could gold become? The last major dislocation to occur in the global monetary system occurred during the 1970’s. The price of gold almost halved from December 1974 to August 1976, as investors prematurely assumed inflation had been licked. However, from this 1976 inflection, the gold

45

price increased eight-fold through to the January 1980 peak. We are not suggesting here that history will be repeated. Rather, that as a holder of gold, one has to be both open-minded and thick-skinned! One day gold could become expensive again, as it did in 1980 when the gold price briefly matched the Dow Jones Industrial Index. With the Dow recently some twenty times the price of gold, if a financial disruption reappears, we believe that gold has considerable room to move.

Charles de Vaulx Chief Investment Officer and Portfolio Manager	Simon Fenwick Associate Portfolio Manager
November 2006

46

FUND OVERVIEW

FIRST EAGLE GOLD FUND Data as of October 31, 2006 (unaudited)

THE INVESTMENT STYLE

The First Eagle Gold Fund is a non-diversified fund whose investment objective is to provide exposure to the investment characteristics of gold and, to a limited extent, other precious metals. In seeking to achieve its objective, the Fund invests primarily in securities of companies engaged in mining, processing, dealing in or holding gold or other precious metals such as silver, platinum and palladium, both in the United States and in foreign countries.

ASSET ALLOCATION

COUNTRIES

United States	42.53	%
Canada	26.04	%
South Africa	17.53	%
Australia	8.55	%
Mexico	2.02	%
United Kingdom	0.09	%

The Fund’s portfolio composition (represented as a percentage of net assets) is subject to change at any time.

AVERAGE ANNUAL RETURNS

	ONE-YEAR	FIVE-YEARS	TEN-YEARS
First Eagle Gold Fund (A Shares)
without sales load	37.97%	32.63%	10.21%
with sales load	31.07%	31.27%	9.79%
FTSE Gold Mines Index	29.70%	22.58%	2.18%
MSCI World Index	21.32%	10.39%	7.57%
Consumer Price Index	1.31%	2.57%	2.46%

GROWTH OF A $10,000 INITIAL INVESTMENT

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The average annual returns shown above are historical and reflect changes in share price, reinvested dividends and are net of expenses. The average annual returns for Class A Shares with a sales load give effect to the deduction of the maximum sales load of 3.75% for periods prior to March 1, 2000 and of 5.00%, thereafter. The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. It is a trademark of Morgan Stanley Capital International SA in Geneva, Switzerland. The FTSE Gold Mines Index is an unmanaged index composed of approximately 19 gold mining companies and is only available without dividends reinvested and is not available for purchase. The Consumer Price Index (CPI) represents the change in price of all goods and services purchased for consumption by urban households.

TOP 10 HOLDINGS

Gold bullion (United States)	24.71	%
Newmont Mining Corporation Holding Company (United States)	10.58	%
Barrick Gold Corporation (Canada)	8.69	%
Kinross Gold Corporation (Canada)	4.97	%
Gold Fields Limited ADR (South Africa)	4.21	%
Harmony Gold Mining Company Limited ADR (South Africa)	4.17	%
Lihir Gold Limited (Australia)	3.95	%
AngloGold Ashanti Limited ADR (South Africa)	3.86	%
Newcrest Mining Limited (Australia)	3.58	%
Randgold Resources Limited ADR (South Africa)	3.40	%

47

FIRST EAGLE GOLD FUND

SCHEDULE OF INVESTMENTS
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
		Common, Preferred Stocks and Warrants (67.25%)
		Australia (8.55%)
	20,006,755	Lihir Gold Limited (a)	$	25,639,904	$	42,609,136
	2,093,770	Newcrest Mining Limited		25,933,694		38,673,256
	3,518,454	Kingsgate Consolidated Limited		13,348,725		10,926,715
				64,922,323		92,209,107
		Canada (26.04%)
	3,023,598	Barrick Gold Corporation		88,107,595		93,731,538
	4,060,820	Kinross Gold Corporation (a)		32,099,788		53,602,824
	3,841,280	IAMGOLD Corporation		19,109,657		32,392,628
	6,383,330	Cambior Inc. (a)		19,980,006		22,225,129
	5,052,930	Aurizon Mines Limited (a)(c)		7,597,274		13,948,427
	2,850,940	Miramar Mining Corporation (a)		2,526,866		13,785,044
	1,035,640	Dundee Precious Metals, Inc., Class ‘A’ (a)		6,160,773		11,435,384
	1,505,480	Minefinders Corporation (a)		11,887,675		11,314,560
	1,936,960	Cumberland Resources (a)		4,905,706		9,693,424
	2,819,290	Metallica Resources Inc. (a)		3,861,514		9,539,895
	1,253,560	Richmont Mines, Inc. (a)(c)		4,269,305		3,438,081
	99,320	Goldcorp Inc.		2,122,737		2,610,130
	750,000	Golden Star Resources Limited (a)		970,106		2,107,500
	765,600	Wesdome Gold Mines Inc. (a)(b)		662,515		1,118,062
				204,261,517		280,942,626
		Mexico (2.02%)
	2,643,040	Industrias Peñoles, SA de C.V.		7,738,068		21,821,174
		South Africa (17.53%)
	2,709,300	Gold Fields Limited ADR		38,646,936		45,407,868
	2,894,270	Harmony Gold Mining Company Limited ADR (a)		31,494,106		44,976,956
	977,700	AngloGold Ashanti Limited ADR		37,807,231		41,620,689
	1,616,660	Randgold Resources Limited ADR (a)		27,930,725		36,649,682
	4,682,456	Mvelaphanda Resources Limited (a)		16,144,067		20,444,776
				152,023,065		189,099,971
		United Kingdom (0.09%)
	890,000	Trans-Siberian Gold Limited (a)		1,993,952		1,018,471
		United States (13.02%)
	4,841,355	Newmont Mining Corporation Holding Company		111,474,425		114,188,900
	891,940	Royal Gold, Inc.		16,311,679		26,258,714
	200,000	Canyon Resources Corporation warrants exp 12/01/2006 (a)(e)(h)		—		—
	400,000	Canyon Resources Corporation warrants exp 12/01/2008 (a)(e)(h)		—		—
				127,786,104		140,447,614
		Total Common, Preferred Stocks and Warrants		558,725,029		725,538,963
Ounces
		Commodity (24.71%)
	439,516	Gold bullion (a)		206,337,697		266,588,582

See Notes to Financial Statements.

48

FIRST EAGLE GOLD FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Principal Amount			Cost (Note 1)			Value (Note 1)
		Commodity-Linked Notes (4.80%)
$	1,200,000	UBS Gold-Linked Note 0% due 11/03/2006 (a)(b)(d)(e)(f)	$	1,200,000		$	1,709,319
	900,000	UBS Gold-Linked Note 0% due 11/15/2006 (a)(b)(d)(e)(f)		900,000			1,299,786
	700,000	UBS Gold-Linked Note 0% due 12/20/2006 (a)(b)(d)(e)(f)		700,000			890,597
	2,550,000	UBS Gold-Linked Note 0% due 12/21/2006 (a)(b)(d)(e)(f)		2,550,000			3,146,400
	1,200,000	UBS Gold-Linked Note 0% due 12/22/2006 (a)(b)(d)(e)(f)		1,200,000			1,441,469
	1,350,000	UBS Gold-Linked Note 0% due 12/28/2006 (a)(b)(d)(e)(f)		1,350,000			1,634,491
	1,400,000	UBS Gold-Linked Note 0% due 1/05/2007 (a)(b)(d)(e)(g)		1,400,000			1,990,579
	1,500,000	UBS Gold-Linked Note 0% due 1/11/2007 (a)(b)(d)(e)(g)		1,500,000			1,936,970
	5,000,000	UBS Gold-Linked Note 0% due 2/08/2007 (a)(b)(d)(e)(g)		5,000,000			5,510,353
	544,000	HSBC Gold-Linked Note 0% due 11/08/2006 (a)(b)(d)(e)(f)		544,000			782,544
	650,000	HSBC Gold-Linked Note 0% due 11/13/2006 (a)(b)(d)(e)(f)		650,000			932,620
	1,927,000	HSBC Gold-Linked Note 0% due 11/22/2006 (a)(b)(d)(e)(f)		1,927,000			2,703,388
	1,802,000	HSBC Gold-Linked Note 0% due 11/29/2006 (a)(b)(d)(e)(f)		1,802,000			2,358,097
	1,111,000	HSBC Gold-Linked Note 0% due 11/29/2006 (a)(b)(d)(e)(f)		1,111,000			1,475,741
	673,000	HSBC Gold-Linked Note 0% due 11/29/2006 (a)(b)(d)(e)(f)		673,000			893,946
	1,152,000	HSBC Gold-Linked Note 0% due 12/11/2006 (a)(b)(d)(e)(f)		1,152,000			1,470,758
	2,177,000	HSBC Gold-Linked Note 0% due 12/13/2006 (a)(b)(d)(e)(f)		2,177,000			2,915,656
	1,118,000	HSBC Gold-Linked Note 0% due 12/17/2006 (a)(b)(d)(e)(f)		1,118,000			1,451,947
	4,768,000	HSBC Gold-Linked Note 0% due 12/19/2006 (a)(b)(d)(e)(g)		4,768,000			5,718,739
	1,141,000	HSBC Gold-Linked Note 0% due 12/28/2006 (a)(b)(d)(e)(f)		1,141,000			1,513,765
	1,175,000	HSBC Gold-Linked Note 0% due 12/29/2006 (a)(b)(d)(e)(f)		1,175,000			1,508,935
	1,194,000	HSBC Gold-Linked Note 0% due 1/03/2007 (a)(b)(d)(e)(f)		1,194,000			1,513,395
	1,255,000	HSBC Gold-Linked Note 0% due 1/05/2007 (a)(b)(d)(e)(f)		1,255,000			1,549,423
	1,208,000	HSBC Gold-Linked Note 0% due 1/05/2007 (a)(b)(d)(e)(f)		1,208,000			1,500,336
	1,590,000	HSBC Gold-Linked Note 0% due 2/07/2007 (a)(b)(d)(e)(g)		1,590,000			1,750,749
	1,988,000	HSBC Gold-Linked Note 0% due 2/09/2007 (a)(b)(d)(e)(f)		1,988,000			2,135,311
		Total Commodity-Linked Notes		41,273,000			51,735,314
		Short-Term Investments (2.83%)
	17,858,000	Rabobank USA Finance Corporation 5.27% due 11/01/2006		17,858,000			17,858,000
	9,196,000	Pitney Bowes Inc. 5.21% due 11/02/2006		9,194,669			9,194,669
	3,499,000	Target Corporation 5.20% due 11/13/2006		3,492,935			3,492,935
		Total Short-Term Investments		30,545,604			30,545,604
		Total Investments (99.59%)	$	836,881,330	*		1,074,408,463	**
		Other assets in excess of liabilities (0.41%)					4,489,232
		Net assets (100.00%)				$	1,078,897,695

*	At October 31, 2006 cost of investments for federal income tax purposes was $869,386,597.
**	Gross unrealized appreciation and depreciation of investments at October 31, 2006 for federal income tax purposes were $212,566,005 and $7,544,139, respectively (net appreciation was $205,021,866).
(a)	Non-income producing security/commodity.
(b)	All or a portion of this security is exempt from registration under the Securities Act of 1933. Rule 144A securities may only be sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933.
(c)	Affiliate as defined by the Investment Company Act of 1940. An affiliate is defined as a company in which the Fund directly or indirectly owns, controls, or holds power to vote 5% or more of the outstanding voting securities. Following is a summary of transactions with each such affiliate for the year ended October 31, 2006.

See Notes to Financial Statements.

49

FIRST EAGLE GOLD FUND

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Purchases
Affiliate		Shares		Cost
Aurizon Mines Limited		1,729,030	$	3,902,193
Richmont Mines		453,560		1,678,731

(d)	Commodity-linked security whereby the coupon, dividend and/or redemption amount is linked to the price of an underlying commodity.
(e)	Security for which there is less than three market makers.
(f)	Leveraged 1½ to 1 to the price of bullion.
(g)	Leveraged 2 to 1 to the price of bullion.
(h)	Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing 0% of net assets.

See Notes to Financial Statements.

50

FIRST EAGLE FUNDS

First Eagle Fund of America

MANAGEMENT’S DISCUSSION OF FUND PERFORMANCE

Harold Levy

First Eagle Fund of America’s Class ‘Y’ shares ended the year on a positive note with a total return of 16.80% for fiscal 2006 vs. an essentially equivalent return of 16.34% for the S&P 500.

The prospective ending of the Fed rate increase cycle coupled with continued modest economic growth and low inflation has caused equity investors to become more optimistic. This is not surprising as we have argued in prior letters. The only question was when the Fed would be done. While it is not a foregone conclusion that the rate cycle is completely over, at a minimum, the most bearish projection of interest rates is certainly not in the cards.

While the overall backdrop for equities is reasonable, as always, our investment results are dependent on the quality of our individual stock selection. In reviewing the past year, we can point to a few notable successes: Shire Plc ADR and Andrx Corporation, the former due to increased earnings and the settlement of an outstanding issue relating to its largest product and the latter due to its purchase by Watson Pharmaceuticals. There were several modest setbacks but

mostly a lot of positions that grew only modestly. This is acceptable/average news relating to our performance in ’06 but good news relating to the prospects for ’07.

We have, over time, come to expect a significant number of merger and acquisition activities in our portfolio, and having Andrx Corporation as our sole significant contributor from this is somewhat disappointing, especially considering the overall merger and acquisition activity levels. Nevertheless, we will keep doing what we have done now for close to 20 years and are confident we will get our fair share of “luck”.

Thus, overall we are comfortable with the current environment and look forward to producing satisfying results. Thank you for your continued confidence.

Sincerely,

Harold Levy
Portfolio Manager

December 2006

First Eagle Fund of America Class Y will only accept additional investments from existing shareholders. However, Class A and Class C remain open to all investors.

51

FUND OVERVIEW

FIRST EAGLE FUND OF AMERICA Data as of October 31, 2006 (unaudited)

THE INVESTMENT STYLE

The First Eagle Fund of America is a non-diversified U.S. equity fund with a unique event-driven bias. The Fund focuses on identifying companies poised to benefit from change that the market has not yet recognized. It seeks capital appreciation with above-average long term returns.

ASSET ALLOCATION

SECTOR/INDUSTRY*

Industrials	16.97	%
Pharmaceuticals	11.56	%
Health Care	9.88	%
Energy	9.40	%
Consumer Discretionary	9.26	%
Telecommunication Services	8.68	%
Information Technology	7.75	%
Materials	6.32	%
Consumer Staples	4.78	%
Biotechnology	3.82	%
Utilities	3.06	%

*percentages exclude option positions

The Fund’s portfolio composition (represented as a percentage of net assets) is subject to change at any time.

