D. Investments in Partnerships, Offshore Funds and Variable Interest Entities ("VIEs")

The Company is general partner or co-general partner of various affiliated entities in which the Company has investments totaling $81.5 million, $83.9 million and $88.0 million at June 30, 2013, December 31, 2012 and June 30, 2012, respectively, and whose underlying assets consist primarily of marketable securities (the "affiliated entities"). We also have investments in unaffiliated entities of $13.0 million, $13.6 million and $14.1 million at June 30, 2013, December 31, 2012 and June 30, 2012, respectively (the "unaffiliated entities"). We evaluate each entity for the appropriate accounting treatment and disclosure. Certain of the affiliated entities, and none of the unaffiliated entities, are consolidated.

For those entities where consolidation is not deemed to be appropriate, we report them in our condensed consolidated statement of financial condition under the caption "Investments in partnerships". This caption includes those investments, in both affiliated and unaffiliated entities, which the Company accounts for under the equity method of accounting, as well as certain investments that the feeder funds hold that are carried at fair value, as described in Note C. The Company reflects the equity in earnings of these equity method investees and the change in fair value of the consolidated feeder funds ("CFFs") under the caption "Net gain from investments" on the condensed consolidated statements of income.

The following table highlights the number of entities, including voting interest entities ("VOEs"), that we consolidate as well as under which accounting guidance they are consolidated, including CFFs, which retain their specialized investment company accounting, partnerships and offshore funds.

Entities consolidated
	CFFs		Partnerships		Offshore Funds		Total
	VIEs	VOEs	VIEs	VOEs	VIEs	VOEs	VIEs	VOEs
Entities consolidated at December 31, 2011	1	2	-	1	-	1	1	4
Additional consolidated entities	-	-	-	-	-	-	-	-
Deconsolidated entities	-	-	-	-	-	-	-	-
Entities consolidated at June 30, 2012	1	2	-	1	-	1	1	4
Additional consolidated entities	-	-	-	-	-	-	-	-
Deconsolidated entities	-	-	-	-	-	-	-	-
Entities consolidated at December 31, 2012	1	2	-	1	-	1	1	4
Additional consolidated entities	-	-	-	-	-	-	-	-
Deconsolidated entities	-	-	-	-	-	-	-	-
Entities consolidated at June 30, 2013	1	2	-	1	-	1	1	4

At and for the six months ended June 30, 2013 and 2012 and at December 31, 2012, one CFF VIE is consolidated, as the Company has been determined to be the primary beneficiary because it has an equity interest and absorbs the majority of the expected losses and/or expected gains. At and for the six months ended June 30, 2013 and 2012 and at December 31, 2012, the two CFF VOEs, the one Partnership VOE and the one Offshore Fund VOE are consolidated because the unaffiliated partners or shareholders lack substantive rights, and the Company, as either the general partner or investment manager, is deemed to have control.

The following table breaks down the investments in partnerships line by accounting method, either fair value or equity method, and investment type.

	June 30, 2013
	Investment Type
	Affiliated						Unaffiliated
	Consolidated
Accounting method	Feeder Funds		Partnerships		Offshore Funds		Partnerships		Offshore Funds		Total

Fair Value	$	22,514	$	-	$	-	$	-	$	-	$	22,514
Equity Method		-		26,429		32,616		5,942		7,034		72,021

Total	$	22,514	$	26,429	$	32,616	$	5,942	$	7,034	$	94,535

	December 31, 2012
	Investment Type
	Affiliated						Unaffiliated
	Consolidated
Accounting method	Feeder Funds		Partnerships		Offshore Funds		Partnerships		Offshore Funds		Total

Fair Value	$	26,128	$	-	$	-	$	-	$	-	$	26,128
Equity Method		-		28,158		29,679		6,505		7,079		71,421

Total	$	26,128	$	28,158	$	29,679	$	6,505	$	7,079	$	97,549

	June 30, 2012
	Investment Type
	Affiliated						Unaffiliated
	Consolidated
Accounting method	Feeder Funds		Partnerships		Offshore Funds		Partnerships		Offshore Funds		Total

Fair Value	$	23,704	$	-	$	-	$	-	$	-	$	23,704
Equity Method		-		34,008		30,340		7,620		6,447		78,415

Total	$	23,704	$	34,008	$	30,340	$	7,620	$	6,447	$	102,119

The following table includes the net impact by line item on the condensed consolidated statements of financial condition for each category of entity consolidated (in thousands):

