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 811-04873
The GAMCO Growth Fund |
(Exact name of registrant as specified in charter)
One Corporate Center |
Rye, New York 10580-1422 |
(Address of principal executive offices) (Zip code)
Bruce N. Alpert |
Gabelli Funds, LLC |
One Corporate Center |
Rye, New York 10580-1422 |
(Name and address of agent for service)
registrants telephone number, including area code: 1-800-422-3554
Date of fiscal year end: December 31
Date of reporting period: December 31, 2011
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, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
The Report to Shareholders is attached herewith.
To Our Shareholders,
The Sarbanes-Oxley Act requires a funds principal executive and financial officers to certify the entire contents of the semiannual and annual shareholder reports in a filing with the Securities and Exchange Commission (SEC) on Form N-CSR. This certification would cover the portfolio managers commentary and subjective opinions if they are attached to or a part of the financial statements. Many of these comments and opinions would be difficult or impossible to certify.
Because we do not want our portfolio managers to eliminate their opinions and/or restrict their commentary to historical facts, we have separated their commentary from the financial statements and investment portfolio and have sent it to you separately. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com.
Performance Discussion (Unaudited)
For the year ended December 31, 2011, the net asset value (NAV) per Class AAA Share of The GAMCO Growth Fund declined 3.8% compared with increases of 2.1% and 2.6% for the Standard & Poors (S&P) 500 Index and the Russell 1000 Growth Index, respectively. See page 2 for additional performance information.
Enclosed are the schedule of investments and financial statements as of December 31, 2011.
Concerns about economic growth, debt burdens, and political stalemates in Europe and the U.S. created volatility in the markets during 2011.
Beginning with a continued economic rebound following the financial crisis of 2008-2009, the market quickly recognized the implications of the political uprisings across the Middle East, and the earthquake and nuclear disaster in Fukushima, Japan, which resulted in both a human tragedy and a disruption to the supply chains of many industries. Over the summer, political brinksmanship over the debt ceiling in the U.S. led to the country losing its AAA rating. Throughout autumn to the end of the year, concerns about the fiscal crisis in Europe led to doubts regarding the ability of certain EU members to repay their debts, and also of whether the euro itself will survive.
Stocks are no longer priced at 24 times earnings with a dividend yield of 1.3%. They are priced at 12 times earnings and yielding 2.1%. The last time stocks sold at 12 times earnings was 1991, a year when 10 year Treasuries were priced to yield 8%, compared with 2% today. Aside from a brief spell during the late 2008 financial crisis the market has not yielded more than the 10 year Treasury since the 1950s. The equity risk premium, or the difference between the risk free bond yield and the earnings yield on stocks (opposite of price to earnings ratio), has been at around 6%.
Performance for the year was dampened by our investment in gold mining shares, which failed to keep pace with the rising price of gold bullion. We were also hurt by our significant overweight in Energy shares, as the price of oil rose sharply in the first four months of the year and then fell precipitously, hurting our oil centric holdings. Meanwhile, the price of natural gas failed to sustain a rally, weighing on our natural gas holdings. While we had success with our holdings of Consumer Discretionary stocks, our underweight in this sector penalized results for the year. The mid-year market air pocket, precipitated by the European debt crisis and downgrade of Americas credit rating, proved difficult for many of our Producer Durable holdings.
Selected holdings that contributed positively to performance in 2011 were Apple Inc. (7.8% of net assets as of December 31, 2011), the Funds largest holding; International Business Machines Corp. (3.9%), and MasterCard Inc. (0.8%). Some of our weaker performing stocks during the year were Hess Corp. (1.5%), Suncor Energy Inc. (1.0%), and The Mosaic Co. (0.7%).
We appreciate your confidence and trust.
Sincerely yours, | ||
Bruce N. Alpert | ||
February 22, 2012 | President |
Comparative Results
Average Annual Returns through December 31, 2011 (a) (Unaudited) |
||||||||||||||||
1 Year |
5 Year |
10 Year |
Since |
|||||||||||||
Class AAA (GABGX) |
(3.84 | )% | (0.29 | )% | 0.51 | % | 8.99 | % | ||||||||
S&P 500 Index |
2.11 | (0.25 | ) | 2.92 | 8.53 | (e) | ||||||||||
Russell 1000 Growth Index |
2.64 | 2.50 | 2.60 | 7.86 | (e) | |||||||||||
Class A (GGCAX) |
(3.84 | ) | (0.29 | ) | 0.52 | 8.99 | ||||||||||
With sales charge (b) |
(9.37 | ) | (1.46 | ) | (0.08 | ) | 8.73 | |||||||||
Class B (GGCBX) |
(4.57 | ) | (1.04 | ) | (0.09 | ) | 8.73 | |||||||||
With contingent deferred sales charge (c) |
(9.34 | ) | (1.44 | ) | (0.09 | ) | 8.73 | |||||||||
Class C (GGCCX) |
(4.57 | ) | (1.04 | ) | (0.09 | ) | 8.73 | |||||||||
With contingent deferred sales charge (d) |
(5.52 | ) | (1.04 | ) | (0.09 | ) | 8.73 | |||||||||
Class I (GGCIX) |
(3.60 | ) | (0.10 | ) | 0.61 | 9.03 |
In the current prospectus dated April 29, 2011, the expense ratios for Class AAA, A, B, C and I Shares are 1.47%, 1.47%, 2.22%, 2.22%, and 1.22%, respectively. See page 9 for the expense ratios for the year ended December 31, 2011. Class AAA and Class I Shares do not have a sales charge. The maximum sales charge for Class A, B, and C Shares is 5.75%, 5.00%, and 1.00%, respectively.
(a) | Returns represent past performance and do not guarantee future results. Total returns and average annual returns reflect changes in share prices, reinvestment of distributions, and are net of expenses. Investment returns and the principal value of an investment will fluctuate. When shares are redeemed, they may be worth more or less than their original cost. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of purchase. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The prospectus contains information about these and other matters and should be read carefully before investing. The Class AAA Share NAVs are used to calculate performance for the periods prior to the issuance of Class A Shares, Class B Shares, and Class C Shares on December 31, 2003 and Class I Shares on January 11, 2008. The actual performance of the Class B Shares and Class C Shares would have been lower due to the additional expenses associated with these classes of shares. The actual performance of the Class I Shares would have been higher due to lower expenses related to this class of shares. The S&P 500 Index is a market capitalization weighted index of 500 large capitalization stocks commonly used to represent the U.S. equity market. The Russell 1000 Growth Index measures the performance of the large cap growth segment of the U.S. equity market. Dividends are considered reinvested. You cannot invest directly in an index. |
(b) | Performance results include the effect of the maximum 5.75% sales charge at the beginning of the period. |
(c) | Assuming payment of the maximum contingent deferred sales charge (CDSC). The maximum CDSC for Class B Shares is 5% which is gradually reduced to 0% after six years. |
(d) | Assuming payment of the 1% maximum CDSC imposed on redemptions made within one year of purchase. |
(e) | S&P 500 Index and Russell 1000 Growth Index since inception performance are as of March 31, 1987. |
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
THE GAMCO GROWTH FUND (CLASS AAA SHARES) AND S&P 500 INDEX (Unaudited)
* | Past performance is not predictive of future results. The performance tables and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. |
2
The GAMCO Growth Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from July 1, 2011 through December 31, 2011
Expense Table
3
Summary of Portfolio Holdings (Unaudited)
The following table presents portfolio holdings as a percent of net assets as of December 31, 2011:
The GAMCO Growth Fund
The Fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Shareholders may obtain this information at www.gabelli.com or by calling the Fund at 800-GABELLI (800-422-3554). The Funds Form N-Q is available on the SECs website at www.sec.gov and may also be reviewed and copied at the SECs Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.
