keeleysmallcap

0000894189-07-002387.txt : 20070822 0000894189-07-002387.hdr.sgml : 20070822 20070822093001 ACCESSION NUMBER: 0000894189-07-002387 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070630 FILED AS OF DATE: 20070822 DATE AS OF CHANGE: 20070822 EFFECTIVENESS DATE: 20070822 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KEELEY SMALL CAP VALUE FUND INC CENTRAL INDEX KEY: 0000906333 IRS NUMBER: 363872373 STATE OF INCORPORATION: MD FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-07760 FILM NUMBER: 071072171 BUSINESS ADDRESS: STREET 1: 401 SOUTH LASALLE ST STREET 2: STE 1201 CITY: CHICAGO STATE: IL ZIP: 60605 BUSINESS PHONE: 414-287-3312 MAIL ADDRESS: STREET 1: C/O U.S. BANCORP FUND SERVICES, LLC STREET 2: 615 EAST MICHIGAN STREET CITY: MILWAUKEE STATE: WI ZIP: 53202

0000906333 S000008442 KEELEY SMALL CAP VALUE FUND

C000023159 KEELEY SMALL CAP VALUE FUND KSCVX

N-Q 1 keeleysmallcap_nq.htm QUARTERLY NOTICE OF PORTFOLIO HOLDINGS keeleysmallcap_nq.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED

MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-07760

KEELEY SMALL CAP VALUE FUND, INC.

(Exact name of registrant as specified in charter)

401 S. LASALLE ST.

SUITE 1201

CHICAGO, IL 60605

(Address of principal executive offices) (Zip code)

ALAN GOLDBERG

BELL, BOYD & LLOYD, LLP

70 W. MADISON ST.

SUITE 3100

CHICAGO, IL 60602

(Name and address of agent for service)

312-786-5000

Registrant's telephone number, including area code

Date of fiscal year end: 9/30/07

Date of reporting period: 6/30/07

Item 1. Schedule of Investments.

Schedule of Investments
June 30, 2007 (Unaudited)
Keeley Small Cap Value Fund

Shares			Value
		COMMON STOCKS - 99.62%
		Aerospace & Defense - 2.71%
	1,120,000	GenCorp, Inc. (a)	$	14,638,400
	2,025,000	Hexcel Corp. (a)		42,666,750
	850,000	Ladish, Inc. (a)(b)		36,550,000
	1,042,500	Teledyne Technologies, Inc. (a)		47,902,875
				141,758,025

		Air Freight & Logistics - 0.56%
	500,000	Atlas Air Worldwide Holdings, Inc. (a)		29,470,000

		Auto Components - 1.33%
	1,390,000	LKQ Corp. (a)		34,277,400
	1,137,500	Midas, Inc. (a)(b)		25,787,125
	315,000	Sauer-Danfoss, Inc.		9,374,400
				69,438,925

		Capital Markets - 3.89%
	745,000	Cowen Group, Inc. (a)		13,342,950
	997,600	Epoch Holding Corp. (a)(b)		13,357,864
	525,000	Greenhill & Co., Inc.		36,072,750
	1,100,000	Investment Technology Group, Inc. (a)		47,663,000
	1,550,000	LaBranche & Co, Inc. (a)		11,439,000
	458,000	Piper Jaffray Companies (a)		25,524,340
	1,325,000	SWS Group, Inc.		28,646,500
	1,285,000	Thomas Weisel Partners Group, Inc. (a)(b)		21,395,250
	1,195,000	Van der Moolen Holding NV - ADR (a)		5,986,950
				203,428,604

		Chemicals - 1.61%
	250,000	Arch Chemicals, Inc.		8,785,000
	1,240,000	Koppers Holdings, Inc. (b)		41,763,200
	1,360,000	WR Grace & Co. (a)		33,306,400
				83,854,600

		Commercial Banks - 1.85%
	605,000	BankFinancial Corp.		9,347,250
	1,530,000	Boston Private Financial Holdings, Inc.		41,111,100
	175,000	MB Financial Corp.		6,079,500
	952,500	PrivateBancorp, Inc.		27,432,000
	290,000	Wintrust Financial Corp.		12,716,500
				96,686,350

		Commercial Services & Supplies - 3.34%
	1,180,000	ACCO Brands Corp. (a)		27,199,000
	1,270,000	Cenveo, Inc. (a)		29,451,300
	755,000	GP Strategies Corp. (a)		8,214,400
	1,230,000	Layne Christensen Co. (a)(b)		50,368,500
	535,000	Mac-Gray Corp. (a)		8,185,500
	1,300,000	PHH Corp. (a)		40,573,000
	304,000	Standard Parking Corp. (a)		10,679,520
				174,671,220