AVERAGE ANNUAL RETURNS

	ONE-YEAR		FIVE-YEARS		TEN-YEARS
First Eagle Fund of America (Y Shares)	16.80	%	10.56	%	12.38	%
Standard & Poor’s 500 Index	16.34	%	7.26	%	8.64	%

GROWTH OF A $10,000 INITIAL INVESTMENT

Performance data quoted herein represents past performance and should not be considered indicative of future results. Performance data quoted herein does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares. The Fund’s average annual returns shown above are historical and reflect changes in share price, reinvested dividends and is net of expenses. The Standard & Poor’s 500 Index is a widely recognized unmanaged index including a representative sample of 500 leading companies in leading sectors of the U.S. economy. Although the Standard & Poor’s 500 Index focuses on the large-cap segment of the market, with approximately 75% coverage of U.S. equities, it is also considered a proxy for the total market.

TOP 10 HOLDINGS

Shire Plc ADR (prescription medicines manufacturer)	4.29	%
General Dynamics Corporation (aerospace and defense manufacturer)	4.04	%
Dean Foods Company (dairy foods distributor)	4.03	%
Agilent Technologies Inc. (electronic equipment provider)	4.02	%
Teekay Shipping Corporation (marine transportation)	3.79	%
DST Systems Inc. (data processing services provider)	3.72	%
Alltel Corporation (telecommunications services provider)	3.68	%
Autoliv Inc. (automobile components supplier)	3.39	%
Ball Corporation (packaging and aerospace manufacturer)	3.37	%
Tyco International Limited (industrial conglomerate)	3.37	%

52

FIRST EAGLE FUND OF AMERICA

SCHEDULE OF INVESTMENTS
October 31, 2006

Number of Shares		Cost (Note 1)		Value (Note 1)
	Common and Preferred Stocks – U.S. (87.19%)
	Biotechnology (3.82%)
394,100	Medimmune Inc. (a)(c)	$	10,074,077	$	12,626,964
445,800	InterMune Inc. (a)(c)		7,764,482		9,852,180
125,200	Biogen Idec Inc. (a)(c)		4,722,752		5,959,520
11,100	Cephalon Inc. (a)(c)		668,997		778,998
			23,230,308		29,217,662
	Consumer Discretionary (9.26%)
455,900	Autoliv Inc. (c)		19,644,354		25,927,033
305,100	The Black & Decker Corporation (c)		24,744,586		25,591,788
207,700	The Stanley Works (c)		9,387,406		9,896,905
103,000	Fortune Brands Inc. (c)		8,720,674		7,925,850
21,400	Central European Media Enterprises, Limited (a)(c)		1,305,828		1,579,748
			63,802,848		70,921,324
	Consumer Staples (4.78%)
738,050	Dean Foods Company (a)		16,715,066		30,916,915
138,350	Treehouse Foods Inc. (a)		2,750,555		3,508,556
158,400	Playtex Products Inc. (a)		1,783,397		2,208,096
			21,249,018		36,633,567
	Energy (9.40%)
705,600	Teekay Shipping Corporation		29,944,634		29,007,216
412,800	Grant Prideco Inc. (a)(c)		17,895,982		15,591,456
149,700	Devon Energy Corporation (c)		7,599,107		10,005,948
334,900	Pride International Inc. (a)(c)		9,621,818		9,246,589
121,500	EOG Resources Inc. (c)		9,137,118		8,083,395
			74,198,659		71,934,604
	Health Care Services (9.88%)
406,700	Baxter International Inc. (c)		13,773,907		18,695,999
371,600	Edwards Lifesciences Corporation (a)(c)		14,716,640		15,952,788
621,460	HealthSouth Corporation (a)		15,745,716		15,070,405
431,400	Andrx Corporation (a)		8,094,197		10,608,126
325,900	Community Health Systems Inc. (a)(c)		7,139,873		10,575,455
51,600	Manor Care Inc.		1,367,517		2,476,284
5,726,281	Regen Biologics Inc. (a)		4,867,339		1,717,884
67,777	Assistive Technology Inc. Ser. E-1 (a)(b)(d)(e)		883,921		220,981
26,057	Assistive Technology Inc. Ser. F Pfd. (a)(b)(d)(e)		342,000		171,000
51,966	Assistive Technology Inc. Ser. E-2 (a)(b)(d)(e)		500,000		125,000
			67,431,110		75,613,922
	Industrials (16.97%)
435,600	General Dynamics Corporation (c)		22,427,025		30,971,160
875,400	Tyco International Limited		14,005,529		25,763,022
893,500	UAP Holding Corporation (c)		14,806,355		22,364,305
466,500	American Standard Companies Inc. (c)		13,781,103		20,661,285
253,300	Flowserve Corporation (a)		8,839,734		13,424,900
193,800	Precision Castparts Corporation (c)		8,307,998		13,190,028
336,000	DynCorp International Inc. (a)		3,767,067		3,528,000
			85,934,811		129,902,700

See Notes to Financial Statements.

53

FIRST EAGLE FUND OF AMERICA

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Number of Shares			Cost (Note 1)		Value (Note 1)
	Common and Preferred Stocks – U.S. – (continued)
	Information Technology (7.75%)
864,900	Agilent Technologies Inc. (a)(c)	$	27,270,289	$	30,790,440
461,400	DST Systems Inc. (a)(c)		23,543,767		28,509,906
			50,814,056		59,300,346
	Materials (6.32%)
619,900	Ball Corporation (c)		17,132,427		25,781,641
817,900	Crown Holdings Inc. (a)(c)		14,420,262		15,899,976
183,900	Packaging Corporation of America (c)		3,591,157		4,224,183
39,300	Weyerhaeuser Company (c)		2,644,286		2,499,087
			37,788,132		48,404,887
	Pharmaceuticals (7.27%)
990,200	Valeant Pharmaceuticals International		19,450,390		18,496,936
541,200	Theravance Inc. (a)(c)		11,874,978		17,026,152
1,263,300	Millennium Pharmaceuticals Inc. (a)(c)		12,689,573		14,780,610
103,200	Sepracor Inc. (a)(c)		5,017,729		5,341,632
			49,032,670		55,645,330
	Telecommunication Services (8.68%)
529,100	Alltel Corporation (c)		27,324,789		28,206,321
189,600	Leap Wireless International Inc. (a)(c)		5,983,215		10,515,216
1,177,182	Dobson Communications Corporation (a)(c)		5,296,476		9,134,932
5,567	Rural Cellular Corporation 12¼% due 5/15/2011 Conv. Pfd. (a)		5,130,317		6,123,700
3,724	Rural Cellular Corporation 11 3/8% due 5/15/2010 Conv. Pfd. (a)		3,972,596		4,533,970
367,000	Rural Cellular Corporation Class ’A’ (a)		4,437,302		3,879,190
297,770	Windstream Corporation		3,091,966		4,085,404
			55,236,661		66,478,733
	Utilities (3.06%)
375,600	Constellation Energy Group Inc. (c)		17,231,673		23,437,440
	Common Stocks – Non U.S. (4.29%)
	United Kingdom (4.29%)
599,100	Shire Plc ADR (c)(2)		14,518,144		32,860,635
	Total Common and Preferred Stocks		560,468,090		700,351,150
	Warrants – U.S. (0.00%)
9,873	Assistive Technology Inc. (a)(b)(d)(e)(1)		382		—
37,234	Assistive Technology Inc. Ser. E-1 (a)(b)(d)(e)(1)		—		—
1,470,588	Regen Biologics Inc. (a)(d)(e)(f)(1)		—		—
	Total Warrants – U.S.		382		—

See Notes to Financial Statements.

54

FIRST EAGLE FUND OF AMERICA

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

	Principal Amount			Cost (Note 1)		Value (Note 1)
		Repurchase Agreement (9.91%)
$	75,832,115	State Street Bank and Trust 4.25%, dated 10/31/06, due 11/1/2006,
		repurchase value $75,841,067 (Collateralized by Mortgage Backed
		Securities) (d)	$	75,832,115	$	75,832,115
	Contracts
		Call Option Purchased (0.02%)
	839	Tyco International Limited @ $27.5 exp. Jan 2007		390,727		188,775
		Total Investment Portfolio Excluding Options Written		636,691,314		776,372,040
		Covered Call Options Written ( – 1.81%)
	417	Agilent Technologies Inc. @ $32.5 exp. Nov 2006				(137,610	)
	865	Agilent Technologies Inc. @ $37.5 exp. Jan 2007				(108,125	)
	865	Agilent Technologies Inc. @ $35 exp. Jan 2007				(203,275	)
	229	Agilent Technologies Inc. @ $32.5 exp. Jan 2007				(96,180	)
	1,000	Alltel Corporation @ $50 exp. Nov 2006				(45,000	)
	1,503	Alltel Corporation @ $60 exp. Jan 2007				(60,120	)
	382	Alltel Corporation @ $55 exp. Jan 2007				(61,120	)
	449	American Standard Companies Inc. @ $45 exp. Nov 2006				(24,695	)
	964	American Standard Companies Inc. @ $45 exp. Jan 2007				(159,060	)
	785	Autoliv Inc. @ $60 exp. Dec 2006				(43,175	)
	582	Autoliv Inc. @ $55 exp. Dec 2006				(158,595	)
	1,005	Ball Corporation @ $40 exp. Nov 2006				(198,488	)
	407	Baxter International Inc. @ $47.5 exp. Nov 2006				(8,140	)
	814	Baxter International Inc. @ $45 exp. Nov 2006				(115,995	)
	412	Baxter International Inc. @ $45 exp. Dec 2006				(74,160	)
	1,548	Baxter International Inc. @ $47.5 exp. Jan 2007				(139,320	)
	1,252	Biogen Idec Inc. @ $45 exp. Nov 2006				(363,080	)
	367	The Black & Decker Corporation @ $85 exp. Dec 2006				(77,070	)
	305	The Black & Decker Corporation @ $90 exp. Jan 2007				(44,988	)
	458	The Black & Decker Corporation @ $85 exp. Jan 2007				(165,338	)
	1,151	The Black & Decker Corporation @ $80 exp. Jan 2007				(725,130	)
	111	Cephalon Inc. @ $65 exp. Nov 2006				(68,820	)
	196	Central European Media Enterprises, Limited @ $65 exp. Jan 2007				(207,760	)
	74	Community Health Systems Inc. @ $40 exp. Jan 2007				(1,480	)
	74	Community Health Systems Inc. @ $35 exp. Jan 2007				(7,400	)
	1,924	Constellation Energy Group Inc. @ $60 exp. Nov 2006				(519,480	)
	478	Constellation Energy Group Inc. @ $60 exp. Jan 2007				(179,250	)
	377	Constellation Energy Group Inc. @ $65 exp. Jan 2007				(47,125	)
	213	Crown Holdings Inc. @ $20 exp. Jan 2007				(14,910	)
	214	Crown Holdings Inc. @ $17.5 exp. Jan 2007				(49,862	)
	563	Devon Energy Corporation @ $70 exp. Nov 2006				(56,300	)
	571	Devon Energy Corporation @ $65 exp. Nov 2006				(179,865	)
	363	Devon Energy Corporation @ $65 exp. Jan 2007				(199,650	)
	1,178	Dobson Communications Corporation @ $7.5 exp. Dec 2006				(88,350	)
	215	DST Systems Inc. @ $60 exp. Nov 2006				(51,063	)
	59	Edwards Lifesciences Corporation @ $45 exp. Nov 2006				(295	)
	192	EOG Resources Inc. @ $70 exp. Nov 2006				(15,360	)
	1,023	EOG Resources Inc. @ $65 exp. Nov 2006				(299,228	)

See Notes to Financial Statements.

55

FIRST EAGLE FUND OF AMERICA

SCHEDULE OF INVESTMENTS – (Continued)
October 31, 2006

Contracts			Cost (Note 1)			Value (Note 1)
	Covered Call Options Written – (continued)
28	Fortune Brands Inc. @ $75 exp. Nov 2006				$	(6,580	)
459	General Dynamics Corporation @ $75 exp. Nov 2006					(6,885	)
2,352	General Dynamics Corporation @ $70 exp. Nov 2006					(452,760	)
1,318	General Dynamics Corporation @ $75 exp. Jan 2007					(158,160	)
227	General Dynamics Corporation @ $70 exp. Jan 2007					(80,585	)
619	Grant Prideco Inc. @ $40 exp. Dec 2006					(91,303	)
206	Grant Prideco Inc. @ $45 exp. Jan 2007					(16,480	)
413	Grant Prideco Inc. @ $40 exp. Jan 2007					(90,860	)
305	InterMune Inc. @ $22.5 exp. Jan 2007					(49,563	)
910	Leap Wireless International Inc. @ $50 exp. 2007					(618,800	)
394	Medimmune Inc. @ $30 exp. Nov 2006					(89,635	)
985	Medimmune Inc. @ $30 exp. Dec 2006					(270,875	)
749	Medimmune Inc. @ $32.5 exp. Jan 2007					(131,075	)
495	Medimmune Inc. @ $30 exp. Jan 2007					(163,350	)
101	Medimmune Inc. @ $27.5 exp. Jan 2007					(52,520	)
2,936	Millennium Pharmaceuticals Inc. @ $10 exp. Jan 2007					(601,880	)
1,088	Millennium Pharmaceuticals Inc. @ $12.5 exp. Feb 2007					(81,600	)
3,263	Millennium Pharmaceuticals Inc. @ $10 exp. Feb 2007					(717,860	)
1,839	Packaging Corporation of America @ $22.5 exp. Jan 2007					(211,485	)
388	Precision Castparts Corporation @ $65 exp. Nov 2006					(147,440	)
97	Precision Castparts Corporation @ $60 exp. Nov 2006					(80,995	)
97	Precision Castparts Corporation @ $70 exp. Dec 2006					(18,430	)
130	Precision Castparts Corporation @ $60 exp. Dec 2006					(115,050	)
969	Precision Castparts Corporation @ $65 exp. Jan 2007					(566,865	)
257	Precision Castparts Corporation @ $60 exp. Jan 2007					(245,435	)
1,005	Pride International Inc. @ $30 exp. Jan 2007					(130,650	)
51	Sepracor Inc. @ $55 exp. Nov 2006					(5,355	)
430	Sepracor Inc. @ $52.5 exp. Nov 2006					(77,400	)
551	Sepracor Inc. @ $50 exp. Nov 2006					(176,320	)
50	Shire Plc ADR @ $55 exp. Nov 2006					(7,250	)
388	Shire Plc ADR @ $55 exp. Dec 2006					(89,240	)
142	Shire Plc ADR @ $60 exp. Jan 2007					(18,105	)
1,639	Shire Plc ADR @ $55 exp. Jan 2007					(540,870	)
2,439	Shire Plc ADR @ $52.5 exp. Jan 2007					(1,158,525	)
1,333	Shire Plc ADR @ $50 exp. Jan 2007					(873,115	)
485	The Stanley Works @ $47.5 exp. Jan 2007					(104,275	)
563	Theravance Inc. @ $30 exp. Jan 2007					(173,123	)
303	Theravance Inc. @ $25 exp. Jan 2007					(210,585	)
370	UAP Holding Corporation @ $20 exp. Dec 2006					(186,850	)
393	Weyerhaeuser Company @ $65 exp. Nov 2006					(15,720	)
	Total Covered Call Options Written (premium received $13,742,018)					(13,828,716	)
	Total Investment Portfolio (99.60%)	$	622,949,296	*		762,543,324	**
	Other assets in excess of liabilities (0.40%)					3,020,722
	Net Assets (100.00%)				$	765,564,046

*	At October 31, 2006, cost of investments for federal income tax purposes was $622,949,470.
**	Gross unrealized appreciation and depreciation of securities and options at October 31, 2006 for federal income tax purposes were $154,250,636 and $14,656,782, respectively (net appreciation was $139,593,854).