Proxy Voting
The Fund files Form N-PX with its complete proxy voting record for the twelve months ended June 30th, no later than August 31st of each year. A description of the Funds proxy voting policies, procedures, and how the Fund voted proxies relating to portfolio securities is available without charge, upon request, by (i) calling 800-GABELLI (800-422-3554); (ii) writing to The Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; or (iii) visiting the SECs website at www.sec.gov.
4
The GAMCO Growth Fund
Schedule of Investments December 31, 2011
See accompanying notes to financial statements.
5
The GAMCO Growth Fund
Schedule of Investments (Continued) December 31, 2011
See accompanying notes to financial statements.
6
The GAMCO Growth Fund
See accompanying notes to financial statements.
7
The GAMCO Growth Fund
Statement of Changes in Net Assets
Year Ended December 31, 2011 |
Year Ended December 31, 2010 |
|||||||
Operations: |
||||||||
Net investment income/(loss) |
$ | 1,041,987 | $ | (305,019 | ) | |||
Net realized gain/(loss) on investments and foreign currency transactions |
37,243,161 | (4,366,129 | ) | |||||
Net change in unrealized appreciation/depreciation on investments and foreign currency translations |
(57,824,522 | ) | 55,350,553 | |||||
|
|
|
|
|||||
Net Increase/(Decrease) in Net Assets Resulting from Operations |
(19,539,374 | ) | 50,679,405 | |||||
|
|
|
|
|||||
Distributions to Shareholders: |
||||||||
Net investment income |
||||||||
Class AAA |
(1,027,291 | ) | | |||||
Class A |
(2,149 | ) | | |||||
Class I |
(16,023 | ) | | |||||
|
|
|
|
|||||
Total Distributions to Shareholders |
(1,045,463 | ) | | |||||
|
|
|
|
|||||
Shares of Beneficial Interest Transactions: |
||||||||
Class AAA |
(111,106,419 | ) | (78,602,668 | ) | ||||
Class A |
(13,595 | ) | (434,946 | ) | ||||
Class C |
(61,239 | ) | (915,285 | ) | ||||
Class I |
(269,863 | ) | (716,189 | ) | ||||
|
|
|
|
|||||
Net Decrease in Net Assets from Shares of Beneficial Interest Transactions |
(111,451,116 | ) | (80,669,088 | ) | ||||
|
|
|
|
|||||
Redemption Fees |
30 | 418 | ||||||
|
|
|
|
|||||
Net Decrease in Net Assets |
(132,035,923 | ) | (29,989,265 | ) | ||||
Net Assets: |
||||||||
Beginning of period |
552,211,692 | 582,200,957 | ||||||
|
|
|
|
|||||
End of period (including undistributed net investment income of $0 and $0, respectively) |
$ | 420,175,769 | $ | 552,211,692 | ||||
|
|
|
|
See accompanying notes to financial statements.
8
The GAMCO Growth Fund
Financial Highlights
Selected data for a share of beneficial interest outstanding throughout each period:
Income (Loss) from Investment Operations |
Distributions | Ratios to Average Net Assets/ Supplemental Data |
||||||||||||||||||||||||||||||||||||||||||||||||||
Period Ended |
Net Asset Value, Beginning of Period |
Net Investment Income (Loss)(a) |
Net Realized and Unrealized Gain (Loss) on Investments |
Total from Investment Operations |
Net Investment Income |
Total Distributions |
Redemption Fees(a)(b) |
Net Asset Value, End of Period |
Total Return |
Net Assets End of Period (in 000s) |
Net Investment Income (Loss) |
Operating Expenses |
Portfolio Turnover Rate |
|||||||||||||||||||||||||||||||||||||||
Class AAA |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||
2011 |
$ | 31.39 | $ | 0.07 | $ | (1.28 | ) | $ | (1.21 | ) | $ | (0.07 | ) | $ | (0.07 | ) | $ | 0.00 | $ | 30.11 | (3.8 | )% | $ | 415,416 | 0.21 | % | 1.48 | % | 67 | % | ||||||||||||||||||||||
2010 |
28.50 | (0.02 | ) | 2.91 | 2.89 | | | 0.00 | 31.39 | 10.1 | 546,786 | (0.06 | ) | 1.47 | 55 | |||||||||||||||||||||||||||||||||||||
2009 |
19.56 | (0.02 | ) | 8.96 | 8.94 | | | 0.00 | 28.50 | 45.7 | 575,203 | (0.08 | ) | 1.53 | 83 | |||||||||||||||||||||||||||||||||||||
2008 |
36.17 | (0.09 | ) | (16.52 | ) | (16.61 | ) | | | 0.00 | 19.56 | (45.9 | ) | 455,357 | (0.31 | ) | 1.40 | 93 | ||||||||||||||||||||||||||||||||||
2007 |
30.62 | (0.16 | ) | 5.71 | 5.55 | | | 0.00 | 36.17 | 18.1 | 945,068 | (0.49 | ) | 1.45 | 91 | |||||||||||||||||||||||||||||||||||||
Class A |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||
2011 |
$ | 31.40 | $ | 0.06 | $ | (1.27 | ) | $ | (1.21 | ) | $ | (0.08 | ) | $ | (0.08 | ) | $ | 0.00 | $ | 30.11 | (3.8 | )% | $ | 778 | 0.18 | % | 1.48 | % | 67 | % | ||||||||||||||||||||||
2010 |
28.50 | (0.01 | ) | 2.91 | 2.90 | | | 0.00 | 31.40 | 10.2 | 858 | (0.05 | ) | 1.47 | 55 | |||||||||||||||||||||||||||||||||||||
2009 |
19.57 | (0.02 | ) | 8.95 | 8.93 | | | 0.00 | 28.50 | 45.6 | 1,237 | (0.08 | ) | 1.53 | 83 | |||||||||||||||||||||||||||||||||||||
2008 |
36.18 | (0.08 | ) | (16.53 | ) | (16.61 | ) | | | 0.00 | 19.57 | (45.9 | ) | 737 | (0.29 | ) | 1.40 | 93 | ||||||||||||||||||||||||||||||||||
2007 |
30.63 | (0.08 | ) | 5.63 | 5.55 | | | 0.00 | 36.18 | 18.1 | 707 | (0.23 | ) | 1.45 | 91 | |||||||||||||||||||||||||||||||||||||
Class B |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||
2011 |
$ | 29.78 | $ | (0.16 | ) | $ | (1.20 | ) | $ | (1.36 | ) | | | $ | 0.00 | $ | 28.42 | (4.6 | )% | $ | 275 | (0.54 | )% | 2.23 | % | 67 | % | |||||||||||||||||||||||||
2010 |
27.24 | (0.21 | ) | 2.75 | 2.54 | | | 0.00 | 29.78 | 9.3 | 288 | (0.80 | ) | 2.22 | 55 | |||||||||||||||||||||||||||||||||||||
2009 |
18.84 | (0.19 | ) | 8.59 | 8.40 | | | 0.00 | 27.24 | 44.6 | 263 | (0.84 | ) | 2.28 | 83 | |||||||||||||||||||||||||||||||||||||
2008 |
35.10 | (0.30 | ) | (15.96 | ) | (16.26 | ) | | | 0.00 | 18.84 | (46.3 | ) | 182 | (1.06 | ) | 2.15 | 93 | ||||||||||||||||||||||||||||||||||
2007 |
29.93 | (0.40 | ) | 5.57 | 5.17 | | | 0.00 | 35.10 | 17.2 | 339 | (1.23 | ) | 2.20 | 91 | |||||||||||||||||||||||||||||||||||||
Class C |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||
2011 |
$ | 29.78 | $ | (0.16 | ) | $ | (1.20 | ) | $ | (1.36 | ) | | | $ | 0.00 | $ | 28.42 | (4.6 | )% | $ | 694 | (0.54 | )% | 2.23 | % | 67 | % | |||||||||||||||||||||||||
2010 |
27.23 | (0.21 | ) | 2.76 | 2.55 | | | 0.00 | 29.78 | 9.4 | 787 | (0.80 | ) | 2.22 | 55 | |||||||||||||||||||||||||||||||||||||
2009 |
18.84 | (0.18 | ) | 8.57 | 8.39 | | | 0.00 | 27.23 | 44.5 | 1,620 | (0.82 | ) | 2.28 | 83 | |||||||||||||||||||||||||||||||||||||
2008 |
35.10 | (0.28 | ) | (15.98 | ) | (16.26 | ) | | | 0.00 | 18.84 | (46.3 | ) | 1,467 | (1.05 | ) | 2.15 | 93 | ||||||||||||||||||||||||||||||||||
2007 |
29.93 | (0.40 | ) | 5.57 | 5.17 | | | 0.00 | 35.10 | 17.2 | 1,001 | (1.23 | ) | 2.20 | 91 | |||||||||||||||||||||||||||||||||||||
Class I |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||
2011 |
$ | 31.60 | $ | 0.15 | $ | (1.29 | ) | $ | (1.14 | ) | $ | (0.16 | ) | $ | (0.16 | ) | $ | 0.00 | $ | 30.30 | (3.6 | )% | $ | 3,013 | 0.47 | % | 1.23 | % | 67 | % | ||||||||||||||||||||||
2010 |
28.62 | 0.05 | 2.93 | 2.98 | | | 0.00 | 31.60 | 10.4 | 3,493 | 0.19 | 1.22 | 55 | |||||||||||||||||||||||||||||||||||||||
2009 |
19.60 | 0.04 | 8.98 | 9.02 | | | 0.00 | 28.62 | 46.0 | 3,878 | 0.17 | 1.28 | 83 | |||||||||||||||||||||||||||||||||||||||
2008(c) |
33.70 | 0.00 | (b) | (14.10 | ) | (14.10 | ) | | | 0.00 | 19.60 | (41.8 | ) | 2,840 | 0.00 | (d)(e) | 1.15 | (d) | 93 |
| Total return represents aggregate total return of a hypothetical $1,000 investment at the beginning of the period and sold at the end of the period including reinvestment of distributions and does not reflect applicable sales charges. Total return for a period of less than one year is not annualized. |
