FIRST EAGLE FUNDS (Form: 485BPOS, Received: 02/27/2007 16:28:34)

Item 26. Business and Other Connections of Investment Adviser

ASB Advisers is the Registrant’s investment adviser. Its primary office is located at 1345 Avenue of the Americas, New York, New York, 10105. In addition to the Registrant, ASB Advisers acts as investment adviser to First Eagle Variable Funds and to certain investment vehicles and accounts not subject to registration with the Securities and Exchange Commission.

ASB Advisers is a wholly owned subsidiary of Arnhold and S. Bleichroeder Holdings, Inc. (“ASB Holdings”), a privately-owned holding company organized under the laws of the State of New York, which has a substantial amount of assets under management in the form of individual accounts, and, through the Adviser, fund accounts. In connection with another wholly owned subsidiary, ASB Securities, LLC., a registered broker-dealer, and, through its First Eagle Funds Distributors division, the principal underwriter to the Registrant, ASB Holdings is substantially involved in the distribution of mutual fund shares. The business and other connections of the Adviser’s directors and officers are as follows:

	Position with the	Business and Other
Name	Adviser	Connections
Henry H. Arnhold	Director	Chairman of the Board of Arnhold and S. Bleichroeder Holdings, Inc.; Director, Aquila International Fund Limited; Trustee, The New School for Social Research; Director, Conservation International

John P. Arnhold	Chairman, CEO and Director	Co-President, Co-CEO and Director, Arnhold and S. Bleichroeder Holdings, Inc.; Chairman, CEO and Director, ASB Securities LLC; prior to March 2005, President and Director, Natexis Bleichroeder Inc. and Natexis Bleichroeder, UK; Director, Hanseatic Asset Management LBG; Director, Arnhold Ceramics; President and Trustee, First Eagle Funds and First Eagle Variable Funds

Michael M. Kellen	Vice Chairman	Co-CEO and Director, Arnhold and S. Bleichroeder Holdings, Inc.; Director, Arnhold and S. Bleichroeder Advisers UK, Ltd.; Director, ASB Securities, LLC; Director, Arnhold Ceramics

Patrick A. Keenan	Chief Financial Officer	Chief Financial Officer, Arnhold and S. Bleichroeder Holdings, Inc. and ASB Securities LLC

Robert Miller	Senior Vice President and Director	Director, Arnhold and S. Bleichroeder, UK Ltd.

Mark D. Goldstein	General Counsel, Chief Compliance Officer and Senior Vice President	General Counsel and Secretary, Arnhold and S. Bleichroeder Holdings, Inc.; Chief Compliance Officer, First Eagle Funds and First Eagle Variable Funds; Chief Compliance Officer, Good Hope Advisers, LLC; prior to February 2005, Senior Counsel and Chief Compliance Officer, MacKay Shields LLC

Robert Bruno	Senior Vice President	Chief Compliance Officer and Senior Vice President, ASB Securities LLC; Chief Operations and Financial Officer, First Eagle Funds and First Eagle Variable Funds

Charles de Vaulx	Senior Vice President	Senior Vice President, First Eagle Funds and First Eagle Variable Funds

Stefanie Hempstead	Senior Vice President	Vice President, ASB Securities LLC; Vice President and Treasurer, First Eagle Funds and First Eagle Variable Funds

Iridian Asset Management LLC (“Iridian”), whose primary office is located at 276 Post Road West, Westport, Connecticut 06880, is the investment sub-adviser to the First Eagle Fund of America. Iridian is a majority owned subsidiary of The Governor and Company of the Bank of New York and, in addition to First Eagle Fund of America, provides investment management services to other registered and unregistered investment companies, institutional investors and individuals. The business and other connections of Iridian’s directors and officers are as follows:

	POSITION WITH	BUSINESS AND
NAME	IRIDIAN	OTHER CONNECTIONS

David L. Cohen	Co-Chief Executive Officer, Co-Chief Investment Officer and Director

Harold J. Levy	Co-Chief Executive Officer, Co-Chief Investment Officer and Director

Jeffrey M. Elliott	Executive Vice President, Chief Operating Officer and Director

Alice B. Hicks	Executive Vice President and Director

Sean A. O’Dwyer	Director

Lane Steven Bucklan	General Counsel

Kevin Claude Dolan	Director

Brendan Joseph Donohoe	Director

Brian Joseph Goggin	Director

Denis Patrick Donovan	Director

Michael John Grealy	Director

William Stuart Stack	Director

C-3

Exhibit 99.(j)(3)

April 23, 2004

First Eagle Global Fund, a series of
First Eagle Funds, Inc.

First Eagle Global Fund, a series of
First Eagle Funds

1345 Avenue of the Americas
New York, NY 10105

Ladies and Gentlemen:

We are acting as counsel to First Eagle Funds, Inc., a Maryland corporation (the “Corporation”) and First Eagle Funds, a Delaware statutory trust (the “Trust”), in connection with the proposed transfer of the assets of First Eagle Global Fund, a series of the Corporation (the “Acquired Fund”), to First Eagle Global Fund, a series of the Trust (the “Acquiring Fund”), in exchange for shares of the Acquiring Fund and the assumption by the Acquiring Fund of the Acquired Fund’s liabilities, pursuant to the Agreement and Plan of Reorganization and Termination, dated April 22, 2004, by and between the Trust and the Corporation on behalf of the Acquiring Fund and the Acquired Fund, respectively (the “Agreement”). The transactions contemplated by the Agreement are referred to herein as the “Reorganization.” All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement. Unless otherwise specifically indicated, all “Section” references are to the Internal Revenue Code of 1986, as amended and currently in effect (the “Code”). In connection with the filing by the Corporation of the Registration Statement on Form N-14 (the “Registration Statement”), you have asked for our opinion regarding certain United States federal income tax consequences of the Reorganization.

