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Form 10-Q for GAMCO INVESTORS, INC. ET AL


6-Nov-2009

Quarterly Report


ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (INCLUDING QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK)

Overview

GAMCO through the Gabelli brand, well known for its Private Market Value (PMV) with a CatalystTM investment approach, is a widely-recognized provider of investment advisory services to mutual funds, institutional and high net worth investors, and investment partnerships, principally in the United States. Through Gabelli & Company, Inc., we provide institutional research and brokerage services to institutional clients and investment partnerships and mutual fund distribution. We generally manage assets on a discretionary basis and invest in a variety of U.S. and international securities through various investment styles. Our revenues are based primarily on the firm's levels of assets under management and fees associated with our various investment products.

Since 1977, we have been identified with and have enhanced the "value" style approach to investing. Our investment objective is to earn a superior risk-adjusted return for our clients over the long-term through our proprietary fundamental research. In addition to our value portfolios, we offer our clients a broad array of investment strategies that include global, growth, international and convertible products. We also offer a series of investment partnership (performance fee-based) vehicles that provide a series of long-short investment opportunities in market and sector specific opportunities, including offerings of non-market correlated investments in merger arbitrage, as well as fixed income strategies.

Our revenues are highly correlated to the level of assets under management and fees associated with our various investment products, rather than our own corporate assets. Assets under management, which are directly influenced by the level and changes of the overall equity markets, can also fluctuate through acquisitions, the creation of new products, the addition of new accounts or the loss of existing accounts. Since various equity products have different fees, changes in our business mix may also affect revenues. At times, the performance of our equity products may differ markedly from popular market indices, and this can also impact our revenues. General stock market trends will have the greatest impact on our level of assets under management and hence, revenues.

We conduct our investment advisory business principally through: GAMCO Asset Management Inc. (Separate Accounts), Gabelli Funds, LLC (Mutual Funds) and Gabelli Securities, Inc. (Investment Partnerships). We also act as an underwriter, are a distributor of our open-end funds and provide institutional research through Gabelli & Company, Inc. ("Gabelli & Company"), our broker-dealer subsidiary.


On March 20, 2009, the Company completed its spin-off of its ownership of Teton Advisors, Inc. ("Teton") to its shareholders. The condensed consolidated financial statements include the results of Teton up to March 20, 2009. Prior period results have not been restated. However, Assets Under Management ("AUM") have been presented for prior periods excluding Teton for comparability. Such Teton AUM were $450 million at December 31, 2008 and $418 million at September 30, 2008.

AUM were $24.5 billion as of September 30, 2009, 14.5% higher than June 30, 2009 AUM of $21.4 billion but 2.8% below September 30, 2008 AUM of $25.2 billion. Equity AUM were $22.8 billion on September 30, 2009, 16.3% above the June 30, 2009 equity AUM of $19.6 billion and 5.8% below the $24.2 billion on September 30, 2008. Highlights are as follows:

- Our institutional and private wealth management business ended the quarter with $10.3 billion in separately managed accounts, up 17.0% from the June 30, 2009 level of $8.8 billion but 5.5% lower than the $10.9 billion on September 30, 2008.

- Our closed-end equity funds had AUM of $4.4 billion on September 30, 2009, rising 15.8% from the $3.8 billion on June 30, 2009 but 10.2% below the $4.9 billion on September 30, 2008.

- Our open-end equity funds AUM were $7.9 billion on September 30, 2009, 17.9% more than the $6.7 billion on June 30, 2009 nearly matching the $8.0 billion on September 30, 2008.

- We have the opportunity to earn base fees and incentive fees for certain institutional client assets, assets attributable to preferred issues for our closed-end funds, assets of the Gabelli Global Deal Fund (NYSE: GDL) and Investment Partnership assets. As of September 30, 2009, assets with incentive based fees were $2.7 billion, in line with the $2.7 billion on June 30, 2009 and 12.9% below the $3.1 billion on September 30, 2008. At September 30, 2009, we have unearned incentive fee revenues of $16.7 million on these assets representing approximately $0.20 per diluted share after direct expenses (compensation) and taxes. These fees, which vary with the market value of the related AUM, are not recorded as revenues until the contract period has ended, which for the majority of these arrangements is December 31, 2009.

- Our Investment Partnerships AUM were $291 million on September 30, 2009 versus $266 million on June 30, 2009 and $340 million on September 30, 2008.

- AUM in The Gabelli U.S. Treasury Money Market Fund, our 100% U.S. Treasury money market fund, was down slightly at $1.6 billion on September 30, 2009 from $1.8 billion on June 30, 2009 and higher than the September 30, 2008 AUM of $1.0 billion.


