N-CSR 1 a10-19539_1ncsr.htm 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 number			811-7762

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

Date of reporting period:		October 31, 2010

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.

Annual Report

OCTOBER 31, 2010

Global Fund

Overseas Fund

U.S. Value Fund

Gold Fund

Fund of America

ADVISED BY FIRST EAGLE INVESTMENT MANAGEMENT, LLC

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.

Table of Contents

Letter from the President					4

Letter from the Global Value Team Portfolio Managers					6

Management's Discussion of Fund Performance: First Eagle Global, Overseas, U.S. Value and Gold Funds					10

Performance Chart					15

First Eagle Global Fund:

Fund Overview					18

Schedule of Investments					20

First Eagle Overseas Fund:

Fund Overview					40

Schedule of Investments					42

First Eagle U.S. Value Fund:

Fund Overview					58

Schedule of Investments					60

First Eagle Gold Fund:

Fund Overview					70

Schedule of Investments					72

First Eagle Fund of America:

Management's Discussion of Fund Performance					77

Fund Overview					80

Schedule of Investments					82

Statements of Assets and Liabilities					88

Statements of Operations					92

Statements of Changes in Net Assets					94

Financial Highlights					98

Notes to Financial Statements					108

Report of Independent Registered Public Accounting Firm					135

Fund Expenses					136

Tax Information					140

Privacy Notice					141

Additional Information					143

Letter from the President

Dear Fellow Shareholders,

Global economic conditions remain exceptionally challenged and pose trade and fiscal uncertainties. Central banks are trying unconventional monetary policies in an attempt to drive down long-term interest rates and stimulate growth. In particular, the Federal government has engaged in a second round of "quantitative easing" in hopes that it will oil the wheels of economic recovery.

At First Eagle, we know that financial outcomes are unpredictable. Rather than being distracted by the uncertainty in the current environment, we continue to pursue our goal of protecting our clients' capital and purchasing power over time.

As long term investors, our approach is primarily to be owners of enterprises, provided that they appear to us to have a solid position in the marketplace, strong balance sheets, capable management and importantly, modest prices. The investment team is hard at work, both monitoring existing positions and uncovering businesses whose shares can be acquired at prices which we believe afford us a margin of safety.

Our global search for royalty-like businesses whose securities trade at a substantial discount to our estimates of intrinsic value is ongoing. We are still finding investment opportunities in selective equities and continue to hold gold and cash as deferred purchasing power.

Guiding us through this continuous search is our Global Value Team, which we believe possesses the temperament required of successful value investors. The investment team is led by Portfolio Manager Matt McLennan alongside Portfolio Managers Abhay Deshpande, Rachel Benepe, Kimball Brooker and Director of Research Bruce Greenwald.

We are pleased that Jean-Marie Eveillard still graces our offices on a regular basis and continues an active dialogue with members of the investment team. We are honored that he continues to play an important role in the First Eagle family as a whole.

John P. Arnhold

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
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Please be assured that your investments in our funds will continue to be managed in the same diligent manner as they have been for over 30 years. Many of our portfolio managers and other senior executives have substantial investments alongside of yours and we are grateful for the confidence that you continue to place in our firm.

Sincerely,

John P. Arnhold

President

December 2010

Past performance is no guarantee of future results. The portfolios are actively managed. The portfolio and opinions expressed herein are subject to change. Current and future portfolio holdings are subject to risk.

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Letter from the Global Value Team Portfolio Managers

In our semi-annual letter we referenced what we see as the increasingly distorted price of money as governments around the world try to counteract deflationary forces with reflationary policy. Such policy forces have continued with the Federal Reserve embarking upon a second round of quantitative easing, with the Irish now likely to receive a massive liquidity facility to shield them from bond market forces, and with the Japanese central bank expanding its bond purchases too. Yet while the developed economy policy makers deem it essential to fight against deflation, many emerging economies committed to a trade surplus-led development model have become structural foreign reserve accumulators and are now starting to face potential inflationary forces.

It seems as if our financial architecture has become inordinately complicated — a mix of floating and fixed exchange rates; differential inflation targeting across regions; centrally determined Basel bank capital requirements but locally administered bailouts for multi-jurisdictional banks; recognition of current account imbalances but no definitive solution for redress; experimental policy from quantitative easing to E.U. bail-out facilities to managed reserve requirements in China etc... A more rational financial architecture would require a willingness to confront pressing economic realities. But the political pendulum, if anything, has swung against the invisible hand — harsh realism is unlikely to be politically palatable in a world of media sound-bites, quick fixes and short electoral cycles. So what do we do? Well, rather than opine on what would be a better system, we simply acknowledge that the system is imperfect and that we need to invest as best we can in seeking to limit the downside by owning real businesses, run by real people, at real prices while keeping some real currencies in reserve! In our opinion, a real business is one that has strong market position or enduring currencies. Real people are prudent, owner-like entrepreneurs who inspire cultural loyalty, operational efficiency and who employ capital with discipline. Real prices are those that don't require heroic growth to justify investment. Real assets being either gold or currencies of creditworthy governments.

A number of our businesses have been performing well despite a world economy still well below its potential. If we review some of our larger holdings, many of our Japanese industrials have started to evidence much higher earnings power. Why, when the demographics of Japan are so challenged and deflation entrenched? Simply put, these export oriented franchises seem to own the intellectual property needed for the factory floor of tomorrow. Whether it be Fanuc Limited in robotics and servo motors, Keyence Corporation in electrical sensors or SMC Corporation in pneumatics, they have all seen sharp improvements in order trends despite a stronger yen. We did not purchase these stocks

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
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Pictured: (from left to right) Abhay Deshpande, Matthew McLennan and Jean-Marie Eveillard

on the assumption of growth — in fact we paid prices that assumed limited or no growth. In areas that touch the consumer we've also seen improving earnings power from Shimano, Inc. in bicycle components to Microsoft Corporation in software and American Express Company in its card operations. Meanwhile, as the printing presses have been further primed, our investments in both gold and gold equities have performed well. So despite the economic uncertainty, the portfolios have produced double digit returns over the past fiscal year.

There is, however, no complacency on the part of our team. We realize that the margin of safety in some of our holdings has moderated as prices have gone up. We realize that we have to work harder than ever to find ideas in a more fully valued market place. We are carrying slightly higher cash levels as a result but we believe markets remain far more rationally valued than the late 1990s or even a few years ago so opportunities for capital deployment still exist. Equities arguably remain the "least worst" arena for capital deployment in a world of negative or low real yields in fixed income. Our cash levels provide us with the flexibility to try to take advantage of any market declines.

Our analysts have been diligently scouring their industries and traveling the globe looking for mispriced securities one at a time. We have also been analyzing what we already own to test whether we own it at the wrong price or with the wrong management or deteriorating business models. What we've tried to create in an imperfect world is our own error tolerant approach. When we allocate capital to investments we prefer to buy into businesses that are priced for fade not for growth. We're trying to emphasize businesses that are relevant to tomorrow with solid market positions and prudent stewardship. We also have our fair share of more mundane businesses where we seek an even more extreme margin of safety in price.

We have our worries. Big tax increases and fiscal tightening could jolt demand in developed economies but, left untended, accumulating deficits could undermine confidence in currencies. Quantitative easing could unhinge inflation expectations or confidence in the integrity of a currency yet the alternative deflationary outlook would present its own challenges. The euro's structural integrity is being challenged but what would the scenario look like were there

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Letter from the Global Value Team Portfolio Managers (continued)

departing members with their banks holding legacy assets and liabilities? North Korea is a pivot point of uncertainty in Asia, real energy prices are rising again, China is battling food inflation. The list goes on. It is tempting to think that we understand the macro forces at work and can predict the future with precision but even a cursory examination of history would expose this as flawed. All of these things present risks but we also believe that the ownership of enterprise will help us preserve real value in this world. The most important lesson to take from events of the past is that sound investing is not about extrapolation of personal experience but about seeking a margin of safety.

Matthew McLennan

Head of the Global Value Team
Portfolio Manager

Abhay Deshpande

Portfolio Manager

December 2010

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Letter from the Global Value Team Portfolio Managers (continued)

Past performance is no guarantee of future results. The portfolios are actively managed. Current and future portfolio holdings are subject to risk.

There are risks associated with investing in funds that invest in securities of foreign countries, such as erratic market conditions, economic and political instability and fluctuations in currency exchange rates. Investment in gold and gold related investments present certain risks, and returns on gold related investments have traditionally been more volatile than investments in broader equity or debt markets. Funds whose investments are concentrated in a specific industry or sector may be subject to a higher degree of risk than funds whose investments are diversified and may not be suitable for all investors.

The holdings mentioned herein represent the following percentage of the total net assets of the First Eagle Global Fund as of October 31, 2010: Fanuc Limited 2.09%, Keyence Corporation 1.62%, SMC Corporation 1.88%, Shimano Inc. 1.47%, Microsoft Corporation 1.46%, American Express Company 1.30%. The holdings mentioned herein represent the following percentage of the total net assets of the First Eagle Overseas Fund as of October 31, 2010: Fanuc Limited 2.04%,Keyence Corporation 1.71%, SMC Corporation 1.82%, Shimano Inc. 2.75%, Microsoft Corporation 0.00%, American Express Corporation 0.00%. The holdings mentioned herein represent the following percentage of the total net assets of the First Eagle U.S. Value Fund as of October 31, 2010: Fanuc Limited 0.00%, Keyence Corporation 0.00%, SMC Corporation 0.00%, Shimano Inc. 0.00%, Microsoft Corporation 2.09%, American Express Company 2.08%. The holdings mentioned herein represent the following percentage of the total net assets of the First Eagle Gold Fund as of October 31, 2010: Fanuc Limited 0.00%, Keyence Corporation 0.00%, SMC Corporation 0.00%, Shimano Inc. 0.00%, Microsoft Corporation 0.00%, American Express Company 0.00%.

The commentary represents the opinion of the Global Value Team Portfolio Managers as of December 2010 and is subject to change based on market and other conditions. These materials are provided for informational purpose only. These opinions are not intended to be a forecast of future events, a guarantee of future results, or investment advice. The views expressed herein may change at any time subsequent of the date of issue hereof. The information provided is not to be construed as a recommendation or an offer to buy or sell or the solicitation of an offer to buy or sell any fund or security.

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Management's Discussion of Fund Performance

Markets around the world mostly rose in 2010. In Europe, the German DAX Index rose 21.9% and the French CAC 40 Index rose 6.3% during the twelve-month period. However, in Japan, the Nikkei 225 Index fell 8.3% for the year ended October 31, 2010. In the U.S, the S&P 500 Index increased 16.5%. The U.S. dollar fell 10.8% against the Japanese yen and it rose 5.5% against the euro. Crude oil rose 5.8% during the twelve-month period to $81. Gold surged 30% to $1,359 an ounce on safe haven buying.

First Eagle Global Fund

The net asset value ("NAV") of the Fund's Class A shares rose 16.1% for the year ended October 31, 2010, while the MSCI World Index increased 12.7%. The Fund's cash and cash equivalent position was 11.9% as of October 31, 2010.

The five largest contributors to the performance of the First Eagle Global Fund over the period were Gold bullion (commodity, U.S.), Fanuc Limited (industrial automation, Japan), Industrias Peñoles S.A.B. de C.V. (mining, Mexico), SMC Corporation (electrical machinery, Japan) and Berkshire Hathaway, Inc. Class A (holding company, U.S.) collectively accounting for 4.7% of the year's performance.

The five largest detractors were Italcementi RNC (cement, Italy), MS&AD Insurance Group Holdings (insurance, Japan), Italcementi S.p.A. RSP (cement, Italy), Vulcan Materials Company (construction aggregates, U.S.) and Ono Pharmaceutical Company Limited (pharmaceuticals, Japan). Their combined negative performance over the twelve-month period subtracted 0.9% from the Fund's performance.

Corporate activity during the year included the take-outs of Gewiss S.p.A. (Italy), Nissin Foods Company Limited (Japan) and Conbraco Industries, Inc. (U.S).

As of October 31, 2010, the Fund was approximately 35% hedged versus the Japanese yen and 45% hedged versus the euro.

First Eagle Overseas Fund

The NAV of the Fund's Class A shares rose 15.5% for the year ended October 31, 2010, while the MSCI EAFE Index increased 8.4% over the same period. The Fund's cash and cash equivalent position was 16.6% on October 31, 2010.

The five largest contributors to the performance of the First Eagle Overseas Fund over the period were Gold bullion (commodity, U.S.), Fanuc Limited

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First Eagle Global, Overseas, U.S. Value and Gold Funds

(industrial automation, Japan), Shimano, Inc. (bicycle parts, Japan), Industrias Peñoles S.A.B. de C.V. (mining, Mexico) and SMC Corporation (electrical machinery, Japan) collectively accounting for 5.3% of the year's performance.

The five largest detractors were MS&AD Insurance Group Holdings (insurance, Japan), Italcementi S.p.A, RSP (cement, Italy), Petroleo Brasileiro SA, ADR (energy, Brazil), Ono Pharmaceutical Company Limited (pharmaceuticals, Japan) and NKSJ Holdings, Inc. (insurance, Japan). Their combined negative performance over the twelve-month period subtracted 1.2% from the Fund's performance.

Corporate activity during the year included the take-outs of Gewiss S.p.A. (Italy) and Nissin Foods Company Limited (Japan).

As of October 31, 2010, the Fund was approximately 35% hedged versus the Japanese yen and 45% hedged versus the euro.

First Eagle U.S. Value Fund

The NAV of the First Eagle U.S. Value Fund's Class A shares increased 13.6% for the year ended October 31, 2010, while the S&P 500 Index and the Russell 2000 Index rose 16.5% and 26.6%, respectively. The Fund held 13.7% of its portfolio in cash and cash equivalents on October 31, 2010.

The five largest contributors to the performance of the First Eagle U.S. Value Fund over the period were Gold bullion (commodity), Comcast Corporation, Class A (cable company), Home Depot, Inc. (home improvement retailer), American Express Company (credit card company) and Blount International, Inc. (diversified manufacturer) collectively accounting for 4.3% of the year's performance.

The five largest detractors were Vulcan Materials Company (construction aggregates), Martin Marietta Materials, Inc. (aerospace & defense), Sanofi-Aventis SA, ADR (pharmaceuticals), Seneca Foods Corporation, Series 2003 (canned foods) and International Speedway Corporation, Class A (racetracks). Their combined negative performance over the twelve-month period subtracted 0.6% from the Fund's performance.

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Management's Discussion of Fund Performance (continued)

First Eagle Gold Fund

The NAV of the First Eagle Gold Fund's Class A shares rose 34.7% for the year ended October 31, 2010, while the FTSE Gold Mines Index increased 31.2%. The Fund was at 5.1% in cash and cash equivalents on October 31, 2010.

The five largest contributors to the performance of the First Eagle Gold Fund over the period were Gold bullion (U.S.), Lihir Gold Limited (Papua New Guinea), IAMGOLD Corporation (Canada), Randgold Resources Limited, ADR (Africa), and New Gold, Inc. (Canada) collectively accounting for 14.9% of the year's performance.

The five largest detractors to the fund were Kinross Gold Corporation (Canada), Minefinders Corporation (Canada), Vallar Plc (U.K), Northgate Minerals Corporation (Canada) and Intrepid Mines Limited (Australia). Their combined negative performance over the twelve-month period subtracted 0.5% from the Fund's performance.

We view gold as a hedge against "extreme outcomes," which might include such things as inflation, deflation or outright currency debasement. While we may view any of these outcomes as low probability, we believe gold has the potential to at least partially protect a portfolio against negative developments that these events could cause. The fiat currency system faces a number of challenges. The status of the U.S. dollar as the world's reserve currency is suspect, the euro is facing its most critical challenge in its 10 year history and the yen also lacks appeal. Newspapers are reporting daily on currency wars. To many, gold is playing the role of a substitute currency and has emerged as a viable alternative for central banks, institutional and individual investors worried about the current state of the Global monetary system.

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First Eagle Global, Overseas, U.S. Value and Gold Funds

As always, we appreciate your confidence and thank you for your support.



Matthew McLennan				Abhay Deshpande

Head of the Global Value Team Portfolio Manager Global, Overseas and U.S. Value Funds				Portfolio Manager Global, Overseas, U.S. Value and Gold Funds



Rachel Benepe				Kimball Brooker, Jr.

Portfolio Manager Gold Fund				Associate Portfolio Manager Overseas and U.S. Value Funds

December 2010

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
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Management's Discussion of Fund Performance (continued)

Past performance is no guarantee of future results. The portfolios are actively managed. Current and future portfolio holdings are subject to risk.

There are risks associated with investing in funds that invest in securities of foreign countries, such as erratic market conditions, economic and political instability and fluctuations in currency exchange rates. Funds whose investments are concentrated in a specific industry or sector may be subject to a higher degree of risk than funds whose investments are diversified and may not be suitable for all investors. Hedging can reduce exposure to currency exchange movements, but cannot eliminate that exposure. It is possible to lose money under a hedge. Results from hedging transactions, which for the Funds are primarily currency forward contracts, are further described in the financial statements that follow this commentary.

The commentary represents the opinion of the Global Value Team Portfolio Managers as of December 2010 and is subject to change based on market and other conditions. These materials are provided for informational purposes only. These opinions are not intended to be a forecast of future events, a guarantee of future results, or investment advice. The views expressed herein may change at any time subsequent of the date of issue hereof. The information provided is not to be construed as a recommendation or an offer to buy or sell or the solicitation of an offer to buy or sell any fund or security.

Investment in gold and gold related investments present certain risks, including political and economic risks affecting the price of gold and other precious metals like changes in U.S. or foreign tax, currency or mining laws, increased environmental costs, international monetary and political policies, economic conditions within an individual country, trade imbalances, and trade or currency restrictions between countries. The price of gold, in turn, is likely to affect the market prices of securities of companies mining or processing gold, and accordingly, the value of investments in such securities may also be affected. Gold related investments as a group have not performed as well as the stock market in general during periods when the U.S. dollar is strong, inflation is low and general economic conditions are stable. In addition, returns on gold related investments have traditionally been more volatile than investments in broader equity or debt markets.

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Performance Chart¹

	_ONE-YEAR			_THREE-YEARS			_FIVE-YEARS			_TEN-YEARS			_SINCE_INCEPTION			_INCEPTION_DATE
First Eagle Global Fund
Class A (SGENX)
without sales charge		16.13	%		1.98	%		8.40	%		13.13	%		14.46	%	01/01/79²
with sales charge		10.32			0.25			7.30			12.56			14.32		01/01/79²
Class C (FESGX)		14.23			1.21			7.59			12.29			12.03		06/05/00
Class I (SGIIX)		16.40			2.24			8.68			13.41			12.41		07/31/98
MSCI World Index³		12.74			-8.09			2.54			1.33			9.69		01/01/79
First Eagle Overseas Fund
Class A (SGOVX)
without sales charge		15.45	%		1.20	%		8.41	%		13.36	%		12.54	%	08/31/93
with sales charge		9.68			-0.52			7.30			12.78			12.29		08/31/93
Class C (FESOX)		13.55			0.42			7.59			12.53			12.20		06/05/00
Class I (SGOIX)		15.68			1.44			8.67			13.63			13.18		07/31/98
MSCI EAFE Index⁴		8.36			-9.60			3.31			3.17			4.94		08/31/93
First Eagle U.S. Value Fund
Class A (FEVAX)
without sales charge		13.64	%		1.12	%		5.25	%		—			9.06	%	09/04/01
with sales charge		7.95			-0.60			4.17			—			8.45		09/04/01
Class C (FEVCX)		11.75			0.33			4.46			—			8.24		09/04/01
Class I (FEVIX)		13.84			1.34			5.50			—			9.32		09/04/01
Standard &Poor's 500 Index⁵		16.52			-6.49			1.73			—			2.42		09/04/01
First Eagle Gold Fund
Class A (SGGDX)
without sales charge		34.73	%		12.10	%		21.74	%		27.72	%		11.26	%	08/31/93
with sales charge		27.99			10.20			20.50			27.06			11.01		08/31/93
Class C (FEGOX)		32.66			11.26			20.83			—			19.05		05/15/03
Class I (FEGIX)		35.01			12.38			22.04			—			20.24		05/15/03
FTSE Gold Mines Index⁶		31.20			6.07			15.90			20.28			4.11		08/31/93
MSCI World Index³		12.74			-8.09			2.54			1.33			5.91		08/31/93

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

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Performance Chart (continued)

	_ONE-YEAR			_THREE-YEARS			_FIVE-YEARS			_TEN-YEARS			_SINCE_INCEPTION			_INCEPTION_DATE
First Eagle Fund of America
Class A (FEFAX)
without sales charge		24.53	%		-1.28	%		6.39	%		7.22	%		7.25	%	11/20/98
with sales charge		18.31			-2.95			5.30			6.67			6.79		11/20/98
Class C (FEAMX)		22.59			-2.01			5.59			6.48			6.54		03/02/98
Class Y (FEAFX)⁷		24.47			-1.30			6.37			7.27			11.81		04/10/87
Standard & Poor's 500 Index⁵		16.52			-6.49			1.73			-0.02			8.57		04/10/87

¹The 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 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 charge" of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle Gold Fund, First Eagle U.S. Value Fund, and First Eagle Fund of America give effect to the deduction of the maximum sales charge 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 sales charge.

Class Y Shares of First Eagle Fund of America are offered without sales charge.

² Commencement of management by Jean-Marie Eveillard. Mr. Eveillard transitioned to senior adviser on March 26, 2009, a position he also held from January 2005 to March 2007, and continues to be a member of First Eagle Fund's Board of Trustees and a Senior Vice President of First Eagle Investment Management, LLC. The Fund commenced operation April 28, 1970.

³ The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. The index provides total returns in U.S. dollars with net dividends reinvested.

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 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. The Standard & Poor's 500 Index includes dividends reinvested.

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

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
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Average Annual Returns as of October 31, 2010

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 As of September 1, 2005 First Eagle Fund of America Class Y is closed to new accounts.

Expense Ratios As Stated In The Most Recent Prospectus
Total Annual Gross Operating Expense Ratios

	_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS Y}
First Eagle Global Fund		1.19	%		1.94	%		0.94	%		—
First Eagle Overseas Fund		1.20			1.95			0.95			—
First Eagle U.S. Value Fund		1.26			2.00			1.01			—
First Eagle Gold Fund		1.26			2.01			1.01			—
First Eagle Fund of America		1.51			2.26			—			1.51	%

These expense ratios are presented as of October 31, 2009 and may differ from corresponding ratios shown elsewhere in this report because of differing time periods (and/or, if applicable, because these expense ratios do not include expense credits or waivers).

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
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Fund Overview | Data as of October 31, 2010 (unaudited)

INVESTMENT OBJECTIVE

First Eagle Global Fund seeks long-term growth of capital by investing in a 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 may help to minimize risk.

Average Annual Returns
	_ONE-YEAR			_FIVE-YEARS			_TEN-YEARS
First Eagle Global Fund (A Shares)
without sales charge		16.13	%		8.40	%		13.13	%
with sales charge		10.32			7.30			12.56
MSCI World Index		12.74			2.54			1.33
Consumer Price Index		1.17			1.89			2.31

Asset Allocation

Countries
United States	38.30	%
Japan	19.60
France	7.94
Germany	3.42
Switzerland	3.24
Mexico	2.63
South Africa	1.92
South Korea	1.89
United Kingdom	1.45
Singapore	1.18
Italy	0.94
Malaysia	0.94
Australia	0.89
Canada	0.87
Belgium	0.82
Hong Kong	0.77
Thailand	0.66
Taiwan	0.51
Brazil	0.47
Netherlands	0.08
Norway	0.05
Spain	0.03
Panama	0.01

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

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
18

Global Fund

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 charge of 5.00%.

The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. The index provides total returns in U.S. dollars with net dividends reinvested. 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 (precious metal)	6.52	%
Fanuc Limited (Japanese industrial manufacturing company)	2.09
Secom Company Limited (Japanese security services provider)	1.92
SMC Corporation (Japanese automated control devices manufacturer)	1.88
Keyence Corporation (Japanese sensors manufacturer)	1.62
Cintas Corporation (U.S. uniform designer and manufacturer)	1.49
Gold Fields Limited, ADR (South African gold mining company)	1.48
Shimano, Inc. (Japanese bicycle parts manufacturer)	1.47
Microsoft Corporation (U.S. software developer)	1.46
Astellas Pharma, Inc. (Japanese pharmaceuticals manufacturer)	1.39
Total	21.32	%

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
19

First Eagle Global Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Common Stocks — 77.25%
U.S. Common Stocks — 30.30%
Consumer Discretionary 5.51%
	13,051,511	Cintas Corporation (a)	$	438,387,413	$	358,525,007
	16,016,312	Comcast Corporation, Class 'A'		266,139,825		309,595,311
	5,571,290	Omnicom Group, Inc.		162,938,225		244,913,908
	5,300,650	Home Depot, Inc.		131,119,191		163,684,072
	2,051,045	Wal-Mart Stores, Inc.		101,774,692		111,105,108
	1,136,380	Costco Wholesale Corporation		35,670,294		71,330,573
	1,381,358	Unifirst Corporation		30,865,195		63,583,909
	2,485	JG Boswell Company (b)		573,840		1,826,475
	184,753	St. John Knits International, Inc. (b)(c)		3,174,837		739,012
				1,170,643,512		1,325,303,375
Consumer Staples 0.97%
	1,473,220	Lorillard, Inc.		108,367,712		125,724,595
	3,629,490	Sysco Corporation		99,971,655		106,924,775
				208,339,367		232,649,370
Energy 3.26%
	5,133,863	ConocoPhillips		250,527,413		304,951,462
	2,196,331	Apache Corporation		147,925,837		221,873,358
	2,327,880	Helmerich & Payne, Inc.		57,215,205		99,586,706
	3,975,644	San Juan Basin Royalty Trust (a)		141,567,358		97,443,034
	918,030	Murphy Oil Corporation		34,786,345		59,818,835
				632,022,158		783,673,395
Financials 5.40%
	7,551,993	American Express Company		318,860,508		313,105,630
	2,624	Berkshire Hathaway, Inc., Class 'A' (c)		209,446,032		313,043,200
	8,975,246	Cincinnati Financial Corporation (a)		229,993,905		264,231,242
	6,957,385	Bank of New York Mellon Corporation		176,154,383		174,352,068
	516,010	Mastercard, Inc., Class 'A'		104,264,518		123,873,361
	4,035,783	WR Berkley Corporation		108,191,136		111,064,748
	34,924	Mills Music Trust (a)(b)		1,055,337		1,348,939
				1,147,965,819		1,301,019,188
Health Care 0.87%
	2,594,970	WellPoint, Inc. (c)		122,915,513		141,010,670
	1,059,980	Johnson & Johnson		59,610,843		67,488,926
				182,526,356		208,499,596

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
20

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Common Stocks — 30.30% — (continued)
Industrials 3.63%
	3,375,980	3M Company	$	263,499,538	$	284,325,035
	2,864,349	Alliant Techsystems, Inc. (a)(c)		267,178,315		218,377,968
	9,778,961	Blount International, Inc. (a)(c)		127,911,050		146,684,415
	1,669,689	Lockheed Martin Corporation		118,231,467		119,032,129
	2,365,411	Automatic Data Processing, Inc.		85,148,200		105,071,557
				861,968,570		873,491,104
Information Technology 4.09%
	13,162,817	Microsoft Corporation		319,748,276		350,657,445
	5,703,320	Linear Technology Corporation		160,046,637		183,818,003
	5,838,310	Texas Instruments, Inc.		142,792,013		172,638,827
	7,235,010	Intel Corporation		101,065,194		145,206,651
	3,709,652	KLA-Tencor Corporation		107,308,502		132,508,769
				830,960,622		984,829,695
Materials 4.05%
	14,088,693	Weyerhaeuser Company		354,334,376		228,518,601
	3,404,321	Rayonier, Inc., REIT		60,343,193		177,705,556
	3,987,548	Plum Creek Timber Company, Inc., REIT		147,118,846		146,901,268
	3,742,254	Vulcan Materials Company		195,337,229		136,629,694
	1,454,160	Martin Marietta Materials, Inc.		130,299,884		117,030,797
	1,780,037	Newmont Mining Corporation		45,037,176		108,350,852
	1,258,500	Deltic Timber Corporation (a)		62,903,243		58,746,780
				995,373,947		973,883,548
Telecommunication Services 0.55%
	5,862,250	Cisco Systems, Inc. (c)		95,994,520		133,835,168
Utilities 1.97%
	6,032,402	FirstEnergy Corporation		224,074,888		219,096,841
	4,117,660	IDACorporation, Inc. (a)		136,695,395		151,529,888
	4,453,703	Allegheny Energy, Inc.		101,571,987		103,325,909
				462,342,270		473,952,638
Total U.S. Common Stocks				6,588,137,141		7,291,137,077
International Common Stocks — 46.95%
Australia 0.89%
	5,473,228	Newcrest Mining Limited		184,414,345		214,521,866
Belgium 0.82%
	2,225,615	Groupe Bruxelles Lambert SA		186,025,303		196,994,889

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
21

Global Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 46.95% — (continued)
Brazil 0.47%
	3,625,916	Petroleo Brasileiro SA, ADR	$	68,857,936	$	113,092,320
Canada 0.65%
	3,358,189	Cenovus Energy, Inc.		84,672,345		93,424,818
	2,773,965	Penn West Energy Trust		52,580,541		63,246,402
				137,252,886		156,671,220
France 7.67%
	4,735,547	Sanofi-Aventis SA		370,785,007		330,555,055
	4,824,936	Sodexo		132,399,966		313,840,548
	3,733,423	Carrefour SA		230,370,943		201,399,319
	2,306,626	Neopost SA (a)		212,748,213		191,523,362
	2,147,945	Wendel		111,924,050		166,366,308
	1,859,739	Rémy Cointreau SA		58,495,022		130,539,589
	2,359,340	Total SA		130,161,165		128,144,200
	956,044	Guyenne et Gascogne SA (a)		108,257,344		105,262,043
	1,167,152	Société BIC SA		55,329,471		103,502,443
	1,011,869	Cie Generale d'Optique Essilor International SA		20,188,532		67,534,786
	63,019	Sucrière de Pithiviers-Le-Vieil (a)		35,947,628		61,365,595
	160,048	Robertet SA (a)		21,057,483		23,599,299
	42,252	Robertet SA CI (b)(d)		800,508		4,643,493
	104,457	Gaumont SA		6,087,824		7,468,677
	385,000	Sabeton SA (a)		4,841,233		6,828,321
	69,500	NSC Groupe (a)(b)(c)		12,298,421		2,947,230
	12,000,000	FINEL (a)(b)(c)(d)(e)(f)		—		834,630
				1,511,692,810		1,846,354,898
Germany 3.02%
	4,485,848	HeidelbergCement AG		242,684,169		234,531,998
	3,198,075	Daimler AG (c)		156,674,454		211,001,121
	1,172,304	Pfeiffer Vacuum Technology AG (a)		105,767,273		112,112,992
	1,328,614	Fraport AG		42,968,105		84,239,570
	2,464,510	Tognum AG		26,236,180		59,943,102
	386,842	Hornbach Baumarkt AG		21,504,161		24,699,565
				595,834,342		726,528,348
Hong Kong 0.66%
	12,693,580	Guoco Group Limited		115,086,260		155,255,120
	20,738,780	City e-Solutions Limited (a)(b)(c)		936,898		2,274,341
				116,023,158		157,529,461