(a) | Per share amounts have been calculated using the average shares outstanding method. |
(b) | Amount represents less than $0.005 per share. |
(c) | From the commencement of offering Class I Shares on January 11, 2008 through December 31, 2008. |
(d) | Annualized. |
(e) | Amount represents less than 0.005%. |
See accompanying notes to financial statements.
9
The GAMCO Growth Fund
Notes to Financial Statements
1. Organization. The GAMCO Growth Fund was organized on October 24, 1986 as a Massachusetts business trust and commenced investment operations on April 10, 1987. The Fund is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the 1940 Act). The Funds primary objective is capital appreciation.
2. Significant Accounting Policies. The Funds financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (GAAP), which may require the use of management estimates and assumptions. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements.
Security Valuation. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a markets official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and asked prices or, if there were no asked prices quoted on that day, then the security is valued at the closing bid price on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Trustees (the Board) so determines, by such other method as the Board shall determine in good faith to reflect its fair market value. Portfolio securities traded on more than one national securities exchange or market are valued according to the broadest and most representative market, as determined by Gabelli Funds, LLC (the Adviser).
Portfolio securities primarily traded on a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market, but prior to the close of business on the day the securities are being valued. Debt instruments with remaining maturities of sixty days or less that are not credit impaired are valued at amortized cost, unless the Board determines such amount does not reflect the securities fair value, in which case these securities will be fair valued as determined by the Board. Debt instruments having a maturity greater than sixty days for which market quotations are readily available are valued at the average of the latest bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price. U.S. government obligations with maturities greater than sixty days are normally valued using a model that incorporates market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued principally using dealer quotations.
Securities and assets for which market quotations are not readily available are fair valued as determined by the Board. Fair valuation methodologies and procedures may include, but are not limited to: analysis and review of available financial and non-financial information about the company; comparisons with the valuation and changes in valuation of similar securities, including a comparison of foreign securities with the equivalent U.S. dollar value ADR securities at the close of the U.S. exchange; and evaluation of any other information that could be indicative of the value of the security.
10
The GAMCO Growth Fund
Notes to Financial Statements (Continued)
The inputs and valuation techniques used to measure fair value of the Funds investments are summarized into three levels as described in the hierarchy below:
| 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.); and |
| Level 3 significant unobservable inputs (including the Funds determinations as to the fair value of investments). |
A financial instruments level within the fair value hierarchy is based on the lowest level of any input both individually and in the aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Funds investments in securities by inputs used to value the Funds investments as of December 31, 2011 is as follows:
Valuation Inputs* |
Investments in Securities (Market Value) Assets |
|||
Level 1 - Quoted Prices |
$ | 417,093,858 | ||
Level 2 - Other Significant Observable Inputs |
3,276,397 | |||
|
|
|||
Total |
$ | 420,370,255 | ||
|
|
* | Portfolio holdings designated in Level 1 and Level 2 are disclosed individually in the Schedule of Investments (SOI). |
Level 2 consists of U.S. Government Obligations. Please refer to the SOI for the industry classifications of these portfolio holdings. |
The Fund did not have significant transfers between Level 1 and Level 2 during the year ended December 31, 2011. The Funds policy is to recognize transfers among Levels as of the beginning of the reporting period.
There were no Level 3 investments held at December 31, 2011 or December 31, 2010.
In May 2011, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2011-04 Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and International Financial Reporting Standards (IFRS). ASU 2011-04 includes common requirements for measurement of and disclosure about fair value between U.S. GAAP and IFRS. ASU 2011-04 will require reporting entities to disclose the following information for fair value measurements categorized within Level 3 of the fair value hierarchy: quantitative information about the unobservable inputs used in the fair value measurement, the valuation processes used by the reporting entity, and a narrative description of the sensitivity of the fair value measurement to changes in unobservable inputs and the interrelationships between those unobservable inputs. In addition, ASU 2011-04 will require reporting entities to make disclosures about amounts and reasons for all transfers into and out of Level 1 and Level 2 fair value measurements. The new and revised disclosures are effective for interim and annual reporting periods beginning after December 15, 2011. At this time, management is evaluating the implications of ASU 2011-04 and its impact on the financial statements.
11
The GAMCO Growth Fund
Notes to Financial Statements (Continued)
Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, investments, and other assets and liabilities are translated into U.S. dollars at current exchange rates. Purchases and sales of investment securities, income, and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses that result from changes in foreign exchange rates and/or changes in market prices of securities have been included in unrealized appreciation/ depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial purchase trade date and subsequent sale trade date is included in realized gain/(loss) on investments.
Foreign Securities. The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the inability to repatriate funds, less complete financial information about companies, and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than securities of comparable U.S. issuers.
Foreign Taxes. The Fund may be subject to foreign taxes on income, gains on investments, or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests.
Securities Transactions and Investment Income. Securities transactions are accounted for on the trade date with realized gain or loss on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded on the accrual basis. Premiums and discounts on debt securities are amortized using the effective yield to maturity method. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities that are recorded as soon after the ex-dividend date as the Fund becomes aware of such dividends.
