Three-dimensional Yang-Mills and gravity theories augmented by gauge-invariant mass terms are analyzed. These topologically nontrivial additions profoundly alter the particle content of the models and lead to quantization of a dimensionless mass-coupling-constant ratio. The vector field excitations become massive, with spin 1 (rather than massless with spin 0), and the mass provides an infrared cutoff. The gravitation acquires mass, mediates finite-range interactions, and has spin 2 (rather than being absent altogether); although its mass term is of third derivative order, there are no ghosts or acausalities