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
22

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 46.95% — (continued)
Italy 0.94%
	18,139,395	Italcementi S.p.A. RSP	$	249,186,230	$	87,557,886
	4,682,069	Italcementi S.p.A.		86,201,872		39,403,625
	1,734,972	Italmobiliare S.p.A. RSP		121,356,934		44,503,727
	1,021,137	Italmobiliare S.p.A.		107,360,738		36,079,518
	3,208,913	Gewiss S.p.A.		18,972,618		18,055,913
				583,078,392		225,600,669
Japan 19.49%
	3,475,800	Fanuc Limited		277,520,302		502,707,263
	10,188,130	Secom Company Limited		461,699,433		462,291,932
	2,960,620	SMC Corporation		329,833,581		452,087,225
	1,571,990	Keyence Corporation		313,389,646		389,338,305
	7,096,370	Shimano, Inc. (a)		164,739,178		354,157,758
	8,977,860	Astellas Pharma, Inc.		362,418,345		333,702,208
	12,348,900	MS&AD Insurance Group Holdings		312,994,091		296,342,939
	13,629,830	MISUMI Group, Inc. (a)		236,989,172		291,886,490
	5,211,900	Ono Pharmaceutical Company Limited		237,044,526		221,287,374
	4,567,060	Canon, Inc.		218,295,606		210,918,227
	26,528,100	NKSJ Holdings, Inc. (c)		201,994,681		182,123,393
	1,775,270	Hirose Electric Company Limited		192,582,663		178,518,771
	9,207,880	Mitsubishi Estate Company Limited		135,288,897		161,180,767
	87,905	NTT DoCoMo, Inc.		134,331,751		147,872,471
	6,166,510	THK Company Limited		107,947,983		118,507,231
	22,411	Inpex Corporation		112,236,052		116,437,039
	5,147,000	T. Hasegawa Company Limited (a)		79,849,658		80,575,630
	3,501,380	Chofu Seisakusho Company Limited (a)		63,721,317		70,723,094
	2,719,100	Meitec Corporation (a)(c)		79,203,905		54,213,217
	1,725,100	Ariake Japan Company Limited (a)		29,754,119		26,106,728
	2,002,100	Seikagaku Corporation		21,143,745		20,878,510
	449,600	Nissin Foods Holdings Company Limited		16,064,299		16,276,022
	257,500	Unihair Company Limited (c)		5,849,064		3,008,163
				4,094,892,014		4,691,140,757
Malaysia 0.94%
	134,626,930	Genting Malaysia Berhad		116,786,948		151,436,367
	22,331,815	Genting Berhad		39,810,880		74,929,824
				156,597,828		226,366,191

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
23

Global Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 46.95% — (continued)
Mexico 2.63%
	9,745,693	Industrias Peñoles S.A.B. de C.V.	$	17,199,241	$	276,080,569
	9,896,144	Grupo Televisa SA, ADR		175,423,561		222,168,433
	6,666,024	Fresnillo PLC		45,798,621		133,537,131
				238,421,423		631,786,133
Netherlands 0.08%
	468,075	Heineken Holding NV		10,805,362		20,145,532
Panama 0.01%
	114,352	Banco Latinoamericano de Exportaciones SA		1,688,417		1,762,164
Singapore 0.27%
	10,153,710	Fraser and Neave Limited		8,655,703		48,984,615
	13,467,250	ComfortDelgro Corporation Limited		3,279,184		15,409,587
				11,934,887		64,394,202
South Africa 1.92%
	22,550,390	Gold Fields Limited, ADR		259,787,234		355,619,650
	9,252,833	Harmony Gold Mining Company Limited, ADR		84,568,705		106,777,693
				344,355,939		462,397,343
South Korea 1.11%
	3,084,095	KT&G Corporation		171,830,303		189,389,882
	51,900	Lotte Confectionery Company Limited		21,157,499		56,731,393
	39,989	Namyang Dairy Products Company Limited (a)		7,325,466		21,962,410
				200,313,268		268,083,685
Spain 0.03%
	132,802	Red Electrica Corporation SA		6,625,843		6,667,986
Switzerland 3.24%
	3,783,070	Pargesa Holding SA		237,781,696		300,145,986
	4,370,450	Nestlé SA		103,267,278		239,458,455
	40,274	Lindt & Spruengli AG PC		67,067,587		109,430,650
	800	Lindt & Spruengli AG		16,046,392		22,973,316
	791,185	Kuehne & Nagel International AG		22,937,029		97,877,728
	39,740	Edipresse SA		10,811,874		10,785,850
				457,911,856		780,671,985
Thailand 0.66%
	30,251,300	Bangkok Bank PCL NVDR		98,647,613		150,348,356
	577,000	OHTL PCL (b)		2,636,472		9,276,651
				101,284,085		159,625,007

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
24

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 46.95% — (continued)
United Kingdom 1.45%
	2,714,983	Anglo American PLC	$	62,810,160	$	126,528,008
	8,354,385	Berkeley Group Holdings PLC (a)(c)		101,417,318		112,666,229
	3,464,198	Willis Group Holdings PLC		89,532,218		110,161,497
				253,759,696		349,355,734
Total International Common Stocks				9,261,769,790		11,299,690,390
Total Common Stocks				15,849,906,931		18,590,827,467
Preferred Stocks — 1.28%
U.S. Preferred Stock — 0.07%
Utilities 0.07%
	335,000	Calenergy Capital Trust III 6.50% (b)(g)		14,782,813		16,456,875
International Preferred Stocks — 1.21%
Canada 0.11%
	2,750,391	Postmedia Network (b)(d)(e)		18,719,011		26,991,080
Germany 0.40%
	877,242	Hornbach Holding AG		63,837,360		96,158,710
South Korea 0.70%
	340,407	Samsung Electronics Company Limited		50,212,677		167,291,776
Total International Preferred Stocks				132,769,048		290,441,566
Total Preferred Stocks				147,551,861		306,898,441
Warrant — 0.24%
United States 0.24%
	4,603,336	JPMorgan Chase & Co. Warrant exp 10/28/18 (c)		59,899,995		58,692,534
_OUNCES
Commodity — 6.52%
	1,155,839	Gold bullion (c)		648,342,611		1,569,340,588

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
25

Global Fund

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Bonds — 3.32%
U.S. Bonds — 1.17%
Corporate Bonds 0.24%
$	5,467,000	Bausch & Lomb, Inc. 7.125% due 08/01/28 (b)		$4,732,076		$5,044,643
	5,000,000	Pulte Group, Inc. 5.20% due 02/15/15		4,394,183		4,800,000
	12,554,000	Yankee Acquisition Corporation, Series 'B' 8.50% due 02/15/15		12,482,394		13,103,237
	22,554,000	Yankee Acquisition Corporation, Series 'B' 9.75% due 02/15/17		21,895,934		23,625,315
	12,400,750	Yankee Candle Company, Inc. 2.26% due 02/06/14 (h)		9,162,283		12,038,586
				52,666,870		58,611,781
Government Obligations 0.93%
	79,438,224	United States Treasury Inflation Indexed Bond 1.875% due 07/15/13 (i)		81,286,347		85,029,960
	136,769,360	United States Treasury Inflation Indexed Bond 2.375% due 04/15/11 (i)		137,443,817		138,350,824
				218,730,164		223,380,784
Total U.S. Bonds				271,397,034		281,992,565
International Notes and Bonds — 2.15%
International Corporate Notes and Bonds — 0.43%
Canada 0.11%
	28,460,000 USD	Catalyst Paper Corporation 11.00% due 12/15/16 (b)(j)		24,654,814		25,685,150
France 0.27%
	15,000,000 EUR	Emin Leydier SA FRN 6.16% due 07/31/16 (b)(d)(e)		21,410,094		20,865,762
	12,000,000 EUR	FINEL 9.50% due 06/30/17 (b)(c)(d)(e)		14,474,400		8,346,305
	1,697,000 USD	Legrand SA 8.50% due 02/15/25 (b)		1,644,537		2,042,833
	12,050,000 EUR	Wendel 4.375% due 08/09/17		10,895,296		15,295,473
	10,000,000 EUR	Wendel 4.875% due 09/21/15 (k)		10,257,414		13,632,298
	3,500,000 EUR	Wendel 4.875% due 05/26/16		2,571,574		4,649,588
				61,253,315		64,832,259

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
26

Schedule of Investments | Year Ended October 31, 2010

_{PRINCIPAL AMOUNT}

_DESCRIPTION

_{COST (NOTE 1)}

_{VALUE (NOTE 1)}

International Corporate Notes and Bonds — 0.43% — (continued)

Ireland 0.00%

13,650,000
EUR

Waterford Wedgwood PLC
9.875% due 12/01/10 (b)(c)(d)(j)(l)

16,339,337

—

Norway 0.05%

5,500,000
USD

Den Norske Bank ASA FRN
0.625% due 02/28/11 (b)

3,888,750

3,272,500

3,170,000
USD

Den Norske Creditbank FRN
0.563% due 11/30/10 (b)

2,059,625

1,886,942

3,500,000
USD

Den Norske Creditbank FRN
0.657% due 02/28/11 (b)

2,610,000

2,073,750

10,000,000
USD

Nordea Bank Norge ASA FRN
0.875% due 05/19/11 (b)

6,826,750

5,850,000

15,385,125

13,083,192

Total International Corporate Notes and Bonds

117,632,591

103,600,601

International Government Bonds — 1.72%

Hong Kong 0.11%

202,850,000
HKD

Hong Kong Government Bond
0.48% due 09/03/12

26,203,117

26,205,777

Japan 0.11%

2,167,809,900
JPY

Japanese Government CPI Linked Bond
1.40% due 06/10/18 (i)

19,864,377

27,070,361

Singapore 0.91%

275,440,000
SGD

Singapore Government Bond
3.625% due 07/01/11

203,371,459

217,601,114

South Korea 0.08%

23,782,710,000
KRW

Inflation Linked Korea Treasury Bond
2.75% due 03/10/17 (i)

22,686,682

19,520,210

Taiwan 0.51%

1,767,500,000
TWD

Taiwan Government Bond
2.00% due 07/20/12

54,184,975

59,341,916

1,826,000,000
TWD

Taiwan Government Bond
2.375% due 01/16/13

59,226,029

62,236,596

113,411,004

121,578,512

Total International Government Bonds

385,536,639

411,975,974

Total International Notes and Bonds

503,169,230

515,576,575

Total Notes and Bonds

774,566,264

797,569,140

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
27

Global Fund

_PRINCIPA_L_AMOUN_T	_DESCRIPTIO_N	_COS_T_(NOT_E₁₎		_VALU_E_(NOT_E₁₎
Commercial Paper — 11.91%
International Commercial Paper — 6.18%
France 1.29%
27,487,000 USD	GDF Suez SA 0.38% due 11/10/10	$	27,484,389	$	27,484,389
13,560,000 USD	GDF Suez SA 0.38% due 11/23/10		13,556,851		13,556,851
19,000,000 USD	GDF Suez SA 0.39% due 12/06/10		18,992,796		18,992,796
51,710,000 USD	GDF Suez SA 0.39% due 01/19/11		51,665,745		51,676,197
43,000,000 USD	GDF Suez SA 0.39% due 01/24/11		42,960,870		42,969,969
25,119,000 USD	Sanofi-Aventis SA 0.20% due 11/24/10		25,115,790		25,115,791
40,799,000 USD	Électricité de France 0.24% due 11/29/10		40,791,384		40,791,384
12,065,000 USD	Électricité de France 0.24% due 01/11/11		12,059,289		12,057,932
77,656,000 USD	Électricité de France 0.25% due 01/11/11		77,617,711		77,610,509
Italy 0.63%
5,239,000 USD	Eni S.p.A 0.24% due 12/14/10		5,237,498		5,237,498
18,722,000 USD	Eni S.p.A. 0.25% due 12/14/10		18,716,410		18,716,409
17,942,000 USD	Eni S.p.A. 0.27% due 02/17/11		17,927,467		17,925,183
30,000,000 USD	Eni S.p.A 0.28% due 01/14/11		29,982,733		29,981,649
43,611,000 USD	Eni S.p.A. 0.35% due 12/10/10		43,594,464		43,594,464
18,599,000 USD	Eni S.p.A. 0.40% due 12/14/10		18,590,114		18,590,114
19,000,000 USD	Eni S.p.A 0.50% due 11/18/10		18,995,514		18,995,514
Japan 2.99%
32,500,000 USD	Mitsubishi Company 0.23% due 11/10/10		32,498,131		32,498,131
30,000,000 USD	Mitsubishi Company 0.24% due 01/14/11		29,985,200		29,981,649

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
28

Schedule of Investments | Year Ended October 31, 2010

_PRINCIPA_L_AMOUN_T	_DESCRIPTIO_N	_COS_T_(NOT_E₁₎		_VALU_E_(NOT_E₁₎
International Commercial Paper — 6.18% — (continued)
Japan 2.99% — (continued)
50,000,000 USD	Mitsubishi Company 0.24% due 01/20/11	$	49,973,333	$	49,966,800
28,856,000 USD	Mitsubishi Company 0.35% due 11/08/10		28,854,036		28,854,036
25,000,000 USD	Mitsui & Company, Limited 0.21% due 12/15/10		24,993,583		24,993,583
50,000,000 USD	Mitsui & Company, Limited 0.25% due 12/13/10		49,985,417		49,985,417
12,000,000 USD	Mitsui & Company, Limited 0.27% due 02/22/11		11,989,830		11,988,130
20,000,000 USD	Mitsui & Company, Limited 0.39% due 11/01/10		20,000,000		20,000,000
16,172,000 USD	Mitsui & Company, Limited 0.46% due 11/02/10		16,171,794		16,171,793
27,000,000 USD	Panasonic Corporation 0.28% due 02/03/11		26,980,260		26,978,538
17,316,000 USD	Panasonic Corporation 0.36% due 12/01/10		17,310,805		17,310,805
10,000,000 USD	Panasonic Corporation 0.42% due 01/20/11		9,990,667		9,993,360
30,000,000 USD	Panasonic Corporation 0.43% due 11/12/10		29,996,058		29,996,058
32,418,000 USD	Panasonic Corporation 0.43% due 01/05/11		32,392,831		32,400,669
40,000,000 USD	Panasonic Corporation 0.48% due 02/07/11		39,947,733		39,966,672
25,000,000 USD	Panasonic Corporation 0.50% due 12/13/10		24,985,417		24,985,417
8,000,000 USD	Panasonic Corporation 0.54% due 01/05/11		7,992,200		7,995,723
18,189,000 USD	Panasonic Corporation 0.55% due 01/05/11		18,170,937		18,179,276
38,061,000 USD	Panasonic Corporation 0.55% due 01/07/11		38,022,040		38,040,055
24,850,000 USD	Sumitomo Corporation 0.23% due 12/20/10		24,842,221		24,842,221
25,000,000 USD	Sumitomo Corporation 0.25% due 12/15/10		24,992,361		24,992,361
25,000,000 USD	Sumitomo Corporation 0.27% due 03/25/11		24,973,000		24,965,597
24,000,000 USD	Sumitomo Corporation 0.30% due 03/25/11		23,971,200		23,966,974

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
29

Global Fund

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Commercial Paper — 6.18% — (continued)
Japan 2.99% — (continued)
	25,000,000 USD	Sumitomo Corporation 0.33% due 04/20/11	$	24,961,042	$	24,955,428
	12,266,000 USD	Sumitomo Corporation 0.42% due 12/09/10		12,260,562		12,260,562
	15,000,000 USD	Sumitomo Corporation 0.45% due 11/19/10		14,996,625		14,996,625
	10,000,000 USD	Toyota Motor Credit Corporation 0.22% due 01/25/11		9,994,806		9,993,180
	47,467,000 USD	Toyota Motor Credit Corporation 0.31% due 02/22/11		47,420,812		47,420,198
Switzerland 1.27%
	40,000,000 USD	Nestlé Capital Corporation 0.15% due 11/23/10		39,996,333		39,996,333
	55,109,000 USD	Nestlé Capital Corporation 0.22% due 12/15/10		55,094,182		55,094,182
	30,716,000 USD	Nestlé Capital Corporation 0.22% due 01/14/11		30,702,109		30,702,202
	49,000,000 USD	Nestlé Capital Corporation 0.22% due 03/17/11		48,959,276		48,950,432
	10,000,000 USD	Nestlé Capital Corporation 0.25% due 12/01/10		9,997,917		9,997,917
	32,697,000 USD	Novartis Capital Corporation 0.22% due 11/30/10		32,691,205		32,691,205
	28,000,000 USD	Novartis Capital Corporation 0.23% due 11/30/10		27,994,812		27,994,812
	12,200,000 USD	Novartis Capital Corporation 0.24% due 12/14/10		12,196,503		12,196,503
	7,502,000 USD	Novartis Capital Corporation 0.24% due 12/20/10		7,499,549		7,499,549
	20,000,000 USD	Novartis Capital Corporation 0.29% due 01/03/11		19,989,850		19,990,760
	20,000,000 USD	Novartis Capital Corporation 0.29% due 01/10/11		19,988,722		19,989,698
Total International Commercial Paper				1,487,052,384		1,487,079,500
U.S. Commercial Paper — 5.73%
$	15,973,000	Abbott Laboratories 0.18% due 11/08/10		15,972,441		15,972,441
	7,233,000	Abbott Laboratories 0.20% due 01/03/11		7,230,468		7,230,215
	10,594,000	Abbott Laboratories 0.20% due 01/18/11		10,589,409		10,588,994

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
30

Schedule of Investments | Year Ended October 31, 2010

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Commercial Paper — 5.73% — (continued)
$	25,890,000	Avery Dennison Corporation 0.32% due 11/01/10	$	25,890,000	$	25,890,000
	1,949,000	Bemis Company, Inc. 0.26% due 11/01/10		1,949,000		1,949,000
	20,000,000	Caterpillar Financial Services Corporation		19,998,978		19,998,978
		0.23% due 11/09/10
	30,000,000	Coca-Cola Company 0.21% due 11/22/10		29,996,325		29,996,325
	23,534,000	Coca-Cola Company 0.23% due 04/15/11		23,509,191		23,499,953
	12,289,000	Coca-Cola Company 0.24% due 12/16/10		12,285,313		12,285,313
	47,000,000	Coca-Cola Company 0.24% due 12/20/10		46,984,647		46,984,647
	48,000,000	Coca-Cola Company 0.24% due 01/18/11		47,975,040		47,974,080
	23,000,000	Coca-Cola Company 0.24% due 01/21/11		22,987,580		22,987,120
	20,000,000	Coca-Cola Company 0.24% due 02/02/11		19,987,600		19,986,986
	50,000,000	Coca-Cola Company 0.28% due 11/05/10		49,998,444		49,998,444
	23,507,000	ConocoPhillips 0.22% due 11/08/10		23,505,994		23,505,994
	3,171,000	ConocoPhillips 0.24% due 12/28/10		3,169,795		3,169,795
	19,300,000	ConocoPhillips 0.24% due 01/18/11		19,289,964		19,289,578
	25,000,000	ConocoPhillips 0.24% due 01/21/11		24,986,500		24,986,000
	34,450,000	ConocoPhillips 0.24% due 01/24/11		34,430,708		34,430,019
	29,000,000	ConocoPhillips 0.25% due 11/17/10		28,996,778		28,996,778
	50,000,000	ConocoPhillips 0.25% due 11/18/10		49,994,097		49,994,097
	35,500,000	ConocoPhillips 0.25% due 12/09/10		35,490,632		35,490,632
	5,000,000	ConocoPhillips 0.25% due 12/16/10		4,998,438		4,998,438
	2,000,000	Google, Inc. 0.20% due 01/19/11		1,999,122		1,998,829

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
31

Global Fund

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Commercial Paper — 5.73% — (continued)
$	34,000,000	Google, Inc. 0.25% due 03/21/11	$	33,966,944	$	33,959,078
	27,000,000	H.J. Heinz Company Limited 0.38% due 01/20/11		26,977,200		26,976,345
	23,630,000	Hewlett-Packard Company 0.20% due 12/01/10		23,626,062		23,626,062
	20,750,000	Honeywell International, Inc. 0.25% due 03/23/11		20,729,538		20,721,417
	29,000,000	Honeywell International, Inc. 0.32% due 12/01/10		28,992,267		28,992,267
	32,657,000	Honeywell International, Inc. 0.32% due 12/07/10		32,646,550		32,646,550
	20,500,000	ITT Corporation 0.52% due 11/10/10		20,497,335		20,497,335
	38,000,000	Johnson & Johnson 0.21% due 11/15/10		37,996,897		37,996,897
	15,997,000	Johnson & Johnson 0.22% due 03/09/11		15,984,487		15,982,564
	24,385,000	Johnson & Johnson 0.24% due 12/03/10		24,379,798		24,379,798
	36,000,000	Medtronic, Inc. 0.22% due 11/02/10		35,999,780		35,999,780
	40,000,000	Medtronic, Inc. 0.23% due 01/07/11		39,982,878		39,980,324
	8,000,000	Medtronic, Inc. 0.23% due 01/12/11		7,996,320		7,995,750
	6,650,000	NYSE Euronext 0.29% due 11/01/10		6,650,000		6,650,000
	8,343,000	NYSE Euronext 0.29% due 11/16/10		8,341,992		8,341,992
	35,000,000	PepsiCo, Inc. 0.18% due 11/30/10		34,994,925		34,994,925
	46,992,000	Philip Morris International, Inc. 0.18% due 11/09/10		46,990,120		46,990,120
	28,227,000	Philip Morris International, Inc. 0.21% due 12/02/10		28,221,896		28,221,896
	50,000,000	Procter & Gamble Company 0.22% due 02/14/11		49,967,917		49,966,700
	50,000,000	Procter & Gamble Company 0.22% due 03/03/11		49,962,722		49,958,680
	27,625,000	Procter & Gamble Company 0.23% due 04/07/11		27,597,291		27,590,624

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
32

Schedule of Investments | Year Ended October 31, 2010

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Commercial Paper — 5.73% — (continued)
$	43,745,000	Procter & Gamble Company 0.24% due 03/04/11	$	43,709,129	$	43,708,254
	50,000,000	Procter & Gamble Company 0.25% due 12/08/10		49,987,153		49,987,153
	8,488,000	Procter & Gamble Company 0.26% due 11/04/10		8,487,816		8,487,816
	10,171,000	Procter & Gamble Company 0.28% due 11/05/10		10,170,684		10,170,684
	6,578,000	Sara Lee Corporation 0.26% due 11/16/10		6,577,287		6,577,287
	10,000,000	United Technologies Corporation 0.17% due 11/01/10		10,000,000		10,000,000
	30,000,000	Walt Disney Company 0.18% due 11/05/10		29,999,400		29,999,400
	20,000,000	Walt Disney Company 0.18% due 11/10/10		19,999,100		19,999,100
	16,000,000	Walt Disney Company 0.18% due 01/07/11		15,994,640		15,991,290
	20,000,000	WellPoint, Inc. 0.36% due 12/02/10		19,993,800		19,993,800
Total U.S. Commercial Paper				1,379,638,392		1,379,586,544
Total Commercial Paper				2,866,690,776		2,866,666,044
Total Investments — 100.52%			$	20,346,958,438		24,189,994,214
Liabilities in Excess of Other Assets — (0.52)%						(126,038,281	)
Net Assets — 100.00%					$	24,063,955,933

(a) An affiliate of the Fund 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.

(b) Security is deemed illiquid. At October 31, 2010, the value of these securities amounted to $142,406,611 or 0.59% of net assets.

(d) Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing $61,681,270 or 0.26% of net assets.

(e) Represents interest in a restricted security which has not been registered with the Securities and Exchange Commission under the Securities Act of 1933. At October 31, 2010, the value of these securities amounted to $57,037,777 or 0.24% of net assets.

(f) Held through Financiere Rouge, LLC, a wholly owned subsidiary and disregarded entity for U.S. tax purposes.

(g) This security is convertible until September 1, 2027 and is subject to a call feature and may be called in full or partially on or anytime after December 27, 2010.

(h) A term loan security.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
33

Global Fund

(i) Inflation protected security.

(j) 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.

(k) Represents a security registered under Regulation S. Bonds sold under Regulation S may not be offered, sold or delivered within the U.S., or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

(l) Issuer is in default.

At October 31, 2010, aggregate cost for federal income tax purposes was $20,629,241,573; and net unrealized appreciation consisted of:

Gross unrealized appreciation	$	4,585,097,478
Gross unrealized depreciation		(1,024,344,837	)
Net unrealized appreciation	$	3,560,752,641

Abbreviations Used in this Schedule Include:

ADR — American Depository Receipt

CPI — Consumer Price Index

FRN — Floating Rate Note

NVDR — Non-Voting Depository Receipt

NYSE — New York Stock Exchange

PC — Participation Certificate

PCL — Public Company Limited

PLC — Public Limited Company

REIT — Real Estate Investment Trust

RSP — Represents Non-Voting Shares

Currencies

EUR — Euro

HKD — Hong Kong Dollar

JPY — Japanese Yen

KRW — South Korean Won

SGD — Singapore Dollar

TWD — Taiwan Dollar

USD — United States Dollar

_{RESTRICTED SECURITIES}	_ACQUISITION_DATE	_COST		_{CARRYING VALUE PER}_{SHARE/PRINCIPAL}
Emin Leydier SA 6.16% due 07/31/16	07/30/09	$	21,410,094	$	1.39
FINEL 9.50% due 06/30/17	06/22/05		14,474,400		0.70
FINEL	07/30/09		—		0.07
Postmedia Network	07/13/10		18,719,011		9.81

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
34

Schedule of Investments | Year Ended October 31, 2010

Foreign Currency Exchange Contracts — Sales
_SETTLEMENT_DATES_THROUGH	_{FOREIGN CURRENCY}_{TO BE DELIVERED}			_{U.S. $}_{TO BE}_RECEIVED		_{U.S. $ VALUE}_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_APPRECIATION_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_DEPRECIATION_{AT OCTOBER 31,}₂₀₁₀
11/17/10		137,989,000	Euro	$	174,653,239	$	191,915,898	$	—	$	(17,262,659	)
01/19/11		315,639,000	Euro		404,049,484		438,621,449		—		(34,571,965	)
02/16/11		239,029,000	Euro		303,236,970		332,012,931		—		(28,775,961	)
03/16/11		329,370,000	Euro		447,564,026		457,425,670		—		(9,861,644	)
11/17/10		21,902,332,000	Japanese Yen		241,016,033		271,941,505		—		(30,925,472	)
01/19/11		19,519,482,000	Japanese Yen		228,927,256		242,514,001		—		(13,586,745	)
02/16/11		30,693,395,000	Japanese Yen		364,672,556		381,462,520		—		(16,789,964	)
03/16/11		64,536,652,000	Japanese Yen		776,886,955		802,131,750		—		(25,244,795	)
11/17/10		515,892,000	Mexican Peso		39,592,632		41,722,857		—		(2,130,225	)
01/19/11		414,967,000	Mexican Peso		31,898,455		33,408,120		—		(1,509,665	)
02/16/11		525,558,000	Mexican Peso		39,925,400		42,215,738		—		(2,290,338	)
03/16/11		1,214,812,000	Mexican Peso		95,807,477		97,671,515		—		(1,864,038	)
				$	3,148,230,483	$	3,333,043,954	$	—	$	(184,813,471	)
Foreign Currency Exchange Contracts — Purchases
_SETTLEMENT_DATES_THROUGH	_{FOREIGN CURRENCY}_{TO BE RECEIVED}			_{U.S. $}_{TO BE}_DELIVERED		_{U.S. $ VALUE}_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_APPRECIATION_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_DEPRECIATION_{AT OCTOBER 31,}₂₀₁₀
11/17/10		515,892,000	Mexican Peso	$	41,745,589	$	41,722,857	$	—	$	(22,732	)
01/19/11		414,967,000	Mexican Peso		33,266,555		33,408,120		141,565		—
02/16/11		525,558,000	Mexican Peso		42,067,188		42,215,738		148,550		—
03/16/11		1,214,812,000	Mexican Peso		97,642,822		97,671,515		28,693		—
				$	214,722,154	$	215,018,230	$	318,808	$	(22,732	)

_AFFILIATED_SECURITIES	_SHARES_{OCTOBER 31,}₂₀₀₉		_GROSS_ADDITIONS		_GROSS_REDUCTIONS		_SHARES_{OCTOBER 31,}₂₀₁₀		_VALUE_{OCTOBER 31,}₂₀₁₀		_REALIZED_GAIN/(LOSS)			_DIVIDEND_INCOME
Aioi Insurance Company Limited*		64,994,300		—		64,994,300		—	$	—	$	—		$	6,529,973
Alliant Techsystems, Inc.		1,898,339		966,010		—		2,864,349		218,377,968		—			—
Ariake Japan Company Limited		1,725,100		—		—		1,725,100		26,106,728		—			728,946
Barnes & Noble, Inc.*		3,654,083		—		3,654,083		—		—		(8,593,918	)		—

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
35

Global Fund

(continued)
_AFFILIATED_SECURITIES	_SHARES_{OCTOBER 31,}₂₀₀₉		_GROSS_ADDITIONS		_GROSS_REDUCTIONS		_SHARES_{OCTOBER 31,}₂₀₁₀		_VALUE_{OCTOBER 31,}₂₀₁₀		_REALIZED_GAIN/(LOSS)			_DIVIDEND_INCOME
Berkeley Group Holdings PLC		—		8,354,385		—		8,354,385	$	112,666,229	$	—		$	—
Blount International, Inc.		9,778,961		—		—		9,778,961		146,684,415		—			—
Chofu Seisakusho Company Limited		3,501,380		—		—		3,501,380		70,723,094		—			1,007,172
Cincinnati Financial Corporation		5,357,025		3,618,221		—		8,975,246		264,231,242		—			12,460,329
Cintas Corporation		11,138,751		1,912,760		—		13,051,511		358,525,007		—			6,264,725
City e-Solutions Limited		20,738,780		—		—		20,738,780		2,274,341		—			—
Conbraco Industries, Inc.*		4,169		—		4,169		—		—		1,764,521			—
Deltic Timber Corporation		1,258,500		—		—		1,258,500		58,746,780		—			377,550
FINEL		12,000,000		—		—		12,000,000		834,630		—			—
Guyenne et Gascogne SA		912,153		43,891		—		956,044		105,262,043		—			4,840,327
IDA Corporation, Inc.		4,117,660		—		—		4,117,660		151,529,888		—			4,941,192
Meitec Corporation		2,719,100		—		—		2,719,100		54,213,217		—			—
Mills Music Trust		34,924		—		—		34,924		1,348,939		—			106,962
MISUMI Group, Inc.		14,640,730		—		1,010,900		13,629,830		291,886,490		(1,245,206	)		2,565,726
Namyang Dairy Products Company Limited		39,989		—		—		39,989		21,962,410		—			27,106
Neopost SA		2,807,336		—		500,710		2,306,626		191,523,362		(17,513,412	)		11,215,784
NSC Groupe		69,500		—		—		69,500		2,947,230		—			—
Pfeiffer Vacuum Technology AG		1,172,304		—		—		1,172,304		112,112,992		—			3,050,922
Rayonier, Inc. REIT*		5,275,011		—		1,870,690		3,404,321		177,705,556		47,878,546			9,708,484

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
36

Schedule of Investments | Year Ended October 31, 2010

(continued)
_AFFILIATED_SECURITIES	_SHARES_{OCTOBER 31,}₂₀₀₉		_GROSS_ADDITIONS		_GROSS_REDUCTIONS		_SHARES_{OCTOBER 31,}₂₀₁₀		_VALUE_{OCTOBER 31,}₂₀₁₀		_REALIZED_GAIN/(LOSS)			_DIVIDEND_INCOME
Rémy Cointreau SA*		3,976,126		—		2,116,387		1,859,739	$	130,539,589	$	10,776,489		$	3,562,338
Robertet SA		165,085		—		5,037		160,048		23,599,299		(94,206	)		338,889
Sabeton SA		385,000		—		—		385,000		6,828,321		—			93,949
San Juan Basin Royalty Trust		3,975,644		—		—		3,975,644		97,443,034		—			6,478,213
Shimano, Inc.		7,086,170		10,200		—		7,096,370		354,157,758		—			4,444,014
SMC Corporation*		3,853,720		—		893,100		2,960,620		452,087,225		2,519,025			3,333,914
Sodexo*		6,059,452		—		1,234,516		4,824,936		313,840,548		2,713,911			9,506,879
Sucrière de Pithiviers- Le-Vieil		63,019		—		—		63,019		61,365,595		—			2,144,441
T. Hasegawa Company Limited		5,147,000		—		—		5,147,000		80,575,630		—			1,372,602
THK Company Limited*		9,730,350		—		3,563,840		6,166,510		118,507,231		(6,889,792	)		1,023,501
Wendel*		2,147,945		—		—		2,147,945		166,366,308		—			2,179,767
Total									$4,174,973,099		$31,315,958			$98,303,705

* Not an affiliated issuer as of October 31, 2010.