See Notes to Financial Statements.

56

FIRST EAGLE FUND OF AMERICA

SCHEDULE OF INVESTMENTS – (Continued)

October 31, 2006

Sector/Industry Classification
(1)	Health Care Services
(2)	Pharmaceuticals

(a)	Non-income producing security.
(b)	Restricted security priced at fair value by the Valuation Committee of the Board of Trustees. Represents ownership interest in a security which has not been registered with the Securities and Exchange Commission under the Securities Act of 1933. Information concerning each restricted security holding on October 31, 2006 is shown below:

Security	Acquisition Date		Cost			Carrying Value
Assistive Technology Inc. Ser. E-1		10/31/1995		$	883,921		$	3.26
Assistive Technology Inc. Ser. E-2		12/19/1996			500,000			2.41
Assistive Technology Inc. Ser. F Pfd.		12/07/2001			342,000			6.56
Assistive Technology Inc. warrants		10/21/1998			382			—
Assistive Technology Inc. Ser. E-1 warrants		10/21/1998			—			—

(c)	At October 31, 2006, all or a portion of this security was segregated to cover collateral requirement for options.
(d)	Security for which there is less than three market makers.
(e)	Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing 0.07% of net assets.
(f)	All or a portion of the security is exempt from registration under the Securities Act of 1933.

See Notes to Financial Statements.

57

FIRST EAGLE FUNDS

STATEMENTS OF ASSETS AND LIABILITIES
OCTOBER 31, 2006

	First Eagle Global Fund			First Eagle Overseas Fund			First Eagle U.S. Value Fund		First Eagle Gold Fund		First Eagle Fund of America
Assets:
Investments, at value (cost: $15,273,337,137, $7,972,458,495, $483,023,513 $836,881,330 and $636,691,314, respectively) (Note 1)	$	19,415,422,041		$	10,941,248,492		$	530,381,617	$	1,074,408,463	$	776,372,040
Cash		761,347			196,857			653		990		—
Foreign cash (cost: $9,656,334 and $5,024,237, respectively)		9,665,011			5,028,718			—		—		—
Receivable for forward currency contracts held, at value (Notes 1 and 8)		5,624,038			3,040,188			—		—		—
Receivable for investment securities sold		76,757,472			18,631,460			3,287,165		4,144,488		6,486,339
Receivable for premiums for written options		—			—			—		—		146,935
Receivable for options sold		—			—			—		—		842,862
Receivable for Fund shares sold		25,111,008			8,916,493			4,007,665		2,441,614		480,295
Accrued interest and dividends receivable		35,872,013			20,408,791			855,838		—		196,680
Investment for trustee deferred compensation plan (Note 2)		36,721			41,169			10,459		2,250		26,380
Other assets		150,830			88,123			3,368		8,948		32,044
Total Assets		19,569,400,481			10,997,600,291			538,546,765		1,081,006,753		784,583,575
Liabilities:
Options written, at value (premiums received $13,742,018) (Note 3)		—			—			—		—		13,828,716
Payable for Fund shares redeemed		14,898,718			11,893,246			2,165,958		678,738		507,462
Payable for investment securities purchased		104,348,981			10,279,338			6,222,682		—		3,495,986
Payable for forward currency contracts held, at value (Notes 1 and 8)		1,647,067			1,493,211			—		—		—
Investment advisory fees payable (Note 2)		12,174,995			6,908,499			327,008		663,284		647,810
Administrative costs payable (Note 2)		367,166			147,381			6,976		14,150		10,365
Distribution fees payable (Note 4)		5,567,658			1,943,478			151,116		256,064		182,107
Services fees payable (Note 4)		1,029,823			240,701			33,113		32,414		10,077
Trustee deferred compensation plan (Note 2)		36,721			41,169			10,459		2,250		26,380
Accrued expenses and other liabilities (Note 1)		6,532,665			4,083,061			172,971		462,158		310,626
Total Liabilities		146,603,794			37,030,084			9,090,283		2,109,058		19,019,529
Net Assets:
Capital stock (par value, $0.001 per share)		402,538			409,783			32,707		46,006		27,230
Capital surplus		13,722,157,208			7,076,420,119			453,425,003		699,256,435		534,406,705
Net unrealized appreciation (depreciation) on:
Investments		4,142,084,904			2,968,789,997			47,358,104		237,527,133		139,680,726
Forward currency contracts		3,976,971			1,546,977			—		—		—
Foreign currency related transactions		(1,402,844	)		(1,285,964	)		—		—		—
Written Options		—			—			—		—		(86,698	)
Undistributed net realized gains on investments		1,454,497,548			894,095,720			22,530,626		141,098,864		91,435,867
Undistributed net investment income		101,080,362			20,593,575			6,110,042		969,257		100,216
Net Assets (Note 2)	$	19,422,796,687		$	10,960,570,207		$	529,456,482	$	1,078,897,695	$	765,564,046
Class Y share capital		—			—			—		—	$	671,462,926
Shares of beneficial interest outstanding (Class Y) (Note 7)		—			—			—		—		23,741,489
Net asset value per share		—			—			—		—	$	28.28
Class A share capital	$	11,854,166,295		$	5,785,057,825		$	253,625,220	$	773,836,634	$	46,047,385
Shares of beneficial interest outstanding (Class A) (Note 7)		245,121,328			216,687,110			15,666,048		32,960,726		1,648,990
Net asset value per share	$	48.36		$	26.70		$	16.19	$	23.48	$	27.92
Maximum offering price per share	$	50.91		$	28.11		$	17.04	$	24.72	$	29.39
Class I share capital	$	2,640,843,967		$	4,030,984,927		$	114,909,944	$	147,334,938		—
Shares of beneficial interest outstanding (Class I) (Note 7)		54,384,976			149,619,647			7,032,257		6,237,281		—
Net asset value per share	$	48.56		$	26.94		$	16.34	$	23.62		—
Class C share capital	$	4,927,786,425		$	1,144,527,455		$	160,921,318	$	157,726,123	$	48,053,735
Shares of beneficial interest outstanding (Class C) (Note 7)		103,031,872			43,476,112			10,008,704		6,807,635		1,839,461
Net asset value per share	$	47.83		$	26.33		$	16.08	$	23.17	$	26.12

See Notes to Financial Statements.

58

FIRST EAGLE FUNDS

STATEMENTS OF OPERATIONS
FOR THE YEAR ENDED OCTOBER 31, 2006

	First Eagle Global Fund			First Eagle Overseas Fund			First Eagle U.S. Value Fund			First Eagle Gold Fund			First Eagle Fund of America
Investment Income:
Income:
Interest	$	209,725,335		$	145,249,805		$	9,674,473		$	2,430,727		$	1,427,113
Dividends (net of $17,733,140 14,391,879, $0, $99,062 and $0 foreign taxes withheld, respectively)		219,148,818			128,253,267			3,388,975			4,385,126			7,032,451
Other Income		137,068			—			11,096			23			79
Total income		429,011,221			273,503,072			13,074,544			6,815,876			8,459,643
Expenses:
Investment advisory fees (Note 2)		131,570,621			76,324,600			3,137,399			8,153,675			7,633,196
Administrative costs (Note 2)		2,999,967			1,748,609			69,369			181,659			133,953
Distribution fees (Note 4)		60,531,665			21,990,186			1,446,495			3,224,805			2,126,964
Service fees — Class C (Note 4)		11,156,342			2,753,416			319,875			419,333			109,332
Shareholder servicing agent fees		13,913,871			6,013,383			687,429			1,330,713			787,793
Custodian fees		2,678,705			2,100,082			34,410			380,216			35,243
Printing fees		1,742,323			847,492			66,415			161,790			70,457
Accounting fees		947,190			472,668			21,341			53,615			35,660
Trustees’ fees		528,167			294,229			15,745			27,059			17,497
Legal fees		454,854			248,210			6,535			51,715			13,558
Insurance fees		311,820			195,205			5,977			18,961			16,694
Registration and filing fees		310,071			189,482			87,840			70,630			65,047
Professional fees		215,701			138,778			53,211			88,550			62,592
Miscellaneous fees		58,835			33,562			1,420			3,798			14,488
Total expenses		227,420,132			113,349,902			5,953,461			14,166,519			11,122,474
Expense reductions due to earnings credits (Note 1)		(495,102	)		(198,954	)		(19,696	)		(47,546	)		(23,988	)
Net expenses		226,925,030			113,150,948			5,933,765			14,118,973			11,098,486
Net investment income (loss) (Note 1)		202,086,191			160,352,124			7,140,779			(7,303,097	)		(2,638,843	)
Realized and Unrealized Gains (Losses) on Investments, Foreign Currency Related Transactions and Written Options (Notes 1 and 8):
Net realized gains from:
Investment transactions		1,675,728,716			1,047,923,999			25,874,220			197,630,926			86,634,759
Foreign currency related transactions		53,294,252			62,769,745			2,023			6,700			—
Written Options		—			—			—			—			20,047,576
		1,729,022,968			1,110,693,744			25,876,243			197,637,626			106,682,335
Change in unrealized appreciation (depreciation) of:
Investments		1,331,659,421			762,967,944			15,113,970			104,692,554			16,842,238
Foreign currency related transactions		(62,005,899	)		(51,949,437	)		—			—			—
Written Options		—			—			—			—			(2,475,138	)
		1,269,653,522			711,018,507			15,113,970			104,692,554			14,367,100
Net gains on investments, foreign currency related transactions and written options		2,998,676,490			1,821,712,251			40,990,213			302,330,180			121,049,435
Net Increase in Net Assets Resulting from Operations	$	3,200,762,681		$	1,982,064,375		$	48,130,992		$	295,027,083		$	118,410,592

See Notes to Financial Statements.

59

FIRST EAGLE FUNDS

STATEMENTS OF CHANGES IN NET ASSETS

	First Eagle Global Fund						First Eagle Overseas Fund
	Year Ended October 31,						Year Ended October 31,
	2006			2005			2006			2005
Operations:
Net investment income (loss)	$	202,086,191		$	135,731,821		$	160,352,124		$	97,681,313
Net realized gain from investments, foreign currency related transactions and written options		1,729,022,968			535,592,896			1,110,693,744			617,989,675
Increase (decrease) in unrealized appreciation (depreciation) of investments, foreign currency related transactions and written options		1,269,653,522			1,290,194,235			711,018,507			784,330,112
Net increase in net assets resulting from operations		3,200,762,681			1,961,518,952			1,982,064,375			1,500,001,100
Distributions to Shareholders:
Dividends paid from net investment income		(283,481,518	)		(103,165,953	)		(301,669,892	)		(75,280,621	)
Distributions paid from net realized gains from investment transactions		(605,613,957	)		(46,896,198	)		(585,400,849	)		(37,702,044	)
Decrease in net assets resulting from distributions		(889,095,475	)		(150,062,151	)		(887,070,741	)		(112,982,665	)
Fund Share Transactions (Note 7):
Net proceeds from shares sold		3,058,013,044			5,582,099,144			1,611,386,621			1,539,370,654
Net asset value of shares issued for reinvested dividends and distributions		737,750,171			126,290,595			741,975,762			94,759,204
Cost of shares redeemed		(1,790,535,142	)		(1,013,239,026	)		(1,376,427,484	)		(935,423,939	)
Increase in net assets from Fund share transactions		2,005,228,073			4,695,150,713			976,934,899			698,705,919
Net increase in net assets		4,316,895,279			6,506,607,514			2,071,928,533			2,085,724,354
Net Assets (Note 1):
Beginning of year		15,105,901,408			8,599,293,894			8,888,641,674			6,802,917,320
End of year (including undistributed net investment income (loss) of $101,080,362, $84,551,902, $20,593,575, $47,390,803, $6,110,042, $2,108,422, $969,257, $(6,638,974), $100,216 and $0, respectively)	$	19,422,796,687		$	15,105,901,408		$	10,960,570,207		$	8,888,641,674

See Notes to Financial Statements.

60

First Eagle U.S. Value Fund						First Eagle Gold Fund						First Eagle Fund of America
Year Ended October 31,						Year Ended October 31,						Year Ended October 31,
	2006			2005			2006			2005			2006			2005
$	7,140,779		$	2,714,728		$	(7,303,097	)	$	(2,182,209	)	$	(2,638,843	)	$	(2,353,897	)
	25,876,243			7,414,334			197,637,626			27,422,486			106,682,335			76,905,165
	15,113,970			9,607,166			104,692,554			(2,497,094	)		14,367,100			(15,378,696	)
	48,130,992			19,736,228			295,027,083			22,743,183			118,410,592			59,172,572
	(5,204,225	)		(2,121,675	)		(21,502,525	)					—			—
	(6,046,034	)		(3,830,393	)		—			—			(65,878,288	)		(42,151,511	)
	(11,250,259	)		(5,952,068	)		(21,502,525	)		—			(65,878,288	)		(42,151,511	)
	243,977,278			175,176,864			339,700,156			266,464,758			67,272,045			184,549,813
	8,022,368			3,956,475			17,043,395			—			58,571,211			37,345,789
	(74,814,310	)		(22,536,673	)		(320,345,919	)		(203,313,116	)		(161,334,938	)		(123,151,013	)
	177,185,336			156,596,666			36,397,632			63,151,642			(35,491,682	)		98,744,589
	214,066,069			170,380,826			309,922,190			85,894,825			17,040,622			115,765,650
	315,390,413			145,009,587			768,975,505			683,080,680			748,523,424			632,757,774
$	529,456,482		$	315,390,413		$	1,078,897,695		$	768,975,505		$	765,564,046		$	748,523,424

61

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS

Note 1 – Significant Accounting Policies

First Eagle Funds (the “Trust”), is an open-end management investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”). The Trust consists of five separate portfolios, First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America (each individually a “Fund” or collectively the “Funds”). All the Funds are diversified mutual funds except for First Eagle Gold Fund and First Eagle Fund of America, which are non-diversified. The Trust is a Delaware statutory trust and was until April 23, 2004 a Maryland corporation operating under the name First Eagle Funds, Inc. (First Eagle SoGen Funds, Inc. prior to December 31, 2002). First Eagle Fund of America, previously a portfolio of a separate Delaware statutory trust, was reorganized as a portfolio of the Trust effective December 31, 2002. The First Eagle Global Fund seeks long-term growth of capital by investing in a wide range of asset classes from markets in the United States and around the world. The First Eagle Overseas Fund seeks long-term growth of capital by investing primarily in equities issued by non-U.S. corporations. The First Eagle U.S. Value Fund seeks long-term growth of capital by investing primarily in equities issued by U.S. corporations. The First Eagle Gold Fund’s investment objective is to provide exposure to the investment characteristics of gold and, to a limited extent, other precious metals. The First Eagle Fund of America is a U.S. equity fund with a unique event-driven bias that seeks capital appreciation.