Determination of Net Asset Value and Calculation of Expenses. Certain administrative expenses are common to, and allocated among, various affiliated funds. Such allocations are made on the basis of each funds average net assets or other criteria directly affecting the expenses as determined by the Adviser pursuant to procedures established by the Board.
In calculating the NAV per share of each class, investment income, realized and unrealized gains and losses, redemption fees, and expenses other than class specific expenses are allocated daily to each class of shares based upon the proportion of net assets of each class at the beginning of each day. Distribution expenses are borne solely by the class incurring the expense.
Custodian Fee Credits and Interest Expense. When cash balances are maintained in the custody account, the Fund receives credits which are used to offset custodian fees. The gross expenses paid under the custody arrangement are included in custodian fees in the Statement of Operations with the corresponding expense
12
The GAMCO Growth Fund
Notes to Financial Statements (Continued)
offset, if any, shown as Custodian fee credits. When cash balances are overdrawn, the Fund is charged an overdraft fee equal to 2.00% above the federal funds rate on outstanding balances. This amount, if any, would be included in the Statement of Operations.
Distributions to Shareholders. Distributions to shareholders, if any, are recorded on the ex-dividend date. Distributions to shareholders are based on income and capital gains as determined in accordance with federal income tax regulations, which may differ from income and capital gains as determined under GAAP. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund and timing differences. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, adjustments are made to the appropriate capital accounts in the period when the differences arise. Permanent differences were primarily due to the tax treatment of currency gains and losses, expired capital loss carryforwards, and current year taxable overdistribution. These reclassifications have no impact on the NAV of the Fund. For the year ended December 31, 2011, reclassifications were made to decrease accumulated distributions in excess of net investment income by $3,476 and decrease accumulated net realized loss on investments and foreign currency transactions by $316,168,054, with an offsetting adjustment to paid-in capital.
The tax character of distributions paid during the year ended December 31, 2011 was as follows:
Year Ended December 31, 2011 |
||||
Distributions paid from: |
||||
Ordinary income |
$ | 1,045,463 | ||
|
|
|||
Total distributions paid |
$ | 1,045,463 | ||
|
|
No distributions were made during the year ended December 31, 2010.
Provision for Income Taxes. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the Code). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for federal income taxes is required.
As of December 31, 2011, the components of accumulated earnings/losses on a tax basis were as follows:
Accumulated capital loss carryforwards |
$ | (98,634,985 | ) | |
Net unrealized appreciation on investments and foreign currency translations |
27,713,795 | |||
|
|
|||
Total |
$ | (70,921,190 | ) | |
|
|
At December 31, 2011, the Fund had net capital loss carryforwards for federal income tax purposes which are available to reduce future required distributions of net capital gains to shareholders. Under the Regulated Investment Company Modernization Act of 2010, the Fund will be permitted to carry forward for an unlimited period capital losses incurred in years beginning after December 22, 2010. In addition, these losses must be utilized prior to the losses incurred in pre-enactment taxable years. As a result of the rule, pre-enactment
13
The GAMCO Growth Fund
Notes to Financial Statements (Continued)
capital loss carryforwards may have an increased likelihood of expiring unused. Additionally, post enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.
Capital Loss Carryforward Available through 2012 |
$ | 1,141,675 | ||
Capital Loss Carryforward Available through 2016 |
18,485,136 | |||
Capital Loss Carryforward Available through 2017 |
67,392,145 | |||
Capital Loss Carryforward Available through 2018 |
11,616,029 | |||
|
|
|||
Total Capital Loss Carryforwards |
$ | 98,634,985 | ||
|
|
During the year ended December 31, 2011, the Fund utilized capital loss carryforwards of $33,879,201, and $316,171,293 of capital loss carryforwards expired for the Fund.
At December 31, 2011, the temporary difference between book basis and tax basis net unrealized appreciation on investments was primarily due to deferral of losses from wash sales for tax purposes.
The following summarizes the tax cost of investments and the related net unrealized appreciation at December 31, 2011:
Cost | Gross Unrealized Appreciation |
Gross Unrealized Depreciation |
Net Unrealized Appreciation |
|||||||||||||
Investments |
$ | 392,663,015 | $ | 49,679,051 | $ | (21,971,811 | ) | $ | 27,707,240 |
The Fund is required to evaluate tax positions taken or expected to be taken in the course of preparing the Funds tax returns to determine whether the tax positions are more-likely-than-not of being sustained by the applicable tax authority. Income tax and related interest and penalties would be recognized by the Fund as tax expense in the Statement of Operations if the tax positions were deemed not to meet the more-likely-than-not threshold. For the year ended December 31, 2011, the Fund did not incur any income tax, interest, or penalties. As of December 31, 2011, the Adviser has reviewed all open tax years and concluded that there was no impact to the Funds net assets or results of operations. Tax years ended December 31, 2008 through December 31, 2011 remain subject to examination by the Internal Revenue Service and state taxing authorities. On an ongoing basis, the Adviser will monitor the Funds tax positions to determine if adjustments to this conclusion are necessary.
3. Investment Advisory Agreement and Other Transactions. The Fund has entered into an investment advisory agreement (the Advisory Agreement) with the Adviser which provides that the Fund will pay the Adviser a fee, computed daily and paid monthly, at the annual rate of 1.00% of the value of its average daily net assets. In accordance with the Advisory Agreement, the Adviser provides a continuous investment program for the Funds portfolio, oversees the administration of all aspects of the Funds business and affairs, and pays the compensation of all Officers and Trustees of the Fund who are affiliated persons of the Adviser.
The Fund pays each Trustee who is not considered an affiliated person an annual retainer of $9,000 plus $2,000 for each Board meeting attended. Each Trustee is reimbursed by the Fund for any out of pocket expenses incurred in attending meetings. All Board committee members receive $500 per meeting attended and the Chairman of the Audit Committee and the Lead Trustee each receive an annual fee of $2,000. The Chairman of the Proxy Voting Committee and Nominating Committee each receives a $1,000 annual fee. A
14
The GAMCO Growth Fund
Notes to Financial Statements (Continued)
Trustee may receive a single meeting fee, allocated among the participating funds, for participation in certain meetings held on behalf of multiple funds. Trustees who are directors or employees of the Adviser or an affiliated company receive no compensation or expense reimbursement from the Fund.
4. Distribution Plan. The Funds Board has adopted a distribution plan (the Plan) for each class of shares, except for Class I Shares, pursuant to Rule 12b-1 under the 1940 Act. G.distributors, LLC serves as successor Distributor to Gabelli & Company, Inc. (Gabelli & Co.) effective August 1, 2011, both affiliates of the Fund. Under the Class AAA, Class A, Class B, and Class C Share Plans, payments are authorized to the Distributor at annual rates of 0.25%, 0.25%, 1.00%, and 1.00%, respectively, of the average daily net assets of those classes, the annual limitations under each Plan. Such payments are accrued daily and paid monthly.
5. Portfolio Securities. Purchases and sales of securities during the year ended December 31, 2011, other than short-term securities and U.S. Government obligations, aggregated $331,855,544 and $444,449,478, respectively.
6. Transactions with Affiliates. During the year ended December 31, 2011, the Fund paid brokerage commissions on security trades of $44,812 to Gabelli & Co. Additionally, the current and former Distributors informed the Fund that they retained a total of $390 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.
The cost of calculating the Funds NAV per share is a Fund expense pursuant to the Advisory Agreement. During the year ended December 31, 2011, the Fund paid or accrued $45,000 to the Adviser in connection with the cost of computing the Funds NAV.