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS}	_{PERCENT OF}_{NET ASSETS}
U.S. Common Stocks
Consumer Discretionary		5.51	%
Consumer Staples		0.97
Energy		3.26
Financials		5.40
Health Care		0.87
Industrials		3.63
Information Technology		4.09
Materials		4.05
Telecommunication Services		0.55
Utilities		1.97
Total U.S. Common Stocks		30.30

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
37

Global Fund

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)}	_{PERCENT OF}_{NET ASSETS}
International Common Stocks
Consumer Discretionary		6.49	%
Consumer Staples		5.03
Energy		2.13
Financials		6.47
Health Care		4.05
Industrials		10.78
Information Technology		4.04
Materials		7.32
Telecommunication Services		0.61
Utilities		0.03
Total International Common Stocks		46.95
U.S. Preferred Stock
Utilities		0.07
International Preferred Stocks
Consumer Discretionary		0.40
Energy		0.11
Information Technology		0.70
Total International Preferred Stocks		1.21
Warrant		0.24
Commodity		6.52
U.S. Bonds
Consumer Discretionary		0.24
Government Issues		0.93
Total U.S. Bonds		1.17

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
38

Schedule of Investments | Year Ended October 31, 2010

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)}	_{PERCENT OF}_{NET ASSETS}
International Notes and Bonds
Financials		0.22	%
Government Issues		1.72
Industrials		0.01
Materials		0.20
Total International Notes and Bonds		2.15
Commercial Paper
International Commercial Paper		6.18
U.S. Commercial Paper		5.73
Total Commercial Paper		11.91
Total Investments		100.52	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
39

Fund Overview | Data as of October 31, 2010 (unaudited)

INVESTMENT OBJECTIVE

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.

Average Annual Returns
	_ONE-YEAR			_FIVE-YEARS			_TEN-YEARS
First Eagle Overseas Fund (A Shares)
without sales charge		15.45	%		8.41	%		13.36	%
with sales charge		9.68			7.30			12.78
MSCI EAFE Index		8.36			3.31			3.17
Consumer Price Index		1.17			1.89			2.31

Asset Allocation

Countries
Japan	29.68	%
France	10.31
United States	8.34
Germany	6.55
Switzerland	4.49
South Korea	3.48
Singapore	3.00
Mexico	2.27
South Africa	2.21
Canada	1.78
Thailand	1.76
Hong Kong	1.45
United Kingdom	1.27
Malaysia	1.23
Italy	1.20
Australia	1.18
Taiwan	0.96
Brazil	0.95
Netherlands	0.82
Bermuda	0.69
Belgium	0.22
Greece	0.22
Austria	0.12
Spain	0.04
Panama	0.01
Turkey	0.01

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

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
40

Overseas Fund

Growth of a $10,000 Initial Investment

The average annual returns for Class A Shares give effect to the deduction of the maximum sales charge of 5.00%.

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. 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 (precious metal)	7.36	%
Shimano, Inc. (Japanese bicycle parts manufacturer)	2.75
Fanuc Limited (Japanese automated machine tools manufacturer)	2.03
Pargesa Holding SA (Swiss diversified financials company)	1.96
MS&AD Insurance Group Holdings (Japanese insurance company)	1.88
Secom Company Limited (Japanese security services provider)	1.88
SMC Corporation (Japanese automated control devices manufacturer)	1.81
Keyence Corporation (Japanese sensors manufacturer)	1.70
Gold Fields Limited, ADR (South African gold mining company)	1.67
Sodexo (French food management services provider)	1.44
Total	24.48	%

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
41

First Eagle Overseas Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Common Stocks — 72.27%
International Common Stocks — 71.37%
Australia 1.18%
	2,068,792	Newcrest Mining Limited	$	69,705,651	$	81,085,809
	10,471,542	Spotless Group Limited		28,118,699		23,417,905
				97,824,350		104,503,714
Austria 0.12%
	620,835	Wienerberger AG (a)		10,268,971		10,449,718
Belgium 0.22%
	218,405	Groupe Bruxelles Lambert SA		15,489,455		19,331,586
Bermuda 0.69%
	1,365,900	Jardine Matheson Holdings Limited		40,577,021		61,465,500
Brazil 0.95%
	2,707,494	Petroleo Brasileiro SA, ADR		37,277,860		84,446,738
Canada 1.02%
	1,321,427	Cenovus Energy, Inc.		18,791,533		36,762,099
	1,100,050	EnCana Corporation		14,298,776		31,043,411
	989,931	Penn West Energy Trust		18,763,266		22,570,427
				51,853,575		90,375,937
France 9.78%
	1,959,334	Sodexo		55,185,394		127,445,930
	1,660,633	Sanofi-Aventis SA		135,351,026		115,917,049
	827,900	Neopost SA		44,073,366		68,742,046
	830,428	Wendel		19,645,410		64,319,729
	563,378	Laurent-Perrier (b)		20,236,693		63,470,845
	943,121	Total SA		58,346,455		51,224,277
	949,078	Carrefour SA		40,919,218		51,197,966
	683,189	Rémy Cointreau SA		18,811,248		47,954,692
	348,206	Guyenne et Gascogne SA		40,270,290		38,338,063
	39,143	Sucrière de Pithiviers-Le-Vieil (b)		15,598,306		38,116,020
	419,668	Société BIC SA		16,062,220		37,215,944
	235,944	Robertet SA (b)		20,608,169		34,790,270
	51,500	Robertet SA CI (c)(d)		2,151,628		5,659,849
	895,904	Fregate (a)(b)(c)(d)(e)		23,101,992		32,564,460
	442,830	Société Foncière Financière et de Participations		29,139,582		30,929,311
	364,373	Gaumont SA		21,698,753		26,052,674
	363,103	Cie Generale d'Optique Essilor International SA		7,044,521		24,234,445

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
42

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 71.37% — (continued)
France 9.78% — (continued)
	79,862	Zodiac Aerospace	$	3,955,526	$	5,634,591
	1,000	Société Vermandoise de Sucreries		854,846		2,061,537
	100,000	Sabeton SA		1,463,142		1,773,590
	11,593,581	FINEL (a)(b)(c)(d)(e)(f)		9,152,131		806,363
				583,669,916		868,449,651
Germany 5.83%
	2,433,048	HeidelbergCement AG		130,732,832		127,206,184
	1,654,450	Daimler AG (a)		82,257,570		109,156,541
	895,398	Pfeiffer Vacuum Technology AG (b)		37,514,951		85,631,158
	6,418,531	Deutsche Wohnen AG (a)(b)		67,969,040		77,606,546
	2,707,670	Tognum AG		54,386,147		65,857,367
	555,122	Fraport AG		17,793,495		35,197,009
	381,004	Hamburger Hafen und Logistik AG		12,551,847		16,671,022
				403,205,882		517,325,827
Greece 0.22%
	2,550,914	Jumbo SA		15,820,784		19,622,934
Hong Kong 1.34%
	7,806,340	Guoco Group Limited		57,283,838		95,479,309
	7,069,700	Hopewell Holdings Limited		7,819,937		22,301,461
	10,851,720	City e-Solutions Limited (a)(c)		323,358		1,190,066
				65,427,133		118,970,836
Italy 1.20%
	7,315,306	Italcementi S.p.A. RSP		87,341,485		35,310,589
	6,116,020	Gewiss S.p.A. (b)		23,508,434		34,413,625
	1,197,736	Italmobiliare S.p.A. RSP		50,324,929		30,723,099
	165,635	Italmobiliare S.p.A.		19,155,452		5,852,330
				180,330,300		106,299,643
Japan 29.68%
	4,886,870	Shimano, Inc. (b)		81,201,320		243,888,484
	1,247,740	Fanuc Limited		105,216,088		180,461,465
	6,958,200	MS&AD Insurance Group Holdings		164,965,814		166,979,523
	3,669,500	Secom Company Limited		155,926,572		166,505,556
	1,054,790	SMC Corporation		133,053,852		161,066,629
	610,300	Keyence Corporation		120,033,342		151,154,376
	3,260,440	Astellas Pharma, Inc.		133,084,592		121,188,794
	2,552,600	Ono Pharmaceutical Company Limited		105,639,342		108,378,548

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
43

Overseas Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 71.37% — (continued)
Japan 29.68% — (continued)
	15,593,400	NKSJ Holdings, Inc. (a)	$	118,482,138	$	107,053,386
	4,119,770	MISUMI Group, Inc.		70,730,692		88,225,987
	1,856,870	Canon, Inc.		89,360,001		85,754,890
	813,190	Hirose Electric Company Limited		92,281,617		81,773,296
	42,748	NTT DoCoMo, Inc.		65,290,895		71,910,043
	2,832,150	Nitto Kohki Company Limited (b)		50,121,709		66,698,803
	12,425	Inpex Corporation		62,507,410		64,554,469
	3,641,150	Mitsubishi Estate Company Limited		53,473,230		63,737,076
	3,452,591	T. Hasegawa Company Limited (b)		47,344,131		54,049,873
	5,507,100	Kansai Paint Company Limited		42,397,659		51,344,905
	6,577,300	Japan Wool Textile Company Limited (b)		49,871,284		50,381,057
	2,608,160	Nomura Research Institute Limited		50,064,045		49,119,537
	2,252,610	THK Company Limited		36,188,958		43,290,382
	2,022,800	Chofu Seisakusho Company Limited (b)		33,096,084		40,857,798
	2,485,480	Daiichikosho Company Limited		27,081,144		40,699,542
	9,608,600	Okumura Corporation		49,462,587		33,519,759
	3,034,800	OSG Corporation		35,992,231		31,685,497
	1,472,300	Meitec Corporation (a)		43,510,664		29,354,610
	1,005,672	Nagaileben Company Limited (b)		19,939,695		23,821,504
	1,570,700	Ariake Japan Company Limited		32,942,453		23,770,122
	1,286,140	AS One Corporation (b)		26,246,127		23,551,291
	861,660	Icom, Inc. (b)		22,557,750		23,170,150
	2,535,900	Yomeishu Seizo Company Limited (b)		22,847,623		23,013,568
	2,184,600	Seikagaku Corporation		17,648,500		22,781,676
	1,058,246	Matsumoto Yushi-Seiyaku Company Limited (b)		25,950,562		21,664,155
	2,068,330	Maezawa Kasei Industries Company Limited (b)		31,939,631		17,075,598
	508,106	SK Kaken Company Limited		9,470,131		16,968,406
	306,100	Mabuchi Motor Company Limited		18,167,961		16,207,530
	493,250	Mandom Corporation		6,249,764		13,428,892
	639,200	Fuji Seal International, Inc.		12,089,732		12,926,838
	250,750	Nissin Foods Holdings Company Limited		8,959,347		9,077,430
	2,572,675	TOMONY Holdings, Inc. (a)		17,372,742		8,942,880
	806,280	Chudenko Corporation		12,295,496		8,278,008
	1,223,670	Sansei Yusoki Company Limited (b)		10,265,159		6,046,191
	1,000,000	Asahi Broadcasting Corporation		6,141,481		5,052,762

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
44

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 71.37% — (continued)
Japan 29.68% — (continued)
	1,424,100	Shingakukai Company Limited (b)	$	10,266,277	$	4,490,644
				2,327,727,832		2,633,901,930
Malaysia 1.23%
	72,262,570	Genting Malaysia Berhad		62,743,594		81,285,231
	8,188,000	Genting Berhad		15,886,646		27,473,154
				78,630,240		108,758,385
Mexico 2.27%
	4,490,195	Grupo Televisa SA, ADR		80,430,081		100,804,878
	3,552,612	Industrias Peñoles S.A.B. de C.V.		3,110,554		100,640,061
				83,540,635		201,444,939
Netherlands 0.82%
	539,055	HAL Trust		18,095,972		65,687,114
	174,501	Heineken Holding NV		3,986,788		7,510,368
				22,082,760		73,197,482
Panama 0.01%
	81,588	Banco Latinoamericano de Exportaciones SA		746,409		1,257,271
Singapore 2.13%
	23,192,830	Haw Par Corporation Limited (b)		76,875,317		107,765,208
	15,292,100	Singapore Airport Terminal Services Limited		16,599,926		33,694,758
	5,640,520	Fraser and Neave Limited		6,680,505		27,211,600
	17,725,525	ComfortDelgro Corporation Limited		7,149,142		20,282,019
				107,304,890		188,953,585
South Africa 2.21%
	9,398,560	Gold Fields Limited, ADR		126,216,156		148,215,291
	4,135,680	Harmony Gold Mining Company Limited, ADR		41,206,086		47,725,747
				167,422,242		195,941,038
South Korea 2.38%
	1,264,443	KT&G Corporation		69,651,327		77,647,644
	35,325	Lotte Confectionery Company Limited		12,445,892		38,613,419
	162,430	Nong Shim Company Limited		39,544,363		29,880,480
	948,330	Fursys, Inc. (b)		11,511,219		23,808,329
	119,080	Pacific Corporation		18,151,496		18,678,178
	22,950	Namyang Dairy Products Company Limited		4,912,653		12,604,399

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
45

Overseas Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 71.37% — (continued)
South Korea 2.38% — (continued)
	1,182,040	Dong Ah Tire & Rubber Company Limited		$5,161,358		$9,737,846
	91,653	Sam-A Pharm Company Limited		631,033		450,426
				162,009,341		211,420,721
Spain 0.04%
	73,627	Red Electrica Corporation SA		3,673,446		3,696,810
Switzerland 4.49%
	2,196,591	Pargesa Holding SA		115,479,876		174,275,911
	1,979,050	Nestlé SA		43,022,727		108,432,829
	164,816	Rieter Holding AG (a)		28,754,528		47,748,473
	288,248	Kuehne & Nagel International AG		8,440,073		35,659,244
	792	Lindt & Spruengli AG		5,105,206		22,743,583
	35,000	Edipresse SA		11,616,314		9,499,365
				212,418,724		398,359,405
Taiwan 0.52%
	20,184,980	Taiwan Secom Company Limited		32,105,415		36,188,802
	13,102,028	Taiwan Sogo Shin Kong Security Company Limited		11,831,241		10,076,344
				43,936,656		46,265,146
Thailand 1.76%
	410,911,885	Thai Beverage PCL		70,309,860		88,952,281
	12,798,059	Bangkok Bank PCL NVDR		41,144,787		63,606,097
	250,000	OHTL PCL (c)		1,152,073		4,019,346
				112,606,720		156,577,724
Turkey 0.01%
	90,562	Yazicilar Holding AS		633,290		707,294
United Kingdom 1.27%
	978,218	Anglo American PLC		22,102,753		45,588,490
	3,013,942	Berkeley Group Holdings PLC (a)		36,592,424		40,645,659
	903,348	Spirax-Sarco Engineering PLC		4,890,943		26,188,993
				63,586,120		112,423,142
Total International Common Stocks				4,888,064,552		6,334,146,956
U.S. Common Stock — 0.90%
Materials 0.90%
	1,303,683	Newmont Mining Corporation		38,527,905		79,355,184
Total Common Stocks				4,926,592,457		6,413,502,140

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
46

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Investment Company — 0.08%
	34,500	Third Avenue Global Value Fund, L.P. (a)(c)(e)		$3,450,000		$7,157,976
International Preferred Stocks — 1.91%
Canada 0.09%
	822,828	Postmedia Network (c)(d)(e)		5,591,396		8,074,858
Germany 0.72%
	581,442	Hornbach Holding AG		39,598,447		63,734,651
South Korea 1.10%
	187,919	Samsung Electronics Company Limited		23,793,009		92,352,106
	27,183	Namyang Dairy Products Company Limited		387,444		5,809,830
				24,180,453		98,161,936
Total International Preferred Stocksq				69,370,296		169,971,445
_OUNCES
Commodity — 7.36%
	481,210	Gold bullion (a)		240,147,323		653,362,789
_{PRINCIPAL AMOUNT}
International Bonds — 2.62%
International Corporate Bonds — 0.94%
Canada 0.67%
	47,142,000 USD	Catalyst Paper Corporation 7.375% due 03/01/14 (c)		41,603,969		28,520,910
	34,110,000 USD	Catalyst Paper Corporation 11.00% due 12/15/16 (c)(g)		30,433,941		30,784,275
				72,037,910		59,305,185
France 0.27%
	10,000,000 EUR	Emin Leydier SA FRN 6.16% due 07/31/16 (c)(d)(e)		14,273,396		13,910,508
	8,000,000 EUR	FINEL 9.50% due 06/30/17 (c)(d)(e)		9,649,600		5,564,203
	1,697,000 USD	Legrand SA 8.50% due 02/15/25 (c)		1,741,375		2,042,834
	1,950,000 EUR	Wendel 4.875% due 09/21/15 (h)		1,541,356		2,658,298
				27,205,727		24,175,843

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
47

Overseas Fund

_{PRINCIPAL AMOUNT}

_DESCRIPTION

_{COST (NOTE 1)}

_{VALUE (NOTE 1)}

International Corporate Bonds — 0.94% — (continued)

Ireland 0.00%

22,300,000
EUR

Waterford Wedgwood PLC
9.875% due 12/01/10 (a)(c)(d)(g)(i)

27,682,258

—

Total International Corporate Bonds

126,925,895

83,481,028

International Government Bonds — 1.68%

France 0.26%

15,618,295
EUR

France Government Bond OAT
3.00% due 07/25/12 (j)

19,223,456

23,132,199

Hong Kong 0.11%

74,900,000
HKD

Hong Kong Government Bond
0.48% due 09/03/12

9,675,196

9,676,178

Singapore 0.87%

50,000,000
SGD

Singapore Government Bond
3.125% due 02/01/11

36,689,102

38,931,656

48,254,000
SGD

Singapore Government Bond
3.625% due 07/01/11

35,201,279

38,121,275

71,890,381

77,052,931

Taiwan 0.44%

582,300,000
TWD

Taiwan Government Bond
2.00% due 07/20/12

18,049,842

19,550,098

574,500,000
TWD

Taiwan Government Bond
2.375% due 01/16/13

18,660,872

19,581,010

36,710,714

39,131,108

Total International Government Bonds

137,499,747

148,992,416

Total International Bonds

264,425,642

232,473,444

Commercial Paper — 16.60%

International Commercial Paper — 11.83%

France 3.10%

12,000,000
USD

Air Liquide SA
0.30% due 12/15/10

11,995,600

2,000,000
USD

Air Liquide SA
0.37% due 11/08/10

1,999,856

15,934,000
USD

GDF Suez SA
0.39% due 01/04/11

15,922,952

15,925,638

10,000,000
USD

GDF Suez SA
0.39% due 01/18/11

9,991,550

9,993,543

7,007,000
USD

GDF Suez SA
0.39% due 01/19/11

7,001,003

7,002,420

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
48

Schedule of Investments | Year Ended October 31, 2010

_PRINCIPA_L_AMOUN_T	_DESCRIPTIO_N	_COS_T_(NOT_E₁₎		_VALU_E_(NOT_E₁₎
International Commercial Paper — 11.83% — (continued)
France 3.10% — (continued)
20,000,000 USD	GDF Suez SA 0.39% due 01/24/11	$	19,981,800	$	19,986,032
55,000,000 USD	GDF Suez SA 0.396% due 01/07/11		54,960,079		54,969,733
50,000,000 USD	Sanofi-Aventis SA 0.20% due 12/01/10		49,991,667		49,991,667
25,000,000 USD	Total SA 0.28% due 11/09/10		24,998,445		24,998,444
25,000,000 USD	Électricité de France 0.22% due 11/30/10		24,995,570		24,995,569
44,145,000 USD	Électricité de France 0.24% due 01/11/11		44,124,105		44,119,140
9,053,000 USD	Électricité de France 0.25% due 01/11/11		9,048,536		9,047,697
Italy 1.13%
15,000,000 USD	Eni S.p.A 0.28% due 01/14/11		14,991,367		14,990,825
50,000,000 USD	Eni S.p.A 0.32% due 03/07/11		49,944,000		49,942,845
25,000,000 USD	Eni S.p.A. 0.31% due 03/29/11		24,968,139		24,964,242
10,546,000 USD	Eni S.p.A. 0.40% due 01/28/11		10,535,688		10,538,242
Japan 5.38%
24,000,000 USD	Mitsubishi Company 0.22% due 01/13/11		23,988,320		23,985,559
17,500,000 USD	Mitsubishi Company 0.23% due 11/10/10		17,498,994		17,498,994
21,144,000 USD	Mitsubishi Company 0.35% due 11/08/10		21,142,561		21,142,561
50,000,000 USD	Mitsui & Company, Limited 0.24% due 01/12/11		49,976,000		49,970,315
25,000,000 USD	Mitsui & Company, Limited 0.27% due 02/08/11		24,981,437		24,978,892
38,000,000 USD	Mitsui & Company, Limited 0.27% due 02/22/11		37,967,795		37,962,410
25,000,000 USD	Panasonic Corporation 0.37% due 03/18/11		24,964,799		24,967,918
10,000,000 USD	Panasonic Corporation 0.42% due 01/20/11		9,990,667		9,993,360
17,582,000 USD	Panasonic Corporation 0.43% due 01/05/11		17,568,349		17,572,601

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
49

Overseas Fund

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Commercial Paper — 11.83% — (continued)
Japan 5.38% — (continued)
	43,000,000 USD	Panasonic Corporation 0.48% due 02/07/11	$	42,943,813	$	42,964,172
	12,000,000 USD	Panasonic Corporation 0.54% due 01/05/11		11,988,300		11,993,585
	23,890,000 USD	Sumitomo Corporation 0.26% due 01/28/11		23,874,817		23,872,427
	30,000,000 USD	Sumitomo Corporation 0.27% due 12/13/10		29,990,550		29,990,550
	50,000,000 USD	Sumitomo Corporation 0.30% due 03/08/11		49,947,083		49,942,220
	4,234,000 USD	Sumitomo Corporation 0.42% due 12/09/10		4,232,123		4,232,123
	40,000,000 USD	Toyota Motor Credit Corporation 0.22% due 01/25/11		39,979,222		39,972,720
	46,533,000 USD	Toyota Motor Credit Corporation 0.31% due 02/22/11		46,487,721		46,487,118
Switzerland 2.22%
	23,306,000 USD	Nestlé Capital Corporation 0.20% due 01/10/11		23,296,936		23,296,076
	12,362,000 USD	Nestlé Capital Corporation 0.22% due 01/14/11		12,356,410		12,356,447
	48,000,000 USD	Nestlé Capital Corporation 0.23% due 02/02/11		47,971,480		47,972,606
	20,000,000 USD	Nestlé Capital Corporation 0.25% due 12/01/10		19,995,833		19,995,833
	23,098,000 USD	Novartis Capital Corporation 0.24% due 12/20/10		23,090,455		23,090,455
	8,993,000 USD	Novartis Capital Corporation 0.26% due 12/03/10		8,990,922		8,990,922
	10,031,000 USD	Novartis Capital Corporation 0.27% due 01/03/11		10,026,260		10,026,366
	20,838,000 USD	Novartis Capital Corporation 0.29% due 01/03/11		20,827,425		20,828,373
	30,000,000 USD	Novartis Capital Corporation 0.29% due 01/10/11		29,983,083		29,984,547
Total International Commercial Paper				1,049,511,712		1,049,530,643
U.S. Commercial Paper — 4.77%
$	6,406,000	Abbott Laboratories 0.20% due 01/18/11		6,403,224		6,402,973
	24,000,000	Avery Dennison Corporation 0.32% due 11/01/10		24,000,000		24,000,000
	4,935,000	Bemis Company, Inc. 0.26% due 11/01/10		4,935,000		4,935,000

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
50

Schedule of Investments | Year Ended October 31, 2010

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Commercial Paper — 4.77% — (continued)
$	20,000,000	Coca-Cola Company 0.21% due 11/22/10	$	19,997,550	$	19,997,550
	4,285,000	ConocoPhillips 0.24% due 12/28/10		4,283,372		4,283,372
	20,000,000	ConocoPhillips 0.25% due 11/17/10		19,997,778		19,997,778
	7,000,000	ConocoPhillips 0.25% due 12/09/10		6,998,153		6,998,153
	34,048,000	ConocoPhillips 0.25% due 12/16/10		34,037,360		34,037,360
	11,250,000	Google, Inc. 0.20% due 01/24/11		11,244,750		11,242,958
	4,000,000	Honeywell International, Inc. 0.33% due 12/06/10		3,998,716		3,998,717
	16,000,000	ITT Corporation 0.52% due 11/10/10		15,997,920		15,997,920
	5,000,000	NYSE Euronext 0.26% due 11/01/10		5,000,000		5,000,000
	15,000,000	NYSE Euronext 0.29% due 11/16/10		14,998,187		14,998,187
	60,000,000	PepsiCo, Inc. 0.18% due 11/24/10		59,993,100		59,993,100
	35,000,000	Philip Morris International, Inc. 0.19% due 11/01/10		35,000,000		35,000,000
	17,624,000	Philip Morris International, Inc. 0.21% due 12/02/10		17,620,813		17,620,813
	19,947,000	Proctor & Gamble Company 0.20% due 11/18/10		19,945,116		19,945,116
	22,161,000	Proctor & Gamble Company 0.23% due 04/07/11		22,138,771		22,133,423
	13,422,000	Sara Lee Corporation 0.26% due 11/16/10		13,420,546		13,420,546
	31,352,000	Sara Lee Corporation 0.27% due 11/03/10		31,351,530		31,351,530
	4,933,000	United Technologies Corporation 0.17% due 11/01/10		4,933,000		4,933,000
	27,018,000	United Technologies Corporation 0.19% due 11/30/10		27,013,865		27,013,865
	20,000,000	Walt Disney Company 0.18% due 11/05/10		19,999,600		19,999,600
Total U.S. Commercial Paper				423,308,351		423,300,961

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
51

Overseas Fund

_{PRINCIPAL AMOUNT}

_DESCRIPTION

_{COST (NOTE 1)}

_{VALUE (NOTE 1)}

Commercial Paper — 16.60% — (continued)

Total Commercial Paper

1,472,820,063

1,472,831,604

Total Investments — 100.84%

6,976,805,781

8,949,299,398

Liabilities in Excess of Other Assets — (0.84)%

(74,777,060

)

Net Assets — 100.00%

8,874,522,338

(a) Non-income producing security/commodity.

(b) An affiliate of the Fund 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.

(c) Security is deemed illiquid. At October 31, 2010, the value of these securities amounted to $140,295,648 or 1.58% of net assets.

(d) Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing $66,580,241 or 0.75% of net assets.

(f) Held through Financiere Bleue, LLC, a wholly owned subsidiary and disregarded entity for U.S. tax purposes.

(g) 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.

(h) Represents a security registered under Regulation S. Bonds sold under Regulation S may not be offered, sold or delivered within the U.S., or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

(i) Issuer is in default.

(j) Inflation protected security.