		Construction & Engineering - 6.25%
	1,120,000	AECOM Technology Corp. (a)		27,787,200
	930,000	Chicago Bridge & Iron Co.		35,098,200
	630,000	Foster Wheeler Ltd. (a)		67,403,700
	730,000	Granite Construction, Inc.		46,851,400
	577,500	Integrated Electrical Services, Inc. (a)		19,040,175
	665,000	McDermott International, Inc. (a)		55,274,800
	1,245,000	Quanta Services, Inc. (a)		38,184,150
	790,000	The Shaw Group Inc. (a)		36,569,100
				326,208,725

		Construction Materials - 0.95%
	632,000	Texas Industries, Inc.		49,555,120

		Consumer Finance - 0.85%
	1,595,000	MoneyGram International, Inc.		44,580,250

		Distributors - 0.55%
	2,232,500	Prestige Brands Holdings, Inc. (a)		28,977,850

		Diversified Consumer Services - 0.02%
	92,600	Coinmach Service Corp.		1,225,098

		Diversified Financial Services - 1.23%
	810,000	GATX Corp.		39,892,500
	1,350,000	MarketAxess Holdings, Inc. (a)		24,286,500
				64,179,000

		Electric Utilities - 2.20%
	675,000	Black Hills Corp. (a)		26,831,250
	1,180,000	Cleco Corp.		28,910,000
	1,550,000	Portland General Electric Co.		42,532,000
	680,000	Westar Energy, Inc.		16,510,400
				114,783,650

		Electrical Equipment - 2.55%
	750,000	General Cable Corp. (a)		56,812,500
	727,500	Regal-Beloit Corp.		33,857,850
	1,142,000	Superior Essex, Inc. (a)(b)		42,653,700
				133,324,050

		Electronic Equipment & Instruments - 0.35%
	1,365,000	NU Horizons Electronics Corp. (a)(b)		18,168,150

		Energy Equipment & Services - 7.12%
	1,430,000	Allis-Chalmers Energy, Inc. (a)		32,875,700
	885,000	Basic Energy Services, Inc. (a)		22,629,450
	1,105,000	Bronco Drilling Co., Inc. (a)		18,133,050
	1,055,000	Dresser-Rand Group, Inc. (a)		41,672,500
	265,000	Hercules Offshore, Inc. (a)		8,580,700
	522,000	Lufkin Industries, Inc.		33,695,100
	1,325,000	Natural Gas Services Group, Inc. (a)(b)		23,691,000
	2,040,000	Parker Drilling Co. (a)		21,501,600
	2,300,000	Pioneer Drilling Co. (a)		34,293,000
	1,955,000	RPC, Inc.		33,313,200
	1,060,000	Superior Well Services, Inc. (a)		26,934,600
	1,212,500	Tesco Corp. (a)		38,254,375
	1,202,500	Willbros Group, Inc. (a)		35,690,200
				371,264,475

		Entertainment - 0.95%
	815,000	Vail Resorts, Inc. (a)		49,609,050

		Food Products - 2.42%
	922,500	Flowers Foods, Inc.		30,774,600
	1,320,000	Lance, Inc.		31,099,200
	612,000	Ralcorp Holdings, Inc. (a)		32,711,400
	1,195,000	TreeHouse Foods, Inc. (a)		31,798,950
				126,384,150

		Gas Utilities - 0.67%
	990,000	South Jersey Industries, Inc.		35,026,200

		Health Care Providers & Services - 0.19%
	319,500	Emeritus Corp. (a)		9,898,110

		Hotels, Restaurants & Leisure - 6.49%
	1,100,000	AFC Enterprises, Inc (a)		19,019,000
	1,805,000	CKE Restaurants, Inc.		36,226,350
	4,930,000	Denny's Corp. (a)(b)		21,938,500
	847,500	Gaylord Entertainment Co. (a)		45,459,900
	650,000	IHOP Corp.		35,379,500
	1,940,000	Interstate Hotels & Resorts, Inc. (a)(b)		10,126,800
	1,357,500	Marcus Corp. (b)		32,254,200
	870,000	Orient-Express Hotels Ltd.		46,458,000
	1,430,000	Red Lion Hotels Corp. (a)(b)		18,375,500
	1,080,000	The Steak N Shake Co. (a)		18,025,200
	54,000	Triarc Companies, Inc.		847,800
	1,277,500	Triarc Companies, Inc. - Class B		20,273,925
	945,000	Wyndham Worldwide Corp. (a)		34,265,700
				338,650,375

		Industrial Conglomerates - 0.90%
	1,620,000	Walter Industries, Inc.		46,915,200

		Insurance - 1.15%
	1,035,000	Covanta Holding Corp. (a)		25,512,750
	1,070,000	Meadowbrook Insurance Group, Inc. (a)		11,727,200
	1,530,000	Phoenix Companies, Inc.		22,965,300
				60,205,250