We have participated in the preparation of the Registration Statement relating, among other things, to the shares of the Acquiring Fund to be offered in exchange for the assets of the Acquired Fund, and containing the Prospectus and Proxy Statement relating to the Reorganization (the “Prospectus”), filed with the Securities and Exchange Commission (the “Commission”) pursuant to the provisions of the Securities Act of 1933, as amended (the “Securities Act”), and the rules and regulations of the Commission thereunder. In addition, in connection with rendering the opinion expressed herein, we have examined originals or copies of such other documents, records and instruments as we have deemed necessary or appropriate for the purpose of rendering this opinion.

us as originals and the conformity with originals of all agreements, documents, certificates and instruments submitted to us as copies.

In connection with rendering our opinion, we have further assumed that the transactions contemplated by the Agreement will be consummated in accordance therewith and as described in the Prospectus and that the information in the Prospectus is true, correct and complete. We have relied on the representations made by the Trust and the Corporation on behalf of the Acquiring Fund and the Acquired Fund, respectively, in an Officer’s Certificate, dated April 23, 2004, and we have assumed that such representations are, and will continue to be, true, correct and complete.

Based upon the foregoing, in reliance thereon and subject thereto, and based upon the Code, the Treasury regulations promulgated thereunder, judicial decisions, revenue rulings and revenue procedures of the Internal Revenue Service (the “IRS”), and other administrative pronouncements, all as in effect on the date hereof, we are of the opinion that the Reorganization will constitute a “reorganization” within the meaning of Section 368(a)(1)(F), and that:

1. Each of the Acquiring Fund and the Acquired Fund will be a “party to a reorganization” within the meaning of Section 368(b);

2. In accordance with Sections 357 and 361, no gain or loss will be recognized by the Acquired Fund as a result of the transfer of the assets of the Acquired Fund solely in exchange for the Global Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, or upon the distribution (whether actual or constructive) of the Global Trust Shares to the Acquired Fund shareholders, as provided for in the Agreement;

3. In accordance with Section 1032, no gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Acquired Fund in exchange for the Global Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, as provided for in the Agreement;

4. In accordance with Section 362(b), the tax basis of the assets of the Acquired Fund in the hands of the Acquiring Fund will be the same as the tax basis of such assets in the hands of the Acquired Fund immediately prior to the consummation of the Reorganization;

5. In accordance with Section 1223, the Acquiring Fund’s holding period with respect to the assets of the Acquired Fund acquired by it will include the period for which such assets were held by the Acquired Fund;

6. In accordance with Section 354(a)(1), no gain or loss will be recognized by the shareholders of the Acquired Fund upon the receipt (whether actual or constructive) of the Global Trust Shares in exchange for their shares of the Acquired Fund;

7. In accordance with Section 358, immediately after the consummation of the Reorganization, the tax basis of the Global Trust Shares received (whether actually or constructively) by the shareholders of the Acquired Fund in the Reorganization will be equal, in the aggregate, to the tax basis of the shares of the Acquired Fund surrendered in exchange therefor;

8. In accordance with Section 1223, a shareholder’s holding period for the Global Trust Shares will be determined by including the period for which the shareholder held the shares of the Acquired Fund exchanged therefor, provided that the Acquired Fund shares were held as a capital asset for United States federal income tax purposes at the time of the exchange; and

9. The taxable year of Acquired Fund will not end on the effective date of the Reorganization, and in accordance with Section 381(a) and regulations thereunder, Acquiring Fund will succeed to and take into account, subject to applicable limitations, certain tax attributes of Acquired Fund such as earnings and profits, capital loss carryovers and method of accounting.

No opinion is expressed as to any other matter, including the accuracy of the representations or the reasonableness of the assumptions relied upon by us in rendering the opinion set forth above. Our opinion is based on current United States federal income tax law and administrative practice and we do not undertake to advise you as to any future changes in such law or practice that may affect our opinion unless we are specifically retained to do so. Our opinion is not binding upon the IRS or a court and will not preclude the IRS or a court from adopting a contrary conclusion.

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the use of our name and to any reference to our firm in the Registration Statement or in the Prospectus constituting a part thereof. In giving such consent, we do not hereby admit that we are the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Commission thereunder.

	Very truly yours,

	Shearman & Sterling
RJB/MG
MBS

April 23, 2004

First Eagle Overseas Fund, a series of
First Eagle Funds, Inc.

First Eagle Overseas Fund, a series of
First Eagle Funds

1345 Avenue of the Americas
New York, NY 10105

Ladies and Gentlemen:

We are acting as counsel to First Eagle Funds, Inc., a Maryland corporation (the “Corporation”) and First Eagle Funds, a Delaware statutory trust (the “Trust”), in connection with the proposed transfer of the assets of First Eagle Overseas Fund, a series of the Corporation (the “Acquired Fund”), to First Eagle Overseas Fund, a series of the Trust (the “Acquiring Fund”), in exchange for shares of the Acquiring Fund and the assumption by the Acquiring Fund of the Acquired Fund’s liabilities, pursuant to the Agreement and Plan of Reorganization and Termination, dated April 22, 2004, by and between the Trust and the Corporation on behalf of the Acquiring Fund and the Acquired Fund, respectively (the “Agreement”). The transactions contemplated by the Agreement are referred to herein as the “Reorganization.” All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement. Unless otherwise specifically indicated, all “Section” references are to the Internal Revenue Code of 1986, as amended and currently in effect (the “Code”). In connection with the filing by the Corporation of the Registration Statement on Form N-14 (the “Registration Statement”), you have asked for our opinion regarding certain United States federal income tax consequences of the Reorganization.