7. Line of Credit. The Fund participates in an unsecured line of credit of up to $75,000,000 under which it may borrow up to 10% of its net assets from the custodian for temporary borrowing purposes. Borrowings under this arrangement bear interest at the higher of the sum of the LIBOR plus 125 basis points or the sum of the federal funds rate plus 125 basis points at the time of borrowing. This amount, if any, would be included in interest expense in the Statement of Operations. At December 31, 2011, there were no borrowings outstanding under the line of credit.
The average daily amount of borrowings outstanding under the line of credit during the year ended December 31, 2011 was $105,400 with a weighted average interest rate of 1.40%. The maximum amount borrowed at any time during the year ended December 31, 2011 was $13,977,000.
8. Shares of Beneficial Interest. The Fund offers five classes of shares Class AAA Shares, Class A Shares, Class B Shares, Class C Shares, and Class I Shares. Class AAA Shares are offered without a sales charge only to investors who acquire them directly from the Distributor, through selected broker/dealers, or the transfer agent. Class I Shares are offered without a sales charge, solely to certain institutions, directly through the Distributor, or brokers that have entered into selling agreements specifically with respect to Class I Shares. Class A Shares are subject to a maximum front-end sales charge of 5.75%. Class B Shares are subject to a contingent deferred sales charge (CDSC) upon redemption within six years of purchase and automatically convert to Class A Shares approximately eight years after the original purchase. The applicable Class B CDSC is equal to a percentage declining from 5% of the lesser of the NAV per share at the date of the original purchase or at the date of redemption, based on the length of time held. Class C Shares are subject to a 1.00% CDSC for one year after purchase. Class B Shares are available only through exchange of Class B Shares of other funds distributed by the Distributor.
15
The GAMCO Growth Fund
Notes to Financial Statements (Continued)
The Fund imposes a redemption fee of 2.00% on all classes of shares that are redeemed or exchanged on or before the seventh day after the date of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the Fund as an increase in paid-in capital. The redemption fees retained by the Fund during the years ended December 31, 2011 and December 31, 2010 amounted to $30 and $418, respectively. The redemption fee does not apply to redemptions of shares where (i) the shares were purchased through automatic reinvestment of distributions, (ii) the redemption was initiated by the Fund, (iii) the shares were purchased through programs that collect the redemption fee at the program level and remit them to the Fund, or (iv) the shares were purchased through programs that the Adviser determines to have appropriate anti-short-term trading policies in place or as to which the Adviser has received assurances that look-through redemption fee procedures or effective anti-short-term trading policies and procedures are in place.
Transactions in shares of beneficial interest were as follows:
Year Ended December 31, 2011 |
Year Ended December 31, 2010 |
|||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||
Class AAA |
||||||||||||||||
Shares sold |
379,781 | $ | 11,936,622 | 724,280 | $ | 20,032,512 | ||||||||||
Shares issued upon reinvestment of distributions |
32,681 | 977,060 | | | ||||||||||||
Shares redeemed |
(4,032,952 | ) | (124,020,101 | ) | (3,490,250 | ) | (98,635,180 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net decrease |
(3,620,490 | ) | $ | (111,106,419 | ) | (2,765,970 | ) | $ | (78,602,668 | ) | ||||||
|
|
|
|
|
|
|
|
|||||||||
Class A |
||||||||||||||||
Shares sold |
22,779 | $ | 716,511 | 9,652 | $ | 278,393 | ||||||||||
Shares issued upon reinvestment of distributions |
65 | 1,937 | | | ||||||||||||
Shares redeemed |
(24,314 | ) | (732,043 | ) | (25,735 | ) | (713,339 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net decrease |
(1,470 | ) | $ | (13,595 | ) | (16,083 | ) | $ | (434,946 | ) | ||||||
|
|
|
|
|
|
|
|
|||||||||
Class C |
||||||||||||||||
Shares sold |
5,898 | $ | 171,665 | 4,596 | $ | 126,688 | ||||||||||
Shares redeemed |
(7,905 | ) | (232,904 | ) | (37,652 | ) | (1,041,973 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net decrease |
(2,007 | ) | $ | (61,239 | ) | (33,056 | ) | $ | (915,285 | ) | ||||||
|
|
|
|
|
|
|
|
|||||||||
Class I |
||||||||||||||||
Shares sold |
44,380 | $ | 1,372,619 | 31,707 | $ | 888,202 | ||||||||||
Shares issued upon reinvestment of distributions |
524 | 15,751 | | | ||||||||||||
Shares redeemed |
(55,975 | ) | (1,658,233 | ) | (56,702 | ) | (1,604,391 | ) | ||||||||
|
|
|
|
|
|
|
|
|||||||||
Net decrease |
(11,071 | ) | $ | (269,863 | ) | (24,995 | ) | $ | (716,189 | ) | ||||||
|
|
|
|
|
|
|
|
9. Indemnifications. The Fund enters into contracts that contain a variety of indemnifications. The Funds maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts. Management has reviewed the Funds existing contracts and expects the risk of loss to be remote.
16
The GAMCO Growth Fund
Notes to Financial Statements (Continued)
10. Other Matters. On April 24, 2008, the Adviser entered into a settlement with the SEC to resolve an inquiry regarding prior frequent trading in shares of the GAMCO Global Growth Fund (the Global Growth Fund) by one investor who was banned from the Global Growth Fund in August 2002. Under the terms of the settlement, the Adviser, without admitting or denying the SECs findings and allegations, paid $16 million (which included a $5 million civil monetary penalty). On the same day, the SEC filed a civil action in the U.S. District Court for the Southern District of New York against the Executive Vice President and Chief Operating Officer of the Adviser, alleging violations of certain federal securities laws arising from the same matter. The officer, who is also an officer of the Global Growth Fund and other funds in the Gabelli/GAMCO complex, including this Fund, denies the allegations and is continuing in his positions with the Adviser and the funds. The settlement by the Adviser did not have, and the resolution of the action against the officer is not expected to have, a material adverse impact on the Adviser or its ability to fulfill its obligations under the Advisory Agreement.
11. Subsequent Events. Management has evaluated the impact on the Fund of all subsequent events occurring through the date the financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
17
The GAMCO Growth Fund
Report of Independent Registered Public Accounting Firm
To the Board of Trustees and Shareholders of
The GAMCO Growth Fund:
In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of The GAMCO Growth Fund (hereafter referred to as the Fund) at December 31, 2011, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as financial statements) are the responsibility of the Funds management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2011 by correspondence with the custodian, provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, New York
February 28, 2012
18
The GAMCO Growth Fund
Additional Fund Information (Unaudited)
The business and affairs of the Fund are managed under the direction of the Funds Board of Trustees. Information pertaining to the Trustees and officers of the Fund is set forth below. The Funds Statement of Additional Information includes additional information about the Funds Trustees and is available without charge, upon request, by calling 800-GABELLI (800-422-3554) or by writing to The GAMCO Growth Fund at One Corporate Center, Rye, NY 10580-1422.