At October 31, 2010, aggregate cost for federal income tax purposes was $7,279,724,385; and net unrealized appreciation consisted of:

Gross unrealized appreciation	$	1,987,849,590
Gross unrealized depreciation		(318,274,577	)
Net unrealized appreciation	$	1,669,575,013

Abbreviations Used in this Schedule Include:

ADR — American Depository Receipt

FRN — Floating Rate Note

NVDR — Non-Voting Depository Receipt

NYSE — New York Stock Exchange

OAT — French Treasury Obligation

PCL — Public Company Limited

PLC — Public Limited Company

RSP — Represents Non-Voting Shares

Currencies

EUR — Euro

HKD — Hong Kong Dollar

SGD — Singapore Dollar

TWD — Taiwan Dollar

USD — United States Dollar

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
52

Schedule of Investments | Year Ended October 31, 2010

_{RESTRICTED SECURITIES}	_ACQUISITION_DATE	_COST		_{CARRYING VALUE PER}_{SHARE/PRINCIPAL}
Emin Leydier SA FRN 6.16% due 07/31/16	07/30/09	$	14,273,396	$	1.39
FINEL 9.50% due 06/30/17	06/22/05		9,649,600		0.70
FINEL	07/14/99		9,152,131		0.07
Fregate	04/30/04		23,101,992		36.35
Postmedia Network	07/13/10		5,591,396		9.81
Third Avenue Global Value Fund, L.P.	06/30/97		3,450,000		207.48

Foreign Currency Exchange Contracts — Sales

_SETTLEMENT_DATES_THROUGH	_{FOREIGN CURRENCY}_{TO BE DELIVERED}			_{U.S. $}_{TO BE}_RECEIVED		_{U.S. $ VALUE}_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_APPRECIATION_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_DEPRECIATION_{AT OCTOBER 31,}₂₀₁₀
11/17/10		82,282,000	Euro	$	103,704,512	$	114,438,281	$	—	$	(10,733,769	)
01/19/11		156,334,000	Euro		200,123,153		217,246,428		—		(17,123,275	)
02/16/11		109,492,000	Euro		138,903,741		152,085,144		—		(13,181,403	)
03/16/11		208,862,000	Euro		281,376,855		290,109,107		—		(8,732,252	)
11/17/10		11,740,081,000	Japanese Yen		129,189,337		145,765,999		—		(16,576,662	)
01/19/11		9,744,709,000	Japanese Yen		114,287,331		121,070,240		—		(6,782,909	)
02/16/11		18,883,983,000	Japanese Yen		224,363,266		234,693,221		—		(10,329,955	)
03/16/11		36,016,554,000	Japanese Yen		432,378,371		447,637,229		—		(15,258,858	)
11/17/10		210,782,000	Mexican Peso		16,176,669		17,047,032		—		(870,363	)
01/19/11		204,825,000	Mexican Peso		15,744,869		16,490,030		—		(745,161	)
02/16/11		222,215,000	Mexican Peso		16,881,149		17,849,543		—		(968,394	)
03/16/11		574,200,000	Mexican Peso		45,249,449		46,174,144		—		(924,695	)
				$	1,718,378,702	$	1,820,606,398	$	—	$	(102,227,696	)

Foreign Currency Exchange Contracts — Purchases

_SETTLEMENT_DATES_THROUGH	_{FOREIGN CURRENCY}_{TO BE RECEIVED}			_{U.S. $}_{TO BE}_DELIVERED		_{U.S. $ VALUE}_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_APPRECIATION_{AT OCTOBER 31,}₂₀₁₀		_UNREALIZED_DEPRECIATION_{AT OCTOBER 31,}₂₀₁₀
11/17/10		210,782,000	Mexican Peso	$	17,056,320	$	17,047,032	$	—	$	(9,288	)
01/19/11		204,825,000	Mexican Peso		16,420,154		16,490,030		69,876		—
02/16/11		222,215,000	Mexican Peso		17,786,734		17,849,543		62,809		—
03/16/11		574,200,000	Mexican Peso		46,160,891		46,416,310		255,419		—
				$	97,424,099	$	97,802,915	$	388,104	$	(9,288	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
53

Overseas Fund

AFFILIATED SECURITIES	SHARES OCTOBER 31, 2009		GROSS ADDITIONS		GROSS REDUCTIONS		SHARES OCTOBER 31, 2010		VALUE OCTOBER 31, 2010		REALIZED GAIN/(LOSS)			DIVIDEND INCOME
AS One Corporation		906,660		379,480		—		1,286,140	$	23,551,291	$	—		$	670,810
Chofu Seisakusho Company Limited		2,022,800		—		—		2,022,800		40,857,798		—			581,859
Deutsche Wohnen AG		6,418,531		—		—		6,418,531		77,606,546		—			—
FINEL		11,593,581		—		—		11,593,581		806,363		—			—
Fregate		900,000		—		4,096		895,904		32,564,460		(4,096	)		—
Fuji Seal International, Inc.*		1,687,000		—		1,047,800		639,200		12,926,838		(4,486,210	)		300,412
Fursys, Inc.		948,330		—		—		948,330		23,808,329		—			405,993
Gaumont SA*		364,373		—		—		364,373		26,052,674		—			118,927
Gewiss S.p.A.		6,004,580		111,440		—		6,116,020		34,413,625		—			632,653
Haw Par Corporation Limited		23,192,830		—		—		23,192,830		107,765,208		—			3,364,027
Icom, Inc.		861,660		—		—		861,660		23,170,150		—			182,049
Japan Wool Textile Company Limited		6,577,300		—		—		6,577,300		50,381,057		—			1,240,920
Laurent- Perrier		563,378		—		—		563,378		63,470,845		—			427,449
Maezawa Kasei Industries Company Limited		2,068,330		—		—		2,068,330		17,075,598		—			546,237
Matsumoto Yushi- Seiyaku Company Limited		1,058,246		—		—		1,058,246		21,664,155		—			531,610
Nagaileben Company Limited		775,202		230,470		—		1,005,672		23,821,504		—			673,532
Nissay Dowa General Insurance Company Limited*		20,991,930		—		20,991,930		—		—		—			1,687,246
Nitto Kohki Company Limited		2,832,150		—		—		2,832,150		66,698,803		—			519,912

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
54

Schedule of Investments | Year Ended October 31, 2010

(continued)
AFFILIATED SECURITIES	SHARES OCTOBER 31, 2009		GROSS ADDITIONS		GROSS REDUCTIONS		SHARES OCTOBER 31, 2010		VALUE OCTOBER 31, 2010		REALIZED GAIN/(LOSS)			DIVIDEND INCOME
Pfeiffer Vacuum Technology AG		915,140		—		19,742		895,398	$	85,631,158	$	(91,865	)	$	2,381,652
Robertet SA		236,140		—		196		235,944		34,790,270		(4,465	)		484,752
Sansei Yusoki Company Limited		1,223,670		—		—		1,223,670		6,046,191		—			180,973
Shimano, Inc.		5,055,070		—		168,200		4,886,870		243,888,484		2,743,574			3,062,437
Shingakukai Company Limited		1,424,100		—		—		1,424,100		4,490,644		—			71,540
Sucrière de Pithiviers- Le-Vieil		39,143		—		—		39,143		38,116,020		—			1,331,977
T. Hasegawa Company Limited		3,452,591		—		—		3,452,591		54,049,873		—			920,737
Tasman Farms Limited*		5,750,000		718,750		6,468,750		—		—		3,329,438			—
Yomeishu Seizo Company Limited		2,535,900		—		—		2,535,900		23,013,568		—			458,607
Total									$	1,136,661,452	$	1,486,376		$	20,776,311

* Not an affiliated issuer as of October 31, 2010.

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS}	_{PERCENT OF}_{NET ASSETS}
International Common Stocks
Consumer Discretionary		11.52	%
Consumer Staples		8.07
Energy		3.28
Financials		10.14
Health Care		4.97
Industrials		18.15
Information Technology		5.17
Materials		9.22
Telecommunication Services		0.81
Utilities		0.04
Total International Common Stocks		71.37

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
55

Overseas Fund

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)}	_{PERCENT OF}_{NET ASSETS}
U.S. Common Stock
Materials		0.90	%
Total U.S. Common Stock		0.90
Investment Company		0.08
International Preferred Stocks
Consumer Discretionary		0.72
Consumer Staples		0.06
Energy		0.09
Information Technology		1.04
Total International Preferred Stocks		1.91
Commodity		7.36
International Bonds
Financials		0.09
Government Issues		1.68
Industrials		0.02
Materials		0.83
Total International Bonds		2.62
Commercial Paper
International Commercial Paper		11.83
U.S. Commercial Paper		4.77
Total Commercial Paper		16.60
Total Investments		100.84	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
56

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Fund Overview | Data as of October 31, 2010 (unaudited)

INVESTMENT OBJECTIVE

First Eagle U.S. Value Fund seeks long-term growth of capital by investing, under normal market conditions, primarily in equity and debt securities issued by U.S. corporations. Management utilizes a highly disciplined, bottom-up, value-oriented approach in achieving its investment objective.

Average Annual Returns
	_ONE-YEAR			_FIVE-YEARS			_SINCE_INCEPTION_(09-04-01)
First Eagle U.S. Value Fund (A Shares)
without sales charge		13.64	%		5.25	%		9.06	%
with sales charge		7.95			4.17			8.45
Standard & Poor's 500 Index		16.52			1.73			2.42
Consumer Price Index		1.17			1.89			2.30

Asset Allocation

Sector/Industry
Consumer Discretionary	15.89	%
Financials	10.76
Information Technology	10.11
Materials	9.62
Energy	8.12
Industrials	7.94
Commodity (Gold Bullion)	5.37
Health Care	4.87
Utilities	3.02
Government Issues	2.93
Consumer Staples	1.77
Telecommunication Services	1.11
Investment Company	0.66
Warrant	0.49

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

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
58

U.S. Value Fund

Growth of a $10,000 Initial Investment

The average annual returns for Class A Shares with a sales charge gives effect to the deduction of the maximum sales charge of 5.00%.

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. The Standard & Poor's 500 Index includes dividends reinvested. 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 (precious metal)	5.37	%
U.S. Treasury Inflation Indexed Bond 1.875% due 07/15/13 (U.S. Treasury Bond)	2.62
ConocoPhillips (U.S. energy company)	2.49
Comcast Corporation, Class 'A' (U.S. cable/satellite television company)	2.37
Cintas Corporation (U.S. uniform designer and manufacturer)	2.37
Home Depot, Inc. (U.S. home improvement retailer)	2.15
Microsoft Corporation (U.S. software developer)	2.09
American Express Company (U.S. credit card and travel services company)	2.08
Sanofi-Aventis SA, ADR (French health care company)	1.99
Linear Technology Corporation (U.S. technology company)	1.91
Total	25.44	%

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
59

First Eagle U.S. Value Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Common Stocks — 68.07%
U.S. Common Stocks — 62.61%
Consumer Discretionary 13.48%
	1,626,946	Comcast Corporation, Class 'A'	$	25,954,315	$	31,448,866
	1,143,570	Cintas Corporation		34,510,670		31,413,868
	923,950	Home Depot, Inc.		21,860,523		28,531,576
	573,750	Omnicom Group, Inc.		17,421,015		25,222,050
	310,834	Wal-Mart Stores, Inc.		14,497,317		16,837,878
	315,930	Weight Watchers International, Inc.		8,711,129		10,580,496
	344,770	Ascent Media Corporation (a)		8,045,252		9,391,535
	197,022	Unifirst Corporation		5,132,780		9,068,923
	339,640	International Speedway Corporation, Class 'A'		13,364,563		7,757,377
	144,110	Copart, Inc. (a)		4,002,002		4,879,564
	62,900	Costco Wholesale Corporation		2,566,072		3,948,233
	590	St. John Knits International, Inc. (a)(b)		18,290		2,360
				156,083,928		179,082,726
Consumer Staples 1.46%
	121,240	Lorillard, Inc.		8,919,116		10,346,621
	307,730	Sysco Corporation		8,477,601		9,065,726
				17,396,717		19,412,347
Energy 7.70%
	557,548	ConocoPhillips		26,191,328		33,118,351
	525,360	Helmerich & Payne, Inc.		13,540,310		22,474,901
	207,750	Apache Corporation		14,255,770		20,986,905
	151,380	Murphy Oil Corporation		7,658,742		9,863,921
	352,139	San Juan Basin Royalty Trust		10,234,184		8,630,927
	76,371	SEACOR Holdings, Inc. (a)		5,628,763		7,236,152
				77,509,097		102,311,157
Financials 9.29%
	665,890	American Express Company		19,687,007		27,607,799
	740,550	Cincinnati Financial Corporation		18,837,675		21,801,792
	145	Berkshire Hathaway, Inc., Class 'A' (a)		11,905,798		17,298,500
	539,064	Bank of New York Mellon Corporation		13,654,180		13,508,944
	43,038	Alleghany Corporation (a)		12,408,289		12,932,058
	453,934	WR Berkley Corporation		12,168,803		12,492,264
	42,920	Mastercard, Inc., Class 'A'		8,672,405		10,303,375
	174,420	Mercury General Corporation		7,908,811		7,409,362
				105,242,968		123,354,094

See Notes to Financial Statements.

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60

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Common Stocks — 62.61% — (continued)
Health Care 2.88%
	296,570	Johnson & Johnson	$	17,865,833	$	18,882,612
	309,780	WellPoint, Inc. (a)		14,454,331		16,833,445
	79,310	DENTSPLY International, Inc.		1,696,098		2,489,541
				34,016,262		38,205,598
Industrials 7.53%
	284,660	3M Company		18,692,378		23,974,065
	278,250	Alliant Techsystems, Inc. (a)		23,797,215		21,213,780
	1,239,695	Blount International, Inc. (a)		13,695,961		18,595,425
	317,471	Automatic Data Processing, Inc.		11,701,372		14,102,062
	436,890	Rofin-Sinar Technologies, Inc. (a)		10,033,657		12,202,338
	138,695	Lockheed Martin Corporation		9,821,563		9,887,566
				87,742,146		99,975,236
Information Technology 8.52%
	1,042,425	Microsoft Corporation		24,142,039		27,770,202
	785,560	Linear Technology Corporation		20,156,649		25,318,599
	1,080,704	Intel Corporation		18,738,138		21,689,729
	408,533	KLA-Tencor Corporation		11,815,947		14,592,799
	449,730	Texas Instruments, Inc.		11,019,620		13,298,516
	732,835	Dell, Inc. (a)		10,250,899		10,538,167
				96,123,292		113,208,012
Materials 7.95%
	1,527,419	Weyerhaeuser Company		36,340,506		24,774,736
	341,112	Newmont Mining Corporation		14,660,921		20,763,488
	373,700	Rayonier, Inc., REIT		12,134,905		19,507,140
	359,372	Vulcan Materials Company		16,857,178		13,120,672
	162,380	Martin Marietta Materials, Inc.		14,536,887		13,068,342
	260,137	Plum Creek Timber Company, Inc., REIT		8,483,183		9,583,447
	101,150	Deltic Timber Corporation		4,802,970		4,721,682
				107,816,550		105,539,507
Telecommunication Services 1.11%
	447,750	Cisco Systems, Inc. (a)		8,121,295		10,222,133
	266,409	USA Mobility, Inc.		2,635,329		4,483,663
				10,756,624		14,705,796
Utilities 2.69%
	501,664	FirstEnergy Corporation		18,598,685		18,220,437
	377,691	Allegheny Energy, Inc.		8,606,371		8,762,431

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
61

U.S. Value Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Common Stocks — 62.61% — (continued)
Utilities 2.69% — (continued)
	236,150	IDACorporation, Inc.	$	7,470,208	$	8,690,320
				34,675,264		35,673,188
Total U.S. Common Stocks				727,362,848		831,467,661
International Common Stocks — 5.46%
Canada 1.41%
	379,197	Franco-Nevada Corporation		7,074,309		13,091,414
	244,199	Penn West Energy Trust		4,630,169		5,567,737
				11,704,478		18,659,151
France 1.99%
	754,462	Sanofi-Aventis SA, ADR		28,866,657		26,489,161
United Kingdom 2.06%
	496,990	Amdocs Limited (a)		11,894,360		15,247,653
	380,565	Willis Group Holdings PLC		9,363,653		12,101,967
				21,258,013		27,349,620
Total International Common Stocks				61,829,148		72,497,932
Total Common Stocks				789,191,996		903,965,593
U.S. Preferred Stocks — 0.62%
Consumer Staples 0.29%
	168,915	Seneca Foods Corporation, Series '2003' (a)(b)(c)(d)		2,542,171		3,901,937
Utilities 0.33%
	88,100	Calenergy Capital Trust III 6.50% (b)(e)(f)		3,778,987		4,327,912
Total U.S. Preferred Stocks				6,321,158		8,229,849
Investment Company — 0.66%
	292,960	PowerShares DB Agriculture Fund, ETF (a)		7,191,808		8,703,841
Warrant — 0.49%
United States 0.49%
	508,989	JPMorgan Chase & Co. Warrant exp 10/28/18 (a)		6,606,370		6,489,610

See Notes to Financial Statements.

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62

Schedule of Investments | Year Ended October 31, 2010

_OUNCES		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Commodity — 5.37%
	52,516	Gold bullion (a)	$	34,140,381	$	71,303,803
_{PRINCIPAL AMOUNT}
Bonds — 7.45%
International Corporate Bond — 0.68%
Canada 0.68%
	10,000,000 USD	Catalyst Paper Corporation 11.00% due 12/15/16 (b)(g)		8,662,971		9,025,000
U.S. Bonds — 6.77%
Corporate Bonds 3.28%
$	600,000	Bausch & Lomb, Inc. 7.125% due 08/01/28 (b)		515,568		553,647
	250,000	Elizabeth Arden, Inc. 7.75% due 01/15/14		250,000		254,688
	5,975,000	Mueller Water Products, Inc. 7.375% due 06/01/17		4,725,488		5,437,250
	2,000,000	Pulte Homes, Inc. 6.25% due 02/15/13		1,885,635		2,140,000
	3,800,000	Sanmina-SCI Corporation 6.75% due 03/01/13		3,529,938		3,852,250
	2,000,000	Sanmina-SCI Corporation 8.125% due 03/01/16		1,802,185		2,065,000
	10,169,000	Sealy Mattress Company 8.25% due 06/15/14		7,627,718		10,346,957
	5,424,000	Yankee Acquisition Corporation, Series 'B' 8.50% due 02/15/15		5,493,215		5,661,300
	12,697,000	Yankee Acquisition Corporation, Series 'B' 9.75% due 02/15/17		12,692,684		13,300,107
				38,522,431		43,611,199
Government Obligations 2.93%
	32,448,507	United States Treasury Inflation Indexed Bond 1.875% due 07/15/13 (h)		31,470,940		34,732,590
	4,113,364	United States Treasury Inflation Indexed Bond 2.375% due 04/15/11 (h)		4,133,694		4,160,927
				35,604,634		38,893,517

See Notes to Financial Statements.

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63

U.S. Value Fund

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Bonds — 6.77% — (continued)
Convertible Bond 0.56%
$	6,808,000	Boston Properties L.P. 3.625% due 02/15/14 (g)(i)	$5,377,842		$7,395,190
Total U.S. Bonds				79,504,907		89,899,906
Total Bonds				88,167,878		98,924,906
U.S. Treasury Bills — 3.39%
	15,000,000	U.S. Treasury Bill 0.15% due 11/18/10	14,998,973		14,998,973
	15,000,000	U.S. Treasury Bill 0.15% due 12/16/10	14,997,281		14,997,281
	15,000,000	U.S. Treasury Bill 0.12% due 01/20/11	14,996,000		14,996,595
Total U.S. Treasury Bills				44,992,254		44,992,849
U.S. Commercial Paper — 13.70%
	7,000,000	Abbott Laboratories 0.18% due 11/08/10	6,999,755		6,999,755
	6,500,000	Abbott Laboratories 0.22% due 11/01/10	6,500,000		6,500,000
	5,110,000	Avery Dennison Corporation 0.32% due 11/01/10	5,110,000		5,110,000
	4,000,000	Caterpillar Financial Services Corporation 0.23% due 11/09/10	3,999,796		3,999,796
	4,000,000	Caterpillar Financial Services Corporation 0.24% due 12/16/10	3,998,800		3,998,800
	1,466,000	Coca-Cola Company 0.23% due 04/15/11	1,464,455		1,463,879
	3,000,000	Coca-Cola Company 0.24% due 12/20/10	2,999,020		2,999,020
	2,000,000	Coca-Cola Company 0.24% due 01/18/11	1,998,960		1,998,920
	2,000,000	Coca-Cola Company 0.24% due 01/21/11	1,998,920		1,998,880
	5,000,000	Coca-Cola Company 0.24% due 02/02/11	4,996,900		4,996,746
	1,131,000	ConocoPhillips 0.24% due 12/28/10	1,130,570		1,130,570

See Notes to Financial Statements.

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64

Schedule of Investments | Year Ended October 31, 2010

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Commercial Paper— 13.70% — (continued)
$	6,000,000	ConocoPhillips 0.24% due 01/18/11	$5,996,880		$5,996,760
	4,375,000	ConocoPhillips 0.24% due 01/21/11	4,372,637		4,372,550
	1,000,000	ConocoPhillips 0.25% due 11/17/10	999,889		999,889
	13,000,000	Google, Inc. 0.20% due 01/19/11	12,994,294		12,992,390
	13,000,000	H.J. Heinz Company Limited 0.38% due 01/20/11	12,989,022		12,988,611
	1,700,000	Honeywell International, Inc. 0.25% due 12/28/10	1,699,327		1,699,327
	3,000,000	Honeywell International, Inc. 0.33% due 12/06/10	2,999,037		2,999,037
	10,000,000	Honeywell International, Inc. 0.34% due 12/14/10	9,995,939		9,995,939
	10,000,000	ITT Corporation 0.52% due 11/10/10	9,998,700		9,998,700
	1,510,000	Johnson & Johnson 0.22% due 03/09/11	1,508,819		1,508,637
	1,000,000	Johnson & Johnson 0.24% due 12/03/10	999,787		999,787
	12,000,000	Johnson & Johnson 0.25% due 05/03/11	11,984,750		11,982,268
	10,000,000	Medtronic, Inc. 0.22% due 11/02/10	9,999,939		9,999,939
	2,000,000	Medtronic, Inc. 0.23% due 01/12/11	1,999,080		1,998,938
	15,000,000	PepsiCo, Inc. 0.18% due 11/30/10	14,997,825		14,997,825
	15,279,000	Procter & Gamble Company 0.22% due 01/10/11	15,272,464		15,272,494
	12,000,000	Walt Disney Company 0.18% due 01/07/11	11,995,980		11,993,467
	10,000,000	WellPoint, Inc. 0.27% due 01/12/11	9,994,600		9,992,083
Total U.S. Commercial Paper				181,996,145		181,985,007
Total Investments — 99.75%			$	1,158,607,990		1,324,595,458
Other Assets in Excess of Liabilities — 0.25%						3,343,674
Net Assets — 100.00%					$	1,327,939,132

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
65

U.S. Value Fund

(a) Non-income producing security/commodity.

(b) Security is deemed illiquid. At October 31, 2010, the value of these securities amounted to $17,810,856 or 1.34% of net assets.

(c) Securities valued in accordance with fair value procedures under the supervision of the Board of Trustees, representing $3,901,937 or 0.29% of net assets.

(d) This security is convertible until December 31, 2049.

(e) This security is subject to a call feature and may be called in full or partially on or anytime after December 27, 2010.

(f) This security is convertible until September 1, 2027.

(h) Inflation protected security.

(i) This security is convertible until February 15, 2014.

At October 31, 2010, aggregate cost for federal income tax purposes was $1,162,311,976; and net unrealized appreciation consisted of:

Gross unrealized appreciation	$	195,570,558
Gross unrealized depreciation		(33,287,076	)
Net unrealized appreciation	$	162,283,482

Abbreviations Used in this Schedule Include:

ADR — American Depository Receipt

ETF — Exchange Traded Fund

PLC — Public Limited Company

REIT — Real Estate Investment Trust

Currency

USD — United States Dollar

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS}	_{PERCENT OF}_{NET ASSETS}
U.S. Common Stocks
Consumer Discretionary		13.48	%
Consumer Staples		1.46
Energy		7.70
Financials		9.29
Health Care		2.88
Industrials		7.53
Information Technology		8.52
Materials		7.95
Telecommunication Services		1.11
Utilities		2.69
Total U.S. Common Stocks		62.61

See Notes to Financial Statements.

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66

Schedule of Investments | Year Ended October 31, 2010

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)}	_{PERCENT OF}_{NET ASSETS}
International Common Stocks
Energy		0.42	%
Financials		0.91
Health Care		1.99
Information Technology		1.15
Materials		0.99
Total International Common Stocks		5.46
U.S. Preferred Stocks
Consumer Staples		0.29
Utilities		0.33
Total U.S. Preferred Stocks		0.62
Investment Company		0.66
Warrant		0.49
Commodity		5.37
International Corporate Bond
Materials		0.68
Total International Corporate Bond		0.68
U.S. Bonds
Consumer Discretionary		2.41
Consumer Staples		0.02
Financials		0.56
Government Issues		2.93
Industrials		0.41
Information Technology		0.44
Total U.S. Bonds		6.77

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
67

U.S. Value Fund

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS — (CONTINUED)}	_{PERCENT OF}_{NET ASSETS}
U.S. Treasury Bills		3.39	%
U.S. Commercial Paper		13.70
Total Investments		99.75	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
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Fund Overview | Data as of October 31, 2010 (unaudited)

INVESTMENT OBJECTIVE

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 gold, gold related securities and issuers principally engaged in the gold industry.

Average Annual Returns
	_ONE-YEAR			_FIVE-YEARS			_TEN-YEARS
First Eagle Gold Fund (A Shares)
without sales charge		34.73	%		21.74	%		27.72	%
with sales charge		27.99			20.50			27.06
FTSE Gold Mines Index		31.20			15.90			20.28
MSCI World Index		12.74			2.54			1.33
Consumer Price Index		1.17			1.89			2.31

Asset Allocation

Countries
Canada	40.65	%
United States	20.66
South Africa	13.23
Australia	10.64
Africa	4.74
Mexico	4.48
United Kingdom	1.45

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

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
70

Gold Fund

Growth of a $10,000 Initial Investment

The average annual returns for Class A Shares with a sales charge give effect to the deduction of the maximum sales charge of 5.00%.

The MSCI World Index is a widely followed, unmanaged group of stocks from 23 international markets and is not available for purchase. The index provides total returns in U.S. dollars with net dividends reinvested. 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. 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)	14.34	%
Newcrest Mining Limited (Australia)	7.08
Goldcorp, Inc. (Canada)	5.25
AngloGold Ashanti Limited, ADR (South Africa)	5.07
Barrick Gold Corporation (Canada)	4.55
IAMGOLD Corporation (Canada)	4.52
Kinross Gold Corporation (Canada)	4.44
Newmont Mining Corporation (United States)	3.99
Randgold Resources Limited, ADR (Africa)	3.75
Gold Fields Limited, ADR (South Africa)	3.40
Total	56.39	%

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
71

First Eagle Gold Fund

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Common Stocks — 81.10%
International Common Stocks — 74.78%
Africa 4.74%
	1,282,036	Randgold Resources Limited, ADR	$	26,899,630	$	120,408,821
	11,181,200	Centamin Egypt Limited (a)		13,252,882		31,601,429
				40,152,512		152,010,250
Australia 10.64%
	5,802,941	Newcrest Mining Limited		162,807,327		227,444,888
	10,790,230	CGA Mining Limited (a)(b)		21,440,352		31,661,224
	2,943,481	Kingsgate Consolidated Limited		9,873,862		28,957,743
	3,173,890	Independence Group NL		11,667,659		21,791,768
	11,590,000	Intrepid Mines Limited (a)		18,791,504		18,814,123
	1,875,404	Medusa Mining Limited		8,845,157		10,245,958
	1,260,000	Ampella Mining Limited (a)		2,330,956		2,817,786
				235,756,817		341,733,490
Canada 40.54%
	3,781,920	Goldcorp, Inc.		129,619,026		168,635,813
	3,039,934	Barrick Gold Corporation		112,260,099		146,190,426
	7,950,072	IAMGOLD Corporation		61,682,586		145,192,188
	7,940,932	Kinross Gold Corporation		118,086,094		142,539,729
	1,147,613	Agnico-Eagle Mines Limited		66,416,604		89,083,600
	9,800,251	New Gold, Inc. (a)(b)		20,667,331		72,612,262
	1,925,863	Franco-Nevada Corporation		42,740,626		66,488,577
	2,187,940	Detour Gold Corporation (a)(b)		53,759,761		63,963,428
	5,096,669	Yamana Gold, Inc.		47,732,295		56,118,377
	8,508,090	Gabriel Resources Limited (a)		50,726,920		52,685,032
	6,233,120	Anatolia Minerals Development Limited (a)(b)		23,210,063		46,121,418
	3,288,490	European Goldfields Limited (a)		8,840,193		44,470,454
	3,032,840	Osisko Mining Corporation (a)(b)		22,809,476		42,084,747
	3,370,534	Minefinders Corporation (a)(c)		23,427,957		29,636,884
	4,241,350	Aurizon Mines Limited (a)		5,870,851		28,386,660
	9,844,788	Northgate Minerals Corporation (a)		29,035,405		27,762,302
	3,869,096	Dundee Precious Metals, Inc. (a)(b)		15,087,219		22,971,571
	1,246,650	Eldorado Gold Corporation		15,124,040		21,128,210
	4,001,370	Lake Shore Gold Corporation (a)		13,664,512		13,586,595
	1,668,500	Primero Mining Corporation (a)(b)		9,087,088		9,660,599
	750,000	Bear Creek Mining Corporation (a)		4,718,836		5,785,083

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
72

Consolidated Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
International Common Stocks — 74.78% — (continued)
Canada 40.54% — (continued)
	951,880	Richmont Mines, Inc. (a)	$	2,489,286	$	4,493,173
	1,000,000	Platinum Group Metal Limited		2,006,656		1,982,336
				879,062,924		1,301,579,464
Mexico 4.48%
	4,197,841	Fresnillo PLC		16,620,434		84,093,253
	2,109,555	Industrias Peñoles S.A.B. de C.V.		10,573,599		59,760,465
				27,194,033		143,853,718
South Africa 12.93%
	3,454,079	AngloGold Ashanti Limited, ADR		124,847,639		162,721,662
	6,921,044	Gold Fields Limited, ADR		93,344,394		109,144,864
	9,151,083	Harmony Gold Mining Company Limited, ADR		97,065,210		105,603,498
	13,396,500	Great Basin Gold Limited (a)		18,774,905		37,599,597
				334,032,148		415,069,621
United Kingdom 1.45%
	1,600,000	Vallar PLC (a)		24,085,667		23,526,169
	416,864	Anglo American PLC		19,462,003		19,427,367
	2,000,000	Cluff Gold PLC (a)		3,198,911		3,653,928
				46,746,581		46,607,464
Total International Common Stocks				1,562,945,015		2,400,854,007
U.S. Common Stocks — 6.32%
Materials 6.32%
	2,106,127	Newmont Mining Corporation		91,765,641		128,199,950
	1,509,401	Royal Gold, Inc.		37,197,132		74,730,444
Total U.S. Common Stocks				128,962,773		202,930,394
Total Common Stocks				1,691,907,788		2,603,784,401
Investment Company — 0.01%
	398,463	State Street Institutional U.S. Government Money Market Fund, Institutional Class		398,463		398,463
International Preferred Stock — 0.20%
South Africa 0.20%
	120,000	AngloGold Ashanti Limited 6.00% (d)		6,000,000		6,510,000

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
73

Gold Fund

_{NUMBER OF SHARES}

_DESCRIPTION

_{COST (NOTE 1)}

_{VALUE (NOTE 1)}

Warrants — 0.11%

Canada — 0.11%

650,000

Dundee Precious Metals, Inc.
Warrants exp 11/20/15 (a)(b)

$—

$2,360,157

666,680

Primero Mining Corporation
Warrants exp 07/15/20 (a)(b)

558,606

1,229,989

558,606

3,590,146

Total Warrants

558,606

3,590,146

_OUNCES

Commodity — 14.34%

338,964

Gold bullion (a)

169,482,647

460,228,945

_{PRINCIPAL AMOUNT}

International Convertible Bond — 0.10%

South Africa 0.10%

$2,000,000
CAD

Great Basin Gold Limited
8.00% due 11/30/14 (b)(e)

1,900,057

3,026,496

Commercial Paper — 5.10%

International Commercial Paper — 1.60%

France 0.03%

859,000
USD

GDF Suez SA
0.38% due 12/03/10

858,710

Italy 0.12%

4,000,000
USD

Eni S.p.A
0.28% due 01/14/11

3,997,698

3,997,553

Japan 0.63%

8,325,000
USD

Panasonic Corporation
0.36% due 12/01/10

8,322,502

8,322,503

11,939,000
USD

Panasonic Corporation
0.55% due 01/07/11

11,926,779

11,932,430

Switzerland 0.82%

17,200,000
USD

Nestlé Capital Corporation
0.18% due 11/08/10

17,199,398

9,162,000
USD

Novartis Capital Corporation
0.29% due 01/03/11

9,157,350

9,157,767

Total International Commercial Paper

51,462,437

51,468,361

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
74

Consolidated Schedule of Investments | Year Ended October 31, 2010

_{PRINCIPAL AMOUNT}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Commercial Paper — 3.50%
$	25,000,000	Avery Dennison Corporation 0.32% due 11/01/10		$25,000,000		$25,000,000
	6,000,000	Caterpillar Financial Services Corporation 0.23% due 11/09/10		5,999,693		5,999,693
	2,496,000	ConocoPhillips 0.24% due 12/28/10		2,495,052		2,495,052
	10,000,000	Medtronic, Inc. 0.23% due 01/07/11		9,995,719		9,995,081
	12,907,000	NYSE Euronext 0.29% due 11/16/10		12,905,440		12,905,440
	15,000,000	Philip Morris International, Inc. 0.19% due 11/01/10		15,000,000		15,000,000
	4,149,000	Philip Morris International, Inc. 0.21% due 12/02/10		4,148,250		4,148,250
	14,814,000	Procter & Gamble Company 0.23% due 04/07/11		14,799,141		14,795,565
	11,823,000	Sara Lee Corporation 0.27% due 11/03/10		11,822,823		11,822,823
	10,067,000	United Technologies Corporation 0.17% due 11/01/10		10,067,000		10,067,000
Total U.S. Commercial Paper				112,233,118		112,228,904
Total Commercial Paper				163,695,555		163,697,265
Total Investments — 100.96%			$	2,033,943,116		3,241,235,716
Liabilities in Excess of Other Assets — (0.96)%						(30,747,758	)
Net Assets — 100.00%					$	3,210,487,958

(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) An affiliate of the Fund 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.

