-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G6S5eoY+A0aCRqQGcEzr2756HEgUrW8oNiCZzDMdkJ/tSAcEXJHWCzLF1ZWzYUGE 4ni4wbd4iqMB7+O0C+rHJA== 0001067621-08-000010.txt : 20080220 0001067621-08-000010.hdr.sgml : 20080220 20080220132347 ACCESSION NUMBER: 0001067621-08-000010 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080220 DATE AS OF CHANGE: 20080220 GROUP MEMBERS: ANDREW DAKOS GROUP MEMBERS: BULLDOG INVESTORS GROUP MEMBERS: PHILLIP GOLDSTEIN FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GOLDSTEIN PHILLIP CENTRAL INDEX KEY: 0001067621 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: BUSINESS PHONE: 9147475262 MAIL ADDRESS: STREET 1: 60 HERITAGE DRIVE CITY: PLEASANTVILLE STATE: NY ZIP: 10570 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WILSHIRE ENTERPRISES INC CENTRAL INDEX KEY: 0000107454 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF APARTMENT BUILDINGS [6513] IRS NUMBER: 840513668 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-32567 FILM NUMBER: 08629095 BUSINESS ADDRESS: STREET 1: 1 GATEWAY CENTER, CITY: NEWARK STATE: NJ ZIP: 07102 BUSINESS PHONE: 2014202796 MAIL ADDRESS: STREET 1: 1 GATEWAY CENTER, CITY: NEWARK STATE: NJ ZIP: 07102 FORMER COMPANY: FORMER CONFORMED NAME: WILSHIRE OIL CO OF TEXAS DATE OF NAME CHANGE: 19920703 SC 13D/A 1 wocthirda.txt SCHEDULE 13D/A DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 2/15/08 1. NAME OF REPORTING PERSON Bulldog Investors, Phillip Goldstein and Andrew Dakos 2. CHECK THE BOX IF MEMBER OF A GROUP a[X] b[] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [] 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA ___________________________________________________________ 7. SOLE VOTING POWER 1,183,850 8. SHARED VOTING POWER 9. SOLE DISPOSITIVE POWER 1,183,850 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,183,850 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 14.94% 14. TYPE OF REPORTING PERSON IA _______________________________________________________ The following constitutes Amendment No. 7 to the Schedule 13D filed by Bulldog Investors, Phillip Goldstein and Andrew Dakos on August 17, 2006. This Amendment No.7 amends and supersedes that Schedule 13D as specifically set forth. Item 4 is amended as follows: ITEM 4. PURPOSE OF TRANSACTION On February 15, 2008 the reporting persons sent the attached letter (See Exhibit 1) to the Chairman of the Board of the Issuer. Item 7 is amended as follows: ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Exhibit 1. Letter to Issuers Chairman of the Board After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: 2/15/08 By: /s/ Phillip Goldstein Name: Phillip Goldstein By: /S/ Andrew Dakos Name: Andrew Dakos Exhibit 1: Full Value Partners L.P. Park 80 West, Plaza Two, Saddle Brook, NJ 07663 Phone (201) 556-0092 // Fax (201) 556-0097 February 15, 2008 Sherry Wilzig Izak Chairman of the Board and Chief Executive Officer Wilshire Enterprises, Inc. One Gateway Center Suite 1030 Newark, NJ 07102 Dear Ms. Wilzig Izak: Full Value Partners L.P. is the beneficial owner of shares of Wilshire Enterprises, Inc. (Wilshire) with a market value in excess of $2,000.00 and is a member of a group that has filed a schedule 13D. We have held our shares for at least 12 months and intend to hold them through the next annual meeting. We hereby submit the following proposal and supporting statement pursuant to rule 14a-8 of the Securities Exchange Act of 1934 for inclusion in managements proxy materials for the next meeting of stockholders. RESOLVED: The shareholders of Wilshire Enterprises, Inc. (Wilshire) request that the Board of Directors replace Sherry Wilzig Izak as CEO. Supporting Statement In a press release issued by Wilshire on June 4, 2007, Ms. Wilzig Izak made the following statement: With the completion of many of our value-enhancing initiatives, which we firmly believe have made our portfolio and our overall Company more appealing to a potential buyer, we are now actively exploring strategic alternatives for the business. On that day, Wilshires stock price closed at $5.73 on large volume. Soon afterward, Ms. Wilzig Izak boasted in a letter to shareholders that the Initial Bids Are In! Since then Wilshires stock price has fallen dramatically. Currently, it is hovering just above $3 and there are no value-enhancing initiatives in sight. It is abundantly clear that Ms. Wilzig Izak does not possess the willingness, credibility or wherewithal to manage Wilshire effectively or to maximize shareholder value. Replacing Ms. Wilzig Izak as soon as possible with an experienced and credible real estate professional is imperative if Wilshires shareholders expect to maximize the value of their investment via a sale or liquidation. If you agree the time has come to replace Ms. Wilzig Izak, please vote in favor of this proposal. Very truly yours, Andrew Dakos Managing Member Full Value Advisors LLC General Partner -----END PRIVACY-ENHANCED MESSAGE-----