In our examination of the foregoing documents, we have assumed the genuineness of all signatures, the authority of each signatory, the due execution and delivery of all documents by all parties, the authenticity of all agreements, documents, certificates and instruments submitted to us as originals and the conformity with originals of all agreements, documents, certificates and instruments submitted to us as copies.

1. Each of the Acquiring Fund and the Acquired Fund will be a “party to a reorganization” within the meaning of Section 368(b);

2. In accordance with Sections 357 and 361, no gain or loss will be recognized by the Acquired Fund as a result of the transfer of the assets of the Acquired Fund solely in exchange for the Overseas Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, or upon the distribution (whether actual or constructive) of the Overseas Trust Shares to the Acquired Fund shareholders, as provided for in the Agreement;

3. In accordance with Section 1032, no gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Acquired Fund in exchange for the Overseas Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, as provided for in the Agreement;

6. In accordance with Section 354(a)(1), no gain or loss will be recognized by the shareholders of the Acquired Fund upon the receipt (whether actual or constructive) of the Overseas Trust Shares in exchange for their shares of the Acquired Fund;

7. In accordance with Section 358, immediately after the consummation of the Reorganization, the tax basis of the Overseas Trust Shares received (whether actually or constructively) by the shareholders of the Acquired Fund in the Reorganization will be equal, in the aggregate, to the tax basis of the shares of the Acquired Fund surrendered in exchange therefor;

8. In accordance with Section 1223, a shareholder’s holding period for the Overseas Trust Shares will be determined by including the period for which the shareholder held the shares of the Acquired Fund exchanged therefor, provided that the Acquired Fund shares were held as a capital asset for United States federal income tax purposes at the time of the exchange; and

	Very truly yours,

	Shearman & Sterling

RJB/MG
MBS

April 23, 2004

First Eagle U.S. Value Fund, a series of
First Eagle Funds, Inc.

First Eagle U.S. Value Fund, a series of
First Eagle Funds

1345 Avenue of the Americas
New York, NY 10105

Ladies and Gentlemen:

We are acting as counsel to First Eagle Funds, Inc., a Maryland corporation (the “Corporation”) and First Eagle Funds, a Delaware statutory trust (the “Trust”), in connection with the proposed transfer of the assets of First Eagle U.S. Value Fund, a series of the Corporation (the “Acquired Fund”), to First Eagle U.S. Value Fund, a series of the Trust (the “Acquiring Fund”), in exchange for shares of the Acquiring Fund and the assumption by the Acquiring Fund of the Acquired Fund’s liabilities, pursuant to the Agreement and Plan of Reorganization and Termination, dated April 22, 2004, by and between the Trust and the Corporation on behalf of the Acquiring Fund and the Acquired Fund, respectively (the “Agreement”). The transactions contemplated by the Agreement are referred to herein as the “Reorganization.” All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement. Unless otherwise specifically indicated, all “Section” references are to the Internal Revenue Code of 1986, as amended and currently in effect (the “Code”). In connection with the filing by the Corporation of the Registration Statement on Form N-14 (the “Registration Statement”), you have asked for our opinion regarding certain United States federal income tax consequences of the Reorganization.

1. Each of the Acquiring Fund and the Acquired Fund will be a “party to a reorganization” within the meaning of Section 368(b);

2. In accordance with Sections 357 and 361, no gain or loss will be recognized by the Acquired Fund as a result of the transfer of the assets of the Acquired Fund solely in exchange for the U.S. Value Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, or upon the distribution (whether actual or constructive) of the U.S. Value Trust Shares to the Acquired Fund shareholders, as provided for in the Agreement;

3. In accordance with Section 1032, no gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Acquired Fund in exchange for the U.S. Value Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, as provided for in the Agreement;

6. In accordance with Section 354(a)(1), no gain or loss will be recognized by the shareholders of the Acquired Fund upon the receipt (whether actual or constructive) of the U.S. Value Trust Shares in exchange for their shares of the Acquired Fund;

7. In accordance with Section 358, immediately after the consummation of the Reorganization, the tax basis of the U.S. Value Trust Shares received (whether actually or constructively) by the shareholders of the Acquired Fund in the Reorganization will be equal, in the aggregate, to the tax basis of the shares of the Acquired Fund surrendered in exchange therefor;

8. In accordance with Section 1223, a shareholder’s holding period for the U.S. Value Trust Shares will be determined by including the period for which the shareholder held the shares of the Acquired Fund exchanged therefor, provided that the Acquired Fund shares were held as a capital asset for United States federal income tax purposes at the time of the exchange; and

	Very truly yours,

	Shearman & Sterling

RJB/MG
MBS

April 23, 2004

First Eagle Gold Fund, a series of
First Eagle Funds, Inc.