Name, Position(s) |
Term of Office |
Number of Funds |
Principal Occupation(s) |
Other Directorships | ||||
INTERESTED TRUSTEES3: |
||||||||
Mario J. Gabelli, CFA Trustee Age: 69 |
Since 1992 | 27 | Chairman, Chief Executive Officer, and Chief Investment OfficerValue Portfolios of GAMCO Investors, Inc. and Chief Investment OfficerValue Portfolios of Gabelli Funds, LLC, and GAMCO Asset Management Inc.; Director/Trustee or Chief Investment Officer of other registered investment companies in the Gabelli/GAMCO Funds Complex; Chief Executive Officer of GGCP, Inc. | Director of Morgan Group Holdings, Inc. (holding company); Chairman of the Board and Chief Executive Officer of LICT Corp. (multimedia and communication services company); Director of CIBL, Inc. (broadcasting and wireless communications); Director of RLJ Acquisition Inc. (blank check company) | ||||
John D. Gabelli Trustee Age: 67 |
Since 1995 | 10 | Senior Vice President of Gabelli & Company, Inc. | | ||||
Anthony Torna, Sr. Trustee Age: 85 |
Since 1987 | 1 | Registered Representative, Maxim Group LLC from 2002 | | ||||
INDEPENDENT TRUSTEES5: |
||||||||
Anthony J. Colavita Trustee Age: 76 |
Since 1989 | 35 | President of the law firm of Anthony J. Colavita, P.C. | | ||||
James P. Conn Trustee Age: 73 |
Since 1992 | 19 | Former Managing Director and Chief Investment Officer of Financial Security Assurance Holdings Ltd. (insurance holding company) (1992-1998) | Director of First Republic Bank (banking) through January 2008 and LaQuinta Corp. (hotels) through January 2006 | ||||
Dugald A. Fletcher Trustee Age: 82 |
1989-1996 2000-present | 2 | President, Fletcher & Company, Inc. | Director of Harris and Harris Group, Inc. (venture capital) | ||||
Robert J. Morrissey Trustee Age: 72 |
Since 2001 | 6 | Partner in the law firm of Morrissey, Hawkins & Lynch | | ||||
Anthony R. Pustorino Trustee Age: 86 |
Since 1987 | 13 | Certified Public Accountant; Professor Emeritus, Pace University | Director of The LGL Group, Inc. (diversified manufacturing) (2002-2010) | ||||
Anthonie C. van Ekris Trustee Age: 77 |
1987-1989 1992-present | 20 | Chairman of BALMAC International, Inc. (commodities and futures trading) | Director of Aurado Energy Inc. (oil and gas operations) through 2005 | ||||
Salvatore J. Zizza Trustee Age: 66 |
1987-1996 2000-present | 29 | Chairman (since 1978) of Zizza & Company, Ltd. (financial consulting); Chairman (since 2006) of Metropolitan Paper Recycling, Inc. (recycling); Chairman (since 2000) of BAM Inc. (manufacturing); Chairman (since 2009) of E-Corp English (business services) | Non-Executive Chairman and Director of Harbor BioSciences, Inc. (biotechnology); Vice Chairman and Director of Trans-Lux Corporation (business services); Chairman and Chief Executive Officer of General Employment Enterprises, Inc. (staffing); Director of Bion Environmental Technologies (technology) (2005-2008); Director of Earl Schieb Inc. (automotive painting) through April 2009. |
19
The GAMCO Growth Fund
Additional Fund Information (Continued) (Unaudited)
Name, Position(s) |
Term of Office |
Principal Occupation(s) | ||
OFFICERS: |
||||
Bruce N. Alpert President, Secretary, and Acting Chief Compliance Officer Age: 60 |
Since 2003 Since November 2011 |
Executive Vice President and Chief Operating Officer of Gabelli Funds, LLC since 1988; Officer of all of the registered investment companies in the Gabelli/GAMCO Funds Complex; Director of Teton Advisors, Inc. since 1998; Chairman of Teton Advisors, Inc. 2008-2010; President of Teton Advisors, Inc. 1998-2008; Senior Vice President of GAMCO Investors, Inc. since 2008 | ||
Agnes Mullady Treasurer Age: 53 |
Since 2006 | President and Chief Operating Officer of the Open-End Fund Division of Gabelli Funds, LLC since September 2010; Senior Vice President of GAMCO Investors, Inc. since 2009; Vice President of Gabelli Funds, LLC since 2007; Officer of all of the registered investment companies in the Gabelli/GAMCO Funds Complex |
1 | Address: One Corporate Center, Rye, NY 10580-1422, unless otherwise noted. |
2 | Each Trustee will hold office for an indefinite term until the earliest of (i) the next meeting of shareholders, if any, called for the purpose of considering the election or re-election of such Trustee and until the election and qualification of his or her successor, if any, elected at such meeting, or (ii) the date a Trustee resigns or retires, or a Trustee is removed by the Board of Trustees or shareholders, in accordance with the Funds By-Laws and Declaration of Trust. Each officer will hold office for an indefinite term until the date he or she resigns or retires or until his or her successor is elected and qualified. |
3 | Interested person of the Fund as defined in the 1940 Act. Messrs. Gabelli are each considered an interested person because of their affiliation with Gabelli Funds, LLC which acts as the Funds investment adviser. Mario J. Gabelli and John D. Gabelli are brothers. Mr. Torna is considered an interested person because he was a registered broker during the past fiscal year with a firm to which the Fund Complex (but not the Fund) pays brokerage commissions. |
4 | This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934, as amended, i.e., public companies, or other investment companies registered under the 1940 Act. |
5 | Trustees who are not interested persons are considered Independent Trustees. |
2011 TAX NOTICE TO SHAREHOLDERS (Unaudited)
For the year ended December 31, 2011, the Fund paid to shareholders ordinary income distributions (comprised of net investment income) totaling $0.0745, $0.0834, and $0.1622 per share for Class AAA, Class A, and Class I, respectively. For the year ended December 31, 2011, 100% of the ordinary income distribution qualifies for the dividends received deduction available to corporations. The Fund designates 100% of the ordinary income distribution as qualified dividend income pursuant to the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund designates 0.01% of the ordinary income distribution as qualified interest income pursuant to the Tax Relief, Unemployment Reauthorization, and Job Creation Act of 2010.
U.S. Government Income
The percentage of the ordinary income distribution paid by the Fund during 2011 which was derived from U.S. Treasury securities was 0.01%. Such income is exempt from state and local tax in all states. However, many states, including New York and California, allow a tax exemption for a portion of the income earned only if a mutual fund has invested at least 50% of its assets at the end of each quarter of the Funds fiscal year in U.S. Government securities. The Fund did not meet this strict requirement in 2011. The percentage of U.S. Government securities held as of December 31, 2011 was 0.78%. Due to the diversity in state and local tax law, it is recommended that you consult your personal tax adviser as to the applicability of the information provided to your specific situation.
All designations are based on financial information available as of the date of this annual report and, accordingly, are subject to change. For each item, it is the intention of the Fund to designate the maximum amount permitted under the Internal Revenue Code and the regulations thereunder.
20
Gabelli/GAMCO Funds and Your Personal Privacy
Who are we?
The Gabelli/GAMCO Funds are investment companies registered with the Securities and Exchange Commission under the Investment Company Act of 1940. We are managed by Gabelli Funds, LLC, which is affiliated with GAMCO Investors, Inc. GAMCO Investors, Inc. is a publicly held company that has subsidiaries that provide investment advisory or brokerage services for a variety of clients.
What kind of non-public information do we collect about you if you become a fund shareholder?
If you apply to open an account directly with us, you will be giving us some non-public information about yourself. The non-public information we collect about you is:
| Information you give us on your application form. This could include your name, address, telephone number, social security number, bank account number, and other information. |
| Information about your transactions with us, any transactions with our affiliates, and transactions with the entities we hire to provide services to you. This would include information about the shares that you buy or redeem. If we hire someone else to provide serviceslike a transfer agentwe will also have information about the transactions that you conduct through them. |
What information do we disclose and to whom do we disclose it?