The following is a summary of significant accounting policies adhered to by the Funds and are in conformity with U.S. generally accepted accounting principles (“GAAP”).

a) Investment valuation—Each Fund computes its net asset value once daily as of the close of trading on each day the New York Stock Exchange (“NYSE”) is open for trading. The net asset value per share is computed by dividing the total current value of the assets of a Fund, less its liabilities, by the total number of shares outstanding at the time of such computation.

A portfolio investment (including an option), other than a bond, which is traded on a U.S. national securities exchange or a securities exchange abroad is normally valued at the price of the last sale on the exchange as of the close of business on the date on which assets are valued. If there are no sales on such date, such portfolio investment will be valued at the mean between the closing bid and asked prices (and if there is only a bid or only an asked price on such date, valuation will be at such bid or asked price). Securities, other than bonds, traded in the over-the-counter market are valued at the mean between the last bid and asked prices prior to the time of valuation (and if there is only a bid or only an asked price on such date, valuation will be at such bid or asked price), except if such unlisted security traded on the NASDAQ in which case it is valued at its last sale price (or, if available in the case of NASDAQ securities, the NASDAQ Official Closing Price (‘NOCP’)). All bonds, whether listed on an exchange or traded in the over-the-counter market (and except for short-term investments as described in the next sentence), for which market quotations are readily available are valued at the mean

62

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

between the last bid and asked prices received from dealers in the over-the-counter market in the United States or abroad, except that when no asked price is available, bonds are valued at the last bid price alone. Short-term investments maturing in sixty days or less are valued at cost plus interest earned (or discount amortized, as the case may be), which is deemed to approximate value.

London closing exchange rates typically are used to convert foreign security prices into U.S. dollars, while commodities (such as physical metals) normally are valued at the spot price at the time trading on the New York Stock Exchange closes (normally 4:00 pm E.S.T.). Any security that is listed or traded on more than one exchange (or traded in multiple markets) is valued at the relevant quotation on the exchange or market deemed to be the primary trading venue for that security. In the absence of such a quotation, a quotation from the exchange or market deemed by the Advisor to be the secondary trading venue for the particular security shall be used. The Funds use pricing services to identify the market prices of publicly traded securities in their portfolios. When market prices are determined to be “stale” as a result of limited market activity for a particular holding, or in other circumstances when market prices are unavailable, such as for private placements, or determined to be unreliable for a particular holding, such holdings may be “fair valued” in accordance with procedures approved by the Board of Trustees (“Board”). Additionally, with respect to foreign holdings, specifically in circumstances leading the Adviser to believe that significant events occurring after the close of a foreign market have materially affected the value of a Fund’s holdings in that market, such holdings may be fair valued to reflect the events in accordance with procedures approved by the Board. The determination of whether a particular foreign investment should be fair valued will be based on review of a number of factors, including developments in foreign markets, the performance of U.S. securities markets, and security-specific events. The values assigned to a Fund’s holdings therefore may differ on occasion from reported market values.

b) Investment transactions and income—Investment transactions are accounted for on a trade date basis. The specific identification method is used in determining realized gains and losses from investment transactions. Dividend income is recorded on the ex-dividend date. Interest income is recorded daily on the accrual basis. In computing investment income, each Fund accretes discounts and amortizes premiums on debt obligations. Investment income is allocated to each Fund’s share class in proportion to its relative net assets.

c) Expenses—Expenses arising in connection with a Fund are charged directly to that Fund. Expenses common to all Funds are allocated to each Fund in proportion to its relative net assets. Certain expenses are shared with the First Eagle Variable Funds, an affiliated fund group. Such costs are generally allocated using the ratio of the Fund’s average daily net assets relative to the total average daily net assets of the First Eagle Variable Funds. Earnings credits reduce custody fees by the amount of interest earned on balances with such service provider.

63

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

d) Foreign currency translation—The market values of securities which are not traded in U.S. currency are recorded in the financial statements after translation to U.S. dollars based on the applicable exchange rates at the end of the period. The costs of such securities are translated at exchange rates prevailing when acquired. Related dividends, interest and withholding taxes are accrued at the rates of exchange prevailing on the respective dates of such transactions.

The net assets of each of the Funds are presented at the foreign exchange rates and market values at the close of the period. The Funds do not isolate that portion of gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the equity securities. However, for federal income tax purposes each Fund does isolate the effect of changes in foreign exchange rates from the changes in market prices for realized gains and losses on debt obligations.

e) Forward currency contracts—In connection with portfolio purchases and sales of securities denominated in foreign currencies, the Funds may enter into forward currency contracts. Additionally, each Fund may enter into such contracts to hedge certain other foreign currency denominated investments. These contracts are valued at the current cost of covering or offsetting such contracts until these contracts are closed out, at which time the Funds realize a gain or loss. In the event that counterparties fail to settle these currency contracts or the related foreign security trades, a Fund could be exposed to foreign currency fluctuations.

f) Structured notes—In order to qualify as a regulated investment company (“RIC”) under the Internal Revenue Code of 1986, as amended (the “Code”), each Fund must meet certain requirements regarding the source of its income, the diversification of its assets and the distribution of its income. One of these requirements is that each Fund derive at least 90% of its gross income for each taxable year from dividends, interest, payments with respect to certain securities loans, gains from the sale or other disposition of stock, securities or foreign currencies, other income derived with respect to its business of investing in such stock, securities or currencies or net income derived from interests in certain publicly traded partnerships (“Qualifying Income”). There currently is some uncertainty as to the status of income from commodity-linked structured notes in which certain of the First Eagle Funds invest, and these Funds are treating such income as Qualifying Income. If any Fund fails to qualify as a RIC, the Fund will be subject to federal, state and local income tax on its net income and capital gains at regular corporate rates (without reduction for distributions to shareholders). When distributed, that income would also be taxable to shareholders as an ordinary dividend to the extent attributable to each Fund’s earnings and profits.

g) Repurchase agreements—The First Eagle Fund of America may enter into repurchase agreement transactions with institutions that meet the advisor’s credit guidelines. Each repurchase agreement is valued at amortized cost. The Fund requires that the collateral received in a repurchase agreement

64

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

transaction be transferred to a custodian in a manner sufficient to enable the Fund to obtain collateral in the event of a counterparty default. If the counterparty defaults and the fair value of the collateral declines, realization of the collateral by the Fund may be delayed or limited.

h) Options—In order to produce incremental earnings or protect against changes in the value of portfolio securities, the First Eagle Fund of America may buy and sell put and call options, write covered call options on portfolio securities and write cash-secured put options.

First Eagle Fund of America generally purchases put options or writes covered call options to hedge against adverse movements in the value of portfolio holdings. First Eagle Fund of America may also use options for speculative purposes, although it does not employ options for this purpose at the present time. First Eagle Fund of America will segregate assets to cover its obligations under option contracts.

Options contracts are valued daily based upon the last sale price on the principal exchange on which the option is traded and unrealized appreciation/depreciation is recorded. If there is no sale on such day, the mean between the last bid and asked prices is used. First Eagle Fund of America will realize a gain or loss upon the expiration or closing of the option transaction. When an option is exercised, the proceeds on the sale of a written call option, the purchase cost of a written put option, or the cost of the security for a purchased put or call option is adjusted by the amount of premium received or paid. When a written option expires, First Eagle Fund of America will realize a gain equal to the amount of the premium received. When First Eagle Fund of America enters into a closing purchase transaction, First Eagle Fund of America will realize a gain (or loss, if the cost of the closing purchase transaction exceeds the premium received when the option was written) without regard to any unrealized gain or loss on the underlying security and the liability related to such option is eliminated.

The risk in writing a covered call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing a put option is that First Eagle Fund of America may incur a loss if the market price of the security decreases and the option is exercised. First Eagle Fund of America also has the additional risk of not being able to enter into a closing transaction if a liquid secondary market does not exist. The Fund may also write over-the-counter options where the completion of the obligation is dependent upon the credit standing of the counterparty.

i) Short Sales—The First Eagle Fund of America may seek to realize additional gains through short sale transactions in securities listed on one or more national security exchanges, or in unlisted securities. At the time a short sale is effected, the Fund incurs an obligation to replace the security borrowed at whatever its price may be at the time the Fund purchases it for delivery to the lender. The price at such time may be more or less than the price at which the security was sold by the Fund. Until the security is replaced, the Fund is required to pay the lender amounts equal to any dividend or interest

65

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

that accrues during the period of the loan. To borrow the security, the Fund may also be required to pay a premium. The proceeds of the short sale will be retained by the broker, to the extent necessary to meet margin requirements, until the short position is closed. There were no open short sales at October 31, 2006.

j) United States income taxes—No provision has been made for U.S. federal income taxes since it is the intention of each Fund to distribute to shareholders all taxable net investment income and net realized gains on investments, if any, within the allowable time limit, and to comply with the provisions of the Internal Revenue Code for a regulated investment company. First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America declare and pay such income, dividends and capital gains distributions on an annual basis.

At October 31, 2006, the components of accumulated earnings on a tax basis were as follows:

	Undistributed Net Investment Income		Undistributed Net Realized Gains (Losses)		Net Unrealized Appreciation (Depreciation)
First Eagle Global Fund	$	489,839,456	$	1,383,817,372	$	3,826,580,114
First Eagle Overseas Fund		369,805,350		861,716,459		2,652,218,495
First Eagle U.S. Value Fund		8,686,688		20,296,736		47,015,348
First Eagle Gold Fund		43,420,195		131,153,193		205,021,866
First Eagle Fund of America		24,638,106		68,950,082		139,593,854

The differences between the components of distributable earnings on a tax basis and the amounts reflected in the statements of net assets are primarily due to wash sales, investments in partnerships and the treatment of passive foreign investment companies.

k) Reclassification of capital accounts—On the statements of assets and liabilities, as a result of certain differences in the computation of net investment income and net realized capital gains under federal income tax rules and regulations versus generally accepted accounting principles, a reclassification has been made to increase (decrease) undistributed net investment income, undistributed net realized gains on investments and capital surplus for First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America as follows:

	Undistributed Net Investment Income		Undistributed Net Realized Gains (Losses)			Capital Surplus
First Eagle Global Fund	$	97,923,787	$	(144,503,453	)	$	46,579,666
First Eagle Overseas Fund		114,520,540		(163,133,925	)		48,613,385
First Eagle U.S. Value Fund		2,065,066		(3,274,190	)		1,209,124
First Eagle Gold Fund		36,413,853		(52,620,530	)		16,206,677
First Eagle Fund of America		2,739,059		(7,889,066	)		5,150,007

66

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

The primary permanent differences causing such reclassification include the tax treatment of currency gains and losses, organizational costs, dividend redesignations, redemption of Fund shares used as distributions, distributions from real estate investment trusts, passive foreign investment companies, partnerships, commodity-linked notes and the disallowance of net operating losses.

l) Distributions to shareholders—Distributions to shareholders, which are determined in accordance with income tax regulations, are recorded on the ex-dividend date.

For the year ended October 31, 2006 and 2005, First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Fund of America distributed ordinary income dividends as follows: $387,362,891, $103,165,953, $335,828,826, $76,443,774, $6,321,321, $2,997,193, $3,941,436 and $3,718,130, respectively. For the year ended October 31, 2006, First Eagle Gold Fund distributed ordinary income dividends of $21,502,525.

For the year ended October 31, 2006 and 2005, First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Fund of America distributed long-term capital gain dividends as follows: $501,732,584, $46,896,198, $551,241,915, $36,538,891, $4,928,938, $2,954,875, $61,936,852, and $38,433,381, respectively.

m) Class Accounting—Investment income, common expenses and realized/unrealized gain (loss) on investments are allocated to the various classes of the Fund on the basis of daily net assets of each class. Fees relating to a specific class are charged directly to that class.

n) Use of estimates—The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

o) Recently issued accounting pronouncements—In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48–Accounting for Uncertainty in Income Taxes that require the tax effects of certain tax positions to be recognized. These tax positions must meet a “more likely than not” standard that based on their technical merits, have a more than 50 percent likelihood of being sustained upon examination. FASB Interpretation No. 48 is effective for fiscal periods beginning after December 15, 2006. At adoption, the financial statements must be adjusted to reflect only those tax positions that are more likely than not of being sustained. Management of the Trust is currently evaluating the impact that FASB Interpretation No. 48 will have on the Funds’ financial statements.

In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements.” SFAS 157 defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. SFAS 157 applies to reporting periods beginning after November 15, 2007. The adoption of SFAS 157 is not expected to have a material impact on the Funds’ financial statements.

67

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

Note 2 – Investment Advisory Agreements and Transactions with Related Persons

Arnhold and S. Bleichroeder Advisers, LLC (the “Adviser”), a wholly owned subsidiary of Arnhold and S. Bleichroeder Holdings, Inc. (“ASB Holdings”), manages the Funds. For its services, the Adviser receives, pursuant to an Investment Advisory Agreement between the Funds and the Adviser (the “Advisory Agreement”) an annual advisory fee as follows: First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Gold Fund at 0.75% of each Fund’s average daily net assets and First Eagle Fund of America at 1% of each Fund’s average daily net assets. Prior to March 1, 2004, First Eagle Global Fund’s annual advisory fee was at a rate of 1% of the first $25,000,000 and 0.75% in excess of $25,000,000.

The Adviser also performs certain administrative and accounting services on behalf of the Funds, and, in accordance with its agreement with them, the Funds reimburse the Adviser for costs (including personnel, overhead and other costs) related to those services. For the year ended October 31, 2006, First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America reimbursed the Adviser $2,999,967, $1,748,609, $69,369, $181,659 and $133,953, respectively.

Prior to December 31, 2002, the Adviser had agreed to reimburse the First Eagle U.S. Value Fund to the extent that the aggregate annualized expenses exceeded 1.50% for Class A, 1.25% for Class I and 2.25% for Class C of average daily net assets. If necessary, the Adviser agreed to reimburse the First Eagle Gold Fund to the extent that the aggregate annualized expenses exceeded 2% for Class I and 3% for Class C of average daily net assets until February 29, 2004. For the period from November 1, 2003 to February 29, 2004, the Adviser did not need to reimburse or waive any of First Eagle Gold Fund’s fees.

Pursuant to a subadvisory agreement, dated December 10, 2002 (“Subadvisory Agreement”) with the Adviser/Iridian Asset Management LLC (“Iridian” or the “Subadviser”) manages the investments of the First Eagle Fund of America. Iridian, a registered investment adviser whose primary office is at 276 Post Road West, Westport, CT 06880, is a majority-owned subsidiary of BIAM (US), Inc., a U.S. subsidiary of The Governor and Company of The Bank of Ireland. The fees paid to Iridian by the Adviser under the Subadvisory Agreement are based on a reference amount equal to 50% of the combined (i) fees received by the Adviser for advisory services on behalf of the Fund and (ii) the fees received by the Fund’s distributor for its shareholder liaison services on behalf of the Fund. These amounts are reduced by certain direct marketing costs borne by the Adviser in connection with the Fund and are further reduced by the amount paid by the Adviser for certain administrative expenses incurred in providing services to the Fund.