(d) This security is convertible until September 15, 2013.

(e) This security is convertible until November 30, 2014.

At October 31, 2010, aggregate cost for federal income tax purposes was $2,165,793,357; and net unrealized appreciation consisted of:

Gross unrealized appreciation	$	1,077,416,192
Gross unrealized depreciation		(1,973,833	)
Net unrealized appreciation	$	1,075,442,359

Abbreviations Used in this Schedule Include:

ADR — American Depository Receipt

NYSE — New York Stock Exchange

PLC — Public Limited Company

Currencies

CAD — Canadian Dollar

USD — United States Dollar

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
75

Gold Fund

_AFFILIATED_SECURITIES	_SHARES_{OCTOBER 31,}₂₀₀₉		_GROSS_ADDITIONS		_GROSS_REDUCTIONS		_SHARES_{OCTOBER 31,}₂₀₁₀		_{MARKET VALUE}_{OCTOBER 31,}₂₀₁₀		_REALIZED_GAIN/(LOSS)			_DIVIDEND_INCOME
Minefinders Corporation		3,955,534		—		585,000		3,370,534	$	29,636,884	$	(573,344	)	$	—
Richmont Mines, Inc.*		1,787,980		—		836,100		951,880		4,493,173		501,840			—
Total									$	34,130,057	$	(71,504	)	$	—

* Not an affiliated issue as of October 31, 2010.

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS}	_{PERCENT OF}_{NET ASSETS}
International Common Stocks
Materials		74.78	%
Total International Common Stocks		74.78
U.S. Common Stocks
Materials		6.32
Total U.S. Common Stocks		6.32
Investment Company		0.01
International Preferred Stock
Materials		0.20
Total International Preferred Stock		0.20
Warrants		0.11
Commodity		14.34
International Convertible Bond
Materials		0.10
Total International Convertible Bond		0.10
Commercial Paper
International Commercial Paper		1.60
U.S. Commercial Paper		3.50
Total Commercial Paper		5.10
Total Investments		100.96	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
76

Management's Discussion of Fund Performance

Harold Levy

First Eagle Fund of America Class Y increased 24.5% for the year ended October 31, 2010 versus an increase of 16.5% for the S&P 500 Index. The five largest contributors to the performance were Valeant Pharmaceuticals International, Eastman Chemical Company, DIRECTV, Ball Corporation and Precision Castparts Corporation, collectively accounting for 11.4% of the Fund's performance. The five largest detractors were Symantec Corporation, Dean Foods Company, DynCorp International Inc., Celera Corporation and PDL BioPharma Inc., collectively subtracting 1.4% from the Fund's performance.

The world continues to spin about in a way that makes it difficult to have any confidence in the conclusion reached whether in economic, political or geopolitical terms. In economics, our Federal Reserve has a stated policy of driving inflation higher—read that as attacking the value of your savings. Our federal budget deficits are at extraordinary levels and the national motivation to do something about that seems to reside only outside of Washington D.C. Despite the deficits and the quantitative easing, unemployment is high and growth is low. Commodities have become the real currency of the world as faith in fiat currency weakens.

In politics, the country has in no uncertain terms repudiated the policies of the last two years by electing a very different House of Representatives after doing the same thing two years ago with the Presidency. The message seems clear — we don't like where we were or where we are and probably won't like where we will be.

Iran, despite overt and covert attempts to derail, is racing toward nuclear capability, while North Korea has proven that coddling dictators usually leads to bigger trouble down the road. American leadership of the world seems like a distant memory, and those aspiring to take its place are not to be confused with Jeffersonian democrats. All in all, not a pretty picture.

But wait, corporate profits are great, interest rates are low, valuations are reasonable and merger and acquisition activity is accelerating. Not so
bad for equities.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
77

Management's Discussion of Fund Performance (continued)

This is the dichotomy we face: a world which looks from almost all angles more treacherous, more uncertain and at any rate different than recent history. But it is also one where equities in general and what we own in particular look very interesting.

We believe our discipline of investing in strategic businesses with improving balance sheets and significant free cash flow yields will over time overcome the heightened anxiety most investors feel today and will accomplish the mission of growing the value in real terms of our assets.

We thank you for your continued confidence.

Harold Levy

Portfolio Manager

December 2010

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
78

First Eagle Fund of America

The performance data quoted herein represents past performance and does not guarantee future results. Market volatility can dramatically impact the fund's 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 firsteaglefunds.com or by calling 800.334.2143. As of September 1, 2005, Class Y Shares are closed to new accounts. Class Y shares are offered without sales charge. The portfolio is actively managed and holdings can change at any time. Current and future portfolio holdings are subject to risk.

The event-driven investment style used by First Eagle Fund of America carries the additional risk that the event anticipated occurs later than expected, does not occur at all or does not have the desired effect on the market price of the securities. Selling covered call options generates fee income ("premiums") from parties buying the options. When the security underlying a covered call option appreciates in value sufficiently, the Fund may be required to deliver securities or cash to the buyer of the option. Results from options trading are further described in the financial statements that follow this commentary. Investment in gold and gold related investments present certain risks, and returns on gold related investments have traditionally been more volatile than investments in broader equity or debt markets.

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. The Standard & Poor's 500 Index includes dividends reinvested.

The commentary represents the opinion of Harold Levy as of December 2010 and is subject to change based on market and other conditions. The opinions expressed are not necessarily those of the firm. These materials are provided for informational purpose only. These opinions are not intended to be a forecast of future events, a guarantee of future results, or investment advice. Any statistics contained herein have been obtained from sources believed to be reliable, but the accuracy of this information cannot be guaranteed. The views expressed herein may change at any time subsequent to the date of issue hereof. The information provided is not to be construed as a recommendation or an offer to buy or sell or the solicitation of an offer to buy or sell any fund or security.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
79

Fund Overview | Data as of October 31, 2010 (unaudited)

INVESTMENT OBJECTIVE

First Eagle Fund of America is a non-diversified U.S. equity fund that seeks capital appreciation by investing primarily in U.S. stocks and, to a lesser extent, in debt and foreign equity securities. The Fund has a unique event-driven bias that focuses on identifying companies poised to benefit from change that the market has not yet recognized.

Average Annual Returns
	_ONE-YEAR			_FIVE-YEARS			_TEN-YEARS
First Eagle Fund of America (Y Shares)		24.47	%		6.37	%		7.27	%
Standard & Poor's 500 Index		16.52			1.73			-0.02

Asset Allocation

Sector/Industry*
Materials	24.67	%
Health Care	20.71
Information Technology	16.31
Energy	12.22
Industrials	12.08
Consumer Discretionary	4.65
Investment Company	4.46
Consumer Staples	1.10
Telecommunication Services	0.53

* percentages exclude option positions

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

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
80

Fund of America

Growth of a $10,000 Initial Investment

The Fund's average annual returns shown above are historical and reflect changes in share price, reinvested dividends and is net of expenses. Class Y shares are offered without a sales charge.

Top 10 Holdings
Eastman Chemical Company (chemicals company)	5.76	%
Baxter International, Inc. (health technology company)	4.93
Valeant Pharmaceuticals International (pharmaceuticals company)	4.76
Computer Sciences Corporation (information technology company)	4.75
Ball Corporation (containers and packaging manufacturer)	4.75
SPDR Gold Trust (exchange traded fund)	4.46
General Dynamics Corporation (aerospace and defense manufacturer)	4.04
Devon Energy Corporation (energy company)	3.59
Crown Holdings, Inc. (containers and packaging company)	3.43
Precision Castparts Corporation (metal components manufacturer)	3.30
Total	43.77	%

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
81

First Eagle Fund of America

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Common Stocks — 92.27%
U.S. Common Stocks — 85.42%
Consumer Discretionary 4.65%
	132,500	AutoZone, Inc. (a)(b)	$	22,982,240	$	31,485,975
	231,100	Sherwin-Williams Company (b)		13,378,771		16,863,367
	95,800	Wyndham Worldwide Corporation (b)		2,736,048		2,754,250
				39,097,059		51,103,592
Consumer Staples 1.10%
	845,640	Sara Lee Corporation (b)		10,909,636		12,118,021
Energy 9.48%
	606,800	Devon Energy Corporation (b)		43,331,653		39,454,136
	972,690	Dresser-Rand Group, Inc. (a)(b)		21,696,762		33,285,452
	667,000	Exterran Holdings, Inc. (a)(b)		17,565,111		16,788,390
	503,565	Atlas Energy, Inc. (a)		17,793,071		14,663,813
				100,386,597		104,191,791
Health Care 20.71%
	1,064,150	Baxter International, Inc. (b)		55,089,529		54,165,235
	1,894,032	Valeant Pharmaceuticals International (b)		16,168,654		52,294,223
	471,410	Amgen, Inc. (a)(b)		25,185,635		26,959,938
	333,230	Chemed Corporation		13,021,388		19,640,576
	3,552,140	PDL BioPharma, Inc. (b)		23,541,594		18,577,692
	673,030	Health Net, Inc. (a)(b)		14,756,737		18,097,777
	1,213,387	Enzon Pharmaceuticals, Inc. (a)		10,244,912		13,650,604
	467,700	Omnicare, Inc. (b)		10,824,904		11,280,924
	326,710	Theravance, Inc. (a)		4,627,507		6,658,350
	1,121,650	Celera Corporation (a)		7,910,176		6,393,405
				181,371,036		227,718,724
Industrials 10.86%
	651,390	General Dynamics Corporation (b)		37,711,452		44,372,687
	265,400	Precision Castparts Corporation (b)		23,605,640		36,248,332
	788,700	Owens Corning, Inc. (a)(b)		17,980,061		21,326,448
	198,400	Raytheon Company (b)		9,847,724		9,142,272
	137,340	Rockwell Collins, Inc. (b)		6,443,125		8,310,443
				95,588,002		119,400,182
Information Technology 13.42%
	1,064,460	Computer Sciences Corporation (b)		51,626,050		52,211,763
	2,433,340	Atmel Corporation (a)(b)		10,222,357		21,559,392
	597,920	Agilent Technologies, Inc. (a)(b)		15,618,935		20,807,616

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
82

Schedule of Investments | Year Ended October 31, 2010

_{NUMBER OF SHARES}		_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
U.S. Common Stocks — 85.42% — (continued)
Information Technology 13.42% — (continued)
	738,020	AOL, Inc. (a)(b)	$	18,205,228	$	19,690,373
	1,076,160	Nvidia Corporation (a)		14,400,894		12,946,205
	725,100	Seagate Technology (a)		11,832,634		10,622,715
	1,854,536	LSI Corporation (a)		9,938,290		9,717,769
				131,844,388		147,555,833
Materials 24.67%
	805,600	Eastman Chemical Company (b)		44,677,092		63,295,992
	811,130	Ball Corporation (b)		30,503,613		52,204,327
	1,171,070	Crown Holdings, Inc. (a)(b)		22,172,786		37,696,743
	1,448,700	Packaging Corporation of America (b)		29,937,761		35,391,741
	314,330	Praxair, Inc. (b)		23,289,300		28,710,902
	736,770	Valspar Corporation		15,562,118		23,650,317
	488,100	Rockwood Holdings, Inc. (a)(b)		14,722,990		16,556,352
	288,500	EI du Pont de Nemours & Company (b)		13,463,242		13,640,280
				194,328,902		271,146,654
Telecommunication Services 0.53%
	506,960	Leap Wireless International, Inc. (a)		17,067,583		5,784,414
Total U.S. Common Stocks				770,593,203		939,019,211
International Common Stocks — 6.85%
Bahamas 2.74%
	945,590	Teekay Corporation (b)		34,964,269		30,069,762
Ireland 1.22%
	342,200	Ingersoll-Rand PLC (b)		12,721,315		13,451,882
Switzerland 2.89%
	1,001,570	Tyco Electronics Limited (b)		28,076,917		31,729,738
Total International Common Stocks				75,762,501		75,251,382
Total Common Stocks				846,355,704		1,014,270,593
Investment Company — 4.46%
	369,700	SPDR Gold Trust (a)(b)		35,152,028		49,037,008

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
83

Fund of America

_{PRINCIPAL AMOUNT}	_DESCRIPTION	_{COST (NOTE 1)}		_{VALUE (NOTE 1)}
Repurchase Agreement — 6.37%
$70,063,075	State Street Bank and Trust Company, 0.01% dated 10/29/10 due 11/01/10 (collateralized by United States Treasury Note, 1.375% due 05/15/13 valued at $71,468,933); proceeds $70,063,133	$	70,063,075	$	70,063,075
Total Investment Portfolio Excluding Options Written—103.10%		$	951,570,807	$	1,133,370,676

_CONTRACTS			_{STRIKE PRICE}		_{EXPIRATION DATE}	_{VALUE (NOTE 1)}
Covered Call Options Written — (2.77)%
	474	Agilent Technologies, Inc.	$	28.00	November 2010	$	(327,060	)
	174	Agilent Technologies, Inc.		29.00	November 2010		(102,660	)
	700	Agilent Technologies, Inc.		30.00	November 2010		(346,500	)
	334	Agilent Technologies, Inc.		30.00	January 2011		(182,030	)
	760	Agilent Technologies, Inc.		32.00	November 2010		(243,960	)
	133	Agilent Technologies, Inc.		33.00	November 2010		(31,920	)
	425	Agilent Technologies, Inc.		34.00	November 2010		(72,250	)
	897	Agilent Technologies, Inc.		35.00	January 2011		(178,055	)
	437	Amgen, Inc.		52.50	November 2010		(217,408	)
	867	AOL, Inc.		25.00	January 2011		(257,933	)
	4,641	Atmel Corporation		5.00	November 2010		(1,809,990	)
	7,384	Atmel Corporation		6.00	November 2010		(2,104,440	)
	2,383	Atmel Corporation		7.50	November 2010		(333,620	)
	2,456	Atmel Corporation		7.50	February 2011		(417,520	)
	1,228	Atmel Corporation		9.00	February 2011		(98,240	)
	116	AutoZone, Inc.		195.00	December 2010		(497,060	)
	764	AutoZone, Inc.		230.00	December 2010		(916,800	)
	216	Ball Corporation		55.00	November 2010		(203,040	)
	753	Ball Corporation		60.00	February 2011		(429,210	)
	337	Baxter International, Inc.		45.00	November 2010		(195,460	)
	1,404	Baxter International, Inc.		46.00	November 2010		(705,510	)
	218	Baxter International, Inc.		49.00	November 2010		(50,249	)
	216	Baxter International, Inc.		49.00	January 2011		(69,120	)
	427	Baxter International, Inc.		50.00	January 2011		(105,469	)
	107	Baxter International, Inc.		52.50	January 2011		(13,589	)
	1,064	Computer Sciences Corporation		42.50	December 2010		(723,520	)
	703	Computer Sciences Corporation		45.00	November 2010		(298,775	)
	864	Computer Sciences Corporation		45.00	December 2010		(406,080	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
84

Schedule of Investments | Year Ended October 31, 2010

_CONTRACTS		_DESCRIPTION	_{STRIKE PRICE}		_{EXPIRATION DATE}	_{VALUE (NOTE 1)}
Covered Call Options Written — (2.77)% — (continued)
	687	Computer Sciences Corporation	$	47.50	December 2010	$	(206,787	)
	718	Computer Sciences Corporation		50.00	December 2010		(120,265	)
	587	Crown Holdings, Inc.		29.00	January 2011		(205,450	)
	1,174	Crown Holdings, Inc.		30.00	January 2011		(316,980	)
	637	Crown Holdings, Inc.		31.00	January 2011		(121,030	)
	586	Crown Holdings, Inc.		32.00	January 2011		(77,938	)
	126	Devon Energy Corporation		65.00	January 2011		(41,580	)
	738	Dresser-Rand Group, Inc.		35.00	March 2011		(195,570	)
	3,227	Dresser-Rand Group, Inc.		40.00	December 2010		(32,270	)
	484	Dresser-Rand Group, Inc.		40.00	March 2011		(29,040	)
	734	Eastman Chemical Company		60.00	December 2010		(1,343,220	)
	589	Eastman Chemical Company		65.00	December 2010		(812,820	)
	643	Eastman Chemical Company		75.00	December 2010		(353,650	)
	1,310	Eastman Chemical Company		75.00	March 2011		(1,034,900	)
	643	Eastman Chemical Company		80.00	December 2010		(160,750	)
	2,072	EI du Pont de Nemours & Company		46.00	January 2011		(571,872	)
	813	EI du Pont de Nemours & Company		47.00	January 2011		(179,673	)
	1,067	Exterran Holdings, Inc.		25.00	November 2010		(117,370	)
	180	Exterran Holdings, Inc.		30.00	November 2010		(2,700	)
	318	General Dynamics Corporation		65.00	November 2010		(108,120	)
	953	General Dynamics Corporation		65.00	January 2011		(441,239	)
	164	General Dynamics Corporation		70.00	January 2011		(31,980	)
	796	Health Net, Inc.		25.00	November 2010		(175,120	)
	350	Health Net, Inc.		25.00	January 2011		(104,125	)
	573	Health Net, Inc.		27.50	January 2011		(88,242	)
	144	Ingersoll-Rand PLC		36.00	December 2010		(54,720	)
	407	Ingersoll-Rand PLC		37.50	December 2010		(106,837	)
	276	Ingersoll-Rand PLC		39.00	December 2010		(45,540	)
	4,677	Omnicare, Inc.		24.00	December 2010		(640,749	)
	1,182	Owens Corning, Inc.		27.50	November 2010		(76,830	)
	825	Owens Corning, Inc.		29.00	January 2011		(94,875	)
	156	Owens Corning, Inc.		30.00	January 2011		(12,480	)
	2,964	Packaging Corporation of America		22.50	January 2011		(748,410	)
	888	Packaging Corporation of America		25.00	January 2011		(97,680	)
	859	PDL BioPharma, Inc.		5.50	November 2010		(6,442	)
	9,053	PDL BioPharma, Inc.		5.50	January 2011		(181,060	)
	611	Praxair, Inc.		90.00	November 2010		(168,025	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
85

Fund of America

_CONTRACTS		_DESCRIPTION	_{STRIKE PRICE}		_{EXPIRATION DATE}	_{VALUE (NOTE 1)}
Covered Call Options Written — (2.77)% — (continued)
	1,433	Praxair, Inc.	$	90.00	January 2011	$	(630,520	)
	471	Praxair, Inc.		95.00	January 2011		(89,490	)
	778	Precision Castparts Corporation		120.00	December 2010		(1,412,070	)
	108	Precision Castparts Corporation		125.00	December 2010		(146,880	)
	296	Precision Castparts Corporation		130.00	November 2010		(239,760	)
	1,183	Precision Castparts Corporation		130.00	December 2010		(1,159,340	)
	289	Precision Castparts Corporation		135.00	December 2010		(187,850	)
	217	Raytheon Company		45.00	November 2010		(35,154	)
	690	Rockwell Collins, Inc.		60.00	January 2011		(203,550	)
	366	Rockwood Holdings, Inc.		25.00	November 2010		(329,400	)
	3,397	Rockwood Holdings, Inc.		30.00	November 2010		(1,392,770	)
	811	Rockwood Holdings, Inc.		30.00	February 2011		(437,940	)
	307	Rockwood Holdings, Inc.		35.00	February 2011		(76,750	)
	360	Sara Lee Corporation		14.00	January 2011		(35,100	)
	722	Sara Lee Corporation		15.00	January 2011		(39,710	)
	140	Sherwin-Williams Company		70.00	November 2010		(47,600	)
	562	Sherwin-Williams Company		70.00	December 2010		(189,394	)
	492	Sherwin-Williams Company		75.00	December 2010		(61,992	)
	113	Sherwin-Williams Company		75.00	January 2011		(19,775	)
	103	Sherwin-Williams Company		80.00	December 2010		(2,060	)
	71	SPDR Gold Trust		123.00	November 2010		(70,290	)
	82	SPDR Gold Trust		127.00	November 2010		(52,480	)
	470	Teekay Corporation		35.00	January 2011		(47,000	)
	5,838	Tyco Electronics Limited		30.00	January 2011		(1,517,880	)
	350	Tyco Electronics Limited		35.00	April 2011		(38,500	)
	1,362	Valeant Pharmaceuticals International		26.00	January 2011		(367,740	)
	4,831	Valeant Pharmaceuticals International		27.00	January 2011		(1,014,510	)
	958	Wyndham Worldwide Corporation		30.00	January 2011		(124,540	)
Total Covered Call Options Written (Premiums Received: $19,064,884)							(30,413,852	)
Total Investments — 100.33% (Cost $932,505,923)							1,102,956,824
Liabilities in Excess of Other Assets — (0.33)%							(3,649,143	)
Net Assets — 100.00%						$	1,099,307,681

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
86

Schedule of Investments | Year Ended October 31, 2010

(a) Non-income producing security.

(b) At October 31, 2010 all or a portion of this security was segregated to cover collateral requirement for options.

At October 31, 2010, aggregate cost for federal income tax purposes, excluding options written, was $963,526,487; and net unrealized appreciation consisted of:

Gross unrealized appreciation	$	217,388,989
Gross unrealized depreciation		(47,544,800	)
Net unrealized appreciation	$	169,844,189

Abbreviations Used in this Schedule Include:

PLC — Public Limited Company

SPDR — Standard & Poor's Depository Receipts, a gold-tracking Exchange Traded Fund.

_{INDUSTRY DIVERSIFICATION FOR PORTFOLIO HOLDINGS}	_{PERCENT OF}_{NET ASSETS}
U.S. Common Stocks
Consumer Discretionary		4.65	%
Consumer Staples		1.10
Energy		9.48
Health Care		20.71
Industrials		10.86
Information Technology		13.42
Materials		24.67
Telecommunication Services		0.53
Total U.S. Common Stocks		85.42
International Common Stocks
Energy		2.74
Industrials		1.22
Information Technology		2.89
Total International Common Stocks		6.85
Investment Company		4.46
Repurchase Agreement		6.37
Covered Call Options		(2.77	)
Total Investments		100.33	%

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
87

Statements of Assets and Liabilities

	_{FIRST EAGLE}_{GLOBAL FUND}		_{FIRST EAGLE}_{OVERSEAS FUND}		_{FIRST EAGLE}_{U.S. VALUE FUND}
Assets
Investments, at Cost (Note 1)
Unaffiliated issuers	$	17,028,069,185	$	5,998,934,854	$	1,124,467,609
Affiliated issuers		2,670,546,642		737,723,604		—
Gold bullion		648,342,611		240,147,323		34,140,381
Foreign currency		21		185		—
Total Investments, at Cost		20,346,958,459		6,976,805,966		1,158,607,990
Investments, at Value (Note 1)
Unaffiliated issuers		19,804,726,984		7,198,254,669		1,253,291,655
Affiliated issuers		2,815,926,642		1,097,681,940		—
Gold bullion		1,569,340,588		653,362,789		71,303,803
Foreign currency		21		195		—
Total Investments, at Value		24,189,994,235		8,949,299,593		1,324,595,458
Cash		28,766		323		604
Receivable for forward currency contracts held, at value (Note 1)		318,808		388,104		—
Receivable for investment securities sold		25,064,220		16,957,041		755,557
Receivable for premiums for written options		—		—		—
Receivable for Fund shares sold		90,859,642		28,853,367		4,630,730
Accrued interest and dividends receivable		67,906,791		34,166,748		2,271,688
Investment for trustee deferred compensation plan (Note 2)		1,083,858		1,173,682		677,720
Other assets		187,513		69,144		11,735
Total Assets		24,375,443,833		9,030,908,002		1,332,943,492
Liabilities
Option contracts written, at value (premiums received $19,064,884) (Note 1)		—		—		—
Payable for Fund shares redeemed		21,981,197		7,202,606		1,226,838
Payable for investment securities purchased		65,075,272		32,157,336		1,177,785
Payable for forward currency contracts held, at value (Note 1)		184,836,203		102,236,984		—
Investment advisory fees payable (Note 2)		15,091,654		5,587,777		831,210
Distribution fees payable (Note 3)		6,652,786		1,560,807		344,010
Services fees payable (Note 3)		1,364,946		192,469		67,270
Trustee deferred compensation plan (Note 2)		1,083,858		1,173,682		677,720
Administrative fees payable (Note 2)		341,000		121,685		18,848
Trustee fees payable		52,519		19,255		2,745
Accrued expenses and other liabilities		15,008,465		6,133,063		657,934
Total Liabilities		311,487,900		156,385,664		5,004,360
Net Assets	$	24,063,955,933	$	8,874,522,338	$	1,327,939,132

* First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Gold Cayman Fund, Ltd.

** The amount of $6,729,200 represents restricted cash used as collateral for covered call options.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
88

October 31, 2010

	_{FIRST EAGLE}_{GOLD FUND*}		_{FIRST EAGLE}_{FUND OF AMERICA}
Assets
Investments, at Cost (Note 1)
Unaffiliated issuers	$	1,841,032,512	$	951,570,807
Affiliated issuers		23,427,957		—
Gold bullion		169,482,647		—
Foreign currency		1,311,239		—
Total Investments, at Cost		2,035,254,355		951,570,807
Investments, at Value (Note 1)
Unaffiliated issuers		2,751,369,887		1,133,370,676
Affiliated issuers		29,636,884		—
Gold bullion		460,228,945		—
Foreign currency		1,313,584		—
Total Investments, at Value		3,242,549,300		1,133,370,676
Cash		930		6,912,310	**
Receivable for forward currency contracts held, at value (Note 1)		—		—
Receivable for investment securities sold		98,502		99,898
Receivable for premiums for written options		—		286,642
Receivable for Fund shares sold		9,896,926		2,419,525
Accrued interest and dividends receivable		139,958		341,154
Investment for trustee deferred compensation plan (Note 2)		159,390		505,861
Other assets		20,354		10,407
Total Assets		3,252,865,360		1,143,946,473
Liabilities
Option contracts written, at value (premiums received $19,064,884) (Note 1)		—		30,413,852
Payable for Fund shares redeemed		3,890,314		916,674
Payable for investment securities purchased		34,031,709		11,021,855
Payable for forward currency contracts held, at value (Note 1)		—		—
Investment advisory fees payable (Note 2)		1,955,427		913,070
Distribution fees payable (Note 3)		784,223		278,476
Services fees payable (Note 3)		128,494		25,104
Trustee deferred compensation plan (Note 2)		159,390		505,861
Administrative fees payable (Note 2)		44,677		15,746
Trustee fees payable		10,796		2,409
Accrued expenses and other liabilities		1,372,372		545,745
Total Liabilities		42,377,402		44,638,792
Net Assets	$	3,210,487,958	$	1,099,307,681

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
89

Statements of Assets and Liabilities (continued)

	_{FIRST EAGLE}_{GLOBAL FUND}			_{FIRST EAGLE}_{OVERSEAS FUND}			_{FIRST EAGLE}_{U.S. VALUE FUND}
Net Assets Consist of
Capital stock (par value, $0.001 per share)	$	544,869		$	404,851		$	83,318
Capital surplus		20,590,145,655			6,984,942,856			1,148,918,922
Net unrealized appreciation (depreciation) on:
Investments (Net of $6,567,263, $2,812,174, $0, $0, and $0 Deferred Capital Gain Country Tax, respectively)		3,836,468,513			1,969,681,443			165,987,468
Foreign currency and forward contract related translation		(181,926,423	)		(100,559,913	)		234
Written options		—			—			—
Undistributed net realized gains (losses) on investments		(251,301,623	)		171,670,175			(6,962,475	)
Undistributed net investment income (loss)		70,024,942			(151,617,074	)		19,911,665
Net Assets	$	24,063,955,933		$	8,874,522,338		$	1,327,939,132
Class A
Net assets	$	12,194,621,800		$	4,675,991,841		$	680,405,885
Shares outstanding		274,927,774			213,927,873			42,691,118
Net asset value per share and redemption proceeds per share	$	44.36		$	21.86		$	15.94
Offering price per share (NAV per share plus maximum sales charge)¹	$	46.69		$	23.01		$	16.78
Class C
Net assets	$	6,524,374,366		$	914,219,923		$	320,031,985
Shares outstanding		150,074,072			42,994,552			20,315,894
Net asset value per share	$	43.47		$	21.26		$	15.75
Redemption proceeds per share (NAV per share less maximum contingent deferred sale charge)²	$	43.04		$	21.05		$	15.59
Class I
Net assets	$	5,344,959,767		$	3,284,310,574		$	327,501,262
Shares outstanding		119,866,711			147,928,119			20,310,903
Net asset value per share and redemption proceeds per share	$	44.59		$	22.20		$	16.12
Class Y
Net assets		—			—			—
Shares outstanding		—			—			—
Net asset value per share and redemption proceeds per share		—			—			—

* First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Gold Cayman Fund, Ltd.

¹ The maximum sales charge is 5.00% for Class A shares. Classes C, I and Y have no front-end sales charges.