The Company reported Assets Under Management as follows:

Table I: Fund Flows - 3rd Quarter 2009 (in

millions)
                                                   Closed-end fund
                                                    distributions,
                                  June 30,              net of                 Net Cash                 Market            September 30,
                                    2009            reinvestments              Flows (a)            Appreciation               2009
Equities:
Open-end Funds                 $        6,684   $                    -       $            188        $          1,034     $          7,906
Closed-end Funds                        3,822                      (70 )                   66                     551                4,369
Institutional & PWM - direct            7,332                        -                   (107 )                 1,266                8,491
Institutional & PWM -
sub-advisory                            1,476                        -                     (7 )                   308                1,777
Investment Partnerships                   266                        -                     13                      12                  291
Total Equities                         19,580                      (70 )                  153                   3,171               22,834
Fixed Income:
Money-Market Fund                       1,765                        -                   (150 )                     1                1,616
Institutional & PWM                        21                        -                      5                       -                   26
Total Fixed Income                      1,786                        -                   (145 )                     1                1,642
Total Assets Under
Management                     $       21,366        $             (70 )     $              8       $           3,172     $         24,476

(a) Includes $66 million of shares issued by closed-end funds.

Table II:                September 30,           September 30,          %
Equities:                    2008                    2009           Inc.(Dec.)
Open-end Funds         $             8,015     $           7,906          (1.4 %)
Closed-end Funds                     4,869                 4,369         (10.3 )
Institutional & PWM
- direct                             8,964                 8,491          (5.3 )
Institutional & PWM
- sub-advisory                       1,964                 1,777          (9.5 )
Investment
Partnerships                           340                   291         (14.4 )
Total Equities                      24,152                22,834          (5.5 )
Fixed Income:
Money-Market Fund                    1,003                 1,616          61.1
Institutional & PWM                     19                    26          36.8
Total Fixed Income                   1,022                 1,642          60.7
Total Assets Under
Management             $            25,174     $          24,476          (2.8 %)

Note: Teton's AUM at September 30, 2008 were $418 million and have been excluded from Table II.

 Table III:                          Assets Under Management By Quarter (millions)
                                                                                                                            % Increase/
                                                                                                                          (decrease) from
Equities:                                 9/08             12/08           3/09            6/09            9/09           9/08      6/09
Open-end Funds                         $       8,015    $      6,139    $      5,627    $      6,684     $     7,906      (1.4 %)   18.3 %
Closed-end Funds                               4,869           3,792           3,359           3,822           4,369     (10.3 )    14.3
Institutional & PWM - direct                   8,964           6,861           6,227           7,332           8,491      (5.3 )    15.8
Institutional & PWM - sub-advisory             1,964           1,585           1,202           1,476           1,777      (9.5 )    20.4
Investment Partnerships                          340             295             265             266             291     (14.4 )     9.4
Total Equities                                24,152          18,672          16,680          19,580          22,834      (5.5 )    16.6
Fixed Income:
Money-Market Fund                              1,003           1,507           1,794           1,765           1,616      61.1      (8.4 )
Institutional & PWM                               19              22              21              21              26      36.8      23.8
Total Fixed Income                             1,022           1,529           1,815           1,786           1,642      60.7      (8.1 )
Total Assets Under Management          $      25,174    $     20,201    $     18,495    $     21,366     $    24,476      (2.8 %)   14.6 %

Note: Teton's AUM at September 30, 2008 and December 31, 2008 were $418 million and $450 million, respectively, and have been excluded from Table III.


Relative long-term investment performance remains strong. Over half of all firm mutual funds performed in the top half of their Lipper categories on a one-, three-, five-, and ten-year total return basis, respectively as of September 30, 2009. Also, 57% of the firm's mutual funds have a 4- or 5-star 3 year Morningstar RatingTM.