	June 30, 2013
	Prior to								Offshore
	Consolidation		CFFs			Partnerships			Funds			As Reported
Assets
Cash and cash equivalents	$	222,441	$	-		$	335		$	-		$	222,776
Investments in securities		215,755		-			7,292			(2,607	)		220,440
Investments in sponsored investment companies		52,332		-			9			-			52,341
Investments in partnerships		100,342		3,189			(8,996	)		-			94,535
Receivable from brokers		27,347		-			1,680			10,642			39,669
Investment advisory fees receivable		28,326		(10	)		-			(76	)		28,240
Other assets		25,412		-			-			88			25,500
Total assets	$	671,955	$	3,179		$	320		$	8,047		$	683,501
Liabilities and equity
Securities sold, not yet purchased	$	7,427	$	-		$	-		$	171		$	7,598
Accrued expenses and other liabilities		136,309		59			21			4,274			140,663
Total debt		117,028		-			-			-			117,028
Redeemable noncontrolling interests		-		3,120			299			3,602			7,021
Total equity		411,191		-			-			-			411,191
Total liabilities and equity	$	671,955	$	3,179		$	320		$	8,047		$	683,501

	December 31, 2012
	Prior to								Offshore
	Consolidation		CFFs			Partnerships			Funds			As Reported
Assets
Cash and cash equivalents	$	189,743	$	-		$	865		$	-		$	190,608
Investments in securities		213,639		-			6,944			(1,740	)		218,843
Investments in sponsored investment companies		61,852		-			20			-			61,872
Investments in partnerships		100,164		5,388			(8,003	)		-			97,549
Receivable from brokers		25,972		-			1,480			23,203			50,655
Investment advisory fees receivable		42,425		9			(5	)		-			42,429
Other assets		32,673		(2,986	)		(1,000	)		90			28,777
Total assets	$	666,468	$	2,411		$	301		$	21,553		$	690,733
Liabilities and equity
Securities sold, not yet purchased	$	3,033	$	-		$	-		$	103		$	3,136
Accrued expenses and other liabilities		76,135		384			21			6,395			82,935
Total debt		216,366		-			-			-			216,366
Redeemable noncontrolling interests		-		2,027			280			15,055			17,362
Total equity		370,934		-			-			-			370,934
Total liabilities and equity	$	666,468	$	2,411		$	301		$	21,553		$	690,733

	June 30, 2012
	Prior to								Offshore
	Consolidation		CFFs			Partnerships			Funds		As Reported
Assets
Cash and cash equivalents	$	323,560	$	-		$	880		$	-	$	324,440
Investments in securities		223,198		-			6,993			19,439		249,630
Investments in sponsored investment companies		59,561		-			-			-		59,561
Investments in partnerships		109,055		1,237			(8,173	)		-		102,119
Receivable from brokers		25,337		-			573			15,603		41,513
Investment advisory fees receivable		26,028		(1	)		(1	)		-		26,026
Other assets		23,226		9			-			206		23,441
Total assets	$	789,965	$	1,245		$	272		$	35,248	$	826,730
Liabilities and equity
Securities sold, not yet purchased	$	6,788	$	-		$	-		$	222	$	7,010
Accrued expenses and other liabilities		87,569		56			20			10,305		97,950
Total debt		265,598		-			-			-		265,598
Redeemable noncontrolling interests		-		1,189			252			24,721		26,162
Total equity		430,010		-			-			-		430,010
Total liabilities and equity	$	789,965	$	1,245		$	272		$	35,248	$	826,730

The following table includes the net impact by line item on the condensed consolidated statements of income for each category of entity consolidated (in thousands):

	Three Months Ended June 30, 2013
	Prior to									Offshore
	Consolidation			CFFs			Partnerships			Funds			As Reported
Total revenues	$	92,613		$	(6	)	$	-		$	(317	)	$	92,290
Total expenses		60,243			35			15			213			60,506
Operating income		32,370			(41	)		(15	)		(530	)		31,784
Total other income, net		11,219			24			33			576			11,852
Income before income taxes		43,589			(17	)		18			46			43,636
Income tax provision		15,724			-			-			-			15,724
Net income		27,865			(17	)		18			46			27,912
Net income attributable to noncontrolling interests		(28	)		(17	)		18			46			19
Net income attributable to GAMCO	$	27,893		$	-		$	-		$	-		$	27,893