		IT Services - 0.77%
	1,160,000	Wright Express Corp. (a)		39,753,200


		Machinery - 17.96%
	785,000	Actuant Corp. - Class A		49,502,100
	900,000	Albany International Corp.		36,396,000
	1,320,000	Altra Holdings, Inc. (a)(b)		22,809,600
	785,000	American Railcar Industries, Inc.		30,615,000
	700,900	Ampco-Pittsburgh Corp. (b)		28,099,081
	532,000	Bucyrus International, Inc. - Class A		37,654,960
	852,500	CIRCOR International, Inc. (b)		34,466,575
	645,000	EnPro Industries, Inc. (a)		27,599,550
	1,900,000	Federal Signal Corp.		30,134,000
	1,610,000	Flow International Corp. (a)		20,286,000
	504,000	Flowserve Corp.		36,086,400
	995,000	Gardner Denver, Inc. (a)		42,337,250
	1,540,000	Greenbrier Companies, Inc. (b)		46,538,800
	540,000	Joy Global, Inc.		31,498,200
	975,000	Kaydon Corp.		50,817,000
	1,080,000	L. B. Foster Co. (a)(b)		30,974,400
	827,500	Lindsay Manufacturing Co. (b)		36,649,975
	494,000	Manitowoc Co.		39,707,720
	1,427,500	Mueller Water Products, Inc. - Class B		21,412,500
	1,360,000	Mueller Water Products, Inc. - Class A		23,201,600
	890,000	RBC Bearings, Inc. (a)		36,712,500
	180,000	Sun Hydraulics, Inc.		8,865,000
	642,000	Terex Corp. (a)		52,194,600
	880,000	Trinity Industries, Inc.		38,315,200
	695,000	Valmont Industries, Inc.		50,568,200
	877,500	Watts Water Technologies, Inc. - Class A		32,879,925
	1,140,000	Westinghouse Air Brake Technologies Corp.		41,644,200
				937,966,336

		Media - 1.48%
	941,000	Carmike Cinemas, Inc. (b)		20,664,360
	2,715,000	Gray Television, Inc. (b)		25,168,050
	800,000	Idearc, Inc.		28,264,000
	120,900	Interactive Data Corp.		3,237,702
				77,334,112

		Metals & Mining - 9.60%
	390,000	Allegheny Technologies, Inc.		40,903,200
	1,610,000	Alpha Natural Resources, Inc. (a)		33,471,900
	1,010,000	AM Castle & Co. (b)		36,269,100
	1,515,000	AMCOL International Corp. (b)		41,374,650
	850,000	Brush Engineered Materials, Inc. (a)		35,581,900
	880,000	Century Aluminum Co. (a)		48,074,400
	760,000	Chaparral Steel Co.		54,621,200
	975,000	Commercial Metals Co.		32,925,750
	995,000	Compass Minerals International, Inc.		34,486,700
	450,000	Haynes International, Inc. (a)		37,993,500
	615,000	Kaiser Aluminum Corp. (a)		44,821,200
	950,000	Ryerson, Inc.		35,767,500
	720,000	Universal Stainless & Alloy (a)(b)		25,365,600
				501,656,600

		Multiline Retail - 1.13%
	1,885,000	Retail Ventures, Inc. (a)		30,405,050
	1,350,000	Saks, Inc.		28,822,500
				59,227,550

		Multi-Utilities - 0.32%
	3,520,000	Aquila, Inc. (a)		14,396,800
	173,000	Florida Public Utilities Co.		2,127,900
				16,524,700

		Oil, Gas & Consumable Fuels - 9.11%
	1,445,000	Bois d'Arc Energy, Inc. (a)		24,608,350
	910,000	Carrizo Oil & Gas, Inc. (a)		37,737,700
	990,000	Comstock Resources, Inc. (a)		29,670,300
	830,000	Encore Acquisition Co. (a)		23,074,000
	2,310,000	EXCO Resources, Inc. (a)		40,286,400
	1,212,500	Foundation Coal Holdings, Inc.		49,276,000
	1,285,000	Goodrich Petroleum Corp. (a)		44,499,550
	1,235,000	Penn Virginia Corp. (b)		49,647,000
	2,170,000	PetroHawk Energy Corp. (a)		34,416,200
	615,000	Quicksilver Resources, Inc. (a)		27,416,700
	760,000	Range Resources Corp.		28,431,600
	950,000	Western Refining, Inc.		54,910,000
	782,500	Whiting Petroleum Corp. (a)		31,706,900
				475,680,700