First Eagle Gold Fund, a series of
First Eagle Funds

1345 Avenue of the Americas
New York, NY 10105

Ladies and Gentlemen:

We are acting as counsel to First Eagle Funds, Inc., a Maryland corporation (the “Corporation”) and First Eagle Funds, a Delaware statutory trust (the “Trust”), in connection with the proposed transfer of the assets of First Eagle Gold Fund, a series of the Corporation (the “Acquired Fund”), to First Eagle Gold Fund, a series of the Trust (the “Acquiring Fund”), in exchange for shares of the Acquiring Fund and the assumption by the Acquiring Fund of the Acquired Fund’s liabilities, pursuant to the Agreement and Plan of Reorganization and Termination, dated April 22, 2004, by and between the Trust and the Corporation on behalf of the Acquiring Fund and the Acquired Fund, respectively (the “Agreement”). The transactions contemplated by the Agreement are referred to herein as the “Reorganization.” All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement. Unless otherwise specifically indicated, all “Section” references are to the Internal Revenue Code of 1986, as amended and currently in effect (the “Code”). In connection with the filing by the Corporation of the Registration Statement on Form N-14 (the “Registration Statement”), you have asked for our opinion regarding certain United States federal income tax consequences of the Reorganization.

In our examination of the foregoing documents, we have assumed the genuineness of all signatures, the authority of each signatory, the due execution and delivery of all documents by all

parties, the authenticity of all agreements, documents, certificates and instruments submitted to us as originals and the conformity with originals of all agreements, documents, certificates and instruments submitted to us as copies.

1. Each of the Acquiring Fund and the Acquired Fund will be a “party to a reorganization” within the meaning of Section 368(b);

2. In accordance with Sections 357 and 361, no gain or loss will be recognized by the Acquired Fund as a result of the transfer of the assets of the Acquired Fund solely in exchange for the Gold Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, or upon the distribution (whether actual or constructive) of the Gold Trust Shares to the Acquired Fund shareholders, as provided for in the Agreement;

3. In accordance with Section 1032, no gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Acquired Fund in exchange for the Gold Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, as provided for in the Agreement;

6. In accordance with Section 354(a)(1), no gain or loss will be recognized by the shareholders of the Acquired Fund upon the receipt (whether actual or constructive) of the Gold Trust Shares in exchange for their shares of the Acquired Fund;

7. In accordance with Section 358, immediately after the consummation of the Reorganization, the tax basis of the Gold Trust Shares received (whether actually or constructively) by the shareholders of the Acquired Fund in the Reorganization will be equal, in the aggregate, to the tax basis of the shares of the Acquired Fund surrendered in exchange therefor;

8. In accordance with Section 1223, a shareholder’s holding period for the Gold Trust Shares will be determined by including the period for which the shareholder held the shares of

the Acquired Fund exchanged therefor, provided that the Acquired Fund shares were held as a capital asset for United States federal income tax purposes at the time of the exchange; and

	Very truly yours,

	Shearman & Sterling

RJB/MG
MBS

April 23, 2004

First Eagle Fund of America, a series of
First Eagle Funds, Inc.

First Eagle Fund of America, a series of
First Eagle Funds

1345 Avenue of the Americas
New York, NY 10105

Ladies and Gentlemen:

We are acting as counsel to First Eagle Funds, Inc., a Maryland corporation (the “Corporation”) and First Eagle Funds, a Delaware statutory trust (the “Trust”), in connection with the proposed transfer of the assets of First Eagle Fund of America, a series of the Corporation (the “Acquired Fund”), to First Eagle Fund of America, a series of the Trust (the “Acquiring Fund”), in exchange for shares of the Acquiring Fund and the assumption by the Acquiring Fund of the Acquired Fund’s liabilities, pursuant to the Agreement and Plan of Reorganization and Termination, dated April 22, 2004, by and between the Trust and the Corporation on behalf of the Acquiring Fund and the Acquired Fund, respectively (the “Agreement”). The transactions contemplated by the Agreement are referred to herein as the “Reorganization.” All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement. Unless otherwise specifically indicated, all “Section” references are to the Internal Revenue Code of 1986, as amended and currently in effect (the “Code”). In connection with the filing by the Corporation of the Registration Statement on Form N-14 (the “Registration Statement”), you have asked for our opinion regarding certain United States federal income tax consequences of the Reorganization.

In our examination of the foregoing documents, we have assumed the genuineness of all signatures, the authority of each signatory, the due execution and delivery of all documents by all

1. Each of the Acquiring Fund and the Acquired Fund will be a “party to a reorganization” within the meaning of Section 368(b);

2. In accordance with Sections 357 and 361, no gain or loss will be recognized by the Acquired Fund as a result of the transfer of the assets of the Acquired Fund solely in exchange for the America Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, or upon the distribution (whether actual or constructive) of the America Trust Shares to the Acquired Fund shareholders, as provided for in the Agreement;

3. In accordance with Section 1032, no gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Acquired Fund in exchange for the America Trust Shares and the assumption by the Acquiring Fund of the liabilities of the Acquired Fund, if any, as provided for in the Agreement;

6. In accordance with Section 354(a)(1), no gain or loss will be recognized by the shareholders of the Acquired Fund upon the receipt (whether actual or constructive) of the America Trust Shares in exchange for their shares of the Acquired Fund;

7. In accordance with Section 358, immediately after the consummation of the Reorganization, the tax basis of the America Trust Shares received (whether actually or constructively) by the shareholders of the Acquired Fund in the Reorganization will be equal, in the aggregate, to the tax basis of the shares of the Acquired Fund surrendered in exchange therefor;

8. In accordance with Section 1223, a shareholder’s holding period for the America Trust Shares will be determined by including the period for which the shareholder held the shares of

the Acquired Fund exchanged therefor, provided that the Acquired Fund shares were held as a capital asset for United States federal income tax purposes at the time of the exchange; and