On December 6, 2002, First Eagle Funds Distributors, a division of ASB Securities LLC, a wholly owned subsidiary of ASB Holdings, assumed the duties of the Funds’ principal underwriter. Previously,

68

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

Arnhold and S. Bleichroeder, Inc. (“ASB”) acted as the Fund’s principal underwriter. For the year ended October 31, 2006, First Eagle Funds Distributors realized $1,289,532, $174,423, $106,889, $227,686 and $21,238, pertaining to the sales of shares of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America, respectively.

Included in the accrued expenses, on the accompanying statements of assets and liabilities of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America are fees that are payable to trustees in the amounts of $44,209, $25,701, $1,041, $2,774 and $1,939, respectively. The Trust adopted a Trustee Deferred Compensation Plan which allows the eligible independent Trustees to defer the receipt of all or a portion of compensation related to performance of their duties as a Trustee. The deferred fees are invested in various First Eagle Funds until distribution in accordance with the Trustee Deferred Compensation Plan.

Note 3 – Options

For the year ended October 31, 2006, First Eagle Fund of America had the following written options transactions:

	Number of Contracts			Premium Received
Options outstanding at October 31, 2005		50,096		$	13,509,543
Options written		323,932			76,843,068
Options assigned		(37,380	)		(9,093,061	)
Options expired/closed		(282,296	)		(67,517,532	)
Options outstanding at October 31, 2006		54,352		$	13,742,018

As of October 31, 2006, portfolio securities valued at $248,917,505 were segregated to cover collateral requirements for written options.

Additionally, First Eagle Fund of America had the following long options transactions:

	Number of Contracts			Premium Paid
Options outstanding at October 31, 2005		461		$	118,938
Options opened		8,412			2,692,303
Options exercised		(461	)		(118,938	)
Options expired/closed		(7,573	)		(2,301,576	)
Options outstanding at October 31, 2006		839		$	390,727

Note 4 – Plans of Distribution

Under the terms of the Distribution Plans and Agreements (“the Plans”) with First Eagle Funds Distributors, a division of ASB Securities LLC (“the Distributor”), pursuant to the provisions of Rule

69

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

12b-1 under the 1940 Act, the First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund and First Eagle Gold Fund pay the Distributor quarterly, a distribution fee with respect to Class A and Class C shares at an annual rate of up to 0.25% and 0.75%, respectively, of each Fund’s average daily net assets. In the case of First Eagle Fund of America, it pays the Distributor quarterly, a distribution fee with respect to Class Y, Class C and Class A shares at an annual rate of up to 0.25%, 0.75% and 0.25%, respectively of the average daily net assets. Prior to March 1, 2005, First Eagle Fund of America’s distribution fee for its Class A shares was at an annual rate of 0.50% of average daily net assets. Under the Plan, the Distributor is obligated to use the amounts received under the Plans for payments to qualifying dealers for their assistance in the distribution of a Fund’s shares and the provision of shareholder services and for other expenses such as advertising costs and the payment for the printing and distribution of prospectuses to prospective investors.

The Distributor bears distribution costs of a Fund to the extent they exceed payments received under the Plan. For the year ended October 31, 2006 the distribution fees incurred by First Eagle Global Fund—Class A and Class C, First Eagle Overseas Fund—Class A and Class C, First Eagle U.S. Value Fund—Class A and Class C, First Eagle Gold Fund—Class A and Class C and First Eagle Fund of America—Class Y, Class C and Class A were $27,062,638, $33,469,027, $13,729,938, $8,260,248, $486,871, $959,624, $1,966,806, $1,257,999, $1,703,540, $327,997 and $95,427, respectively.

The Distributor receives an annual service fee with respect to Class C at the annual rate of 0.25% of each Fund’s average daily net assets, payable quarterly to cover expenses incurred by the Distributor for providing shareholder liaison services, including assistance with subscriptions, redemptions and other shareholder questions. For the year ended October 31, 2006 the services fees incurred by First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America were $11,156,342, $2,753,416, $319,875, $419,333 and $109,332, respectively.

Note 5 – Purchases and Sales of Securities

During the year ended October 31, 2006 the aggregate cost of purchases of investments, excluding short-term securities, totaled $5,824,102,284, $2,061,670,781, $234,609,599, $397,919,851 and $297,314,555 for First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America, respectively. Proceeds from sales of investments, excluding short-term securities, totaled $4,134,378,795, $2,200,777,521, $77,779,326, $297,436,864 and $451,844,065 for First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America, respectively.

70

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

Note 6 – Indemnifications and Foreign Investment Risk

In the normal course of business the Funds enter into contracts that contain a variety of representations which provide general indemnifications. Each Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against each Fund that have not yet occurred. However, based on experience, the Funds expect the risk of loss to be remote.

The Funds may have elements of risk not typically associated with investments in the United States of America due to their investments in foreign countries or regions. Such foreign investments may subject the Funds to additional risks resulting from political or economic conditions in such countries or regions and the possible imposition of adverse governmental laws or currency exchange restrictions could cause the securities and their markets to be less liquid and their prices to be more volatile than those of comparable U.S. securities.

71

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

Note 7 – Capital Stock

At October 31, 2006, the Funds have an unlimited number of shares authorized for issuance. The Funds have the ability to issue multiple classes of shares.

Transactions in shares of capital stock were as follows:

	Year Ended October 31, 2006
	First Eagle Global Fund						First Eagle Overseas Fund						First Eagle U.S. Value Fund
	Class A		Class I		Class C		Class A		Class I		Class C		Class A		Class I		Class C
Shares sold	35,583,874		16,936,625		15,968,391		31,491,864		28,485,440		4,335,354		7,931,207		3,378,844		4,664,020
Shares issued for reinvested dividends and distributions	12,214,236		1,781,748		3,641,882		19,245,274		10,302,236		2,877,882		324,121		50,463		166,361
Shares redeemed	(26,998,818	)	(5,439,910	)	(7,574,088	)	(35,686,105	)	(13,619,021	)	(5,445,943	)	(2,654,731	)	(889,439	)	(1,348,459	)
Net increase (decrease)	20,799,292		13,278,463		12,036,185		15,051,033		25,168,655		1,767,293		5,600,597		2,539,868		3,481,922

	Year Ended October 31, 2005
	First Eagle Global Fund						First Eagle Overseas Fund						First Eagle U.S. Value Fund
	Class A		Class I		Class C		Class A		Class I		Class C		Class A		Class I		Class C
Shares sold	77,035,287		25,502,060		40,236,271		35,964,259		27,601,806		5,237,972		6,180,409		902,518		4,898,084
Shares issued for reinvested dividends and distributions	2,564,220		267,110		532,241		2,924,712		1,397,775		224,286		163,568		56,986		59,910
Shares redeemed	(18,751,598	)	(2,156,959	)	(4,486,921	)	(27,195,821	)	(10,223,751	)	(4,026,844	)	(747,631	)	(320,527	)	(479,622	)
Net increase	60,847,909		23,612,211		36,281,591		11,693,150		18,775,830		1,435,414		5,596,346		638,977		4,478,372

Transactions in dollars of capital stock were as follows:

	Year Ended October 31, 2006
	First Eagle Global Fund									First Eagle Overseas Fund									First Eagle U.S. Value Fund
	Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
Shares sold	$	1,596,531,159		$	754,220,639		$	707,261,246		$	787,524,279		$	719,043,046		$	104,819,296		$	121,442,539		$	51,563,403		$	70,971,336
Shares issued for reinvested dividends and distributions		511,287,885			74,705,038			151,757,248			439,754,509			236,950,899			65,270,354			4,803,478			753,419			2,465,472
Shares redeemed		(1,207,582,500	)		(243,958,680	)		(338,993,962	)		(897,093,982	)		(344,196,140	)		(135,137,362	)		(40,509,067	)		(13,759,193	)		(20,546,051	)
Net increase (decrease)	$	900,236,544		$	584,966,997		$	520,024,532		$	330,184,806		$	611,797,805		$	34,952,288		$	85,736,950		$	38,557,629		$	52,890,757

	Year Ended October 31, 2005
	First Eagle Global Fund									First Eagle Overseas Fund									First Eagle U.S. Value Fund
		Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
Shares sold	$	3,018,790,542		$	995,740,619		$	1,567,567,983		$	805,514,053		$	618,277,687		$	115,578,914		$	90,254,563		$	13,298,106		$	71,624,195
Shares issued for reinvested dividends and distributions		96,312,120			10,046,015			19,932,460			60,863,298			29,255,433			4,640,473			2,303,039			806,910			846,526
Shares redeemed		(748,574,593	)		(86,427,833	)		(178,236,600	)		(612,140,239	)		(234,099,989	)		(89,183,711	)		(10,857,928	)		(4,694,531	)		(6,984,214	)
Net increase	$	2,366,528,069		$	919,358,801		$	1,409,263,843		$	254,237,112		$	413,433,131		$	31,035,676		$	81,699,674		$	9,410,485		$	65,486,507

72

Year Ended October 31, 2006
First Eagle Gold Fund						First Eagle Fund of America
Class A		Class I		Class C		Class Y		Class A		Class C
10,404,322		1,884,960		2,710,203		1,258,857		690,423		623,809
676,086		106,997		94,725		2,071,253		101,510		118,604
(10,768,465	)	(541,824	)	(2,679,916	)	(5,465,037	)	(267,431	)	(339,524	)
311,943		1,450,133		125,012		(2,134,927	)	524,502		402,889

Year Ended October 31, 2005
First Eagle Gold Fund						First Eagle Fund of America
Class A		Class I		Class C		Class Y		Class A		Class C
12,119,307		1,543,430		2,633,080		5,548,125		716,136		835,374
—		—		—		1,395,920		35,706		43,934
(10,135,627	)	(1,232,265	)	(1,417,375	)	(4,376,746	)	(191,756	)	(132,177	)
1,983,680		311,165		1,215,705		2,567,299		560,086		747,131

Year Ended October 31, 2006
First Eagle Gold Fund									First Eagle Fund of America
	Class A			Class I			Class C			Class Y			Class A			Class C
$	236,601,779		$	42,023,295		$	61,075,082		$	33,619,327		$	18,235,645		$	15,417,073
	13,129,705			2,086,441			1,827,249			53,169,070			2,572,259			2,829,882
	(247,252,691	)		(13,257,098	)		(59,836,130	)		(145,954,594	)		(7,020,402	)		(8,359,942	)
$	2,478,793		$	30,852,638		$	3,066,201		$	(59,166,197	)	$	13,787,502		$	9,887,013

Year Ended October 31, 2005
First Eagle Gold Fund									First Eagle Fund of America
	Class A			Class I			Class C			Class Y			Class A			Class C
$	198,660,680		$	24,773,070		$	43,031,008		$	145,195,280		$	18,665,506		$	20,689,027
	—			—			—			35,400,625			895,143			1,050,021
	(161,184,427	)		(19,421,382	)		(22,707,307	)		(114,883,208	)		(5,002,996	)		(3,264,809	)
$	37,476,253		$	5,351,688		$	20,323,701		$	65,712,697		$	14,557,653		$	18,474,239

73

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

Note 8 – Commitments

As of October 31, 2006, First Eagle Global Fund and First Eagle Overseas Fund had entered into forward currency contracts, as summarized on the following pages, resulting in net unrealized appreciation of $3,976,971 and $1,546,977, respectively.

FIRST EAGLE GLOBAL FUND

Transaction Hedges: Foreign Currency Purchases
Settlement    Dates  Through	Foreign Currency To Be Received			U.S. $ Value at October 31, 2006		U.S. $ To Be Delivered		Unrealized Appreciation at October 31, 2006		Unrealized Depreciation at October 31, 2006
11/01/06		5,427,562	Swiss franc	$	4,365,272	$	4,349,007	$	16,265		—
11/02/06		378,252	Australian dollar		292,937		291,052		1,885		—
11/02/06		297,511,725	Japanese yen		2,544,684		2,534,341		10,343		—
11/03/06		177,081	Australian dollar		137,140		137,202		—	$	(62	)
11/03/06		464,306	euro		592,525		592,548		—		(23	)
11/06/06		140,174,868	Japanese yen		1,198,947		1,199,922		—		(975	)
					9,131,505		9,104,072		28,493		(1,060	)

Foreign Currency Sales
Settlement    Dates  Through	Foreign Currency To Be Delivered			U.S. $ To Be Received		U.S. $ Value at October 31, 2006		Unrealized Appreciation at October 31, 2006		Unrealized Depreciation at October 31, 2006
11/01/06		2,036	Canadian dollar		1,818		1,813		5		—
11/01/06		2,242,870	Swiss franc		1,797,171		1,803,892		—		(6,721	)
11/01/06		657,300	Hong Kong dollar		84,493		84,479		14		—
11/01/06		1,562,000	pound sterling		2,962,489		2,979,124				(16,635	)
11/02/06		6,896,358	euro		8,777,897		8,800,786				(22,889	)
11/02/06		369,896	Hong Kong dollar		47,560		47,541		19		—
11/03/06		2,812,557	euro		3,589,386		3,589,245		141		—
					17,260,814		17,306,880		179		(46,245	)

Portfolio Hedges:
Foreign Currency Purchases
Settlement    Dates  Through	Foreign Currency To Be Received			U.S. $ Value at October 31, 2006		U.S. $ To Be Delivered		Unrealized Appreciation at October 31, 2006		Unrealized Depreciation at October 31, 2006
11/08/06		246,078,000	euro		314,272,119		313,850,333		421,786		—
11/15/06		4,948,904,000	Japanese yen		42,399,177		43,998,939		—		(1,599,762	)
					356,671,296		357,849,272		421,786		(1,599,762	)

Foreign Currency Sales
Settlement    Dates  Through	Foreign Currency To Be Delivered			U.S. $ To Be Received		U.S. $ Value at October 31, 2006	Unrealized Appreciation at October 31, 2006		Unrealized Depreciation at October 31, 2006
11/08/06	246,078,000	euro		315,943,639		314,272,120		1,671,519		—
11/15/06	4,948,904,000	Japanese yen		45,901,238		42,399,177		3,502,061		—
				361,844,877		356,671,297		5,173,580		—
			$	744,908,492	$	740,931,521	$	5,624,038	$	(1,647,067	)

74

FIRST EAGLE FUNDS

NOTES TO FINANCIAL STATEMENTS – (Continued)