Gabelli Funds Morningstar Ratings Based on Risk Adjusted returns as of September 30, 2009 for funds that we

distribute
                                         Overall Rating     3 Year Rating     5 Year Rating    10 Year Rating
                        Morningstar     Stars  # of Funds Stars  # of Funds Stars  # of Funds Stars  # of Funds
        FUND             Category
Gabelli ABC AAA        Mid-Cap Blend    κκκκκ     387     κκκκκ     387     κκκκκ     306      κκκκ     146
Gabelli Asset AAA      Mid-Cap Blend    κκκκ      387      κκκκ     387      κκκκ     306      κκκ      146
Gabelli Blue Chip       Large Value      κκκ      1133     κκκκ     1133     κκκκ     933       κκ      453
Value AAA
Gabelli Equity          Large Value     κκκκκ     1133    κκκκκ     1133    κκκκκ     933     κκκκκ     453
Income AAA
Gabelli Small Cap       Small Blend     κκκκκ     560     κκκκκ     560     κκκκκ     452      κκκκ     234
Growth AAA
Gabelli SRI Green      Mid-Cap Blend     n/a      n/a      n/a      n/a      n/a      n/a      n/a      n/a
AAA
Gabelli Utilities       Specialty -     κκκκκ      95      κκκκ      95      κκκκ      80     κκκκκ      52
AAA                      Utilities
Gabelli Value A        Mid-Cap Blend     κκ       387       κκ      387       κκ      306       κκ      146
Gabelli Woodland        Small Blend      κκκ      560      κκκκ     560      κκκ      452      n/a      234
Small Cap Value AAA
GAMCO Global           Convertibles       κ        66       κ        66       κ        61       κ        44
Convertible Secs AAA
GAMCO Global Growth     World Stock      κκ       536      κκκ      536      κκκ      440       κ       253
AAA
GAMCO Global            World Stock      κκκ      536      κκκ      536      κκκ      440      κκκ      253
Opportunity AAA
GAMCO Global            Specialty -     κκκκ       33      κκκκ      33      κκκκ      32      κκκ       13
Telecommunications    Communications
AAA
GAMCO Gold AAA          Specialty -      κκκ       61      κκκ       61      κκκ       61      κκκ       36
                      Precious Metals
GAMCO Growth AAA       Large Growth      κκκ      1515     κκκ      1515     κκκ      1255      κκ      653
GAMCO International    Foreign Large     κκκ      202      κκκ      202      κκκ      153      κκκ       81
Growth AAA                Growth
GAMCO Mathers          Conservative      κκ       499      κκκκ     499       κκ      332       κ       139
                        Allocation
GAMCO Westwood           Moderate       κκκκ      956      κκκκ     956      κκκκ     795      κκκκ     455
Balanced AAA (a)        Allocation
GAMCO Westwood          Large Value     κκκκ      1133     κκκκ     1133     κκκκ     933      κκκκ     453
Equity AAA (a)
GAMCO Westwood           Moderate        κκ       956       κ       956       κκ      795     κκκκκ     455
Income AAA (a)          Allocation
GAMCO Westwood       Intermediate-Term   κκκ      954      κκκ      954      κκκ      836      κκκ      480
Intermediate AAA (a)       Bond
GAMCO Westwood          Small Blend     κκκκκ     560     κκκκκ     560     κκκκκ     452     κκκκκ     234
Mighty Mites AAA (a)
GAMCO Westwood          Small Blend      κκ       560      κκκ      560      κκκκ     452       κ       234
SmallCap Equity AAA
(a)
Gabelli Enterprise     Mid-Cap Blend    κκκκ      387      κκκκ     387      κκκκ     306      n/a      146
Mergers &
Acquisitions Y
Comstock Capital        Bear Market      n/a      n/a      n/a      n/a      n/a      n/a      n/a      n/a
Value AAA
Percent of Rated                       43.48%             56.52%            52.17%            38.10%
funds rated 4 or 5
stars

The Overall Morningstar Rating™ is derived from a weighted average of the performance figures associated with its three, five and ten year (if applicable) Morningstar Rating metrics. Data presented reflects past performance, which is no guarantee of future results. Ratings are for Class AAA, A or Y shares only, other classes may have different performance characteristics. For each fund with at least a three year history, Morningstar calculates a Morningstar Rating based on a Morningstar Risk-Adjusted Return measure that accounts for variation in a fund's monthly performance (including the effects of sales charges, loads, and redemption fees), placing more emphasis on downward variations and rewarding consistent performance. The top 10% of the funds in each category receive 5 stars, the next 22.5% receive 4 stars, the next 35% receive 3 stars, the next 22.5% receive 2 stars, and the bottom 10% receive 1 star. (Each share class is counted as a fraction of one fund within this scale and rated separately, which may cause slight variations in the distribution percentages.) Strong relative performance is not indicative of positive fund returns. 2008 absolute performance for most funds was negative. © 2009 Morningstar, Inc. All rights reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Investors should consider the investment objectives, risks, sales charges and expenses of the fund carefully before investing. The prospectus contains more information about this and other matters. The prospectus should be read carefully before investing. Distributed by Gabelli & Company, One Corporate Center, Rye, NY 10580 Call 1-800-GABELLI (422-3554) for a prospectus.
The inception date for the Gabelli SRI Green Fund was June 1, 2007. The inception date for the Gabelli Woodland Small Cap Value Fund was December 31, 2002. The inception date for the Gabelli Enterprise Mergers & Acquisitions Fund was February 28, 2001. The inception date for the Comstock Capital Value Fund was October 10, 1985.
(a) Managed by Teton Advisors, Inc. not Gabelli Funds, LLC.