	Very truly yours,

	Shearman & Sterling

RJB/MG
MBS

THE FUNDS					2

Investment Objective and Principal Investment Strategies					2

Defensive Investment Strategies					5

Principal Investment Risks					6

Disclosure of Portfolio Holdings					9

The Funds' Performance					9

Fees and Expenses					20

OUR MANAGEMENT TEAM					30

The Adviser					30

The Subadviser					31

Approval of Advisory and Subadvisory Agreements					31

Distribution and Shareholder Services Expenses					32

ABOUT YOUR INVESTMENT					34

How to Purchase Shares					35

Anti-Money Laundering Compliance					37

How Fund Share Prices Are Calculated					38

Purchases Through Dealers					39

Public Offering Price of Class A Shares					40

Purchasing Level-Load Class C Shares					44

Bookshare Account Plan					45

Where to Send Your Application					46

Minimum Account Size					46

Automatic Investment Program					46

ONCE YOU BECOME A SHAREHOLDER					47

Exchanging Your Shares					47

Redemption of Shares					49

Short-Term Trading Policies					50

Redemption Fee					51

Retirement Plans					53

Information on Dividends, Distributions and Taxes					54

Privacy Notice for Individual Shareholders					55

How to Reach First Eagle Funds					57

Financial Highlights					59

Useful Shareholder Information					Back Cover

Best Quarter					15.72	%		Second Quarter 2003
Worst Quarter					(10.98	)%		Third Quarter 1998

	1 Year			5 Years			10 Years			Life of Class C ^₍₃₎			Life of Class I ^₍₃₎
First Eagle Global Fund
Class A Shares ^₍₂₎
Return Before Taxes		14.48	%		18.76	%		14.12	%
Return After Taxes on Distributions		12.17	%		17.31	%		11.40	%
Return After Taxes on Distributions and Sale of Fund Shares		10.95	%		15.88	%		10.75	%
Class C Shares
Return Before Taxes		18.42	%		19.10	%		N/A			17.19	%
Class I Shares
Return Before Taxes		20.78	%		20.29	%		N/A						16.06	%
MSCI World Index (reflects no deduction for fees, expenses or taxes)		20.07	%		9.97	%		7.64	%		2.58	%		5.34	%

Best Quarter					16.65	%		Second Quarter 2003
Worst Quarter					(13.82	)%		Third Quarter 1998

	1 Year			5 Years			10 Years			Life of Class C ^₍₃₎			Life of Class I ^₍₃₎
First Eagle Overseas Fund
Class A Shares ^₍₂₎
Return Before Taxes		16.18	%		21.37	%		15.37	%
Return After Taxes on Distributions		13.46	%		19.75	%		12.59	%
Return After Taxes on Distributions and Sale of Fund Shares		12.24	%		18.21	%		11.90	%
Class C Shares
Return Before Taxes		20.19	%		21.73	%		N/A			17.82	%
Class I Shares Return Before Taxes		22.55	%		22.91	%		N/A						17.48	%
MSCI EAFE Index (reflects no deduction for fees, expenses or taxes)		26.34	%		14.98	%		7.71	%		5.24	%		6.97	%

New York New York

February 22, 2007

Best Quarter					15.20	%		Second Quarter 2003
Worst Quarter					(9.57	)%		Third Quarter 2002

	1 Year			5 Years			Life of Fund ^₍₃₎
First Eagle U.S. Value Fund
Class A Shares ^₍₂₎
Return Before Taxes		6.72	%		10.66	%		12.49	%
Return After Taxes on Distributions		5.34	%		9.23	%		11.13	%
Return After Taxes on Distributions and Sale of Fund Shares		5.13	%		8.49	%		10.19	%
Class C Shares
Return Before Taxes		10.36	%		10.95	%		12.73	%
Class I Shares
Return Before Taxes		12.60	%		12.06	%		13.85	%
Russell 2000 Index (reflects no deduction fees, expenses or taxes)		18.37	%		11.39	%		11.61	%
Standard & Poor's 500 Index (reflects no deduction for fees, expenses or taxes)		15.79	%		6.19	%		6.14	%

Best Quarter					50.40	%		First Quarter 2002
Worst Quarter					(22.44	)%		Fourth Quarter 1997

Best Quarter					16.82	%		Fourth Quarter 1998
Worst Quarter					(13.48	)%		Third Quarter 1998

(closed to new investors)	Class A			Class C			Class I
Shareholder Fees
Maximum Sales Charge (Load) on Purchases (as a percentage of public offering price)		5.00	%		None			None
Maximum Deferred Sales Charge (Load) (as a percentage of the lesser of your purchase or redemption price)		None			1.00	%		None
Redemption Fee* (as a percentage of the amount redeemed within 90 days of purchase)		2.00	%		2.00	%		2.00	%
Annual Operating Expenses
Management Fees		0.75	%		0.75	%		0.75	%
Distribution (12b-1)/Service Fees		0.25	%		1.00	%		None
Other Expenses**		0.14	%		0.14	%		0.14	%
Acquired Fund Fees and Expenses (fees & expenses of underlying investment funds)***		0.01	%		0.01	%		0.01	%
Total Annual Operating Expenses**		1.15	%		1.90	%		0.90	%

	1 Year		3 Years		5 Years		10 Years
Class A shares	$	611	$	847	$	1,101	$	1,828
Class C shares	$	293	$	597	$	1,026	$	2,222
Class I shares	$	92	$	287	$	498	$	1,108

(Class Y closed to new investors)	Class A			Class C			Class Y
Shareholder Fees
Maximum Sales Charge (load) on Purchases (as a percentage of offering price)		5.00	%		None			None
Maximum Deferred Sales Charge (load) on purchases (as a percentage of the lesser of your purchase or redemption price)		None			1.00	%		None
Redemption Fee* (as a percentage of the amount redeemed within 90 days of purchase)		2.00	%		2.00	%		2.00	%
Annual Operating Expenses
Management Fees		1.00	%		1.00	%		1.00	%
Distribution (12b-1)/Service Fees		0.25	%		1.00	%		0.25	%
Other Expenses**		0.16	%		0.16	%		0.16	%
Total Annual Operating Expenses		1.41	%		2.16	%		1.41	%