² The maximum CDSC (Contingent Deferred Sales Charge) is 1.00% for Class C shares, which is charged on the lesser of the offering price or the net asset value at the time of sale by shareholder. This pertains to investments of one year or less.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
90

October 31, 2010

	_{FIRST EAGLE}_{GOLD FUND*}			_{FIRST EAGLE}_{FUND OF AMERICA}
Net Assets Consist of
Capital stock (par value, $0.001 per share)	$	96,384		$	45,919
Capital surplus		1,948,902,143			946,865,326
Net unrealized appreciation (depreciation) on:
Investments (Net of $6,567,263, $2,812,174, $0, $0, and $0 Deferred Capital Gain Country Tax, respectively)		1,207,292,600			181,799,869
Foreign currency and forward contract related translation		4,033			—
Written options		—			(11,348,968	)
Undistributed net realized gains (losses) on investments		115,926,539			(25,879,532	)
Undistributed net investment income (loss)		(61,733,741	)		7,825,067
Net Assets	$	3,210,487,958		$	1,099,307,681
Class A
Net assets	$	1,900,177,655		$	378,727,579
Shares outstanding		56,863,609			15,740,749
Net asset value per share and redemption proceeds per share	$	33.42		$	24.06
Offering price per share (NAV per share plus maximum sales charge)¹	$	35.18		$	25.33
Class C
Net assets	$	615,709,065		$	121,644,366
Shares outstanding		18,977,534			5,706,883
Net asset value per share	$	32.44		$	21.32
Redemption proceeds per share (NAV per share less maximum contingent deferred sale charge)²	$	32.12		$	21.11
Class I
Net assets	$	694,601,238			—
Shares outstanding		20,542,972			—
Net asset value per share and redemption proceeds per share	$	33.81			—
Class Y
Net assets		—		$	598,935,736
Shares outstanding		—			24,471,529
Net asset value per share and redemption proceeds per share		—		$	24.47

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
91

Statements of Operations

	_{FIRST EAGLE}_{GLOBAL FUND}			_{FIRST EAGLE}_{OVERSEAS FUND}			_{FIRST EAGLE}_{U.S. VALUE FUND}
Investment Income
Interest (net of $424,365, $108,050, $0, $0 and $0, foreign taxes withheld, respectively)	$	35,889,898		$	16,300,176		$	8,887,726
Dividends from: (net of $27,540,572, $14,103,530, $361,426, $697,955 and $577,609, foreign taxes withheld, respectively)
Unaffiliated issuers		406,110,296			112,301,719			30,521,866
Affiliated issuers		98,303,705			20,776,311			—
Other Income		250,227			44,305			215,013
Total Income		540,554,126			149,422,511			39,624,605
Expenses
Investment advisory fees (Note 2)		159,229,458			57,850,964			8,739,573
Administrative costs (Note 2)		4,015,000			1,432,742			176,768
Distribution fees (Note 3)
Class A		27,957,308			10,667,514			1,525,826
Class C		43,168,871			6,233,403			2,191,694
Class Y		—			—			—
Service fees - Class C (Note 3)		14,389,624			2,077,801			730,565
Shareholder servicing agent fees		22,053,752			7,768,381			1,828,210
Custodian and accounting fees		3,908,807			2,053,053			171,360
Shareholder reporting fees		1,965,959			662,695			172,644
Trustees' fees		550,419			186,654			29,728
Registration and filing fees		464,687			296,986			149,814
Professional fees		437,116			265,245			129,191
Other expenses		1,344,541			250,899			72,910
Total Expenses		279,485,542			89,746,337			15,918,283
Expense reductions due to earnings credits (Note 1)		(1,756	)		(600	)		(256	)
Net Expenses		279,483,786			89,745,737			15,918,027
Net Investment Income (loss) (Note 1)		261,070,340			59,676,774			23,706,578
Realized and Unrealized Gains (Losses) on Investments, Foreign Currency Related Transactions and Written Options (Note 1)
Net realized gains (losses) from:
Investment transactions of unaffiliated issuers (Net of Capital Gain Country Tax of $21,647, $23,932, $0, $0 and $0, respectively)		567,448,187			327,009,249			18,612,578
Investment transactions of affiliated issuers		31,315,958			1,486,376			—
Commodity related transactions		67,754,853			42,848,463			—
Foreign currency and forward contract related transactions		51,254,347			18,599,939			978
Written options		—			—			—
		717,773,345			389,944,027			18,613,556
Changes in unrealized appreciation (depreciation) of:
Investment transactions (Net of Increase in Deferred Capital Gain Country Tax Accruals of $6,567,263, $2,812,174, $0, $0 and $0, respectively)		2,233,564,259			723,993,660			102,060,150
Foreign currency and forward contract related translation		(63,263,723	)		(43,464,210	)		234
Written options		—			—			—
		2,170,300,536			680,529,450			102,060,384
Net realized and unrealized gains on investments, foreign currency and forward contract related transactions and written options		2,888,073,881			1,070,473,477			120,673,940
Net Increase in Net Assets Resulting from Operations	$	3,149,144,221		$	1,130,150,251		$	144,380,518

* First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Gold Cayman Fund, Ltd.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
92

Year Ended October 31, 2010

	_{FIRST EAGLE}_{GOLD FUND*}			_{FIRST EAGLE}_{FUND OF AMERICA}
Investment Income
Interest (net of $424,365, $108,050, $0, $0 and $0, foreign taxes withheld, respectively)	$	417,841		$	16,330
Dividends from: (net of $27,540,572, $14,103,530, $361,426, $697,955 and $577,609, foreign taxes withheld, respectively)
Unaffiliated issuers		13,815,756			20,200,600
Affiliated issuers		—			—
Other Income		448			190,962
Total Income		14,234,045			20,407,892
Expenses
Investment advisory fees (Note 2)		17,340,107			9,789,326
Administrative costs (Note 2)		311,137			182,057
Distribution fees (Note 3)
Class A		3,755,438			810,202
Class C		3,495,753			791,661
Class Y		—			1,373,243
Service fees - Class C (Note 3)		1,165,251			263,887
Shareholder servicing agent fees		3,229,809			1,386,095
Custodian and accounting fees		575,279			146,990
Shareholder reporting fees		279,241			109,750
Trustees' fees		82,355			29,450
Registration and filing fees		262,857			112,425
Professional fees		297,324			153,963
Other expenses		70,724			42,515
Total Expenses		30,865,275			15,191,564
Expense reductions due to earnings credits (Note 1)		(430	)		(197	)
Net Expenses		30,864,845			15,191,367
Net Investment Income (loss) (Note 1)		(16,630,800	)		5,216,525
Realized and Unrealized Gains (Losses) on Investments, Foreign Currency Related Transactions and Written Options (Note 1)
Net realized gains (losses) from:
Investment transactions of unaffiliated issuers (Net of Capital Gain Country Tax of $21,647, $23,932, $0, $0 and $0, respectively)		121,711,492			30,895,989
Investment transactions of affiliated issuers		(71,504	)		—
Commodity related transactions		9,909,775			—
Foreign currency and forward contract related transactions		381,228			—
Written options		—			11,291,410
		131,930,991			42,187,399
Changes in unrealized appreciation (depreciation) of:
Investment transactions (Net of Increase in Deferred Capital Gain Country Tax Accruals of $6,567,263, $2,812,174, $0, $0 and $0, respectively)		582,519,146			182,180,650
Foreign currency and forward contract related translation		(61,234	)		—
Written options		—			(17,330,834	)
		582,457,912			164,849,816
Net realized and unrealized gains on investments, foreign currency and forward contract related transactions and written options		714,388,903			207,037,215
Net Increase in Net Assets Resulting from Operations	$	697,758,103		$	212,253,740

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
93

Statements of Changes in Net Assets

	_{FIRST EAGLE}_{GLOBAL FUND}						_{FIRST EAGLE}_{OVERSEAS FUND}
	_{YEAR ENDED}_{OCTOBER 31,}₂₀₁₀			_{YEAR ENDED}_{OCTOBER 31,}₂₀₀₉			_{YEAR ENDED}_{OCTOBER 31,}₂₀₁₀			_{YEAR ENDED}_{OCTOBER 31,}₂₀₀₉
Operations
Net investment income (loss)	$	261,070,340		$	163,665,510		$	59,676,774		$	91,638,617
Net realized gain (loss) from investments, foreign currency and forward contract related transactions and written options		717,773,345			(355,368,307	)		389,944,027			152,694,986
Change in unrealized appreciation of investments, foreign currency and forward contract related translations and written options		2,170,300,536			3,317,966,812			680,529,450			1,115,913,041
Net increase in net assets resulting from operations		3,149,144,221			3,126,264,015			1,130,150,251			1,360,246,644
Distribution to Shareholders
Dividends paid from net investment income
Class A		(156,973,830	)		(39,081,783	)		(124,712,908	)		(3,998,540	)
Class C		(50,152,071	)		(7,250	)		(20,270,175	)		(7,588	)
Class I		(56,542,814	)		(19,540,281	)		(71,876,457	)		(2,929,304	)
Distributions paid from net realized gains from investment transactions
Class A		—			(631,563,973	)		—			(317,087,294	)
Class C		—			(302,779,457	)		—			(69,460,426	)
Class I		—			(178,533,975	)		—			(174,084,325	)
Class Y		—			—			—			—
Decrease in net assets resulting from distributions		(263,668,715	)		(1,171,506,719	)		(216,859,540	)		(567,567,477	)
Fund Share Transactions (Note 6)
Net proceeds from shares sold		5,983,606,868			4,078,185,668			2,718,513,835			1,995,432,080
Net asset value of shares issued for reinvested dividends and distributions		216,340,170			964,568,563			182,833,092			487,753,631
Cost of shares redeemed		(4,080,271,834	)		(5,245,297,583	)		(1,967,558,448	)		(2,472,285,641	)
Redemption fees		580,971			1,182,746			545,912			577,129
Increase (decrease) in net assets from Fund share transactions		2,120,256,175			(201,360,606	)		934,334,391			11,477,199
Net increase in net assets		5,005,731,681			1,753,396,690			1,847,625,102			804,156,366
Net Assets (Note 1)
Beginning of year		19,058,224,252			17,304,827,562			7,026,897,236			6,222,740,870
End of year	$	24,063,955,933		$	19,058,224,252		$	8,874,522,338		$	7,026,897,236
Undistributed net investment income (loss)	$	70,024,942		$	69,585,221		$	(151,617,074	)	$	(1,133,528	)

* First Eagle Gold Fund financial statements are shown on a consolidated basis and includes the balances of the First Eagle Gold Cayman Fund, Ltd.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
94

	_{FIRST EAGLE}_{U.S. VALUE FUND}						_{FIRST EAGLE}_{GOLD FUND}
	_{YEAR ENDED}_{OCTOBER 31,}₂₀₁₀			_{YEAR ENDED}_{OCTOBER 31,}₂₀₀₉			_{YEAR ENDED}_{OCTOBER 31,}_2010*			_{YEAR ENDED}_{OCTOBER 31,}₂₀₀₉
Operations
Net investment income (loss)	$	23,706,578		$	11,458,225		$	(16,630,800	)	$	(10,042,764	)
Net realized gain (loss) from investments, foreign currency and forward contract related transactions and written options		18,613,556			(26,526,311	)		131,930,991			(11,668,969	)
Change in unrealized appreciation of investments, foreign currency and forward contract related translations and written options		102,060,384			142,188,621			582,457,912			640,308,076
Net increase in net assets resulting from operations		144,380,518			127,120,535			697,758,103			618,596,343
Distribution to Shareholders
Dividends paid from net investment income
Class A		(7,510,123	)		(5,591,065	)		(19,206,629	)		—
Class C		(1,828,449	)		(2,430,964	)		(4,203,516	)		—
Class I		(3,213,302	)		(2,247,106	)		(4,149,787	)		—
Distributions paid from net realized gains from investment transactions
Class A		—			(2,846,360	)		—			(34,328,380	)
Class C		—			(1,987,359	)		—			(7,932,453	)
Class I		—			(1,015,200	)		—			(4,616,129	)
Class Y		—			—			—			—
Decrease in net assets resulting from distributions		(12,551,874	)		(16,118,054	)		(27,559,932	)		(46,876,962	)
Fund Share Transactions (Note 6)
Net proceeds from shares sold		486,075,265			647,979,182			1,391,677,772			945,966,437
Net asset value of shares issued for reinvested dividends and distributions		10,092,866			12,783,370			22,128,723			40,225,122
Cost of shares redeemed		(309,421,451	)		(304,688,397	)		(726,113,835	)		(366,291,764	)
Redemption fees		—			—			266,030			428,905
Increase (decrease) in net assets from Fund share transactions		186,746,680			356,074,155			687,958,690			620,328,700
Net increase in net assets		318,575,324			467,076,636			1,358,156,861			1,192,048,081
Net Assets (Note 1)
Beginning of year		1,009,363,808			542,287,172			1,852,331,097			660,283,016
End of year	$	1,327,939,132		$	1,009,363,808		$	3,210,487,958		$	1,852,331,097
Undistributed net investment income (loss)	$	19,911,665		$	10,040,113		$	(61,733,741	)	$	(18,058,333	)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
95

Statements of Changes in Net Assets (continued)

	_{FIRST EAGLE}_{FUND OF AMERICA}
	_{YEAR ENDED}_{OCTOBER 31,}₂₀₁₀			_{YEAR ENDED}_{OCTOBER 31,}₂₀₀₉
Operations
Net investment income (loss)	$	5,216,525		$	(3,168,525	)
Net realized gain (loss) from investments, foreign currency and forward contract related transactions and written options		42,187,399			(62,499,440	)
Change in unrealized appreciation of investments, foreign currency and forward contract related transactions and written options		164,849,816			138,282,562
Net increase in net assets resulting from operations		212,253,740			72,614,597
Distribution to Shareholders
Dividends paid from net investment income
Class A		—			—
Class C		—			—
Class I		—			—
Distributions paid from net realized gains from investment transactions
Class A		—			(8,260,417	)
Class C		—			(4,348,195	)
Class I		—			—
Class Y		—			(28,605,629	)
Decrease in net assets resulting from distributions					(41,214,241	)
Fund Share Transactions (Note 6)
Net proceeds from shares sold		195,796,652			312,006,550
Net asset value of shares issued for reinvested dividends and distributions		—			34,915,645
Cost of shares redeemed		(177,951,130	)		(198,158,229	)
Redemption fees		—			—
Increase (decrease) in net assets from Fund share transactions		17,845,522			148,763,966
Net increase in net assets		230,099,262			180,164,322
Net Assets (Note 1)
Beginning of year		869,208,419			689,044,097
End of year	$	1,099,307,681		$	869,208,419
Undistributed net investment income (loss)	$	7,825,067		$	(670,257	)

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
96

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Financial Highlights

	_{YEAR ENDED OCTOBER 31,}
	₂₀₁₀						₂₀₀₉
	_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}			_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		38.74		38.07		38.92		34.45		33.99			34.62
Income from investment operations:
Net investment income ($)		0.56		0.26		0.69		0.39		0.13			0.47
Net realized and unrealized gains (losses) on investments		5.63		5.51		5.63		6.35		6.26			6.39
Total income (loss) from investment operations		6.19		5.77		6.32		6.74		6.39			6.86
Less distributions:
Dividends from net investment income ($)		-0.57		-0.37		-0.65		-0.14		-0.00	**		-0.25
Distributions from capital gains		—		—		—		-2.31		-2.31			-2.31
Total distributions		-0.57		-0.37		-0.65		-2.45		-2.31			-2.56
Net asset value, end of year ($)		44.36		43.47		44.59		38.74		38.07			38.92
Total Return^(a) (%)		16.13		15.23		16.40		20.81		19.93			21.13
Ratios and supplemental data
Net assets, end of year (millions) ($)		12,195		6,524		5,345		10,562		5,158			3,338
Ratio of operating expenses to average net assets including earnings credits (%)		1.16		1.91		0.91		1.19		1.94			0.94
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.16		1.91		0.91		1.19		1.94			0.94
Ratio of net investment income to average net assets including earnings credits (%)		1.36		0.63		1.68		1.14		0.38			1.37
Ratio of net investment income to average net assets excluding earnings credits (%)		1.36		0.63		1.68		1.14		0.38			1.37
Portfolio turnover rate (%)		17.37		17.37		17.37		12.52		12.52			12.52

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

** Amount represents less than $0.01 per share.

(a) Does not take into account the deduction of the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
98

Global Fund

	_{YEAR ENDED OCTOBER 31,}
	₂₀₀₈						₂₀₀₇						₂₀₀₆
	_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		51.09		50.46		51.32		48.36		47.83		48.56		42.47		42.06		42.62
Income from investment operations:
Net investment income ($)		0.64		0.31		0.76		0.67		0.31		0.79		0.59		0.25		0.71
Net realized and unrealized gains (losses) on investments		-11.82		-11.69		-11.88		6.91		6.84		6.94		7.82		7.77		7.85
Total income (loss) from investment operations		-11.18		-11.38		-11.12		7.58		7.15		7.73		8.41		8.02		8.56
Less distributions:
Dividends from net investment income ($)		-1.07		-0.70		-1.19		-1.22		-0.89		-1.34		-0.84		-0.57		-0.94
Distributions from capital gains		-4.39		-4.39		-4.39		-3.63		-3.63		-3.63		-1.68		-1.68		-1.68
Total distributions		-5.46		-5.09		-5.58		-4.85		-4.52		-4.97		-2.52		-2.25		-2.62
Net asset value, end of year ($)		34.45		33.99		34.62		51.09		50.46		51.32		48.36		47.83		48.56
Total Return^(a) (%)		-24.41		-24.99		-24.21		16.91		16.03		17.19		20.73		19.86		21.06
Ratios and supplemental data
Net assets, end of year (millions) ($)		9,784		4,623		2,898		13,451		5,593		3,193		11,854		4,928		2,641
Ratio of operating expenses to average net assets including earnings credits (%)		1.14		1.89		0.89		1.12		1.87		0.87		1.13		1.88		0.88
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.14		1.89		0.89		1.12		1.87		0.87		1.14		1.89		0.89
Ratio of net investment income to average net assets including earnings credits (%)		1.48		0.73		1.74		1.40		0.65		1.64		1.31		0.56		1.57
Ratio of net investment income to average net assets excluding earnings credits (%)		1.48		0.73		1.74		1.39		0.64		1.64		1.30		0.56		1.57
Portfolio turnover rate (%)		29.69		29.69		29.69		37.58		37.58		37.58		28.59		28.59		28.59

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
99

Financial Highlights

	_{YEAR ENDED OCTOBER 31,}
	₂₀₁₀							₂₀₀₉
	_{CLASS A}		_{CLASS C}			_{CLASS I}		_{CLASS A}		_{CLASS C}			_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		19.51		19.03			19.80		17.21		16.93			17.41
Income from investment operations:
Net investment income ($)		0.15		0.00	**		0.21		0.26		0.13			0.30
Net realized and unrealized gains (losses) on investments		2.80		2.72			2.82		3.72		3.63			3.78
Total income (loss) from investment operations		2.95		2.72			3.03		3.98		3.76			4.08
Less distributions:
Dividends from net investment income ($)		-0.60		-0.49			-0.63		-0.02		0.00	**		-0.03
Distributions from capital gains		—		—			—		-1.66		-1.66			-1.66
Total distributions		-0.60		-0.49			-0.63		-1.68		-1.66			-1.69
Net asset value, end of year ($)		21.86		21.26			22.20		19.51		19.03			19.80
Total Return^(a) (%)		15.45		14.55			15.68		24.95		23.96			25.26
Ratios and supplemental data
Net assets, end of year (millions) ($)		4,676		914			3,284		4,024		792			2,211
Ratio of operating expenses to average net assets including earnings credits (%)		1.17		1.92			0.92		1.20		1.95			0.95
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.17		1.92			0.92		1.20		1.95			0.95
Ratio of net investment income to average net assets including earnings credits (%)		0.76		0.01			1.03		1.51		0.76			1.75
Ratio of net investment income to average net assets excluding earnings credits (%)		0.76		0.01			1.03		1.51		0.76			1.75
Portfolio turnover rate (%)		15.53		15.53			15.53		8.65		8.65			8.65

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

** Amount represents less than $0.01 per share.

(a) Does not take into account the deduction of the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
100

Overseas Fund

	_{YEAR ENDED OCTOBER 31,}
	₂₀₀₈						₂₀₀₇						₂₀₀₆
	_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		28.09		27.66		28.38		26.70		26.33		26.94		24.13		23.83		24.33
Income from investment operations:
Net investment income ($)		0.35		0.18		0.40		0.41		0.21		0.48		0.39		0.20		0.46
Net realized and unrealized gains (losses) on investments		-7.21		-7.10		-7.28		4.05		4.00		4.10		4.57		4.53		4.60
Total income (loss) from investment operations		-6.86		-6.92		-6.88		4.46		4.21		4.58		4.96		4.73		5.06
Less distributions:
Dividends from net investment income ($)		-0.87		-0.66		-0.94		-0.87		-0.68		-0.94		-0.81		-0.65		-0.87
Distributions from capital gains		-3.15		-3.15		-3.15		-2.20		-2.20		-2.20		-1.58		-1.58		-1.58
Total distributions		-4.02		-3.81		-4.09		-3.07		-2.88		-3.14		-2.39		-2.23		-2.45
Net asset value, end of year ($)		17.21		16.93		17.41		28.09		27.66		28.38		26.70		26.33		26.94
Total Return^(a) (%)		-28.15		-28.67		-27.97		18.20		17.31		18.52		22.24		21.33		22.53
Ratios and supplemental data
Net assets, end of year (millions) ($)		3,518		737		1,968		5,974		1,203		3,942		5,785		1,145		4,031
Ratio of operating expenses to average net assets including earnings credits (%)		1.15		1.90		0.90		1.12		1.87		0.87		1.12		1.87		0.87
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.15		1.90		0.90		1.12		1.87		0.87		1.12		1.87		0.87
Ratio of net investment income to average net assets including earnings credits (%)		1.57		0.82		1.76		1.54		0.79		1.80		1.57		0.81		1.82
Ratio of net investment income to average net assets excluding earnings credits (%)		1.57		0.82		1.76		1.54		0.78		1.79		1.56		0.81		1.82
Portfolio turnover rate (%)		15.72		15.72		15.72		34.29		34.29		34.29		27.98		27.98		27.98

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
101

Financial Highlights

	_{YEAR ENDED OCTOBER 31,}
	₂₀₁₀						₂₀₀₉
	_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		14.21		14.06		14.37		12.75		12.63		12.89
Income from investment operations:
Net investment income ($)		0.32		0.21		0.38		0.21		0.12		0.24
Net realized and unrealized gains (losses) on investments		1.60		1.58		1.59		1.58		1.56		1.60
Total income (loss) from investment operations		1.92		1.79		1.97		1.79		1.68		1.84
Less distributions:
Dividends from net investment income ($)		-0.19		-0.10		-0.22		-0.22		-0.14		-0.25
Distributions from capital gains		—		—		—		-0.11		-0.11		-0.11
Total distributions		-0.19		-0.10		-0.22		-0.33		-0.25		-0.36
Net asset value, end of year ($)		15.94		15.75		16.12		14.21		14.06		14.37
Total Return^(a) (%)		13.64		12.75		13.84		14.52		13.63		14.78
Ratios and supplemental data
Net assets, end of year (millions) ($)		680		320		328		547		263		199
Ratio of operating expenses to average net assets including earnings credits (%)		1.23		1.98		0.99		1.26		2.00		1.01
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.23		1.98		0.99		1.26		2.00		1.01
Ratio of net investment income to average net assets including earnings credits (%)		2.15		1.41		2.46		1.63		0.93		1.90
Ratio of net investment income to average net assets excluding earnings credits (%)		2.15		1.41		2.46		1.63		0.93		1.90
Portfolio turnover rate (%)		12.23		12.23		12.23		14.88		14.88		14.88

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

(a) Does not take into account the deduction of the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
102

U.S. Value Fund

	_{YEAR ENDED OCTOBER 31,}
	₂₀₀₈						₂₀₀₇						₂₀₀₆
	_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		17.01		16.87		17.19		16.19		16.08		16.34		14.95		14.90		15.07
Income from investment operations:
Net investment income ($)		0.36		0.24		0.40		0.33		0.21		0.38		0.29		0.17		0.33
Net realized and unrealized gains (losses) on investments		-3.65		-3.63		-3.69		1.45		1.44		1.46		1.46		1.47		1.48
Total income (loss) from investment operations		-3.29		-3.39		-3.29		1.78		1.65		1.84		1.75		1.64		1.81
Less distributions:
Dividends from net investment income ($)		-0.31		-0.19		-0.35		-0.30		-0.20		-0.33		-0.24		-0.19		-0.27
Distributions from capital gains		-0.66		-0.66		-0.66		-0.66		-0.66		-0.66		-0.27		-0.27		-0.27
Total distributions		-0.97		-0.85		-1.01		-0.96		-0.86		-0.99		-0.51		-0.46		-0.54
Net asset value, end of year ($)		12.75		12.63		12.89		17.01		16.87		17.19		16.19		16.08		16.34
Total Return^(a) (%)		-20.56		-21.17		-20.36		11.47		10.65		11.78		12.05		11.26		12.35
Ratios and supplemental data
Net assets, end of year (millions) ($)		271		167		104		324		233		104		254		161		115
Ratio of operating expenses to average net assets including earnings credits (%)		1.20		1.96		0.95		1.20		1.95		0.95		1.25		1.99		0.99
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.21		1.96		0.96		1.20		1.95		0.96		1.25		2.00		1.00
Ratio of net investment income to average net assets including earnings credits (%)		2.28		1.53		2.53		2.04		1.29		2.32		1.87		1.13		2.13
Ratio of net investment income to average net assets excluding earnings credits (%)		2.28		1.52		2.53		2.04		1.28		2.32		1.87		1.12		2.12
Portfolio turnover rate (%)		21.75		21.75		21.75		32.54		32.54		32.54		31.76		31.76		31.76

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
103

Financial Highlights

	_{YEAR ENDED OCTOBER 31,}
	₂₀₁₀						₂₀₀₉
	_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		25.15		24.52		25.43		14.85		14.60		14.98
Income from investment operations:
Net investment income ($)		-0.17		-0.38		-0.11		-0.14		-0.30		-0.09
Net realized and unrealized gains (losses) on investments		8.82		8.58		8.92		11.50		11.28		11.60
Total income (loss) from investment operations		8.65		8.20		8.81		11.36		10.98		11.51
Less distributions:
Dividends from net investment income ($)		-0.38		-0.28		-0.43		—		—		—
Distributions from capital gains		—		—		—		-1.06		-1.06		-1.06
Total distributions		-0.38		-0.28		-0.43		-1.06		-1.06		-1.06
Net asset value, end of year ($)		33.42		32.44		33.81		25.15		24.52		25.43
Total Return^(a) (%)		34.73		33.66		35.01		78.93		77.62		79.27
Ratios and supplemental data
Net assets, end of year (millions) ($)		1,900		616		695		1,325		362		165
Ratio of operating expenses to average net assets including earnings credits (%)		1.22		1.97		0.97		1.26		2.01		1.01
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.22		1.97		0.97		1.26		2.01		1.01
Ratio of net investment income to average net assets including earnings credits (%)		-0.60		-1.35		-0.36		-0.65		-1.40		-0.40
Ratio of net investment income to average net assets excluding earnings credits (%)		-0.60		-1.35		-0.36		-0.65		-1.40		-0.40
Portfolio turnover rate (%)		5.50		5.50		5.50		3.00		3.00		3.00

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

(a) Does not take into account the deduction of the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
104

Gold Fund

	_{YEAR ENDED OCTOBER 31,}
	₂₀₀₈						₂₀₀₇						₂₀₀₆
	_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}		_{CLASS A}		_{CLASS C}		_{CLASS I}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		27.28		26.86		27.48		23.48		23.17		23.62		17.45		17.25		17.55
Income from investment operations:
Net investment income ($)		-0.09		-0.27		-0.05		-0.12		-0.28		-0.07		-0.13		-0.30		-0.08
Net realized and unrealized gains (losses) on investments		-10.61		-10.43		-10.66		7.72		7.61		7.78		6.65		6.60		6.69
Total income (loss) from investment operations		-10.70		-10.70		-10.71		7.60		7.33		7.71		6.52		6.30		6.61
Less distributions:
Dividends from net investment income ($)		-0.78		-0.61		-0.84		-0.74		-0.58		-0.79		-0.49		-0.38		-0.54
Distributions from capital gains		-0.95		-0.95		-0.95		-3.06		-3.06		-3.06		—		—		—
Total distributions		-1.73		-1.56		-1.79		-3.80		-3.64		-3.85		-0.49		-0.38		-0.54
Net asset value, end of year ($)		14.85		14.60		14.98		27.28		26.86		27.48		23.48		23.17		23.62
Total Return^(a) (%)		-41.56		-41.99		-41.36		37.57		36.55		37.93		37.97		36.95		38.29
Ratios and supplemental data
Net assets, end of year (millions) ($)		480		109		71		890		196		166		774		158		147
Ratio of operating expenses to average net assets including earnings credits (%)		1.21		1.96		0.95		1.20		1.95		0.95		1.21		1.96		0.96
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.21		1.96		0.96		1.20		1.95		0.95		1.22		1.97		0.97
Ratio of net investment income to average net assets including earnings credits (%)		-0.38		-1.13		-0.20		-0.55		-1.30		-0.30		-0.59		-1.33		-0.34
Ratio of net investment income to average net assets excluding earnings credits (%)		-0.38		-1.14		-0.20		-0.56		-1.31		-0.31		-0.59		-1.34		-0.34
Portfolio turnover rate (%)		8.74		8.74		8.74		16.37		16.37		16.37		32.26		32.26		32.26

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
105

Financial Highlights

	_{YEAR ENDED OCTOBER 31,}
	₂₀₁₀						₂₀₀₉
	_{CLASS A}		_{CLASS C}		_{CLASS Y}		_{CLASS A}		_{CLASS C}		_{CLASS Y}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		19.32		17.25		19.66		18.92		17.14		19.23
Income from investment operations:
Net investment income ($)		0.13		-0.03		0.14		-0.06		-0.18		-0.07
Net realized and unrealized gains (losses) on investments		4.61		4.10		4.67		1.61		1.44		1.65
Total income (loss) from investment operations		4.74		4.07		4.81		1.55		1.26		1.58
Less distributions:
Dividends from net investment income ($)		—		—		—		—		—		—
Distributions from capital gains		—		—		—		-1.15		-1.15		-1.15
Total distributions		—		—		—		-1.15		-1.15		-1.15
Net asset value, end of year ($)		24.06		21.32		24.47		19.32		17.25		19.66
Total Return^(a) (%)		24.53		23.59		24.47		9.13		8.34		9.14
Ratios and supplemental data
Net assets, end of year (millions) ($)		379		122		599		276		90		503
Ratio of operating expenses to average net assets including earnings credits (%)		1.47		2.22		1.47		1.50		2.25		1.50
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.47		2.22		1.47		1.50		2.25		1.50
Ratio of net investment income to average net assets including earnings credits (%)		0.61		-0.14		0.62		-0.34		-1.10		-0.37
Ratio of net investment income to average net assets excluding earnings credits (%)		0.61		-0.14		0.62		-0.34		-1.10		-0.37
Portfolio turnover rate (%)		40.00		40.00		40.00		40.41		40.41		40.41

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

(a) Does not take into account the deduction of the CDSC (Contingent Deferred Sales Charge) of 1.00% for Class C shares.

(b) Investment income (loss) per share reflects special dividends received in Class A, C and Y which amounts to $0.13, $0.12, and $0.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets both with and without the effect of earnings credits in Class A, C and Y would have been -0.31%, -1.00%, and -0.22%.