FIRST EAGLE OVERSEAS FUND

Transaction Hedges: Foreign Currency Purchases
Settlement    Dates  Through	Foreign Currency To Be Received		U.S. $ Value at October 31, 2006			U.S. $ To Be Delivered	Unrealized Appreciation at October 31, 2006		Unrealized Depreciation at October 31, 2006
11/01/06	502,195	euro	$	640,876	$	638,993	$	1,883		—
11/02/06	195,792	Australian dollar		151,631		150,655		976		—
11/02/06	1,224	Canadian dollar		1,090		1,086		4		—
11/02/06	207,828,007	Japanese yen		1,777,599		1,770,240		7,359		—
11/03/06	91,664	Australian dollar		70,989		71,021		—	$	(32	)
11/03/06	254,131	euro		324,309		324,322		—		(13	)
11/03/06	2,052,464	pound sterling		3,914,563		3,892,766		21,797		—
11/03/06	94,901,907	Japanese yen		811,717		812,377		—		(660	)
				7,692,774		7,661,460		32,019		(705	)

Foreign Currency Sales
Settlement    Dates  Through	Foreign Currency To Be Delivered			U.S. $ To Be Received		U.S. $ Value at October 31, 2006		Unrealized Appreciation at October 31, 2006		Unrealized Depreciation at October 31, 2006
11/01/06		1,419,538	Swiss franc		1,137,450		1,141,704		—		(4,254	)
11/01/06		851,166	pound sterling		1,614,322		1,623,387		—		(9,065	)
11/01/06		549,500	Hong Kong dollar		70,636		70,624		12		—
11/02/06		7,574,144	euro		9,642,129		9,665,744		—		(23,615	)
11/02/06		309,133	Hong Kong dollar		39,747		39,731		16		—
11/03/06		1,152,720	Swiss franc		927,220		927,108		112		—
11/03/06		1,602,164	euro		2,044,682		2,044,602		80		—
					15,476,186		15,512,900		220		(36,934	)

Portfolio Hedges:

Foreign Currency Purchases

Settlement    Dates  Through

Foreign Currency To Be Received

U.S. $ Value at October 31, 2006

U.S. $ To Be Delivered

Unrealized Appreciation at October 31, 2006

Unrealized Depreciation at October 31, 2006

11/15/06

4,398,196,000

Japanese yen

37,681,048

39,136,620

—

(1,455,572

)

Foreign Currency Sales
Settlement    Dates  Through	Foreign Currency To Be Delivered			U.S. $ To Be Received		U.S. $ Value at October 31, 2006		Unrealized Appreciation at October 31, 2006		Unrealized Depreciation at October 31, 2006
11/15/06		4,398,196,000	Japanese yen		40,688,997		37,681,048		3,007,949		—
				$	101,539,005	$	99,992,028	$	3,040,188	$	(1,493,211	)

75

FIRST EAGLE FUNDS

FINANCIAL HIGHLIGHTS

	Year Ended October 31,
	2006									2005									2004
		Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Global Fund
Selected Per Share Data*
Net asset value, beginning of year	$	42.47		$	42.62		$	42.06		$	36.53		$	36.64		$	36.30		$	32.37		$	32.41		$	32.15
Income from investment operations:
Net investment income		0.59			0.71			0.25			0.48			0.60			0.19			0.50			0.56			0.23
Net realized and unrealized gains (losses) on investments		7.82			7.85			7.77			6.07			6.06			6.01			5.18			5.22			5.18
Total from investment operations		8.41			8.56			8.02			6.55			6.66			6.20			5.68			5.78			5.41
Less distributions:
Dividends from net investment income		(0.84	)		(0.94	)		(0.57	)		(0.43	)		(0.50	)		(0.26	)		(0.67	)		(0.70	)		(0.41	)
Distributions from capital gains		(1.68	)		(1.68	)		(1.68	)		(0.18	)		(0.18	)		(0.18	)		(0.85	)		(0.85	)		(0.85	)
Total distributions		(2.52	)		(2.62	)		(2.25	)		(0.61	)		(0.68	)		(0.44	)		(1.52	)		(1.55	)		(1.26	)
Net asset value, end of year	$	48.36		$	48.56		$	47.83		$	42.47		$	42.62		$	42.06		$	36.53		$	36.64		$	36.30
Total Returnc		20.73	%		21.06	%		19.86	%		18.15	%		18.42	%		17.23	%		18.18	%		18.47	%		17.31	%
Ratios and Supplemental Data
Net assets, end of year (millions)	$	11,854		$	2,641		$	4,928		$	9,526		$	1,752		$	3,828		$	5,972		$	641		$	1,986
Ratio of operating expenses to average net assetsf		1.13	%		0.88	%		1.88	%		1.20	%		0.95	%		1.95	%		1.24	%		0.99	%		1.99	%
Ratio of net investment income to average net assetsg		1.31	%		1.57	%		0.56	%		1.21	%		1.48	%		0.47	%		1.46	%		1.67	%		0.66	%
Portfolio turnover rate		28.59	%		28.59	%		28.59	%		12.29	%		12.29	%		12.29	%		4.94	%		4.94	%		4.94	%

*	Per share amounts have been calculated using the average shares method.
See Notes to Financial Highlights.
See Notes to Financial Statements.

76

Year Ended October 31,
2003									2002
Class A			Class I			Class C			Class A			Class I			Class C
$	24.34		$	24.36		$	24.15		$	22.87		$	22.89		$	22.68
	0.53			0.59			0.3			0.53			0.27			0.72
	8.39			8.41			8.38			1.66			1.98			1.29
	8.92			9.00			8.68			2.19			2.25			2.01
	(0.49	)		(0.55	)		(0.28	)		(0.63	)		(0.69	)		(0.45	)
	(0.40	)		(0.40	)		(0.40	)		(0.09	)		(0.09	)		(0.09	)
	(0.89	)		(0.95	)		(0.68	)		(0.72	)		(0.78	)		(0.54	)
$	32.37		$	32.41		$	32.15		$	24.34		$	24.36		$	24.15
	37.75	%		38.14	%		36.77	%		9.76	%		10.03	%		8.98	%
$	3,255		$	242		$	617		$	1,785		$	85		$	104
	1.32	%		1.06	%		2.07	%		1.34	%		1.09	%		2.10	%
	1.91	%		2.11	%		1.07	%		2.14	%		2.37	%		1.31	%
	7.20	%		7.20	%		7.20	%		19.75	%		19.75	%		19.75	%

77

FIRST EAGLE FUNDS

FINANCIAL HIGHLIGHTS – (Continued)

	Year Ended October 31,
	2006									2005									2004
	Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Overseas Fund
Selected Per Share Data*
Net asset value, beginning of year	$	24.13		$	24.33		$	23.83		$	20.25		$	20.37		$	19.97		$	17.50		$	17.57		$	17.28
Income from investment operations:
Net investment income		0.39			0.46			0.20			0.27			0.33			0.10			0.17			0.22			0.03
Net realized and unrealized gains (losses) on investments		4.57			4.60			4.53			3.96			3.99			3.93			3.20			3.22			3.17
Total from investment operations		4.96			5.06			4.73			4.23			4.32			4.03			3.37			3.44			3.20
Less distributions:
Dividends from net investment income		(0.81	)		(0.87	)		(0.65	)		(0.24	)		(0.25	)		(0.06	)		(0.47	)		(0.49	)		(0.36	)
Distributions from capital gains		(1.58	)		(1.58	)		(1.58	)		(0.11	)		(0.11	)		(0.11	)		(0.15	)		(0.15	)		(0.15	)
Total distributions		(2.39	)		(2.45	)		(2.23	)		(0.35	)		(0.36	)		(0.17	)		(0.62	)		(0.64	)		(0.51	)
Net asset value, end of year	$	26.70		$	26.94		$	26.33		$	24.13		$	24.33		$	23.83		$	20.25		$	20.37		$	19.97
Total Returnc		22.24	%		22.53	%		21.33	%		21.16	%		21.47	%		20.28	%		19.77	%		20.09	%		18.89	%
Ratios and Supplemental Data
Net assets, end of year (millions)	$	5,785		$	4,031		$	1,145		$	4,866		$	3,028		$	994		$	3,846		$	2,152		$	804
Ratio of operating expenses to average net assetsf		1.12	%		0.87	%		1.87	%		1.18	%		0.93	%		1.93	%		1.25	%		1.00	%		2.00	%
Ratio of net investment income to average net assetsg		1.57	%		1.82	%		0.81	%		1.21	%		1.46	%		0.46	%		0.90	%		1.17	%		0.17	%
Portfolio turnover rate		27.98	%		27.98	%		27.98	%		19.40	%		19.40	%		19.40	%		5.88	%		5.88	%		5.88	%

*	Per share amounts have been calculated using the average shares method.
See Notes to Financial Highlights.
See Notes to Financial Statements.

78

Year Ended October 31,
2003									2002
	Class A			Class I			Class C			Class A			Class I			Class C
$	12.45		$	12.48		$	12.30		$	11.21		$	11.21		$	11.15
	0.18			0.22			0.07			0.12			0.15			0.02
	5.09			5.10			5.04			1.12			1.12			1.13
	5.27			5.32			5.11			1.24			1.27			1.15
	(0.21	)		(0.22	)		(0.12	)		—			—			—
	(0.01	)		(0.01	)		(0.01	)		—			—			—
	(0.22	)		(0.23	)		(0.13	)		—			—			—
$	17.50		$	17.57		$	17.28		$	12.45		$	12.48		$	12.30
	42.96	%		43.29	%		41.91	%		11.06	%		11.33	%		10.31	%
$	2,345		$	1,084		$	390		$	766		$	209		$	66
	1.31	%		1.05	%		2.05	%		1.39	%		1.15	%		2.15	%
	1.23	%		1.48	%		0.45	%		0.96	%		1.17	%		0.19	%
	3.46	%		3.46	%		3.46	%		10.52	%		10.52	%		10.52	%

79

FIRST EAGLE FUNDS

FINANCIAL HIGHLIGHTS – (Continued)

	Year Ended October 31,
	2006									2005
	Class A			Class I			Class C			Class A			Class I			Class C
First Eagle U.S. Value Fund
Selected Per Share Data*
Net asset value, beginning of year	$	14.95		$	15.07		$	14.90		$	13.95		$	14.05		$	13.92
Income from investment operations:
Net investment income		0.29			0.33			0.17			0.20			0.24			0.10
Net realized and unrealized gains on investments		1.46			1.48			1.47			1.35			1.36			1.35
Total from investment operations		1.75			1.81			1.64			1.55			1.60			1.45
Less distributions:
Dividends from net investment income		(0.24	)		(0.27	)		(0.19	)		(0.20	)		(0.23	)		(0.12	)
Distributions from capital gains		(0.27	)		(0.27	)		(0.27	)		(0.35	)		(0.35	)		(0.35	)
Total distributions		(0.51	)		(0.54	)		(0.46	)		(0.55	)		(0.58	)		(0.47	)
Net asset value, end of year	$	16.19		$	16.34		$	16.08		$	14.95		$	15.07		$	14.90
Total Returnc		12.05	%		12.35	%		11.26	%		11.35	%		11.65	%		10.56	%
Ratios and Supplemental Data
Net assets, end of year (millions)	$	254		$	115		$	161		$	150		$	68		$	97
Ratio of operating expenses to average net assetsf		1.25	%		0.99	%		1.99	%		1.28	%		1.04	%		2.02	%
Ratio of net investment income to average net assetsg		1.87	%		2.13	%		1.13	%		1.40	%		1.63	%		0.67	%
Portfolio turnover rate		31.76	%		31.76	%		31.76	%		17.22	%		17.22	%		17.22	%

* Per share amounts have been calculated using the average shares method.

See Notes to Financial Highlights.
See Notes to Financial Statements.

80

Year Ended October 31,
2004									2003									2002
Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
$	12.71		$	12.76		$	12.61		$	10.56		$	10.59		$	10.48		$	10.16		$	10.16		$	10.14
	0.22			0.27			0.13			0.19			0.23			0.11			0.13			0.14			0.13
	1.66			1.65			1.64			2.46			2.45			2.43			0.29			0.31			0.23
	1.88			1.92			1.77			2.65			2.68			2.54			0.42			0.45			0.36
	(0.32	)		(0.31	)		(0.14	)		(0.16	)		(0.17	)		(0.07	)		—			—			—
	(0.32	)		(0.32	)		(0.32	)		(0.34	)		(0.34	)		(0.34	)		(0.02	)		(0.02	)		(0.02	)
	(0.64	)		(0.63	)		(0.46	)		(0.50	)		(0.51	)		(0.41	)		(0.02	)		(0.02	)		(0.02	)
$	13.95		$	14.05		$	13.92		$	12.71		$	12.76		$	12.61		$	10.56		$	10.59		$	10.48
	15.38	%		15.58	%		14.43	%		26.10	%		26.34	%		25.03	%		4.12	%		4.41	%		3.53	%
$	62		$	54		$	29		$	41		$	49		$	20		$	22		$	31		$	10
	1.38	%		1.13	%		2.13	%		1.51	%		1.26	%		2.26	%		1.50	%		1.25	%		2.25	%
	1.66	%		2.00	%		0.95	%		1.72	%		1.99	%		0.97	%		1.65	%		1.85	%		0.93	%
	23.47	%		23.47	%		23.47	%		33.45	%		33.45	%		33.45	%		22.66	%		22.66	%		22.66	%

81

FIRST EAGLE FUNDS

FINANCIAL HIGHLIGHTS – (Continued)

	Year Ended October 31,
	2006									2005									2004
	Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Gold Fund
Selected Per Share Data*
Net asset value, beginning of year	$	17.45		$	17.55		$	17.25		$	16.82		$	16.88		$	16.76		$	15.99		$	16.03		$	15.96
Income from investment operations:
Net investment (loss) income		(0.13	)		(0.08	)		(0.30	)		(0.04	)		0.00	**		(0.16	)		(0.10	)		(0.05	)		(0.21	)
Net realized and unrealized gains on investments		6.65			6.69			6.60			0.67			0.67			0.65			1.49			1.48			1.47
Total from investment operations		6.52			6.61			6.30			0.63			0.67			0.49			1.39			1.43			1.26
Less distributions:
Dividends from net investment income		(0.49	)		(0.54	)		(0.38	)		—			—			—			(0.56	)		(0.58	)		(0.46	)
Total distributions		(0.49	)		(0.54	)		(0.38	)		—			—			—			(0.56	)		(0.58	)		(0.46	)
Net asset value, end of year	$	23.48		$	23.62		$	23.17		$	17.45		$	17.55		$	17.25		$	16.82		$	16.88		$	16.76
Total Returnc		37.97	%		38.29	%		36.95	%		3.75	%		3.97	%		2.92	%		8.59	%		8.82	%		7.79	%
Ratios and Supplemental Data
Net assets, end of year (millions)	$	774		$	147		$	158		$	570		$	84		$	115		$	516		$	75		$	92
Ratio of operating expenses to average net assetsf		1.21	%		0.96	%		1.96	%		1.29	%		1.04	%		2.04	%		1.39	%		1.14	%		2.14	%
Ratio of net investment (loss) income to average net assetsg		(0.59	%)		(0.34	%)		(1.33	%)		(0.24	%)		0.02	%		(0.98	%)		(0.62	%)		(0.35	%)		(1.34	%)
Portfolio turnover rate		32.26	%		32.26	%		32.26	%		21.73	%		21.73	%		21.73	%		3.61	%		3.61	%		3.61	%

*	Per share amounts have been calculated using the average shares method.
**	Amount represents less than $0.01 per share
See Notes to Financial Highlights.
See Notes to Financial Statements.