Global Fund	0.75	%
Overseas Fund	0.75	%
U.S. Value Fund	0.75	%
Gold Fund	0.75	%
First Eagle Fund of America	1.00	%

Minimum Investments	Initial*	Subsequent
Global Fund Class A**	$2,500	$	100
Global Fund Class C**	$2,500	$	100
Global Fund Class I**	$1 million***	$	100
Overseas Fund Class A**	$2,500	$	100
Overseas Fund Class C**	$2,500	$	100
Overseas Fund Class I**	$1 million***	$	100
U.S. Value Fund Class A	$2,500	$	100
U.S. Value Fund Class C	$2,500	$	100
U.S. Value Fund Class I	$1 million***	$	100
Gold Fund Class A**	$2,500	$	100
Gold Fund Class C**	$2,500	$	100
Gold Fund Class I**	$1 million***	$	100
First Eagle Fund of America Class A	$2,500	$	100
First Eagle Fund of America Class C	$2,500	$	100
First Eagle Fund of America Class Y**	$2,500	$	100

	Sales Charge as a percentage of						Dealer Allowance as a percentage of
Class A Shares Dollars Invested	Offering Price			Net Amount Invested			Offering Price
Less than $25,000		5.00	%		5.26	%		4.50	%
$ 25,000 but less than $50,000		4.50			4.71			4.25
$ 50,000 but less than $100,000		4.00			4.17			3.75
$ 100,000 but less than $250,000		3.25			3.36			3.00
$ 250,000 but less than $500,000		2.50			2.56			2.25
$ 500,000 but less than $1,000,000		1.50			1.52			1.25
$ 1,000,000 and over*		0.00			0.00			0.00

	Year Ended October 31,
	2006
	Class A			Class I			Class C
First Eagle Global Fund
Selected Per Share Data*
Net asset value, beginning of year	$	42.47		$	42.62		$	42.06
Income from investment operations:
Net investment income		0.59			0.71			0.25
Net realized and unrealized gains on investments		7.82			7.85			7.77
Total from investment operations		8.41			8.56			8.02
Less distributions:
Dividends from net investment income		(0.84	)		(0.94	)		(0.57	)
Distributions from capital gains		(1.68	)		(1.68	)		(1.68	)
Total distributions		(2.52	)		(2.62	)		(2.25	)
Net asset value, end of year	$	48.36		$	48.56		$	47.83
Total Return ^_c		20.73	%		21.06	%		19.86	%
Ratios and Supplemental Data
Net assets, end of period (millions)	$	11,854		$	2,641		$	4,928
Ratio of operating expenses to average net assets ^_e		1.13	%		0.88	%		1.88	%
Ratio of net investment income to average net assets ^_f		1.31	%		1.57	%		0.56	%
Portfolio turnover rate		28.59	%		28.59	%		28.59	%

	Year Ended October 31,
	2002
	Class A			Class I			Class C
First Eagle Global Fund
Selected Per Share Data*
Net asset value, beginning of year	$	22.87		$	22.89		$	22.68
Income from investment operations:
Net investment income		0.53			0.27			0.72
Net realized and unrealized gains on investments		1.66			1.98			1.29
Total from investment operations		2.19			2.25			2.01
Less distributions:
Dividends from net investment income		(0.63	)		(0.69	)		(0.45	)
Distributions from capital gains		(0.09	)		(0.09	)		(0.09	)
Total distributions		(0.72	)		(0.78	)		(0.54	)
Net asset value, end of year	$	24.34		$	24.36		$	24.15
Total Return ^_c		9.76	%		10.03	%		8.98	%
Ratios and Supplemental Data
Net assets, end of period (millions)	$	1,785		$	85		$	104
Ratio of operating expenses to average net assets ^_e		1.34	%		1.09	%		2.10	%
Ratio of net investment income to average net assets ^_f		2.14	%		2.37	%		1.31	%
Portfolio turnover rate		19.75	%		19.75	%		19.75	%

	Year Ended October 31,
	2005									2004									2003
	Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Global Fund
Selected Per Share Data*
Net asset value, beginning of year	$	36.53		$	36.64		$	36.30		$	32.37		$	32.41		$	32.15		$	24.34		$	24.36		$	24.15
Income from investment operations:
Net investment income		0.48			0.60			0.19			0.50			0.56			0.23			0.53			0.59			0.30
Net realized and unrealized gains on investments		6.07			6.06			6.01			5.18			5.22			5.18			8.39			8.41			8.38
Total from investment operations		6.55			6.66			6.20			5.68			5.78			5.41			8.92			9.00			8.68
Less distributions:
Dividends from net investment income		(0.43	)		(0.50	)		(0.26	)		(0.67	)		(0.70	)		(0.41	)		(0.49	)		(0.55	)		(0.28	)
Distributions from capital gains		(0.18	)		(0.18	)		(0.18	)		(0.85	)		(0.85	)		(0.85	)		(0.40	)		(0.40	)		(0.40	)
Total distributions		(0.61	)		(0.68	)		(0.44	)		(1.52	)		(1.55	)		(1.26	)		(0.89	)		(0.95	)		(0.68	)
Net asset value, end of year	$	42.47		$	42.62		$	42.06		$	36.53		$	36.64		$	36.30		$	32.37		$	32.41		$	32.15
Total Return ^_c		18.15	%		18.42	%		17.23	%		18.18	%		18.47	%		17.31	%		37.75	%		38.14	%		36.77	%
Ratios and Supplemental Data
Net assets, end of period (millions)	$	9,526		$	1,752		$	3,828		$	5,972		$	641		$	1,986		$	3,255		$	242		$	617
Ratio of operating expenses to average net assets ^_e		1.20	%		0.95	%		1.95	%		1.24	%		0.99	%		1.99	%		1.32	%		1.06	%		2.07	%
Ratio of net investment income to average net assets ^_f		1.21	%		1.48	%		0.47	%		1.46	%		1.67	%		0.66	%		1.91	%		2.11	%		1.07	%
Portfolio turnover rate		12.29	%		12.29	%		12.29	%		4.94	%		4.94	%		4.94	%		7.20	%		7.20	%		7.20	%