	Three Months Ended June 30, 2012
	Prior to									Offshore
	Consolidation			CFFs			Partnerships			Funds			As Reported
Total revenues	$	80,703		$	(1	)	$	-		$	322		$	81,024
Total expenses		50,649			25			8			(25	)		50,657
Operating income		30,054			(26	)		(8	)		347			30,367
Total other income, net		(6,361	)		12			(6	)		(463	)		(6,818	)
Income before income taxes		23,693			(14	)		(14	)		(116	)		23,549
Income tax provision		8,686			-			-			-			8,686
Net income		15,007			(14	)		(14	)		(116	)		14,863
Net income attributable to noncontrolling interests		(98	)		(14	)		(14	)		(116	)		(242	)
Net income attributable to GAMCO	$	15,105		$	-		$	-		$	-		$	15,105

	Six Months Ended June 30, 2013
	Prior to									Offshore
	Consolidation			CFFs			Partnerships			Funds			As Reported
Total revenues	$	179,069		$	(12	)	$	(1	)	$	(585	)	$	178,471
Total expenses		115,458			88			25			389			115,960
Operating income		63,611			(100	)		(26	)		(974	)		62,511
Total other income, net		15,721			134			48			1,097			17,000
Income before income taxes		79,332			34			22			123			79,511
Income tax provision		28,919			-			-			-			28,919
Net income		50,413			34			22			123			50,592
Net income attributable to noncontrolling interests		(25	)		34			22			123			154
Net income attributable to GAMCO	$	50,438		$	-		$	-		$	-		$	50,438

	Six Months Ended June 30, 2012
	Prior to									Offshore
	Consolidation			CFFs			Partnerships			Funds			As Reported
Total revenues	$	163,282		$	(2	)	$	(1	)	$	(506	)	$	162,773
Total expenses		105,170			48			19			157			105,394
Operating income		58,112			(50	)		(20	)		(663	)		57,379
Total other income, net		3,183			97			17			595			3,892
Income before income taxes		61,295			47			(3	)		(68	)		61,271
Income tax provision		22,442			-			-			-			22,442
Net income		38,853			47			(3	)		(68	)		38,829
Net income attributable to noncontrolling interests		(88	)		47			(3	)		(68	)		(112	)
Net income attributable to GAMCO	$	38,941		$	-		$	-		$	-			38,941

Variable Interest Entities

We sponsor a number of investment vehicles where we are the general partner or investment manager. Certain of these vehicles are VIEs, but we are not the primary beneficiary, in all but one case, because we do not absorb a majority of the entities' expected losses or expected returns, and they are, therefore, not consolidated. We consolidate the one VIE where we are the primary beneficiary. The Company has not provided any financial or other support to those VIEs where we are not the primary beneficiary. The total net assets of these non-consolidated VIEs at June 30, 2013, December 31, 2012 and June 30, 2012 were $73.4 million, $75.0 million and $80.0 million, respectively. Our maximum exposure to loss as a result of our involvement with the nonconsolidated VIEs is limited to the investment in one VIE and the deferred carried interest that we have in another. On June 30, 2013, December 31, 2012 and June 30, 2012, we had an investment in one of the VIE offshore funds of approximately $9.0 million, $7.7 million and $8.1 million, respectively, which was included in investments in partnerships on the condensed consolidated statements of financial condition. On June 30, 2013, December 31, 2012 and June 30, 2012, we had a deferred carried interest in one of the VIE offshore funds of approximately $46,000, $45,000 and $43,000, respectively, which was included in investments in partnerships on the condensed consolidated statements of financial condition. Additionally, as the general partner or investment manager to these VIEs the Company earns fees in relation to these roles, which given a decline in AUMs of the VIEs would result in lower fee revenues earned by the Company which would be reflected on the condensed consolidated statement of income, condensed consolidated statement of financial condition and condensed consolidated statement of cash flows.

The assets of these VIEs may only be used to satisfy obligations of the VIEs. The following table presents the balances related to the VIE that is consolidated and is included on the condensed consolidated statements of financial condition as well as GAMCO's net interest in this VIE:

	June 30, 2013			December 31, 2012			June 30, 2012
(In thousands)
Investments in partnerships	$	13,457		$	18,507		$	21,831
Accrued expenses and other liabilities		(6	)		(3,010	)		(12	)
Redeemable noncontrolling interests		-			(411	)		(669	)
GAMCO's net interests in consolidated VIE	$	13,451		$	15,086		$	21,150