See Notes to Financial Statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
106

Fund of America

	_{YEAR ENDED OCTOBER 31,}
	₂₀₀₈						₂₀₀₇									₂₀₀₆
	_{CLASS A}		_{CLASS C}		_{CLASS Y}		_{CLASS A}			_{CLASS C}			_{CLASS Y}			_{CLASS A}		_{CLASS C}		_{CLASS Y}
Selected data for a share of beneficial interest outstanding throughout each year is presented below:*
Net asset value, beginning of year ($)		29.79		27.39		30.22		27.92			26.12			28.28			26.11		24.74		26.42
Income from investment operations:
Net investment income ($)		-0.06		-0.20		-0.01		0.05	^(b)		-0.13	^(b)		0.07	^(b)		-0.08		-0.26		-0.08
Net realized and unrealized gains (losses) on investments		-7.85		-7.16		-8.03		5.30			4.88			5.35			4.23		3.98		4.28
Total income (loss) from investment operations		-7.91		-7.36		-8.04		5.35			4.75			5.42			4.15		3.72		4.20
Less distributions:
Dividends from net investment income ($)		-0.07		—		-0.06		—			—			—			—		—		—
Distributions from capital gains		-2.89		-2.89		-2.89		-3.48			-3.48			-3.48			-2.34		-2.34		-2.34
Total distributions		-2.96		-2.89		-2.95		-3.48			-3.48			-3.48			-2.34		-2.34		-2.34
Net asset value, end of year ($)		18.92		17.14		19.23		29.79			27.39			30.22			27.92		26.12		28.28
Total Return^(a) (%)		-29.20		-29.74		-29.23		21.28			20.34			21.25			16.81		15.93		16.80
Ratios and supplemental data
Net assets, end of year (millions) ($)		127		61		501		82			65			756			46		48		671
Ratio of operating expenses to average net assets including earnings credits (%)		1.41		2.16		1.41		1.40			2.15			1.40			1.41		2.16		1.41
Ratio of operating expenses to average net assets excluding earnings credits (%)		1.42		2.17		1.42		1.41			2.16			1.41			1.41		2.16		1.41
Ratio of net investment income to average net assets including earnings credits (%)		-0.23		-0.87		-0.06		0.18	^(b)		-0.51	^(b)		0.26	^(b)		-0.30		-1.05		-0.30
Ratio of net investment income to average net assets excluding earnings credits (%)		-0.24		-0.88		-0.07		0.17	^(b)		-0.52	^(b)		0.25	^(b)		-0.30		-1.05		-0.30
Portfolio turnover rate (%)		63.97		63.97		63.97		50.26			50.26			50.26			40.38		40.38		40.38

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
107

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 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 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, under normal market conditions, primarily in equity and debt securities issued by U.S. corporations. 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. The First Eagle Fund of America is a non-diversified fund that seeks capital appreciation by investing primarily in U.S. stocks and, to a lesser extent, in debt and international equity securities.

Effective December 7, 2009, Arnhold and S. Bleichroeder Advisers, LLC, has changed its corporate name to First Eagle Investment Management, LLC (the "Adviser").

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 in Subsidiary — The First Eagle Gold Fund (the "Gold Fund") may invest in certain precious metals through its investment in the First Eagle Gold Cayman Fund, Ltd., a wholly owned subsidiary (the "Subsidiary"). The Gold Fund may invest up to 25% of its total assets in shares of the Subsidiary. The Subsidiary has the ability to invest in commodities and securities consistent with the investment objective of the Gold Fund.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
108

(continued)

The Subsidiary, established on May 28, 2010, is an exempted company under the laws of the Cayman Islands. The consolidated financial statements include the accounts of the Gold Fund and the Subsidiary. All intercompany transactions and balances have been eliminated. As of October 31, 2010, the Subsidiary has $35,652,493 in net assets, representing 1.11% of the Gold Fund's net assets.

b) 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 security (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 for long or short positions, respectively). 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 for long or short positions, respectively), except if such unlisted security traded on the NASDAQ in which case it is valued at its last sale price (or, if available, the NASDAQ Official Closing Price).

Commodities (such as physical metals) are valued at the spot price at the time trading on the New York Stock Exchange closes (normally 4:00 p.m. E.S.T.).

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 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.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
109

Notes to Financial Statements

The 2:00 p.m. E.S.T. exchange rates typically are used to convert foreign security prices into U.S. dollars. 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 Adviser 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.

Certain Funds with non-U.S. holdings have adopted procedures under which movements in U.S. securities markets (beyond specified thresholds) occurring after the close of a foreign market may require fair valuation of securities traded in that foreign market. The values assigned to a Fund's foreign holdings therefore may differ on occasion from reported market values. The Trust and the Adviser believe relying on the procedures described above will result in prices that are more reflective of the actual market value of portfolio securities held by the Funds as of 4:00 p.m. E.S.T.

The Funds adopted provisions surrounding fair value measurements and disclosures that define fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This applies to fair value measurements that

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
110

(continued)

are already required or permitted by other accounting standards and is intended to increase consistency of those measurements and applies broadly to securities and other types of assets and liabilities.

The Fund adopted updated provisions surrounding fair value measurements and disclosures effective October 31, 2010. This update applies to the Fund's disclosures about transfers in and out of Level 1 and Level 2 of the fair value hierarchy.

The Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs or assumptions to valuation techniques used to measure fair value. These inputs are used in determining the value of the Fund's investments and are summarized in the following fair value hierarchy:

Level 1 — Quoted prices in active markets for identical securities.

Level 2 — Other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

Level 3 — Other significant unobservable inputs (including fund's own assumption in determining the fair value of investments).

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
111

Notes to Financial Statements

The following is a summary of the Funds' inputs used to value the Funds' investments as of October 31, 2010:

First Eagle Global Fund
_DESCRIPTION	_{LEVEL 1}		_{LEVEL 2}		_{LEVEL 3}^_(a)		_TOTAL
Assets: †
U.S. Common Stocks	$	7,287,222,651	$	3,914,426	$	—	$	7,291,137,077
International Common Stocks		11,281,988,386		12,223,881		5,478,123		11,299,690,390
U.S. Preferred Stock		—		16,456,875		—		16,456,875
International Preferred Stocks		263,450,486		—		26,991,080		290,441,566
Warrant		58,692,534		—		—		58,692,534
Commodity*		1,569,340,588		—		—		1,569,340,588
U.S. Bonds		—		281,992,565		—		281,992,565
International Corporate Notes and Bonds		—		74,388,534		29,212,067		103,600,601
International Government Bonds		—		411,975,974		—		411,975,974
International Commercial Paper		—		1,487,079,500		—		1,487,079,500
U.S. Commercial Paper		—		1,379,586,544		—		1,379,586,544
Foreign Currency Contracts**		318,808		—		—		318,808
Total	$	20,461,013,453	$	3,667,618,299	$	61,681,270	$	24,190,313,022
Liabilities:
Foreign Currency Contracts**	$	184,836,203	$	—	$	—	$	184,836,203
Total	$	184,836,203	$	—	$	—	$	184,836,203

^(a) Level 3 securities are identified in the Schedule of Investments with footnote (d).

^† See Schedule of Investments for additional detailed categorizations.

* Represents gold bullion.

** Foreign currency contracts are valued at net unrealized appreciation (depreciation) on the investment.

As of October 31, 2010, there was no security transfer activity from Level 1 to Level 2 or from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
112

(continued)

Fair Value Level 3 activity for the period ended October 31, 2010 was as follows:

First Eagle Global Fund — (continued)
				_{INTERNATIONAL}		_{INTERNATIONAL}		_{INTERNATIONAL}
	_{U.S. COMMON}			_COMMON		_PREFERRED		_CORPORATE
	_STOCKS			_STOCKS		_STOCKS		_BONDS			_{TOTAL VALUE}
Beginning Balance — market value	$	246,080		$	884,250	$	—	$	30,948,757		$	32,079,087
Purchases (Sales)		(3,681,488	)		—		18,719,011		—			15,037,523
Transfer In — Level 3^		—			3,487,058		—		—			3,487,058
Transfer Out — Level 3^		—			—		—		—			—
Accrued Amortization		—			—		—		—			—
Realized Gains (Losses)*		1,753,960			—		—		—			1,753,960
Change in Unrealized Appreciation (Depreciation)**		1,681,448			1,106,815		8,272,069		(1,736,690	)		9,323,642
Ending Balance — market value	$	—		$	5,478,123	$	26,991,080	$	29,212,067		$	61,681,270
Change in unrealized gains or (losses) relating to assets still held at reporting date	$	—		$	1,106,815	$	8,272,069	$	(1,736,690	)	$	7,642,194

* Statements of Operations location: Net Realized Gains (Losses) from: Investment transactions.

** Statements of Operations location: Changes in unrealized appreciation (depreciation) of: Investment transactions.

^ Transfers into/out of Level 3 represent values as of the beginning of the period.

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113

Notes to Financial Statements

First Eagle Overseas Fund
_DESCRIPTION	_{LEVEL 1}		_{LEVEL 2}		_{LEVEL 3}^_(a)		_TOTAL
Assets: †
International Common Stocks	$	6,291,096,938	$	4,019,346	$	39,030,672	$	6,334,146,956
U.S. Common Stock		79,355,184		—		—		79,355,184
Investment Company		—		7,157,976		—		7,157,976
International Preferred Stocks		161,896,587		—		8,074,858		169,971,445
Commodity*		653,362,789		—		—		653,362,789
International Corporate Bonds		—		64,006,317		19,474,711		83,481,028
International Government Bonds		—		148,992,416		—		148,992,416
International Commercial Paper		—		1,049,530,643		—		1,049,530,643
U.S. Commercial Paper		—		423,300,961		—		423,300,961
Foreign Currency Contracts**		388,104		—		—		388,104
Total	$	7,186,099,602	$	1,697,007,659	$	66,580,241	$	8,949,687,502
Liabilities:
Foreign Currency Contracts**	$	102,236,984	$	—	$	—	$	102,236,984
Total	$	102,236,984	$	—	$	—	$	102,236,984

^(a) Level 3 securities are identified in the Schedule of Investments with footnote (d).

^† See Schedule of Investments for additional detailed categorizations.

* Represents gold bullion.

** Foreign currency contracts are value at net unrealized appreciation (depreciation) on the investment.

As of October 31, there was no security transfer activity from Level 1 to Level 2 or from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
114

(continued)

Fair Value Level 3 activity for the period ended October 31, 2010 was as follows:

First Eagle Overseas Fund — (continued)
	_{INTERNATIONAL}			_{INTERNATIONAL}					_{INTERNATIONAL}
	_COMMON			_PREFERRED		_INVESTMENT			_CORPORATE
	_STOCKS			_STOCKS		_COMPANIES			_BONDS			_{TOTAL VALUE}
Beginning Balance — market value	$	27,525,719		$	—	$	50,000		$	20,632,504		$	48,208,223
Purchases (Sales)		(4,383,792	)		5,591,396		—			—			1,207,604
Transfer In — Level 3^		4,250,296			—		—			—			4,250,296
Transfer Out — Level 3^		—			—		—			—			—
Accrued Amortization		—			—		—			—			—
Realized Gains (Losses)*		3,325,342			—		(1,000,000	)		—			2,325,342
Change in Unrealized Appreciation (Depreciation)**		8,313,107			2,483,462		950,000			(1,157,793	)		10,588,776
Ending Balance — market value	$	39,030,672		$	8,074,858	$	—		$	19,474,711		$	66,580,241
Change in unrealized gains or (losses) relating to assets still held at reporting date	$	11,381,790		$	2,483,462	$	—		$	(1,157,793	)	$	12,672,825

* Statements of Operations location: Net Realized Gains (Losses) from: Investment transactions.

** Statements of Operations location: Changes in unrealized appreciation (depreciation) of: Investment transactions.

^ Transfers into/out of Level 3 represent values as of the beginning of the period.

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115

Notes to Financial Statements

First Eagle U.S. Value Fund
_DESCRIPTION	_{LEVEL 1}		_{LEVEL 2}		_{LEVEL 3}^_(a)		_TOTAL
Assets: †
U.S. Common Stocks	$	831,465,301	$	2,360	$	—	$	831,467,661
International Common Stocks		72,497,932		—		—		72,497,932
U.S. Preferred Stocks		—		4,327,912		3,901,937		8,229,849
Investment Company		8,703,841		—		—		8,703,841
Warrant		6,489,610		—		—		6,489,610
Commodity*		71,303,803		—		—		71,303,803
International Corporate Bond		—		9,025,000		—		9,025,000
U.S. Bonds		—		89,899,906		—		89,899,906
U.S. Treasury Bills		—		44,992,849		—		44,992,849
U.S. Commercial Paper		—		181,985,007		—		181,985,007
Total	$	990,460,487	$	330,233,034	$	3,901,937	$	1,324,595,458

Fair Value Level 3 activity for the year ended October 31, 2010 was as follows:

	_{U.S. COMMON}			_{U.S. PREFERRED}
	_STOCKS			_STOCK			_{TOTAL VALUE}
Beginning Balance — market value	$	10,240		$	4,677,256		$	4,687,496
Purchases (Sales)		(27,401	)		—			(27,401	)
Transfer In — Level 3		—			—			—
Transfer Out — Level 3		—			—			—
Accrued Amortization		—			—			—
Realized Gains (Losses)		(439	)		—			(439	)
Change in Unrealized Appreciation (Depreciation)		17,600			(775,319	)		(757,719	)
Ending Balance — market value	$	—		$	3,901,937		$	3,901,937
Change in unrealized gains or (losses) relating to assets still held at reporting date	$	—		$	(775,319	)	$	(775,319	)

^(a) Level 3 securities are identified in the Schedule of Investments with footnote (c).

^† See Schedule of Investments for additional detailed categorizations.

* Represents gold bullion.

As of October 31, 2010, there was no security transfer activity from Level 1 to Level 2 or from Level 2 to Level 1.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
116

(continued)

First Eagle Gold Fund
_DESCRIPTION	_{LEVEL 1}		_{LEVEL 2}		_{LEVEL 3}		_TOTAL
Assets: †
International Common Stocks	$	2,400,854,007	$	—	$	—	$	2,400,854,007
U.S. Common Stocks		202,930,394		—		—		202,930,394
Investment Company		—		398,463		—		398,463
International Preferred Stock		6,510,000		—		—		6,510,000
Warrants		3,590,146		—		—		3,590,146
Commodity*		460,228,945		—		—		460,228,945
International Convertible Bond		—		3,026,496		—		3,026,496
International Commercial Paper		—		51,468,361		—		51,468,361
U.S. Commercial Paper		—		112,228,904		—		112,228,904
Total	$	3,074,113,492	$	167,122,224	$	—	$	3,241,235,716

^† See Consolidated Schedule of Investments for additional detailed categorizations.

* Represents gold bullion.

As of October 31, 2010, there was no security transfer activity from Level 1 to Level 2 or from Level 2 to Level 1.

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Notes to Financial Statements

First Eagle Fund of America
_DESCRIPTION	_{LEVEL 1}		_{LEVEL 2}		_{LEVEL 3}		_TOTAL
Assets: †
U.S. Common Stocks	$	939,019,211	$	—	$	—	$	939,019,211
International Common Stocks		75,251,382		—		—		75,251,382
Investment Company		49,037,008		—		—		49,037,008
Repurchase Agreement		—		70,063,075		—		70,063,075
Total	$	1,063,307,601	$	70,063,075	$	—	$	1,133,370,676
Liabilities:
Covered Call Options Written	$	—	$	30,413,852	$	—	$	30,413,852
Total	$	—	$	30,413,852	$	—	$	30,413,852

c) 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 using the interest method. Investment income is allocated to each Fund's share class in proportion to its relative net assets. Payments received from certain investments held by the Funds may be comprised of dividends, capital gains and return of capital. The Funds originally estimate the expected classification of such payments. The amounts may subsequently be reclassified upon receipt of information from the issuer.

d) Expenses — Expenses arising in connection with a Fund are charged directly to that Fund. Expenses common to all Funds are generally 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 may reduce shareholder servicing agent fees by the amount of interest earned on balances with such service provider.

^† See Schedule of Investments for additional detailed categorizations.

As of October 31, 2010, there was no security transfer activity from Level 1 to Level 2 or from Level 2 to Level 1.

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(continued)

e) Foreign currency translation — The books and records of the Funds are maintained in U.S. dollars. 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.

f) Forward currency contracts — In connection with portfolio purchases and sales of securities denominated in foreign currencies, each Fund may enter into forward currency contracts. The First Eagle Global and Overseas Funds enter into foreign exchange contracts primarily to manage and/or gain exposure to certain foreign currencies. The Funds' currency transactions include portfolio hedging on portfolio positions. Portfolio hedging is the use of a forward contract (or other cash management position) with respect to one or more portfolio security positions denominated or quoted in a particular currency. Currency exchange transactions involve currencies of the different countries that the Fund invests in and serves as hedges against possible variations in the exchange rates between the currencies and U.S. dollar. Each Fund may engage in portfolio hedging with respect to the currency of a particular country in amounts approximating actual or anticipated positions in securities denominated in that currency. Hedging can reduce exposure to currency exchange movements, but cannot eliminate that exposure. It is possible to lose money under a hedge. These contracts are valued at the current cost of covering or offsetting such contracts, and the related realized and unrealized foreign exchange gains and losses are included in the Statements of Operations.

Funds' investing in foreign exchange contracts are exposed to risk if the value of the currency changes unfavorably, if the counterparties to the contracts are

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119

Notes to Financial Statements

unable to meet the terms of their contracts or if the Fund is unable to enter into a closing position. Forward currency contracts outstanding at period end, if any, are listed after the Fund's portfolio. Outstanding contracts at period-end are indicative of the volume of activity during the period.

The Funds adopted provisions surrounding disclosures and derivative instruments and hedging activities which require qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments, and disclosures about currency-risk-related contingent features in derivative agreements.

At October 31, 2010, the Funds had the following foreign forward currency contracts grouped into appropriate risk categories illustrated below:

First Eagle Global Fund
					_{GAIN OR (LOSS) ON}_{DERIVATIVES RECOGNIZED}_{IN INCOME}
_{RISK TYPE}	_{ASSET DERIVATIVE}_{FAIR VALUE}^₁		_{LIABILITY DERIVATIVE}_{FAIR VALUE}^₂		_REALIZED_GAIN^₃		_{CHANGE IN}_DEPRECIATION^₄
Foreign exchange contract	$	318,808	$	184,836,203	$	35,909,961	$	(64,801,954	)
First Eagle Overseas Fund
					_{GAIN OR (LOSS) ON}_{DERIVATIVES RECOGNIZED}_{IN INCOME}
_{RISK TYPE}	_{ASSET DERIVATIVE}_{FAIR VALUE}^₁		_{LIABILITY DERIVATIVE}_{FAIR VALUE}^₂		_REALIZED_GAIN^₃		_{CHANGE IN}_DEPRECIATION^₄
Foreign exchange contract	$	388,104	$	102,236,984	$	14,923,014	$	(44,138,524	)

g) Options — In order to produce incremental earnings or protect against declines in the value of portfolio securities, First Eagle Fund of America writes covered call options on portfolio securities. The Fund may also use options for speculative purposes, although it generally does not employ options for this purpose.

¹ Statements of Assets and Liabilities location: Receivable for forward currency contracts held, at value.

² Statements of Assets and Liabilities location: Payable for forward currency contracts held, at value.

³ Statements of Operations location: Net realized gains (losses) from: foreign currency and forward contract related transactions.

⁴ Statements of Operations location: Changes in unrealized appreciation (depreciation) of: foreign currency and forward contract related translation.

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(continued)

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. When an option is exercised, the proceeds on the sale of a written call option is adjusted by the amount of premium received or paid. When a written option expires, the Fund will realize a gain equal to the amount of the premium received. When the Fund enters into a closing purchase transaction, the Fund 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 Fund will earmark assets to cover its obligations under option contracts. A call option is covered if the Fund holds, on a share-for-share basis, either the underlying shares or a call on the same security as the call written where the exercise price of the call held is equal to or less than the exercise price of the call written (or greater than the exercise price of the call written if the difference is maintained by the Fund in cash, Treasury bills or other high grade short-term obligations in a segregated account with its custodian). One reason for writing options is to attempt to realize, through the receipt of premiums, a greater return than would be realized on the securities alone. Another reason for writing options is to hedge against a moderate decline in the value of securities owned by a Fund in the case of a call option. If an increase occurs in the underlying security or stock index sufficient to result in the exercise of a call written by the Fund, it may be required to deliver securities or cash and may thereby forego some or all of the gain that otherwise may have been realized on the securities underlying the call option. This "opportunity cost" may be partially or wholly offset by the premium received for the covered call written by the Fund. The risk in writing a covered call option is that the Fund gives up the opportunity for profit if the market price of the underlying security increases and the option is exercised. The Fund 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.

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Notes to Financial Statements

For the year ended October 31, 2010, First Eagle Fund of America had the following options transactions.

_{WRITTEN OPTIONS}	_NUMBER_{OF CONTRACTS}			_PREMIUMS_RECEIVED
Options outstanding at October 31, 2009		64,654		$	17,273,666
Options written		377,755			80,085,062
Options assigned		(45,300	)		(12,700,581	)
Options expired/closed		(297,616	)		(65,593,263	)
Options outstanding at October 31, 2010		99,493		$	19,064,884
_{PURCHASED OPTIONS}	_NUMBER_{OF CONTRACTS}			_COST
Options outstanding at October 31, 2009		—		$	—
Options purchased		30			4,455
Options closed		(30	)		(4,455	)
Options outstanding at October 31, 2010		—		$	—

As of October 31, 2010, portfolio securities valued at $353,500,963 were segregated to cover collateral requirements for written options.

Outstanding contracts at period-end are indicative of the volume of activity during the period.

At October 31, 2010, the Funds had the following options grouped into appropriate risk categories illustrated below:

First Eagle Fund of America
			_{GAIN OR (LOSS) ON}_{DERIVATIVES RECOGNIZED}_{IN INCOME}
_{RISK TYPE}	_{LIABILITY DERIVATIVE}_{FAIR VALUE}^₁		_REALIZED_{GAIN (LOSS)}^₂			_{CHANGE IN}_DEPRECIATION^₃
Covered call options written	$	30,413,852	$	11,291,410		$	(17,330,834	)
Covered call options purchased		—		(1,005	)		—

¹ Statements of Assets and Liabilities location: Option contracts written, at value.

² Statements of Operations location: Net realized gains (losses) from: Written options & Investment transactions of unaffiliated issuers.

³ Statements of Operations location: Changes in unrealized appreciation (depreciation) of: Written options.

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(continued)

h) Repurchase agreements — The Funds may enter into repurchase agreement transactions with institutions that meet the adviser's credit guidelines. Each repurchase agreement is valued at amortized cost. The Funds require that the collateral received in a repurchase agreement transaction be transferred to a custodian in a manner sufficient to enable the Funds 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 Funds may be delayed or limited.

i) Treasury Inflation-Protected Securities — The Funds invest in Treasury Inflation-Protected Securities ("TIPS") which are specially structured bonds in which the principal amount is adjusted to keep pace with inflation. The inflation (deflation) adjustment is applied to the principal of each bond on a monthly basis and is accounted for as interest income on the Statements of Operations. TIPS are subject to interest rate risk.

j) Restricted Securities — The Funds invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expenses, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities, if any, is included at the end of each Fund's Schedule of Investments.

k) 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 Code for a Regulated Investment Company. The Funds declare and pay such income, dividends and capital gains distributions on an annual basis.

The Funds adopted provisions surrounding income taxes, which 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% likelihood of being sustained upon examination. Management of the Trust has analyzed the Funds' tax positions taken on federal and state income tax returns for all open tax years (the current and the prior three tax years) and has concluded that no provision for income tax is required in the Funds' financial statements.

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123

Notes to Financial Statements

At October 31, 2010, the components of accumulated earnings on a tax basis were as follows:

	_{UNDISTRIBUTED}_{NET INVESTMENT}_INCOME		_{UNDISTRIBUTED}_{NET REALIZED}_GAINS		_NET_UNREALIZED_APPRECIATION		_{CAPITAL LOSS}_CARRYFORWARD
First Eagle Global Fund	$	318,546,821	$	—	$	3,563,343,613	$	(406,717,575	)
First Eagle Overseas Fund		133,202,312		85,934,001		1,670,863,979		—
First Eagle U.S. Value Fund		23,445,501		—		162,283,716		(6,708,756	)
First Eagle Gold Fund		68,923,311		117,254,076		1,075,446,392		—
First Eagle Fund of America		6,987,458		—		158,495,221		(10,809,993	)

The differences between the components of distributable earnings on a tax basis and the amounts reflected in the Statements of Changes in Net Assets are primarily due to the treatment of passive foreign investment companies, distributions from real estate investment trusts, investments in partnerships and trusts, the treatment of foreign currency contracts and wash sales.

As of October 31, 2010, the First Eagle Funds had estimated capital loss carryforwards for federal income tax purposes. These amounts, stated in the table above, may be applied to offset future capital gains. These capital loss carryforwards will expire, if not used, on October 31, 2017.

l) Reclassification of capital accounts — 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 on the Statements of Assets and Liabilities to increase (decrease) undistributed net investment income, undistributed net realized gains on investments and capital surplus for the Funds as follows:

	_{UNDISTRIBUTED NET}_{INVESTMENT INCOME}_(LOSS)			_{UNDISTRIBUTED NET}_{REALIZED GAINS}_(LOSSES)			_{CAPITAL SURPLUS}
First Eagle Global Fund	$	3,038,096		$	(3,038,097	)	$	1
First Eagle Overseas Fund		6,699,220			(8,481,880	)		1,782,660
First Eagle U.S. Value Fund		(1,283,152	)		1,001,586			281,566
First Eagle Gold Fund		515,324			(2,408,407	)		1,893,083
First Eagle Fund of America		3,278,799			(2,842,779	)		(436,020	)

The primary permanent differences causing such reclassification include the tax treatment of currency gains and losses, distributions paid in connection

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(continued)

with the redemption of Fund shares, investments in passive foreign investment companies, distributions from real estate investment trusts and investments in partnerships.

m) Distributions to shareholders — Distributions to shareholders during the fiscal year ended October 31, 2010 , which are determined in accordance with income tax regulations, are recorded on ex-dividend date.

	_{ORDINARY INCOME}				_{LONG TERM CAPITAL GAINS}
	₂₀₁₀		₂₀₀₉		₂₀₁₀		₂₀₀₉
First Eagle Global Fund	$	263,668,715	$	58,953,789	$	—	$	1,112,552,930
First Eagle Overseas Fund		216,859,540		6,882,350		—		560,685,127
First Eagle U.S. Value Fund		12,551,874		10,276,693		—		5,841,361
First Eagle Gold Fund		27,559,932		17,110		—		46,859,852
First Eagle Fund of America		—		—		—		41,214,241

n) Class Accounting — Investment income, common expenses and realized/unrealized gain or 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.

o) 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.

p) Redemption Fee — Effective May 1, 2008, the redemption fee period was shortened for the First Eagle Global Fund, First Eagle Overseas Fund and First Eagle Gold Fund. The sale or exchange of shares of these Funds is subject to a redemption fee if sold or exchanged within 60 days of the purchase of such shares, rather than if sold or exchanged within 90 days of the purchase of such shares. The redemption fee of 2% remains the same.

Also on May 1, 2008, the redemption fee was removed for the First Eagle U.S. Value Fund and the First Eagle Fund of America. The sale or exchange of shares of these Funds is no longer be subject to a redemption fee.

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125

Notes to Financial Statements

Note 2 — Investment Advisory, Custody and Administration Agreements; Transactions with Related Persons

The Adviser, a 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 the Fund's average daily net assets.

The Adviser also performs certain administrative, accounting, operations, compliance and other services on behalf of the Funds, and in accordance with its agreement with them, the Funds reimburse the Adviser for costs (including personnel, related overhead and other costs) related to those services. For the year ended October 31, 2010, the Funds reimbursed and had payable to the Adviser amounts shown below:

_FUND	_{PAID TO ADVISER}		_{PAYABLE TO ADVISER}
First Eagle Global Fund	$	4,318,553	$	341,000
First Eagle Overseas Fund		1,551,691		121,685
First Eagle U.S. Value Fund		185,619		18,848
First Eagle Gold Fund		317,978		44,677
First Eagle Fund of America		195,851		15,746

Pursuant to a subadvisory agreement, dated December 10, 2002 (agreement was amended and restated most recently in September 2009) ("Subadvisory Agreement") Iridian Asset Management LLC ("Iridian") manages the investments of the First Eagle Fund of America. 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.

The Funds have entered into Custody Agreements with State Street Bank and Trust Company ("SSB"). The Custody Agreements provide for an annual fee based on the amount of assets under custody plus transaction charges. SSB

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(continued)

serves as custodian of the Funds' portfolio securities and other assets. The majority of the gold bullion held in the funds resides with a sub-custodian. Under the terms of the Custody Agreement between the Funds and SSB, SSB maintains and deposits in separate accounts, cash, securities and other assets of the Funds. SSB is also required, upon the order of the Funds, to deliver securities held by SSB and the sub-custodian, and to make payments for securities purchased by the Funds. SSB has also entered into sub-custodian agreements with a number of foreign banks and clearing agencies, pursuant to which portfolio securities purchased outside the United States are maintained in the custody of these entities.

The Funds have also entered into an Administration Agreement with SSB, pursuant to which SSB provides certain tax-related and other administrative services. SSB, as the Funds' Administrator, receives annual fees separate from and in addition to the fees it receives for its services as the Funds' custodian.

FEF Distributors, LLC, a wholly owned subsidiary of ASB Holdings, serves as the Funds' principal underwriter. For the year ended October 31, 2010, FEF Distributors, LLC realized $1,654,262, $347,468, $146,975, $410,855 and $60,310, 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.

The Trust adopted a Trustee Deferred Compensation Plan, which allows the 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. As of October 31, 2010, balances to the Plan can be seen on the Statements of Assets and Liabilities.

Note 3 — Plans of Distribution

Under the terms of the Distribution Plans and Agreements ("the Plans") with FEF Distributors, LLC ("the Distributor"), pursuant to the provisions of Rule 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 monthly, 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 monthly, a distribution fee with respect to Class A, Class C and Class Y shares at

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127

Notes to Financial Statements

an annual rate of up to 0.25%, 0.75% and 0.25%, respectively of the average daily net assets. Under the Plans, 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, 2010, the distribution fees incurred by the Funds are disclosed in the Statements of Operations.

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 monthly 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, 2010, the services fees incurred by the Funds are disclosed in the Statements of Operations.

Note 4 — Purchases and Sales of Securities

During the year ended October 31, 2010, the cost of purchases of investments, excluding U.S. Government and short-term securities, totaled $4,306,437,771, $1,065,476,445, $278,244,891, $742,361,700 and $395,016,582 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 U.S. government securities and short-term securities, totaled $3,187,020,347, $1,041,117,201, $116,684,212, $120,685,844 and $381,186,372 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.

There were no purchases of U.S. Government securities, excluding short-term securities 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. Proceeds from sales of U.S. government securities, totaled $82,646,725, $0, $0, $0 and $0 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.