	Year Ended October 31,
	2006
	Class A			Class I			Class C
First Eagle Overseas Fund
Selected Per Share Data*
Net asset value, beginning of year	$	24.13		$	24.33		$	23.83
Income (Loss) from investment operations:
Net investment income (losses)		0.39			0.46			0.20
Net realized and unrealized gains (losses) on investments		4.57			4.60			4.53
Total from investment operations		4.96			5.06			4.73
Less distributions:
Dividends from net investment income		(0.81	)		(0.87	)		(0.65	)
Distributions from capital gains		(1.58	)		(1.58	)		(1.58	)
Total distributions		(2.39	)		(2.45	)		(2.23	)
Net asset value, end of year	$	26.70		$	26.94		$	26.33
Total Return ^_c		22.24	%		22.53	%		21.33	%
Ratios and Supplemental Data
Net assets, end of period (millions)	$	5,785		$	4,031		$	1,145
Ratio of operating expenses to average net assets ^_e		1.12	%		0.87	%		1.87	%
Ratio of net investment income (loss) to average net assets ^_f		1.57	%		1.82	%		0.81	%
Portfolio turnover rate		27.98	%		27.98	%		27.98	%

	Year Ended October 31,
	2006
	Class Y			Class C			Class A
First Eagle Fund of America
Selected Per Share Data*
Net asset value, beginning of year	$	26.42		$	24.74		$	26.11
Income (loss) from investment operations:
Net investment loss		(0.08	)		(0.26	)		(0.08	)
Net realized and unrealized gains (losses) on investments		4.28			3.98			4.23
Total from investment operations		4.20			3.72			4.15
Less distributions:
Distributions from capital gains		(2.34	)		(2.34	)		(2.34	)
Total distributions		(2.34	)		(2.34	)		(2.34	)
Net asset value, end of year	$	28.28		$	26.12		$	27.92
Total Return ^_c		16.80	%		15.93	%		16.81	%
Ratios and Supplemental Data
Net assets, end of period (millions)	$	671		$	48		$	46
Ratio of operating expenses to average net assets ^_e		1.41	%		2.16	%		1.41	%
Ratio of net investment loss to average net assets ^_f		(0.30	)%		(1.05	)%		(0.30	)%
Portfolio turnover rate		40.38	%		40.38	%		40.38	%

	Year Ended October 31,
	2006									2005
	Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Global Fund		1.14	%		0.89	%		1.89	%		1.20	%		0.95	%		1.95	%
First Eagle Overseas Fund		1.12	%		0.87	%		1.87	%		1.18	%		0.93	%		1.93	%
First Eagle U.S. Value Fund		1.25	%		1.00	%		2.00	%		1.28	%		1.04	%		2.02	%
First Eagle Gold Fund		1.22	%		0.97	%		1.97	%		1.30	%		1.05	%		2.05	%
	Year Ended October 31,
	2006									2005
	Class Y			Class C			Class A			Class Y			Class C			Class A
First Eagle Fund of America		1.41	%		2.16	%		1.41	%		1.43	%		2.17	%		1.49	%

	Year Ended October 31,
	2004									2003									2002
	Class A			Class I			Class C			Class A			Class I			Class C			Class A			Class I			Class C
First Eagle Global Fund		1.24	%		0.99	%		1.99	%		1.32	%		1.07	%		2.07	%		1.34	%		1.10	%		2.10	%
First Eagle Overseas Fund		1.25	%		1.00	%		2.00	%		1.31	%		1.06	%		2.05	%		1.40	%		1.15	%		2.15	%
First Eagle U.S. Value Fund		1.38	%		1.13	%		2.13	%		1.51	%		1.26	%		2.26	%		1.92	%		1.69	%		2.67	%
First Eagle Gold Fund		1.39	%		1.14	%		2.14	%		1.50	%		1.23	% ^_ae		2.19	% ^_ae		1.67	%		—			—
	Year Ended October 31,
	2004									2003									2002
	Class Y			Class C			Class A			Class Y			Class C			Class A			Class Y			Class C			Class A
First Eagle Fund of America		1.46	%		2.21	%		1.72	%		1.50	%		2.25	%		1.75	%		1.51	%		2.26	%		1.76	%