GABELLI/GAMCO FUNDS                                         Gabelli Funds Lipper Rankings as of September 30, 2009
                                             1 Yr - 09/30/08-      3 Yrs - 09/30/06-      5 Yrs - 09/30/04-      10 Yrs - 09/30/99-
                                                 09/30/09               09/30/09               09/30/09               09/30/09
Fund Name        Lipper Category          Percentile   Rank /    Percentile   Rank /    Percentile   Rank /    Percentile   Rank /
                                             Rank    Total Funds    Rank    Total Funds    Rank    Total Funds    Rank    Total Funds
Gabelli Asset;   Multi-Cap Core Funds         47       366/785       12       76/641        9        42/489        21       41/197
AAA
Gabelli Value    Multi-Cap Core Funds         41       315/785       65       412/641       62       303/489       44       87/197
Fund; A

Gabelli SRI; AAA Multi-Cap Core Funds         2        12/785        -           -          -           -          -           -
Gabelli Eq:Eq    Equity Income Funds          18       52/303        17       39/233        13       24/184        11       11/104
Inc; AAA
GAMCO Ww:Income; Equity Income Funds          61       183/303       66       153/233       -           -          -           -
AAA
GAMCO Growth;    Large-Cap Growth Funds       31       254/830       41       293/717       32       190/598       71       217/307
AAA
GAMCO Ww:SmCp    Small-Cap Core Funds         28       207/742       22       134/614       16       79/496        99       254/256
Eq; AAA
Gabelli Eq:SC    Small-Cap Core Funds         25       180/742       9        51/614        10       49/496        21       53/256
Gro; AAA
GAMCO Ww:Mhty M; Small-Cap Core Funds         11       75/742        2        12/614        2         9/496        19       48/256
AAA
Gabelli Eq:Wd    Small-Cap Core Funds         59       438/742       18       107/614       41       203/496       -           -
SCV; AAA
GAMCO Gl:Oppty;  Global Multi-Cap Growth      9         8/95         26        17/65        37        19/51        31        11/35
AAA
GAMCO Gl:Growth; Global Large-Cap Core        32        30/95        11        7/65         27        14/51        84        30/35
AAA
GAMCO Gold; AAA  Gold Oriented Funds          39        27/69        38        20/53        36        18/50        24        7/29
GAMCO Intl Gro;  International Large-Cap      14       22/160        50       64/127        78        70/89        48        25/52
AAA              Growth
GAMCO Ww:Eqty;   Large-Cap Value Funds        97       524/542       22       101/472       10       36/388        25       45/185
AAA
Gabelli Bl Chp   Large-Cap Core Funds         16       145/907       33       245/761       21       126/628       8        26/368
Val; AAA
Gabelli Inv:ABC; Specialty Diversified        40        16/40        16        5/32         14        2/14         30         3/9
AAA              Equity Funds
GAMCO Mathers;   Specialty Diversified        52        21/40        40        13/32        40        6/14         50         5/9
AAA              Equity Funds
Comstock Cap     Specialty Diversified        57        23/40        19        6/32         80        12/14        70         7/9
Val; A           Equity Funds
GAMCO            Telecommunications Funds     59        23/38        20        6/29         22        6/27         20         2/9
Gl:Telecom; AAA
GAMCO            Convertible Securities       90        63/69        95        56/58        93        52/55        98        41/41
Gl:Convert; AAA  Funds
Gabelli          Utility Funds                20        19/98        12        10/85        53        37/70        11        5/45
Utilities; AAA
GAMCO Ww:Bal -   Mixed-Asset Target           96       487/511       49       191/396       19       58/305        20       29/147
AAA              Alloc. Moderate Funds
787:Gabelli      Mid-Cap Core Funds           18       69/386        18       53/307        39       97/249        -           -
Merg&Acq; Y
Gabelli Capital  Distributed through          44       155/354       41       117/289       28       60/216        15        12/80
Asset Fund       Insurance Channel
% of funds in                               68.0%                  87.5%                  78.3%                  76.2%
top half

Data presented reflects past performance, which is no guarantee of future results. Strong rankings are not indicative of positive fund performance. Absolute performance for some funds was negative.