82

Year Ended October 31,
2003										2002
Class A			Class Ie				Class Ce			Class A
$	10.41		$	12.41			$	12.41		$	6.17
	(0.06	)			(0.02	)		(0.09	)		0.01
	5.72			3.64				3.64			4.30
	5.66			3.62				3.55			4.31
	(0.08	)		—				—			(0.07	)
	(0.08	)		—				—			(0.07	)
$	15.99		$	16.03			$	15.96		$	10.41
	54.64	%		29.17		%b		28.61	%b		70.70	%
$	374		$	30			$	32		$	90
	1.49	%		1.23		%a		2.19	%a		1.66	%
	(0.43	%)		(0.24		%)a		(1.26	%)a		0.09	%
	0.98	%		0.98		%		0.98	%		4.27	%

83

FIRST EAGLE FUNDS

FINANCIAL HIGHLIGHTS – (Continued)

	Year Ended October 31,
	2006									2005
	Class Y			Class C			Class A			Class Y			Class C			Class A
First Eagle Fund of America
Selected Per Share Data*
Net asset value, beginning of year	$	26.42		$	24.74		$	26.11		$	25.81		$	24.44		$	25.54
Income from investment operations:
Net investment loss		(0.08	)		(0.26	)		(0.08	)		(0.07	)		(0.26	)		(0.09	)
Net realized and unrealized gains on investments		4.28			3.98			4.23			2.38			2.26			2.36
Total from investment operations		4.20			3.72			4.15			2.31			2.00			2.27
Less distributions:
Distributions from capital gains		(2.34	)		(2.34	)		(2.34	)		(1.70	)		(1.70	)		(1.70	)
Total distributions		(2.34	)		(2.34	)		(2.34	)		(1.70	)		(1.70	)		(1.70	)
Net asset value, end of year	$	28.28		$	26.12		$	27.92		$	26.42		$	24.74		$	26.11
Total Returnc		16.80	%		15.93	%		16.81	%		9.23	%		8.43	%		9.16	%
Ratios and Supplemental Data
Net assets, end of year (millions)	$	671		$	48		$	46		$	684		$	36		$	29
Ratio of operating expenses to average net assetsf		1.41	%		2.16	%		1.41	%		1.43	%		2.17	%		1.49	%
Ratio of net investment loss to average net assetsg		(0.30	%)		(1.05	%)		(0.30	%)		(0.27	%)		(1.03	%)		(0.34	%)
Portfolio turnover rate		40.38	%		40.38	%		40.38	%		54.54	%		54.54	%		54.54	%

*	Per share amounts have been calculated using the average shares method.
See Notes to Financial Highlights.
See Notes to Financial Statements.

84

Year Ended October 31,
2004									2003									2002
Class Y			Class C			Class A			Class Y			Class C			Class A			Class Y			Class C			Class A
$	23.03		$	21.99		$	22.80		$	19.47		$	18.73		$	19.29		$	20.87		$	20.24		$	20.72
	(0.16	)		(0.33	)		(0.22	)		(0.17	)		(0.31	)		(0.22	)		(0.17	)		(0.32	)		(0.22	)
	3.41			3.25			3.43			3.73			3.57			3.73			(0.66	)		(0.62	)		(0.64	)
	3.25			2.92			3.21			3.56			3.26			3.51			(0.83	)		(0.94	)		(0.86	)
	(0.47	)		(0.47	)		(0.47	)		—			—			—			(0.57	)		(0.57	)		(0.57	)
	(0.47	)		(0.47	)		(0.47	)		—			—			—			(0.57	)		(0.57	)		(0.57	)
$	25.81		$	24.44		$	25.54		$	23.03		$	21.99		$	22.80		$	19.47		$	18.73		$	19.29
	14.30	%		13.46	%		14.27	%		18.28	%		17.41	%		18.20	%		(4.21	%)		(4.90	%)		(4.39	%)
$	601		$	14		$	17		$	554		$	11		$	6		$	473		$	6		$	2
	1.46	%		2.21	%		1.72	%		1.50	%		2.25	%		1.75	%		1.51	%		2.26	%		1.76	%
	(0.63	%)		(1.39	%)		(0.91	%)		(0.79	%)		(1.55	%)		(1.07	%)		(0.82	%)		(1.57	%)		(1.07	%)
	44.68	%		44.68	%		44.68	%		47.88	%		47.88	%		47.88	%		51.25	%		51.25	%		51.25	%

85

FIRST EAGLE FUNDS

NOTES TO FINANCIAL HIGHLIGHTS

a	Annualized
b	Not annualized
c	Does not give effect to the deduction of the CDSC (Contingent Deferred Sales Charge) of 1.00%
d	September 4, 2001 inception date
e	May 15, 2003 inception date
f	The ratio of operating expenses to average net assets without the effect of earnings credits and in the case of the First Eagle U.S. Value Fund, without the effect of earnings credits and expense reimbursements are as follows:

	Year Ended October 31,
	2006									2005									2004
	Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Global Fund		1.14	%		0.89	%		1.89	%		1.20	%		0.95	%		1.95	%		1.24	%		0.99	%		1.99	%
First Eagle Overseas Fund		1.12	%		0.87	%		1.87	%		1.18	%		0.93	%		1.93	%		1.25	%		1.00	%		2.00	%
First Eagle U.S. Value Fund		1.25	%		1.00	%		2.00	%		1.28	%		1.04	%		2.02	%		1.38	%		1.13	%		2.13	%
First Eagle Gold Fund		1.22	%		0.97	%		1.97	%		1.30	%		1.05	%		2.05	%		1.39	%		1.14	%		2.14	%

	Year Ended October 31,
	2006									2005									2004
	Class Y			Class C			Class A			Class Y			Class C			Class A			Class Y			Class C			Class A
First Eagle Fund of America		1.41	%		2.16	%		1.41	%		1.43	%		2.17	%		1.49	%		1.46	%		2.21	%		1.72	%

^g The ratio of net investment income (loss) to average net assets without the effect of earnings credits and in the case of the First Eagle U.S. Value Fund, without the effect of earnings credits and expense reimbursements are as follows:

	Year Ended October 31,
	2006									2005									2004
	Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Global Fund		1.30	%		1.57	%		0.56	%		1.20	%		1.48	%		0.47	%		1.46	%		1.67	%		0.66	%
First Eagle Overseas Fund		1.56	%		1.82	%		0.81	%		1.21	%		1.46	%		0.46	%		0.90	%		1.17	%		0.17	%
First Eagle U.S. Value Fund		1.87	%		2.12	%		1.12	%		1.40	%		1.63	%		0.66	%		1.66	%		2.00	%		0.95	%
First Eagle Gold Fund		(0.59	%)		(0.34	%)		(1.34	%)		(0.24	%)		(0.01	%)		(0.98	%)		(0.62	%)		(0.35	%)		(1.34	%)

	Year Ended October 31,
	2006									2005									2004
	Class Y			Class C			Class A			Class Y			Class C			Class A			Class Y			Class C			Class A
First Eagle Fund of America		(0.30	%)		(1.05	%)		(0.30	%)		(0.27	%)		(1.04	%)		(0.34	%)		(0.57	%)		(1.32	%)		(0.84	%)

86

Year Ended October 31,
2003									2002
Class A		Class I			Class C			Class A			Class I			Class C
1.32	%		1.07	%		2.07	%		1.34	%		1.10	%		2.10	%
1.31	%		1.06	%		2.05	%		1.40	%		1.15	%		2.15	%
1.51	%		1.26	%		2.26	%		1.92	%		1.69	%		2.67	%
1.50	%		1.23	% ae		2.19	% ae		1.67	%		—			—

Year Ended October 31,
2003								2002
Class Y		Class C			Class A			Class Y			Class C			Class A
1.50	%		2.25	%		1.75	%		1.51	%		2.26	%		1.76	%

Year Ended October 31,
2003						2002
Class A		Class I		Class C			Class A		Class I		Class C
1.91	%	2.10	%	1.07	%		2.14	%	2.37	%	1.31	%
1.23	%	1.48	%	0.45	%		0.96	%	1.17	%	0.19	%
1.72	%	1.99	%	0.97	%		2.08	%	2.29	%	1.35	%
(0.43	%)	(0.25	%)ae	(1.26	%) ae		0.08	%	—		—

Year Ended October 31,
2003
Class Y		Class C			Class A
(0.79	%)		(1.55	%)		(1.07	%)

87

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Trustees and Shareholders of
First Eagle Funds:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations, of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America (collectively hereafter referred to as the “Funds”) at October 31, 2006, the results of each of their operations, the changes in each of their net assets and the financial highlights for the year 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 Funds’ 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 October 31, 2006 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion. The statements of changes in net assets for the year ended October 31, 2005 and financial highlights for each of the four years ended October 31, 2005 were audited by another independent registered public accounting firm, whose report dated December 22, 2005 was unqualified.

PricewaterhouseCoopers LLP
New York, New York
December 21, 2006

88

FIRST EAGLE FUNDS

TAX INFORMATION
Fiscal Year Ended October 31, 2006
(Unaudited)

Each portfolio designates the following amounts distributed during the fiscal year ended October 31, 2006, if any, as capital gain dividends, dividends eligible for corporate dividends received deduction and/or qualified dividend income:

							% of Dividends Eligible for the Dividends Received Deduction
					% of Qualifying Dividend Income
	Ordinary Income								Long-Term Capital Gains
	2006		2005						2006**		2005
First Eagle Global Fund	$	387,362,891	$	103,165,953	39.06	%	7.34	%	$	538,502,986	$	46,896,198
First Eagle Overseas Fund*		335,828,826		75,842,869	36.33	%	1.24	%		584,371,934		37,139,796
First Eagle U.S. Value Fund		6,321,321		2,997,193	26.47	%	25.02	%		5,692,304		2,954,875
First Eagle Gold Fund		21,502,525		—	31.67	%	23.48	%		11,205,807		—
First Eagle Fund of America		3,941,436		3,718,130	99.95	%	99.95	%		65,699,541		38,433,381

*	First Eagle Overseas Fund paid foreign taxes of $14,366,558 and recognized foreign source income of $169,335,686. Pursuant to Section 853 of the Internal Revenue Code, the Fund designates such amounts as having been paid in connection with dividends distributed from investment taxable income during the fiscal year ended October 31, 2006.
**	First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund and First Eagle Fund of America distributed long-term capital gains at rates of 15% and 28% as follows: $537,608,575 and $894,411, $583,600,347 and $771,587, $5,668,248 and $24,056, $9,764,738 and $1,441,069 and $65,699,541 and $0, respectively.

89

FIRST EAGLE FUNDS

ADDITIONAL INFORMATION
(Unaudited)

MANAGEMENT OF THE TRUST

          The business of the Trust is managed by its Board of Trustees, which elects officers responsible for the day to day operations of the Funds and for the execution of the policies formulated by the Board of Trustees.

          Pertinent information regarding the members of the Board of Trustees and principal officers of the Trust is set forth below. Some of the Trustees and officers are employees of the Adviser and its affiliates. At least a majority of the Trust’s Board of Trustees are not “interested persons” as that term is defined in the Investment Company Act.

INDEPENDENT TRUSTEES(1)

Name, Age and Address	Position(s) Held with the Trust	Term of Office(2) and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Fund Complex Overseen by Trustee	Other Directorships/ Trusteeships Held by Trustee
Lisa Anderson 1345 Avenue of the Americas New York, New York 10105 (born October 1950)	Trustee	December 2005 to present	James T. Shotwell Professor of International Relations and Dean, School of International and Public Affairs, Columbia University; President, Middle East Studies Association	6	Chair, Social Science Research Council; Member, American Political Science Association; Member, Carnegie Council on Ethics and International Affairs; Member Emerita, Human Rights Watch
Candace K. Beinecke One Battery Park Plaza New York, New York 10004 (born December 1946)	Trustee (Chair)	December 1999 to present(3)	Chair, Hughes Hubbard & Reed	6	Director, ALSTOM; Director, Partnership for New York City; Director, Merce Cunningham Dance Foundation, Inc.; Director, Rockefeller Financial Services, Inc.; Director, Rockefeller & Company, Inc.; Trustee, First Eagle Variable Funds (Chair) (1 portfolio)

(1)	Trustees who are not “interested persons” of the Trust as defined in the Investment Company Act.
(2)	The term of office of each Trustee expires on his/her 70th birthday.
(3)	Ms. Beinecke also served as a trustee of a predecessor fund to First Eagle Fund of America since 1996.

90

Name, Age and Address	Position(s) Held with the Trust	Term of Office(1) and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Fund Complex Overseen by Trustee	Other Directorships/ Trusteeships Held by Trustee
Jean D. Hamilton 1345 Avenue of the Americas New York, New York 10105 (born January 1947)	Trustee	March 2003 to present	Private Investor/Independent Consultant; Member, Brock Capital Group LLC; prior to November 2002, Chief Executive Officer, Prudential Institutional, and Executive Vice President, Prudential Financial, Inc.; prior to November 1998, various executive positions within the Prudential organization	6	Director, RenaissanceRe Holdings Ltd; Member, The University of Chicago Council on the Graduate School of Business; Director, Four Nations; Trustee, First Eagle Variable Funds (1 portfolio)
William M. Kelly 500 Fifth Avenue,50th FloorNew York, New York 10110 (born February 1944)	Trustee	December 1999 to present(2)	President, Lingold Associates	6	Trustee, New York Foundation; Treasurer and Trustee, Black Rock Forest Consortium; Trustee, St. Anselm College; Trustee, First Eagle Variable Funds (1 portfolio)
Paul J. Lawler One Michigan Avenue East Battle Creek, Michigan 49017 (born May 1948)	Trustee	March 2002 to present	Vice President Investments and Chief Investment Officer, W.K. Kellogg Foundation; prior to June 1997, Vice President for Finance, Rensselaer Polytechnic Institute	6	Director, Junior Achievement of Southwest Michigan; Finance Committee Member, Battle Creek Community Foundation; Custody Advisory Committee Member, The Bank of New York; Trustee, First Eagle Variable Funds (1 portfolio)
Dominique M. Raillard 15 Boulevard Delessert 75016 Paris France (born June 1938)	Trustee	April 1987 to present	Private Investor and Independent Consultant	6	Trustee, First Eagle Variable Funds (1 portfolio)

(1)	The term of office of each Trustee expires on his/her 70th birthday.
(2)	Mr. Kelly also served as a trustee of a predecessor fund to First Eagle Fund of America since 1998.