	Statement of Additional Information
	Page
Organization of the Funds		1

Investment Objective, Policies and Restrictions		2

Management of the Trust		17

Investment Advisory and Other Services		25

Voting of Proxies		29

Distributor of the Funds' Shares		30

Fund Shares		32

Computation of Net Asset Value		32

Disclosure of Portfolio Holdings		33

How to Purchase Shares		34

Tax Status		34

Portfolio Transactions and Brokerage		40

Custody of Portfolio		41

Independent Registered Public Accounting Firm		41

Financial Statements		42

Appendix		A-1

Name of Person, Position	Aggregate Compensation Paid or Owed from Registrant		Total Compensation Paid or Owed from Registrant and Fund Complex Paid to Trustees***
Lisa Anderson, Trustee*	$	70,209	$	70,747	(1)
John P. Arnhold, Trustee**	$	0	$	0	(1)
Candace K. Beinecke, Trustee	$	222,888	$	224,583	(1)
Jean D. Hamilton, Trustee	$	138,345	$	139,667	(1)
James E. Jordan, Trustee**	$	96,433	$	97,167	(1)
William M. Kelly, Trustee	$	119,263	$	120,333	(1)
Paul J. Lawler, Trustee	$	148,839	$	150,000	(1)
Dominique M. Raillard, Trustee	$	100,404	$	101,167	(1)

Name of Trustee	Global Fund		Overseas Fund		U.S. Value Fund		Gold Fund		Fund of America
Candace K. Beinecke	$	15,318	$	15,148	$	0	$	0	$	15,744
Jean D. Hamilton	$	0	$	23,848	$	0	$	0	$	0
William M. Kelly	$	8,216	$	0	$	8,252	$	0	$	8,444
Paul J. Lawler	$	13,187	$	2,173	$	2,207	$	2,250	$	2,192

Parties Having Revenue Sharing Agreements with the Distributor, the Adviser or an Affiliate
Citigroup Global Markets, Inc. Morgan Stanley Dean Witter, Inc. Raymond James Financial Services, Inc. UBS Financial Services, Inc. Wachovia Securities LLC

EXHIBIT
(a)	—	Declaration of Trust of Registrant.*******
(b)	—	By-Laws of the Registrant.*******
(c)	—	Specimen Certificates representing shares of Common Stock ($.001 par value).*
(d)(1)	—	Amended and Restated Investment Advisory Contract between the Registrant and Arnhold and S. Bleichroeder Advisers, Inc. (“ASB Advisers”).****
(d)(2)	—	Amended and Restated Investment Advisory Contract between the Registrant and ASB Advisers with respect to First Eagle Fund of America.*****
(d)(3)	—	Sub-advisory Agreement between ASB Advisers and Iridian Asset Management LLC with respect to the First Eagle Fund of America.*****
(e)(1)	—	Amended and Restated Underwriting Agreement between the Registrant and First Eagle Funds Distributors, a division of ASB Securities, Inc. (“First Eagle Distributors”). ****
(e)(2)	—	Form of Selling Group Agreement. ***
(f)	—	Not applicable.
(g)(1)	—	Custody Agreement between the Registrant and State Street Bank and Trust Company. ********
(g)(2)	—	Special Custody Agreement between the Registrant and HSBC Bank USA.*****
(g)(3)	—	Transfer Agency and Registrar Agreement between the Registrant and DST Systems, Inc.**
(g)(4)	—	Investment Accounting Agreement between the Registrant and State Street Bank and Trust Company.***
(h)	—	Not applicable.
(i)	—	Not applicable.
(j)(1)	—	Consent of PricewaterhouseCoopers LLP. Filed herewith.
(j)(2)	—	Consent of KPMG LLP. Filed herewith.
(j)(3)	—	Shearman & Sterling LLP Opinion with respect to Reorganization. Filed herewith.
(k)	—	Not applicable.
(l)	—	Not applicable.
(m)(1)	—	Amended and Restated Rule 12b-1 Distribution Plan and Agreement between the Registrant and First Eagle Distributors. ******
(m)(2)	—	Amended and Restated Rule 12b-1 Distribution Plan and Agreement between the Registrant and First Eagle Distributors with respect to First Eagle Fund of America.*****
(n)	—	Amended and Restated Multiple Class Plan pursuant to Rule 18f-3.******
(o)	—	Not applicable.
(p)	—	Code of Ethics.****

Name and	Position and Offices	Position and Offices with
Business Address*	with Underwriter	Registrant

John P. Arnhold	CEO, Chairman and Director	President and Trustee
Robert Bruno	Senior Vice President, Chief Compliance Officer	Chief Operations and Financial Officer
Mark D. Goldstein	Secretary	Chief Compliance Officer
Stefanie Hempstead	Vice President	Vice President and Treasurer
Suzan J. Afifi	Vice President	Vice President and Secretary

	FIRST EAGLE FUNDS

	By:	/s/ JOHN P. ARNHOLD*
		JOHN P. ARNHOLD
		PRESIDENT

SIGNATURE	CAPACITY	DATE

/s/ LISA ANDERSON*	Trustee	February 27, 2007
(LISA ANDERSON)

/s/ JOHN P. ARNHOLD*	Trustee	February 27, 2007
(JOHN P. ARNHOLD)

/s/ CANDACE K. BEINECKE*	Trustee	February 27, 2007
(CANDACE K. BEINECKE)

/s/ JEAN D. HAMILTON*	Trustee	February 27, 2007
(JEAN D. HAMILTON)

/s/ JAMES E. JORDAN*	Trustee	February 27, 2007
(JAMES E. JORDAN)

/s/ WILLIAM M. KELLY*	Trustee	February 27, 2007
(WILLIAM M. KELLY)

/s/ PAUL J. LAWLER*	Trustee	February 27, 2007
(PAUL J. LAWLER)

/s/ DOMINIQUE M. RAILLARD*	Trustee	February 27, 2007
(DOMINIQUE RAILLARD)

/s/ ROBERT BRUNO	Chief Operations and Financial Officer (Principal	February 27, 2007
(ROBERT BRUNO)	Financial and Accounting Officer)