UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of The
                         Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported) July 21, 2005


                          GABELLI ASSET MANAGEMENT INC.
             (Exact name of registrant as specified in its charter)

           New York                     1-14761                  13-4007862
       (State or other          (Commission File Number)       (IRS Employer
jurisdiction of incorporation)                              Identification No.)

        One Corporate Center, Rye, NY                              10580
 (Address of principal executive offices)                        (Zip Code)

        Registrant's telephone number, including area code (914) 921-3700


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2 below):

[ ]  Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act
     (17 CFR 240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))



         Item 2.02. Results of Operations and Financial Condition.

         The following information is furnished pursuant to Item 2.02, "Results
of Operations and Financial Condition."

         On July 21, 2005, Gabelli Asset Management Inc. (the "Company") issued
a press release setting forth the Company's second-quarter 2005 earnings. A copy
of the Company's press release is attached hereto as Exhibit 99 and hereby
incorporated by reference.




         Item 9.01. Financial Statements and Exhibits.

         (c) Exhibits

         99     Company's Press Release dated July 21, 2005.




SIGNATURE
----------

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                             Gabelli Asset Management Inc.

                                             By: /s/    Michael R. Anastasio Jr.
                                                 -------------------------------
                                                        Michael R. Anastasio Jr.
                                                        Chief Financial Officer


Date:    July 21, 2005
         -------------