91

INTERESTED TRUSTEES(1)

Name, Age and Address	Position(s) Held with the Trust	Term of Office(2) and Length of Time Served	Principal Occupation(s) During Past 5 Years	Number of Portfolios in the Fund Complex Overseen by Trustee	Other Directorships/ Trusteeships Held by Trustee
John P. Arnhold(3) 1345 Avenue of the Americas New York, New York 10105 (born December 1953)	President and Trustee	December 1999 to present	Co-President, Co-CEO and Director, Arnhold and S. Bleichroeder Holdings, Inc.; Chairman, CEO and Director, Arnhold and S. Bleichroeder Advisers, LLC and ASB Securities LLC; prior to March 2005, President and Director, Natexis Bleichroeder, Inc. and Natexis Bleichroeder, UK	6	Director, Arnhold Ceramics; Director, The Arnhold Foundation; Director, The Mulago Foundation; Director, Hanseatic Asset Management LBG; Trustee, Trinity Episcopal Schools Corp.; Trustee, Vassar College; Trustee, Sports and Arts in Schools Foundation; Trustee, Jazz at Lincoln Center; Director, Quantum Endowment Fund; Director, Educational Broadcasting Corporation; President and Trustee, First Eagle Variable Funds (1 portfolio)
James E. Jordan(4) 1345 Avenue of the Americas New York, New York 10105 (born April 1944)	Trustee	December 1999 to present	Private Investor and Independent Consultant; prior to July 2005, Managing Director, Arnhold and S. Bleichroeder Advisers, LLC and Director, ASB Securities LLC and ASB Advisers UK, Limited; prior to July 2002, private investor and consultant to The Jordan Company (private investment banking firm) since June 1997	6	Director, Leucadia National Corporation; Director, Empire Insurance Company; Director JZ Equity Partners, Plc. (U.K. investment trust company); Director, Florida East Coast Industries; Director, Columbia University School of International and Public Affairs; Chairman’s Council, Conservation International; Trustee, First Eagle Variable Funds (1 portfolio)

(1)	Trustees who are “interested persons” of the Trust as defined in the Investment Company Act.
(2)	The term of office of each Trustee expires on his/her 70th birthday.
(3)	Mr. Arnhold is an Interested Trustee because he is an officer and director of the Trust’s investment adviser and principal underwriter.
(4)	The Trust has determined to consider Mr. Jordan as an Interested Trustee because of his prior affiliation with the Trust’s investment adviser and principal underwriter. (He is not, however, an “interested person” of the Trust within the meaning of the Investment Company Act.)

92

OFFICERS

Name, Age and Address	Position(s) Held with the Trust	Term of Office and Length of Time Served(1)	Principal Occupation(s) During Past Five (5) Years
John P. Arnhold 1345 Avenue of the Americas New York, New York 10105 (born December 1953)	President and Trustee	December 1999 to present	See table on preceding page related to Interested Trustees
Charles de Vaulx 1345 Avenue of the Americas New York, New York 10105 (born October 1961)	Senior Vice President (portfolio manager)	December 1999 to present (with portfolio management responsibility since December 1996)	Senior Vice President, Arnhold and S. Bleichroeder Advisers, LLC; Senior Vice President, First Eagle Variable Funds; Chief Investment Officer, Global Value Group (a department of Arnhold and S. Bleichroeder Advisers, LLC) since January 2005; Senior Vice President, Société Générale Asset Management Corp. since 1998, Associate Portfolio Manager from December 1996, Securities Analyst, prior to December 1996
Robert Bruno 1345 Avenue of the Americas New York, New York 10105 (born June 1964)	Chief Operations and Financial Officer	December 1999 to present	Senior Vice President, Arnhold and S. Bleichroeder Advisers, LLC; Chief Compliance Officer and Senior Vice President, ASB Securities LLC; Chief Operations and Financial Officer, First Eagle Variable Funds
Mark D. Goldstein 1345 Avenue of the Americas New York, New York 10105 (born October 1964)	Chief Compliance Officer	February 2005 to present	General Counsel, Chief Compliance Officer and Senior Vice President, Arnhold and S. Bleichroeder Advisers, LLC; General Counsel and Secretary of Arnhold and S. Bleichroeder Holdings, Inc., and Chief Compliance Officer, First Eagle Variable Funds from February 2005; Senior Counsel and Chief Compliance Officer, MacKay Shields LLC from April 2004; Senior Associate General Counsel, UBS Financial Services, Inc. from May 1998
Suzan J. Afifi 1345 Avenue of the Americas New York, New York 10105 (born October 1952)	Vice President and Secretary	December 1999 to present	Vice President, Arnhold and S. Bleichroeder Advisers, LLC; Vice President, ASB Securities LLC; Vice President and Secretary, First Eagle Variable Funds
Stefanie Hempstead 1345 Avenue of the Americas New York, New York 10105 (born July 1973)	Vice President and Treasurer	May 2000 to present	Vice President, Arnhold and S. Bleichroeder Advisers, LLC; Vice President, ASB Securities LLC; Vice President and Treasurer, First Eagle Variable Funds
Michael Luzzatto 1345 Avenue of the Americas New York, New York 10105 (born April 1977)	Assistant Vice President	December 2004 to present	Vice President, Arnhold and S. Bleichroeder Advisers, LLC; Vice President, ASB Securities LLC; Assistant Vice President, First Eagle Variable Funds from December 2004
Winnie Chin 1345 Avenue of the Americas New York, New York 10105 (born July 1974)	Assistant Treasurer	March 2001 to present	Assistant Vice President, Arnhold and S. Bleichroeder Advisers, LLC; Assistant Treasurer, First Eagle Variable Funds
Philip Santopadre 1345 Avenue of the Americas New York, New York 10105 (born August 1977)	Assistant Treasurer	September 2005 to present	Assistant Vice President, Arnhold and S. Bleichroeder Advisers, LLC; Assistant Treasurer, First Eagle Variable Funds

⁽¹⁾ The term of office of each officer is indefinite. Length of time served represents time served as an officer of the Trust (or its predecessor entities), although various positions may have been held during the period.

93

CONSIDERATION OF INVESTMENT ADVISORY AGREEMENTS

The Board of Trustees approved the Investment Advisory Agreement between the Trust and Arnhold and S. Bleichroeder Advisers LLC most recently on December 8, 2005. In doing so, the Trustees considered the desirability of continuing the Funds’ historic relationship with the Adviser in light of the total compensation to be received by the Adviser, the expenses incurred by the Adviser in performing services under the Advisory Agreements and the total cost to the Funds of using the Adviser’s services, taking into account any expenses that the Adviser may pass to the Funds. The Trustees determined that the compensation to be received by the Adviser and the expenses both incurred by the Adviser and passed to the Funds are reasonable and appropriate in light of the nature, extent and quality of the services provided by the Adviser. The Trustees also considered the effects of indirect compensation to the Adviser, such as soft dollar and other service benefits, and the effect of the advisory fee on the ratio of total expenses to total assets (including the allocation of the benefits of economies of scale among the parties as the Funds grow), which the Trustees determined are reasonable and appropriate.

The Trustees compared competitive prices for comparable services and advisory fees charged to institutional clients of the Adviser and evaluated the Adviser’s past performance and reliability as well as its profitability, capabilities and financial condition. Among other things, the Trustees determined that the Adviser’s fees were competitive to those charged by investment advisers to similar funds (i.e. each Fund’s net management fee was approximately the same as or lower than its renewed peer group average, except in the case of First Eagle Fund of America, whose net management fee was higher than that average) and, given differences in the legal and practical requirements of such clients, to institutional clients of the Adviser, total compensation was reasonable, and the Fund’s expense ratios were reasonable both on an absolute basis and when compared to those of similar funds.

The Trustees also determined that the Adviser’s past performance and reliability on behalf of the Funds were excellent (i.e., generally higher and more consistent on a medium- and long-term basis than the reviewed peer group average) when compared with investment advisers to similar funds and the Adviser’s profitability and financial condition were satisfactory. The Trustees also noted their confidence in the capability and integrity of the senior management and staff of the Adviser. Accordingly, they concluded that the Investment Advisory Agreement with the Adviser serves the interests of the Funds and their shareholders.

At the same time as the Board of Trustees considered the Investment Advisory Agreement, they also considered and approved the Subadvisory Agreement between the Adviser and Iridian Asset Management LLC (“Iridian”) in respect of the First Eagle Fund of America. In doing so, the Trustees considered the desirability of continuing that Fund’s historic relationship with Messrs. Harold J. Levy and David L. Cohen (previously employees of the Adviser and now minority owners of Iridian) and the Adviser’s commitment to supervise their provision of portfolio management services under the Agreement. They also noted that the fees paid to Iridian are paid by the Adviser and do not increase the advisory fees borne directly by Fund shareholders. In this regard, they noted positively the quality of the services (measured in terms of investment performance, which generally was higher and more consistent on a long-term basis than that of its reviewed peer group average) delivered by Iridian. They also considered the costs incurred by Iridian relative to these services and to the fees paid under the Subadvisory Agreement. In doing so, they considered the effects of other benefits to Iridian resulting from its relationship to the Fund, including soft dollar and other service benefits. The Trustees concluded that the Subadvisory Agreement serves the interest of the First Eagle Fund of America and its shareholders. (A number of the factors evaluated by the Trustees in considering the Investment Advisory Agreement were found not to be additionally relevant in respect of the Subadvisory Agreement, principally because the payments in question had been separately evaluated in respect of the Investment Advisory Agreement.)

94

First Eagle Funds 1345 Avenue of the Americas New York, NY 10105 www.firsteaglefunds.com
	Investment Adviser
Trustees and Officers Lisa Anderson John P. Arnhold Candace K. Beinecke (Chair) Jean D. Hamilton James E. Jordan William M. Kelly Paul J. Lawler Dominique M. Raillard Officers John P. Arnhold President Charles de Vaulx Senior Vice President Robert Bruno Chief Operations & Financial Officer Mark D. Goldstein Chief Compliance Officer Suzan J. Afifi Vice President and Secretary Stefanie Hempstead Vice President & Treasurer Michael Luzzatto Assistant Vice President Winnie Chin Assistant Treasurer Philip Santopadre Assistant Treasurer	Arnhold and S. Bleichroeder    Advisers, LLC 1345 Avenue of the Americas New York, NY 10105 Legal Counsel Shearman & Sterling LLP 599 Lexington Avenue New York, NY 10022 Custodian State Street Bank and Trust Company 801 Pennsylvania Kansas City, MO 64105 Shareholder Servicing Agent DST Systems, Inc. 330 West 9th Street Kansas City, MO 64105 (800) 334-2143 Underwriter First Eagle Funds Distributors,    a division of ASB Securities LLC 1345 Avenue of the Americas New York, NY 10105 Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP 300 Madison Avenue New York, NY 10017

This report is not authorized for distribution to prospective
investors unless  preceded or accompanied  by a  currently
effective prospectus of First Eagle Funds.

Item 2.           Code of Ethics.

The Registrant has adopted a code of ethics that applies to its principal executive officer and principal financial officer. Copies of the code of ethics may be requested free of charge by calling 1-800-334-2143 (toll free).

Item 3.           Audit Committee Financial Expert.

The Board of Trustees of the registrant has designated Paul J. Lawler and William M. Kelly as Audit Committee Financial Experts. Mr. Lawler and Mr. Kelly are both considered by the Board to be independent trustees.

Item 4.           Principal Accountant Fees and Services

(a) – (d) Aggregate fees billed to the registrant for the last two fiscal years for professional services rendered by the registrant’s principal accountant were as follows:

	2006	2005
Audit Fees	$206,818	$286,000
Audit-Related Fees
Tax Fees	$123,228	$196,150
All Other Fees

Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements, in particular the issuance of a report on internal controls. Tax fees include amounts related to tax compliance, tax planning, and tax advice. Other fees include the registrant’s pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant’s Board of Trustees.

(e)(1) The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval by the committee or a designated member thereof. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit and non-audit services requiring fees of a de minimis amount is not permitted.

(e)(2) No services included in (b) – (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) Other than as described in the table above, the aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant was $0 in both 2006 and 2005.

(h) Not applicable.

Item 5.           Audit Committee of Listed Registrants

Not applicable at this time.

Item 6.           Schedule of Investments

Included as part of the Report to Stockholders filed pursuant to Item 1.

Item 7.           Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable at this time.

Item 8.           Portfolio Managers of Closed-End Investment Companies.

Not applicable at this time.

Item 9.           Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable at this time.

Item 10.        Submission of Matters to a Vote of Security Holders.

No material change to report at this time.

Item 11.        Controls and Procedures.

(a) In the opinion of the principal executive officer and principal financial officer, based on their evaluation, the registrant's disclosure controls and procedures are adequately designed and are operating effectively to ensure (i) that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared; and (ii) that information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.

(b) There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that have materially affected or are reasonably likely to materially affect, the registrant's internal control over financial reporting.

Item 12.        Exhibits.

(a)(1) Code of ethics required to be disclosed under Item 2 of Form N-CSR.

(a)(2) Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a -2(a)): Attached hereto.

(a)(3) Not applicable.

(b) Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a -2(b)): 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)	First Eagle Funds
By (Signature and Title)*	/s/ John P. Arnhold
	John P. Arnhold, President
Date January 5, 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/ John P. Arnhold
	John P. Arnhold, Principal Executive Officer
Date January 5, 2007
By (Signature and Title)*	/s/ Robert Bruno
	Robert Bruno, Principal Financial Officer
Date January 5, 2007

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

EX-99.CERT

CERTIFICATIONS

I, JOHN P. ARNHOLD, certify that:

1.	I have reviewed this report on Form N-CSR of the First Eagle Funds;
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 officers 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 controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company 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 controls over financial reporting, or caused such internal controls 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 the report any change in the registrant’s internal controls over financial reporting that occurred during the 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 controls over financial reporting; and
5.	The registrant's other certifying officers and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of trustees (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 controls over financial reporting.

Date: January 5, 2007	/s/ John P. Arnhold
	JOHN P. ARNHOLD
	Principal Executive Officer

CERTIFICATIONS

I, ROBERT BRUNO, certify that:

1.	I have reviewed this report on Form N-CSR of the First Eagle Funds;
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 officers 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 controls over financial reporting (as defined in Rule 30a-3(d) under the Investment Company 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 controls over financial reporting, or caused such internal controls 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 the report any change in the registrant’s internal controls over financial reporting that occurred during the 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 controls over financial reporting; and
5.	The registrant's other certifying officers and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of trustees (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 controls over financial reporting.

Date: January 5, 2007	/s/ Robert Bruno
	ROBERT BRUNO
	Principal Financial Officer

EX-99.906CERT

EX-99.906CERT

CERTIFICATION UNDER SECTION 906 OF SARBANES-OXLEY ACT OF 2002

     Name of Issuer: First Eagle Funds

     In connection with the Report on Form N-CSR for the above named issuer, the undersigned hereby certifies, to the best of his knowledge, that:

1.	The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934;
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Issuer.

Date: January 5, 2007	/s/ John P. Arnhold
	JOHN P. ARNHOLD
	Principal Executive Officer
Date: January 5, 2007	/s/ Robert Bruno
	ROBERT BRUNO
	Principal Financial Officer