We do not disclose any non-public personal information about our customers or former customers to anyone other than our affiliates, our service providers who need to know such information, and as otherwise permitted by law. If you want to find out what the law permits, you can read the privacy rules adopted by the Securities and Exchange Commission. They are in volume 17 of the Code of Federal Regulations, Part 248. The Commission often posts information about its regulations on its website, www.sec.gov.
What do we do to protect your personal information?
We restrict access to non-public personal information about you to the people who need to know that information in order to provide services to you or the fund and to ensure that we are complying with the laws governing the securities business. We maintain physical, electronic, and procedural safeguards to keep your personal information confidential.
GABELLI FAMILY OF FUNDS
To receive a prospectus, call 800-GABELLI (800-422-3554). Investors should carefully consider the investment objectives, risks, charges, and expenses of a fund before investing. The prospectus contains more information about these and other matters and should be read carefully before investing. Distributed by G.distributors, LLC,
One Corporate Center, Rye, NY 10580.
Item 2. Code of Ethics.
(a) | The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. |
(c) | There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description. |
(d) | The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrants principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this items instructions. |
Item 3. Audit Committee Financial Expert.
As of the end of the period covered by the report, the registrants Board of Trustees has determined that Anthony R. Pustorino is qualified to serve as an audit committee financial expert serving on its audit committee and that he is independent, as defined by Item 3 of Form N-CSR.
Item 4. Principal Accountant Fees and Services.
Audit Fees
(a) | The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrants annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $34,767 for 2010 and $34,767 for 2011. |
Audit-Related Fees
(b) | The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrants financial statements and are not reported under paragraph (a) of this Item are $0 for 2010 and $0 for 2011. |
Tax Fees
(c) | The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $3,625 for 2010 and $3,625 for 2011. Tax fees represent tax compliance services provided in connection with the review of the Registrants tax returns. |
All Other Fees
(d) | The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2010 and $0 for 2011. |
(e)(1) | Disclose the audit committees pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X. |
Pre-Approval Policies and Procedures. The Audit Committee (Committee) of the registrant is responsible for pre-approving (i) all audit and permissible non-audit services to be provided by the independent registered public accounting firm to the registrant and (ii) all permissible non-audit services to be provided by the independent registered public accounting firm to the Adviser, Gabelli Funds, LLC, and any affiliate of Gabelli Funds, LLC (Gabelli) that provides services to the registrant (a Covered Services Provider) if the independent registered public accounting firms engagement related directly to the operations and financial reporting of the registrant. The Committee may delegate its responsibility to pre-approve any such audit and permissible non-audit services to the Chairperson of the Committee, and the Chairperson must report to the Committee, at its next regularly scheduled meeting after the Chairpersons pre-approval of such services, his or her decision(s). The Committee may also establish detailed pre-approval policies and procedures for pre-approval of such services in accordance with applicable laws, including the delegation of some or all of the Committees pre-approval responsibilities to the other persons (other than Gabelli or the registrants officers). Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the permissible non-audit services were not recognized by the registrant at the time of the engagement to be non-audit services; and (ii) such services are promptly brought to the attention of the Committee and approved by the Committee or Chairperson prior to the completion of the audit.
(e)(2) | The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows: |
(b) 100%
(c) 100%
(d) N/A
(f) | The percentage of hours expended on the principal accountants engagement to audit the registrants financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountants full-time, permanent employees was 0%. |
(g) | The aggregate non-audit fees billed by the registrants accountant for services rendered to the registrant, and rendered to the registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $0 for 2010 and $0 for 2011. |
(h) | The registrants audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountants independence. |
Item 5. Audit Committee of Listed registrants.
Not applicable.
Item 6. Investments.
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
(b) | Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 8. Portfolio Managers of Closed-End Management 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.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrants Board of Trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
(a) | The registrants principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the 1940 Act) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
(b) | There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrants second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting. |
Item 12. Exhibits.
(a)(1) | Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto. |
(a)(2) | Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
(a)(3) | Not applicable. |
(b) | Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are 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) The GAMCO Growth Fund
By (Signature and Title)* | /s/ Bruce N. Alpert | |
Bruce N. Alpert, Principal Executive Officer |
Date 3/9/12
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/ Bruce N. Alpert | |
Bruce N. Alpert, Principal Executive Officer |
Date 3/9/12
By (Signature and Title)* | /s/ Agnes Mullady | |
Agnes Mullady, Principal Financial Officer and Treasurer |
Date 3/9/12
* | Print the name and title of each signing officer under his or her signature. |
GAMCO INVESTORS, INC. and AFFILIATES
Joint Code of Ethics for Chief Executive
And Senior Financial Officers of the Gabelli Funds
Each affiliated registered investment company (each a Company) is committed to conducting business in accordance with applicable laws, rules and regulations and the highest standards of business ethics, and to full and accurate disclosure financial and otherwise in compliance with applicable law. This Code of Ethics, applicable to each Companys Chief Executive Officer, President, Chief Financial Officer and Treasurer (or persons performing similar functions) (together, Senior Officers), sets forth policies to guide you in the performance of your duties.
As a Senior Officer, you must comply with applicable law. You also have a responsibility to conduct yourself in an honest and ethical manner. You have leadership responsibilities that include creating a culture of high ethical standards and a commitment to compliance, maintaining a work environment that encourages the internal reporting of compliance concerns and promptly addressing compliance concerns.
This Code of Ethics recognizes that the Senior Officers are subject to certain conflicts of interest inherent in the operation of investment companies, because the Senior Officers currently or may in the future serve as Senior Officers of each of the Companies, as officers or employees of the investment advisor to the Companies or service providers thereof (the Advisor) and/or affiliates of the Advisor (the Advisory Group) and as officers or trustees/directors of other registered investment companies and unregistered investment funds advised by the Advisory Group. This Code of Ethics also recognizes that certain laws and regulations applicable to, and certain policies and procedures adopted by, the Companies or the Advisory Group govern your conduct in connection with many of the conflict of interest situations that arise in connection with the operations of the Companies, including:
| the Investment Company Act of 1940, and the rules and regulation promulgated thereunder by the Securities and Exchange Commission (the 1940 Act); |
| the Investment Advisers Act of 1940, and the rules and regulations promulgated thereunder by the Securities and Exchange Commission (the Advisers Act); |
| the Code of Ethics adopted by each Company pursuant to Rule 17j-1(c) under the 1940 Act (collectively, the Trusts 1940 Act Code of Ethics); |
1
| one or more codes of ethics adopted by the Advisory Group that have been reviewed and approved by those trustees/directors (the Directors) of each Company that are not interested persons of such Company (the Independent Directors) within the meaning of the 1940 Act (the Advisory Groups 1940 Act Code of Ethics and, together with such Companys 1940 Act Code of Ethics, the 1940 Act Codes of Ethics); |
| the policies and procedures adopted by each Company to address conflict of interest situations, such as procedures under Rule 10f-3, Rule 17a-7 and Rule 17e-1 under the 1940 Act (collectively, the Conflict Policies); and |
| the Advisory Groups policies and procedures to address, among other things, conflict of interest situations and related matters (collectively, the Advisory Policies). |
The provisions of the 1940 Act, the Advisers Act, the 1940 Act Codes of Ethics, the Conflict Policies and the Advisory Policies are referred to herein collectively as the Additional Conflict Rules.
This Code of Ethics is different from, and is intended to supplement, the Additional Conflict Rules. Accordingly, a violation of the Additional Conflict Rules by a Senior Officer is hereby deemed not to be a violation of this Code of Ethics, unless and until the Directors shall determine that any such violation of the Additional Conflict Rules is also a violation of this Code of Ethics.