		Paper & Forest Products - 1.51%
	361,000	Deltic Timber Corp.		19,790,020
	1,025,000	Neenah Paper, Inc. (b)		42,291,500
	1,250,000	Wausau Paper Corp.		16,750,000
				78,831,520

		Road & Rail - 2.24%
	375,000	Amerco, Inc. (a)		28,312,500
	1,635,000	Genesee & Wyoming, Inc. (a)		48,788,400
	970,000	Kansas City Southern (a)		36,413,800
	185,000	Providence & Worcester Railroad Co.		3,577,900
				117,092,600

		Specialty Retail - 2.46%
	1,750,000	Maidenform Brands, Inc. (a)(b)		34,755,000
	2,030,000	PEP Boys-Manny, Moe & Jack		40,924,800
	2,780,000	Sally Beauty Holdings, Inc.		25,020,000
	1,327,500	Stage Stores, Inc.		27,824,400
				128,524,200

		Textiles, Apparel & Luxury Goods - 1.31%
	1,025,000	Hanesbrands, Inc. (a)		27,705,750
	1,212,500	Movado Group, Inc. (b)		40,909,750
				68,615,500

		Thrifts & Mortgage Finance - 1.60%
	1,670,000	BankAtlantic Bancorp, Inc.		14,378,700
	296,200	Citizens First Bancorp, Inc.		6,457,160
	530,000	Home Federal Bancorp, Inc.		8,792,700
	285,000	KNBT Bancorp, Inc.		4,189,500
	1,615,000	NewAlliance Bancshares, Inc.		23,772,800
	550,000	Provident Financial Services, Inc.		8,668,000
	1,750,000	Westfield Financial, Inc. (b)		17,447,500
				83,706,360

		TOTAL COMMON STOCKS (Cost $4,168,442,133)	$	5,203,175,805


		SHORT TERM INVESTMENTS - 0.45%
		Investment Companies - 0.45%
	23,454,100	Fidelity Institutional Money Market Portfolio	$	23,454,100

		TOTAL SHORT TERM INVESTMENTS (Cost $23,454,100)	$	23,454,100
		Total Investments (Cost $4,191,896,233) - 100.07%	$	5,226,629,905
		Liabilities in Excess of Other Assets - (0.07)%		-3,759,664
		TOTAL NET ASSETS - 100.00%	$	5,222,870,241

Percentages are stated as a percent of net assets.
ADR	American Depository Receipt
(a)	Non Income Producing
(b)	Affiliated Company - As defined by the Investment Company Act of 1940, an "Affiliated Company"
	represents Fund ownersip of at least 5% of the outstanding voting securities of an issuer. At June 30,
	2007, the total market value of Affiliated Companies was $889,860,730 and the identified cost
	was $788,895,148

The cost basis of investments for federal income tax purposes at June 30, 2007 was as follows:¹

Cost of investments		$ 4,191,896,233

Gross unrealized appreciation		1,096,933,106
Gross unrealized depreciation		(62,199,434)
Net unrealized appreciation		$ 1,034,733,672

¹Because tax adjustments are calculated annually, the above table does not reflect tax adjustments. For
the previous fiscal years tax federal tax information, please refer to the Notes to the Financial Statements
section in the Fund's most recent annual or semi-annual report.

Item 2. Controls and Procedures.

(a)

The Registrant’s President/Chief Executive Officer and Treasurer/Chief Financial Officer have concluded that the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “1940 Act”)) 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 the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended.

(b)

There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the Registrant's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 3. Exhibits.

Separate certifications for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)). Filed herewith.

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) Keeley Small Cap Value Fund, Inc.

By (Signature and Title) /s/ John Keeley

John L. Keeley, President

Date 8/21/07

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)* /s/ John Keeley

John L. Keeley, President

Date 8/21/07

By (Signature and Title)* /s/ Robert Kurinsky

Robert Kurinsky, Treasurer

Date 8/21/07

EX-99.CERT 2 certs.htm OFFICER CERTIFICATIONS certs.htm

CERTIFICATION

I, John L. Keeley, certify that:

1.	I have reviewed this report on Form N-Q of Keeley Small Cap Value Fund, Inc.;

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 schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

The registrant's 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 registrant's 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;

(d)

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.	The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's 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 registrant's 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 registrant's internal control over financial reporting.

Date: 8/21/07	/s/ John Keeley
	John L. Keeley President

CERTIFICATION

I, Robert Kurinsky, certify that:

1.	I have reviewed this report on Form N-Q of Keeley Small Cap Value Fund, Inc.;

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 schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

(a)

(b)

(c)	Evaluated the effectiveness of the registrant's 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;

(d)

5.	The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's 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 registrant's 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 registrant's internal control over financial reporting.

Date: 8/21/07	/s/ Robert Kurinsky
	Robert Kurinsky Treasurer