Lipper, a wholly-owned subsidiary of Reuters, provides independent insight on global collective investments including mutual funds, retirement funds, hedge funds, fund fees and expenses to the asset management and media communities. Lipper ranks the performance of mutual funds within a classification of funds that have similar investment objectives. Rankings are historical with capital gains and dividends reinvested and do not include the effect of loads. If an expense waiver was in effect, it may have had a material effect on the total return or yield for the period.

Relative long-term investment performance remained strong with approximately 68%, 88%, 78% and 76% of firmwide mutual funds in the top half of their Lipper categories on a one-, three-, five-, and ten-year total-return basis, respectively, as of September 30, 2009.

Investors should consider carefully the investment objective, risks, charges and expenses of a fund before investing. The Prospectus which contains more information about this and other matters, should be read carefully before investing. You can obtain a prospectus by calling 1-800 GABELLI. Distributed by Gabelli & Company. Other share classes are available that have different performance characteristics.

The inception date for the Gabelli SRI Green Fund was June 1, 2007. The inception date for the Gabelli Woodland Small Cap Value Fund was December 31, 2002. The inception date for the Gabelli Enterprise Mergers & Acquisitions Fund was February 28, 2001.


The following discussion should be read in conjunction with the Condensed Consolidated Financial Statements and the notes thereto included in Item 1 to this report.

RESULTS OF OPERATIONS

Three Months Ended September 30, 2009 Compared To Three Months Ended September
30, 2008

(Unaudited; in thousands, except per share data)
                                                     2009                              2008
Revenues
 Investment advisory and incentive fees           $      40,957                 $      52,297
 Institutional research services                          4,588                         4,098
 Distribution fees and other income                       6,037                         6,585
   Total revenues                                        51,582                        62,980
Expenses
 Compensation and related costs                          21,590                        26,233
 Management fee                                           2,638                         1,740
 Distribution costs                                       6,089                         6,658
 Other operating expenses                                 4,405                         7,076
   Total expenses                                        34,722                        41,707
Operating income                                         16,860                        21,273
Other income (expense)
 Net gain from investments                                9,659                        (4,786 )
 Interest and dividend income                               598                         1,340
 Interest expense                                        (3,296 )                      (2,091 )
Total other income / (expense), net                       6,961                        (5,537 )
Income before taxes                                      23,821                        15,736
Income tax provision                                      8,913                         3,837
Net income                                               14,908                        11,899
Net income / (loss) attributable to
noncontrolling interests                                    257                           (86 )
Net income attributable to GAMCO
Investors, Inc.'s shareholders                    $      14,651                  $     11,985

Net income attributable to GAMCO
Investors, Inc.'s shareholders per
share:
  Basic                                            $       0.54                 $        0.43
  Diluted                                         $        0.53                 $        0.43

Reconciliation of net income
attributable to GAMCO Investors, Inc.'s
shareholders
  to Adjusted EBITDA:

Net income attributable to GAMCO
Investors, Inc.'s shareholders                  $        14,651               $        11,985
Interest expense                                          3,296                         2,091
Income tax provision and net income
attributable to noncontrolling interests                  9,170                         3,751
Depreciation and amortization                               160                           263
Adjusted EBITDA (a)                                $     27,277                 $      18,090

(a) Adjusted EBITDA is defined as earnings before interest, taxes, depreciation and amortization, and noncontrolling interests. Adjusted EBITDA is a non-GAAP measure and should not be considered as an alternative to any measure of performance as promulgated under accounting principles generally accepted in the United States nor should it be considered as an indicator of our overall financial performance. We use Adjusted EBITDA as a supplemental measure of performance as we believe it gives investors a more complete understanding of our operating results before the impact of financing activities as a tool for determining the private market value of an enterprise.


Total revenues were $51.6 million in the third quarter of 2009, 18.1% below the $63.0 million reported in the third quarter of 2008. Operating income was $16.9 million, a decrease of $4.4 million or 20.7% from the $21.3 million in the third quarter of 2008. Total other income/expense, net of interest expense, was income of $7.0 million for the third quarter 2009 versus expense of $5.5 million in the prior year's quarter. In the short-run, our results remain sensitive to changes in the equity market. Net income attributable to GAMCO Investors, Inc.'s shareholders for the quarter was $14.7 million or $0.53 per fully diluted share . . .

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