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(continued)

Note 5 — Line of Credit

As of September 13, 2010, the Board of Trustees approved continuing a $200 million committed, unsecured line of credit ("Credit Facility") with State Street Bank and Trust Company for the Funds, to be utilized for temporarily financing the purchase or sale of securities for prompt delivery in the ordinary course of business or for temporarily financing the redemption of shares of each Fund at the request of shareholders and other temporary or emergency purposes. Interest on amounts borrowed is calculated based on the higher of overnight Federal Funds rate plus 1.25% per annum or overnight LIBOR plus 1.25% per annum. Under the Credit Facility arrangement, each Fund has agreed to pay an annual commitment fee on the unused balance, allocated pro rata, based on the relative asset size of the Funds. Commitment fees related to the line of credit are paid by the Funds and are included in miscellaneous expenses in the Statements of Operations. During the year ended October 31, 2010, the Funds had borrowings under the agreement as follows:

_FUND	_AVERAGE_{DAILY LOAN}_BALANCE		_{NUMBER OF DAYS}_OUTSTANDING		_INTEREST_EXPENSE		_WEIGHTED_AVERAGE_ANNUALIZED_{INTEREST RATE}
First Eagle Global Fund	$	4,919,381		5	$	1,054		1.54	%
First Eagle Overseas Fund		4,238,705		6		1,089		1.53	%
First Eagle U.S. Value Fund		—		—		—		—
First Eagle Gold Fund		599,284		4		103		1.55	%
First Eagle Fund of America		—		—		—		—

As of October 31, 2010 there were no outstanding borrowings from the credit facility.

Note 6 — Capital Stock

At October 31, 2010, the Funds have an unlimited number of shares authorized for issuance. The Funds have the ability to issue multiple classes of shares.

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Notes to Financial Statements

Transactions in shares of capital stock were as follows:

	_{YEAR ENDED OCTOBER 31, 2010}
	_{FIRST EAGLE GLOBAL FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold		56,104,057			35,584,529			54,269,413
Shares issued for reinvested dividends and distributions		3,444,109			889,953			1,030,798
Shares redeemed		(57,239,727	)		(21,890,851	)		(21,198,794	)
Net increase		2,308,439			14,583,631			34,101,417

	_{YEAR ENDED OCTOBER 31, 2010}
	_{FIRST EAGLE GOLD FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold		22,560,831			7,211,831			17,424,005
Shares issued for reinvested dividends and distributions		591,466			116,850			97,788
Shares redeemed		(18,973,371	)		(3,103,005	)		(3,481,174	)
Net increase (decrease)		4,178,926			4,225,676			14,040,619

	_{YEAR ENDED OCTOBER 31, 2009}
	_{FIRST EAGLE GLOBAL FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold		55,110,698			29,641,180			34,998,883
Shares issued for reinvested dividends and distributions		18,109,693			6,631,410			4,549,282
Shares redeemed		(84,638,482	)		(36,786,291	)		(37,483,189	)
Net increase (decrease)		(11,418,091	)		(513,701	)		2,064,976

	_{YEAR ENDED OCTOBER 31, 2009}
	_{FIRST EAGLE GOLD FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold		32,675,633			8,950,595			2,724,349
Shares issued for reinvested dividends and distributions		1,576,368			342,567			236,404
Shares redeemed		(13,910,049	)		(2,039,915	)		(1,165,446	)
Net increase (decrease)		20,341,952			7,253,247			1,795,307

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(continued)

	_{YEAR ENDED OCTOBER 31, 2010}
	_{FIRST EAGLE OVERSEAS FUND}									_{FIRST EAGLE U.S. VALUE FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold		63,800,432			9,029,755			61,460,804			16,510,083			5,318,538			10,241,203
Shares issued for reinvested dividends and distributions		5,754,113			784,521			2,725,898			441,268			88,898			146,754
Shares redeemed		(61,841,533	)		(8,421,330	)		(27,960,441	)		(12,748,260	)		(3,838,500	)		(3,904,178	)
Net increase		7,713,012			1,392,946			36,226,261			4,203,091			1,568,936			6,483,779

	_{YEAR ENDED OCTOBER 31, 2010}
	_{FIRST EAGLE FUND OF AMERICA}
	_{CLASS A}			_{CLASS C}			_{CLASS Y}
Shares sold		5,478,006			1,552,419			2,092,973
Shares issued for reinvested dividends and distributions		—			—			—
Shares redeemed		(3,994,098	)		(1,083,277	)		(3,227,060	)
Net increase (decrease)		1,483,908			469,142			(1,134,087	)

	_{YEAR ENDED OCTOBER 31, 2009}
	_{FIRST EAGLE OVERSEAS FUND}									_{FIRST EAGLE U.S. VALUE FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold		66,485,198			10,278,070			39,988,853			28,759,687			12,843,208			10,537,802
Shares issued for reinvested dividends and distributions		17,644,515			3,153,125			8,732,564			609,076			273,853			178,097
Shares redeemed		(82,273,077	)		(15,337,273	)		(50,077,157	)		(12,133,532	)		(7,643,669	)		(4,932,395	)
Net increase (decrease)		1,856,636			(1,906,078	)		(1,355,740	)		17,235,231			5,473,392			5,783,504

	_{YEAR ENDED OCTOBER 31, 2009}
	_{FIRST EAGLE FUND OF AMERICA}
	_{CLASS A}			_{CLASS C}			_{CLASS Y}
Shares sold		11,199,021			2,706,863			4,093,325
Shares issued for reinvested dividends and distributions		438,430			213,945			1,425,578
Shares redeemed		(4,091,076	)		(1,259,729	)		(5,961,245	)
Net increase (decrease)		7,546,375			1,661,079			(442,342	)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
131

Notes to Financial Statements

Transactions in dollars of capital stock were as follows:

	_{YEAR ENDED OCTOBER 31, 2010}									_{YEAR ENDED OCTOBER 31, 2010}
	_{FIRST EAGLE GLOBAL FUND}									_{FIRST EAGLE OVERSEAS FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold	$	2,310,390,017		$	1,440,881,738		$	2,232,335,113		$	1,285,277,712		$	178,038,513		$	1,255,197,610
Shares issued for reinvested dividends and distributions		139,107,607			35,464,634			41,767,929			113,298,593			15,125,573			54,408,926
Shares redeemed		(2,329,396,908	)		(881,251,536	)		(869,042,419	)		(1,235,178,673	)		(164,770,456	)		(567,063,407	)
Net increase	$	120,100,716		$	595,094,836		$	1,405,060,623		$	163,397,632		$	28,393,630		$	742,543,129

	_{YEAR ENDED OCTOBER 31, 2010}									_{YEAR ENDED OCTOBER 31, 2010}
	_{FIRST EAGLE U.S. VALUE FUND}									_{FIRST EAGLE GOLD FUND}									_{FIRST EAGLE FUND OF AMERICA}
	_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS Y}
Shares sold	$	249,887,613		$	79,766,902		$	156,420,750		$	650,143,781		$	202,617,937		$	538,916,054		$	119,245,037		$	30,126,386		$	46,425,229
Shares issued for reinvested dividends and distributions		6,570,564			1,316,582			2,205,720			16,271,246			3,140,932			2,716,545			—			—			—
Shares redeemed		(192,467,396	)		(57,364,539	)		(59,589,516	)		(537,112,467	)		(85,301,292	)		(103,434,046	)		(85,893,877	)		(20,888,300	)		(71,168,953	)
Net increase (decrease)	$	63,990,781		$	23,718,945		$	99,036,954		$	129,302,560		$	120,457,577		$	438,198,553		$	33,351,160		$	9,238,086		$	(24,743,724	)

	_{YEAR ENDED OCTOBER 31, 2009}									_{YEAR ENDED OCTOBER 31, 2009}
	_{FIRST EAGLE GLOBAL FUND}									_{FIRST EAGLE OVERSEAS FUND}
	_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS I}
Shares sold	$	1,877,816,801		$	1,001,226,224		$	1,199,142,643		$	1,130,619,297		$	171,958,689		$	692,854,094
Shares issued for reinvested dividends and distributions		597,629,082			216,449,222			150,490,259			290,958,051			51,049,093			145,746,487
Shares redeemed		(2,795,198,241	)		(1,205,982,145	)		(1,242,934,451	)		(1,373,073,363	)		(250,700,205	)		(847,934,944	)
Net increase (decrease)	$	(319,752,358	)	$	11,693,301		$	106,698,451		$	48,503,985		$	(27,692,423	)	$	(9,334,363	)

	_{YEAR ENDED OCTOBER 31, 2009}									_{YEAR ENDED OCTOBER 31, 2009}
	_{FIRST EAGLE U.S. VALUE FUND}									_{FIRST EAGLE GOLD FUND}									_{FIRST EAGLE FUND OF AMERICA}
	_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS I}			_{CLASS A}			_{CLASS C}			_{CLASS Y}
Shares sold	$	359,149,389		$	155,855,041		$	132,974,752		$	695,070,658		$	191,674,461		$	59,221,318		$	195,825,006		$	42,370,149		$	73,811,395
Shares issued for reinvested dividends and distributions		7,333,267			3,286,223			2,163,880			29,478,076			6,286,099			4,460,947			7,356,862			3,224,158			24,334,625
Shares redeemed		(149,306,331	)		(93,069,544	)		(62,312,522	)		(299,916,979	)		(42,132,110	)		(23,813,770	)		(73,124,361	)		(19,744,007	)		(105,289,861	)
Net increase (decrease)	$	217,176,325		$	66,071,720		$	72,826,110		$	424,631,755		$	155,828,450		$	39,868,495		$	130,057,507		$	25,850,300		$	(7,143,841	)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
132

(continued)

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
133

Notes to Financial Statements (continued)

Note 7 — Indemnification 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. The securities markets in many emerging-market countries are substantially smaller, less developed, less liquid and more volatile than the securities markets of developed countries.

Note 8 — Redemption In-Kind Transactions

The redemption in-kind policy for all of the Funds reserves the right of the Funds to pay redemptions in-kind (i.e., payments in the form of marketable securities or, as needed, other traded assets, rather than cash) if the redemption request is large enough to affect a Fund's operations (for example, if it represents more than $250,000 or 1% of the Fund's assets). When receiving assets distributed in-kind, the recipient will bear applicable commissions or other costs on their sale. There have been no redemptions in-kind as of October 31, 2010.

Note 9 — Subsequent Events

In accordance with the provision surrounding Subsequent Events adopted by the Funds, management has evaluated the possibility of subsequent events existing in the Funds' financial statements. Management has determined that there are no material events that would require disclosures in the Funds' financial statements.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
134

Report of Independent Registered Public Accounting Firm

To 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 (including its consolidated wholly owned subsidiary) and First Eagle Fund of America (collectively hereafter referred to as the "Funds") at October 31, 2010, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the 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 audits 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, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
New York, New York
December 22, 2010

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
135

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, 2010 and held for the six-months ended October 31, 2010.

Actual Expenses

The table 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 column heading entitled "Expenses Paid During the Period".

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
136

(continued)

Based on Actual Total Return¹

	_{ACTUAL TOTAL}_RETURN_WITHOUT_{SALES CHARGE}^₂			_BEGINNING_ACCOUNT_VALUE		_ENDING_ACCOUNT_VALUE		_ANNUALIZED_EXPENSE_RATIO			_EXPENSES_PAID_{DURING THE}_PERIOD^₃
First Eagle Global Fund
Class A		4.28	%	$	1,000.00	$	1,042.80		1.16	%	$	5.97
Class C		3.87			1,000.00		1,038.70		1.91			9.81
Class I		4.40			1,000.00		1,044.00		0.91			4.69
First Eagle Overseas Fund
Class A		5.96			1,000.00		1,059.60		1.17			6.07
Class C		5.56			1,000.00		1,055.60		1.91			9.90
Class I		6.07			1,000.00		1,060.70		0.92			4.78
First Eagle U.S. Value Fund
Class A		0.76			1,000.00		1,007.60		1.26			6.38
Class C		0.32			1,000.00		1,003.20		2.01			10.15
Class I		0.81			1,000.00		1,008.10		1.01			5.11
First Eagle Gold Fund Consolidated
Class A		16.08			1,000.00		1,160.80		1.24			6.75
Class C		15.61			1,000.00		1,156.10		1.99			10.81
Class I		16.19			1,000.00		1,161.90		1.00			5.45
First Eagle Fund of America
Class A		6.60			1,000.00		1,066.50		1.48			7.71
Class C		6.23			1,000.00		1,062.80		2.23			11.59
Class Y		6.62			1,000.00		1,066.20		1.48			7.71

¹ For the six-months ended October 31, 2010.

² Past performance does not guarantee future results. 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, exchange fees or redemption fees. 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 multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
137

Fund Expenses (unaudited)

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% 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% hypothetical example relating to the First Eagle Funds with the 5% hypothetical examples that appear in the shareholder reports of other funds.

This Example is based on an investment of $1,000 invested on May 1, 2010 and held for the six-months ended October, 2010.

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 frontend or back-end 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.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
138

(continued)

Based on Hypothetical Total Return¹

	_HYPOTHETICAL_ANNUALIZED_TOTAL_RETURN			_BEGINNING_ACCOUNT_VALUE		_ENDING_ACCOUNT_VALUE		_ANNUALIZED_EXPENSE_RATIO			_EXPENSES_PAID_{DURING THE}_PERIOD^₂
First Eagle Global Fund
Class A		5.00	%	$	1,000.00	$	1,019.36		1.16	%	$	5.90
Class C		5.00			1,000.00		1,015.58		1.91			9.70
Class I		5.00			1,000.00		1,020.62		0.91			4.63
First Eagle Overseas Fund
Class A		5.00			1,000.00		1,019.31		1.17			5.96
Class C		5.00			1,000.00		1,015.58		1.91			9.70
Class I		5.00			1,000.00		1,020.57		0.92			4.69
First Eagle U.S. Value Fund
Class A		5.00			1,000.00		1,018.85		1.26			6.41
Class C		5.00			1,000.00		1,015.07		2.01			10.21
Class I		5.00			1,000.00		1,020.11		1.01			5.14
First Eagle Gold Fund Consolidated
Class A		5.00			1,000.00		1,018.95		1.24			6.31
Class C		5.00			1,000.00		1,015.17		1.99			10.11
Class I		5.00			1,000.00		1,020.16		1.00			5.09
First Eagle Fund of America
Class A		5.00			1,000.00		1,017.74		1.48			7.53
Class C		5.00			1,000.00		1,013.96		2.23			11.32
Class Y		5.00			1,000.00		1,017.74		1.48			7.53

¹ For the six-months ended October 31, 2010.

² Expenses are equal to the annualized expense ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
139

Tax Information Fiscal Year Ended October 31, 2010 (unaudited)

Each Fund designates the following amounts (or the maximum amount allowable) distributed during the fiscal year ended October 31, 2010, if any, as capital gain dividends, dividends eligible for the corporate dividends received deduction and/or qualified dividend income:

	_{% OF QUALIFYING}			_{% OF DIVIDENDS}_{ELIGIBLE FOR}_{THE DIVIDENDS}_RECEIVED			_{LONG-TERM CAPITAL GAINS}
	_{DIVIDEND INCOME}			_DEDUCTION			_15%		_28%
First Eagle Global Fund *		98.20	%		25.69	%	$	—	$	—
First Eagle Overseas Fund *		51.77			0.25			699,067		—
First Eagle U.S. Value		74.42			55.37			—		—
First Eagle Gold Fund *		24.43			4.17			1,267,754		—
First Eagle Fund of America		—			—			—		—

* First Eagle Global Fund, First Eagle Overseas Fund and First Eagle Gold Fund paid foreign taxes of $26,332,221, $12,899,094, and $693,458 respectively, and recognized foreign source income of $291,399,496, $160,340,126 and $13,298,941, respectively. Pursuant to Section 853 of the Internal Revenue Code, each Fund designates such amounts (or the maximum amount allowable) as having been paid in connection with dividends distributed from investment company taxable income during the fiscal year ended October 31, 2010.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
140

Privacy Notice

The Trust is committed to protecting your privacy. We are providing you with this privacy notice to inform you of how we handle your personal information that we collect and may disclose to our affiliates. If the Trust changes its information practices, we will provide you with notice of any material changes. This privacy policy supersedes any of our previous policies relating to the information you disclose to us.

Why this Privacy Policy Applies to You

You obtained a financial product or service from or through us for personal, family or household purposes when you opened a shareholder account with the Trust, and are therefore covered by this privacy policy.

What We do to Protect Your Personal Information

We protect personal information provided to us by our individual shareholders according to strict standards of security and confidentiality. These standards apply to both our physical facilities and any online services we may provide. We maintain physical, electronic and procedural safeguards that comply with federal standards to guard consumer information. We permit only authorized individuals, who are trained in the proper handling of individual shareholder information and need to access this information to do their job, to have access to this information.

Personal Information that We Collect and May Disclose

As part of providing you with the Trust's products and services, we may obtain nonpublic personal information about you from the following sources:

• Information we receive from you on subscription applications or other forms, such as your name, address, telephone number, Social Security number, occupation, assets and income;

• Information about your transactions with us, our affiliates, or unaffiliated third parties, such as your account balances, payment history and account activity; and

• Information from public records we may access in the ordinary course of business.

Categories of Affiliates to Whom We May Disclose Personal Information

We may share personal information about you with affiliates. Our affiliates do business under names that include Arnhold and S. Bleichroeder Holdings, Inc., First Eagle Investment Management, LLC and FEF Distributors, LLC.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
141

Privacy Notice (continued)

You May Limit Marketing Solicitations by Choosing to Opt Out

We offer you the right to opt out from many types of marketing by our affiliates based on your personal information that we collect and share in accordance with this privacy policy. To limit those marketing solicitations, you may call 800.334.2143 indicating your desire not to receive marketing from our affiliates. Should you choose to opt out, your choice will remain in our records until you notify us otherwise, although we may choose to contact you in the future to modify your preference.

When We May Disclose Your Personal Information to Unaffiliated Third Parties

We will only share your personal information collected, as described above, with unaffiliated third parties:

• At your request;

• When you authorize us to process or service a transaction or product (unaffiliated third parties in this instance may include service providers such as the Trust's distributors, registrar and transfer agent for shareholder transactions, and other parties providing individual shareholder servicing, accounting and recordkeeping services);

• With companies that perform sales and marketing services on our behalf with whom we have agreements to protect the confidentiality of your information and to use the information only for the purposes for which we disclose the information to them; or

• When required by law to disclose such information to appropriate authorities.

We do not otherwise provide information about you to outside firms, organizations or individuals except to our attorneys, accountants and auditors and as permitted by law.

What We do with Personal Information about Our Former Customers

If you decide to discontinue doing business with us, the Trust will continue to adhere to this privacy policy with respect to the information we have in our possession about you and your account following the termination of our shareholder relationship.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
142

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⁾⁽²⁾

Lisa Anderson | Trustee | December 2005 to present

1345 Avenue of the Americas | New York, New York | 10105
(born October 1950)

Principal Occupation(s) During Past 5 Years: Provost, American University in Cairo; James T. Shotwell Professor of International Relations and Dean, School of International and Public Affairs, Columbia University

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Chair, Social Science Research Council; Member, Carnegie Council on Ethics and International Affairs; Member Emerita, Human Rights Watch; Trustee, First Eagle Variable Funds (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 Independent Trustee expires on his/her 70th birthday.

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143

(continued)

Independent Trustees⁽¹⁾⁽²⁾

Candace K. Beinecke⁽³⁾ | Trustee (Chair) | December 1999 to present

One Battery Park Plaza | New York, New York | 10004
(born December 1946)

Principal Occupation(s) During Past 5 Years: Chair, Hughes Hubbard & Reed LLP

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Director, ALSTOM; Trustee, Vornado Realty Trust; Director, Rockefeller Financial Services, Inc.; Director, Rockefeller & Company, Inc.; Trustee, The Wallace Foundation; Director, Vice Chair, and Member of the Executive Committee, Partnership for New York City; Board of Advisors, Yale Law School Center for the Study of Corporate Law; Trustee, First Eagle Variable Funds (Chair) (1 portfolio)

Jean D. Hamilton | Trustee | March 2003 to present

1345 Avenue of the Americas | New York, New York | 10105
(born January 1947)

Principal Occupation(s) During Past 5 Years: Private Investor/ Independent Consultant/Member, Brock Capital Group LLC; prior to November 2002, Chief Executive Officer, Prudential Institutional; Executive Vice President, Prudential Financial, Inc.

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Director, RenaissanceRe Holdings Ltd; Director, Four Nations; Trustee, First Eagle Variable Funds (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 Independent Trustee expires on his/her 70th birthday.

⁽³⁾ Ms. Beinecke also served as a trustee of a predecessor fund to Fund of America since 1996.

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144

Additional Information (unaudited)

Independent Trustees⁽¹⁾⁽²⁾

James E. Jordan | Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born April 1944)

Principal Occupation(s) During Past 5 Years: Private Investor and Independent Consultant; prior to July 2005, Managing Director, First Eagle Investment Management, LLC and Director, FEF Distributors, LLC and Director, ASB Advisers UK, Limited; prior to July 2002, private investor and consultant to The Jordan Company (private investment banking firm) since June 1997

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Director, Leucadia National Corporation; Director, JZ Capital Partners, Plc. (Guernsey investment trust company); Trustee, World Monuments Fund; Chairman's Council, Conservation International; Trustee, First Eagle Variable Funds (1 portfolio)

William M. Kelly⁽³⁾ | Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born February 1944)

Principal Occupation(s) During Past 5 Years: Private Investor, prior to January 2010 President, Lingold Associates

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Treasurer and Trustee, Black Rock Forest Preservation and Consortium; Trustee, St. Anselm College; Trustee, First Eagle Variable Funds (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 Independent Trustee expires on his/her 70th birthday.

⁽³⁾ Mr. Kelly also served as a trustee of a predecessor fund to Fund of America since 1998.

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(continued)

Independent Trustees⁽¹⁾⁽²⁾

Paul J. Lawler | Trustee | March 2002 to present

1345 Avenue of the Americas | New York, New York | 10105
(born May 1948)

Principal Occupation(s) During Past 5 Years: Private Investor, prior to January 2010 Vice President Investments and Chief Investment Officer, W.K. Kellogg Foundation

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Finance and Investment Committee Member, Battle Creek Community Foundation; Custody Advisory Committee Member, The Bank of New York; Advisory Committee, Common Fund Capital; Advisory Committee, TA Realty Advisors; Trustee, First Eagle Variable Funds (1 portfolio)

Interested Trustees⁽⁵⁾

John P. Arnhold | President and Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born December 1953)

Principal Occupation(s) During Past 5 Years: Co-President, Co-CEO and Director, Arnhold and S. Bleichroeder Holdings, Inc.; Chairman, CIO and Director, First Eagle Investment Management, LLC; prior to February 2010, CEO, First Eagle Investment Management, LLC; prior to March 2005, President and Director, Natexis Bleichroeder, Inc. and Natexis Bleichroeder, UK

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Director, Arnhold Ceramics; Director, The Arnhold Foundation; Director, The Mulago Foundation; Director, Quantum Endowment Fund; Director, WNET.org; Trustee, Trinity Episcopal Schools Corp.; Trustee, Vassar College; Trustee, Jazz at Lincoln Center; Managing Member, New Eagle Management Company, LLC; Director, Aquila International Fund Limited; Director, International Tennis Hall of Fame; President and Trustee, First Eagle Variable Funds (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 Independent Trustee expires on his/her 70th birthday.

⁽⁵⁾ The term of office of each Interested Trustee is indefinite.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
146

Additional Information (unaudited)

Interested Trustees⁽⁵⁾ — (continued)

Jean-Marie Eveillard | Trustee | June 2008 to present

1345 Avenue of the Americas | New York, New York | 10105
(born January 1940)

Principal Occupation(s) During Past 5 Years: Senior Adviser to First Eagle Investment Management, LLC since March 2009; Senior Vice President, First Eagle Investment Management, LLC since January 2000; previously, Portfolio Manager of First Eagle Global Fund, First Eagle Overseas Fund, First Eagle U.S. Value Fund, First Eagle Gold Fund, and First Eagle Variable Funds (portfolio management tenure: 1979-2004, March 2007-March 2009)

Number of Portfolios in the Fund Complex Overseen by Trustee: 6

Other Directorships/Trusteeships Held by Trustee: Director, SocGen International SICAV (Luxembourg); Trustee, The Frick Collection; Director, Varenne Capital Partners; Director, Fregate-Legris Industries SA; Trustee, First Eagle Variable Funds (1 portfolio)

Officers⁽⁷⁾

John P. Arnhold | President and Trustee | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born December 1953)

Principal Occupation(s) During Past Five (5) Years: See table on preceding page related to Interested Trustees

Robert Bruno | Senior Vice President | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born June 1964)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; President, FEF Distributors, LLC; Chief Operations Officer, First Eagle Variable Funds

⁽⁵⁾ The term of office of each Interested Trustee is indefinite.

⁽⁷⁾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.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
147

(continued)

Officers⁽⁷⁾ — (continued)

Joseph T. Malone | Chief Financial Officer | September 2008 to present

1345 Avenue of the Americas | New York, New York | 10105
(born September 1967)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; Chief Financial Officer, First Eagle Variable Funds; from September 2008; Chief Financial Officer and Treasurer, Aberdeen Funds from November 2007; Global Fund Treasurer, UBS Global Asset Management from September 2006; Treasurer and Co-Head Mutual Fund Administration Group, UBS Global Asset Management from July 2005

Mark D. Goldstein | Chief Compliance Officer | February 2005 to present

1345 Avenue of the Americas | New York, New York | 10105
(born October 1964)

Principal Occupation(s) During Past Five (5) Years: General Counsel, Chief Compliance Officer and Senior Vice President, First Eagle Investment Management, LLC; General Counsel and Secretary of Arnhold and S. Bleichroeder Holdings, Inc., and Chief Compliance Officer, First Eagle Variable Funds from February 2005; Chief Compliance Officer, Good Hope Advisers, LLC from January 2006; Senior Counsel and Chief Compliance Officer, MacKay Shields LLC from April 2004

Suzan J. Afifi | Secretary and Vice President | December 1999 to present

1345 Avenue of the Americas | New York, New York | 10105
(born October 1952)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; Vice President, FEF Distributors, LLC; Secretary and Vice President, First Eagle Variable Funds

Philip Santopadre | Treasurer | September 2005 to present

1345 Avenue of the Americas | New York, New York | 10105
(born August 1977)

Principal Occupation(s) During Past Five (5) Years: Vice President, First Eagle Investment Management, LLC; Treasurer, First Eagle Variable Funds

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
148

Additional Information (unaudited) (continued)

Officers⁽⁷⁾ — (continued)

Michael Luzzatto | Vice President | December 2004 to present

1345 Avenue of the Americas | New York, New York | 10105
(born April 1977)

Principal Occupation(s) During Past Five (5) Years: Senior Vice President, First Eagle Investment Management, LLC; Vice President, FEF Distributors, LLC; Vice President, First Eagle Variable Funds

Winnie Chin | Assistant Treasurer | March 2001 to present

1345 Avenue of the Americas | New York, New York | 10105
(born July 1974)

Principal Occupation(s) During Past Five (5) Years: Vice President, First Eagle Investment Management, LLC; Assistant Treasurer, First Eagle Variable Funds

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
149

Additional Information (continued)

Trustees and Officers of the Funds

Additional Information about Trustees & Officers of the Funds is included the Statement of Additional Information which is available, upon request, by calling 800.334.2143 or by visiting www.firsteaglefunds.com.

Quarterly Form N-Q portfolio schedule

The First Eagle Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission ("SEC") for the first and third quarters of each fiscal year on Form N-Q. The Funds' Forms N-Q are available on the SEC's Web site at www.sec.gov. The Funds' Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, D.C. Information on the operation of the SEC's Public Reference Room may be obtained by calling 800.SEC.0330. Additionally, you may obtain copies of Forms N-Q from the Funds upon request by calling 800.334.2143 or by visiting www.firsteaglefunds.com.

Proxy voting policies, procedures and record

You may obtain a description of the Funds' (1) proxy voting policies, (2) proxy voting procedures and (3) information regarding how the Funds voted any proxies related to portfolio securities during the most recent twelve-month period ended June 30 for which an SEC filing has been made, without charge, upon request by contacting the Funds directly at 1.800.334.2143 or by visiting www.firsteaglefunds.com or on the EDGAR Database on the SEC's Web site at www.sec.gov.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
150

First Eagle Funds

Trustees

Lisa Anderson

John P. Arnhold

Candace K. Beinecke (Chair)

Jean-Marie Eveillard

Jean D. Hamilton

James E. Jordan

William M. Kelly

Paul J. Lawler

Officers

John P. Arnhold

President

Robert Bruno

Senior Vice President

Joseph T. Malone

Chief Financial Officer

Mark D. Goldstein

Chief Compliance Officer

Suzan J. Afifi

Secretary & Vice President

Philip Santopadre

Treasurer

Michael Luzzatto

Vice President

Winnie Chin

Assistant Treasurer

Investment Adviser

First Eagle Investment Management, 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 9^th Street
Kansas City, MO 64105
800.334.2143

Underwriter

FEF Distributors, 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.

FIRST EAGLE FUNDS | ANNUAL REPORT | OCTOBER 31, 2010
151

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1345 Avenue of the Americas | New York, NY | 10105-4300

800.334.2143 | firsteaglefunds.com

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, William M. Kelly and Jean Hamilton as Audit Committee Financial Experts. Mr. Lawler, Mr. Kelly and Ms. Hamilton are considered by the Board to be independent trustees.

Item 4. Principal Accountant Fees and Services

(a) Audit Fees:

For the Fiscal years ended October 31, 2010 and October 31, 2009, the aggregate PricewaterhouseCoopers LLP (PwC) audit fees for professional services rendered to the registrant were approximately $383,423 and $247,700, respectively. Fees included in the audit fees category are those associated with the annual audits of the financial statements and services that are normally provided in connection with statutory and regulatory filings.

(b) Audit Related Fees:

For the fiscal years ended October 31, 2010 and October 31, 2009, the aggregate PwC fees for assurance and related services rendered to the registrant were approximately $17,300 and $16,800, respectively.

In each fiscal year ended October 31, 2010 and October 31, 2009, the aggregate tax fees billed by PwC for professional services rendered to the registrant were approximately $169,300 and $219,000, respectively.

Fees included in the tax fees category comprise all services performed by professional staff in the independent accountant’s tax division except those services related to audits. This category comprises fees for tax compliance and preparation of tax returns.

(d) All Other Fees:

In each of the fiscal years ended October 31, 2010 and October 31, 2009, there were no fees billed by PwC for products and services, other than 4(a)-(c) above, rendered to the registrant.

(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) According to PwC, for the fiscal year ended October 31, 2010, the percentage of hours spent on the audit of the registrant’s financial statements for the most recent fiscal year that were attributable to work performed by persons who are not full-time, permanent employees of PwC was 0%.

(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 (“covered”), its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser (“non-covered”) that provides ongoing services to the registrant was $0 in 2010 and 2009.

(h) Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable at this time.

Item 6. Schedule of Investments

Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.

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

Not applicable.

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

Not applicable.

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

Not applicable.

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

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 7, 2011

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 7, 2011

By (Signature and Title)*	/s/ Joseph T. Malone

	Joseph T. Malone, Principal Financial Officer

Date: January 7, 2011

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