Senior Officers Should Act Honestly and Candidly
Each Senior Officer has a responsibility to each Company to act with integrity. Integrity requires, among other things, being honest and candid. Deceit and subordination of principle are inconsistent with integrity.
Each Senior Officer must:
| act with integrity, including being honest and candid while still maintaining the confidentiality of information where required by law or the Additional Conflict Rules; |
| comply with the laws, rules and regulations that govern the conduct of each Companys operations and report any suspected violations thereof in accordance with the section below entitled Compliance With Code Of Ethics; and |
| adhere to a high standard of business ethics. |
2
Conflicts Of Interest
A conflict of interest for the purpose of this Code of Ethics occurs when your private interests interfere in any way, or even appear to interfere, with the interests of a Company.
Senior Officers are expected to use objective and unbiased standards when making decisions that affect each Company, keeping in mind that Senior Officers are subject to certain inherent conflicts of interest because Senior Officers of a Company also are or may be officers of other Companies and/or the Advisory Group (as a result of which it is incumbent upon you to be familiar with and to seek to comply with the Additional Conflict Rules).
You are required to conduct the business of each Company in an honest and ethical manner, including the ethical handling of actual or apparent conflicts of interest between personal and business relationships. When making any investment, accepting any position or benefits, participating in any transaction or business arrangement or otherwise acting in a manner that creates or appears to create a conflict of interest with respect to each Company where you are receiving a personal benefit, you should act in accordance with the letter and spirit of this Code of Ethics.
If you are in doubt as to the application or interpretation of this Code of Ethics to you as a Senior Officer of a Company, you should make full disclosure of all relevant facts and circumstances to the Chief Compliance Officer of the Advisory Group (the CCO) and obtain the approval of the CCO prior to taking action.
Some conflict of interest situations that should always be approved by the CCO, if material, include the following:
| the receipt of any entertainment or non-nominal gift by the Senior Officer, or a member of his or her family, from any company with which a Company has current or prospective business dealings (other than the Advisory Group), unless such entertainment or gift is business related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety; |
| any ownership interest in, or any consulting or employment relationship with, of any of the Companies service providers, other than the Advisory Group; or |
| a direct or indirect financial interest in commissions, transaction charges or spreads paid by a Company for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Senior Officers employment by the Advisory Group, such as compensation or equity ownership. |
3
Disclosures
It is the policy of each Company to make full, fair, accurate, timely and understandable disclosure in compliance with all applicable laws and regulations in all reports and documents that such Company files with, or submits to, the Securities and Exchange Commission or a national securities exchange and in all other public communications made by such Company. As a Senior Officer, you are required to promote compliance with this policy and to abide by such Companys standards, policies and procedures designed to promote compliance with this policy.
Each Senior Officer must:
| familiarize himself or herself with the disclosure requirements applicable to each Company as well as the business and financial operations of each Company; and |
| not knowingly misrepresent, or cause others to misrepresent, facts about any Company to others, including to the Directors, such Companys independent auditors, such Companys counsel, any counsel to the Independent Directors, governmental regulators or self-regulatory organizations. |
Compliance With Code Of Ethics
If you know of or suspect a violation of this Code of Ethics or other laws, regulations, policies or procedures applicable to the Trust, you must report that information on a timely basis to the CCO or report it anonymously by following the whistle blower policies adopted by the Advisory Group from time to time. No one will be subject to retaliation because of a good faith report of a suspected violation.
Each Company will follow these procedures in investigating and enforcing this Code of Ethics, and in reporting on this Code of Ethics:
| the CCO will take all appropriate action to investigate any actual or potential violations reported to him or her; |
| violations and potential violations will be reported to the Board of Directors of each affected Company after such investigation; |
| if the Board of Directors determines that a violation has occurred, it will take all appropriate disciplinary or preventive action; and |
| appropriate disciplinary or preventive action may include a letter of censure, suspension, dismissal or, in the event of criminal or other serious violations of law, notification of the Securities and Exchange Commission or other appropriate law enforcement authorities. |
4
Waivers Of Code Of Ethics
Except as otherwise provided in this Code of Ethics, the CCO is responsible for applying this Code of Ethics to specific situations in which questions are presented to the CCO and has the authority to interpret this Code of Ethics in any particular situation. The CCO shall take all action he or she considers appropriate to investigate any actual or potential violations reported under this Code of Ethics.
The CCO is authorized to consult, as appropriate, with the chair of the Governance Committee and with counsel to the affected Company, the Advisory Group or the Independent Directors, and is encouraged to do so.
The Board of Directors, the affected Company is responsible for granting waivers of this Code of Ethics, as appropriate. Any changes to or waivers of this Code of Ethics will, to the extent required, be disclosed on Form N-CSR, or otherwise, as provided by Securities and Exchange Commission rules.
Recordkeeping
Each Company will maintain and preserve for a period of not less than six (6) years from the date an action is taken, the first two (2) years in an easily accessible place, a copy of the information or materials supplied to the Boards of Directors pursuant to this Code of Ethics:
| that provided the basis for any amendment or waiver to this Code of Ethics; and |
| relating to any violation of this Code of Ethics and sanctions imposed for such violation, together with a written record of the approval or action taken by the relevant Board of Directors. |
Confidentiality
All reports and records prepared or maintained pursuant to this Code of Ethics shall be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code of Ethics, such matters shall not be disclosed to anyone other than the Independent Trustees and their counsel, the Companies and their counsel, the Advisory Group and its counsel and any other advisors, consultants or counsel retained by the Directors, the Independent Directors or any committee of Directors.
Amendments
This Code of Ethics may not be amended as to any Company except in written form, which is specifically approved by a majority vote of the affected Companys Directors, including a majority of its Independent Directors.
5
No Rights Created
This Code of Ethics is a statement of certain fundamental principles, policies and procedures that govern each of the Senior Officers in the conduct of the Companies business. It is not intended to and does not create any rights in any employee, investor, supplier, competitor, shareholder or any other person or entity.
6
ACKNOWLEDGMENT FORM
I have received and read the Joint Code of Ethics for Chief Executive and Senior Financial Officers, and I understand its contents. I
agree to comply fully with the standards contained in the Code of Ethics and the Companys related policies and procedures. I
understand that I have an obligation to report any suspected violations of the Code of Ethics on a timely basis to the Chief Compliance
Officer or report it anonymously by following the whistle blower policies adopted by the Advisory Group from time to time.
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Printed Name
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|
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Signature
|
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Date
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7
Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the
Sarbanes-Oxley Act
I, Bruce N. Alpert, certify that:
1. | I have reviewed this report on Form N-CSR of The GAMCO Growth Fund; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: 3/9/12 | /s/ Bruce N. Alpert | |||
Bruce N. Alpert, Principal Executive Officer |
Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the
Sarbanes-Oxley Act
I, Agnes Mullady, certify that:
1. | I have reviewed this report on Form N-CSR of The GAMCO Growth Fund; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: 3/9/12 | /s/ Agnes Mullady | |||
Agnes Mullady, Principal Financial Officer and Treasurer |
Certification Pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the
Sarbanes-Oxley Act
I, Bruce N. Alpert, Principal Executive Officer of The GAMCO Growth Fund (the Registrant), certify that:
1. | The Form N-CSR of the Registrant (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Date: 3/9/12 | /s/ Bruce N. Alpert | |||||
Bruce N. Alpert, Principal Executive Officer |
I, Agnes Mullady, Principal Financial Officer and Treasurer of The GAMCO Growth Fund (the Registrant), certify that:
1. | The Form N-CSR of the Registrant (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Date: 3/9/12 | /s/ Agnes Mullady | |||||
Agnes Mullady, Principal Financial Officer and Treasurer |
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