-----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, Kw6eDRyicqnUOalBS5hmsEl+DiZCckrRCrZxdN6Mm/cbqWqq5xtFaroNyq1gGiSF 8far0d7p0tf8XOFUvE71tA== 0001067621-09-000034.txt : 20090316 0001067621-09-000034.hdr.sgml : 20090316 20090316100608 ACCESSION NUMBER: 0001067621-09-000034 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090316 DATE AS OF CHANGE: 20090316 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 MAIL ADDRESS: STREET 1: 60 HERITAGE DRIVE CITY: PLEASANTVILLE STATE: NY ZIP: 10570 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TM Entertainment & Media, Inc. CENTRAL INDEX KEY: 0001399067 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 208951489 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-83228 FILM NUMBER: 09682654 BUSINESS ADDRESS: STREET 1: 307 EAST 87TH STREET CITY: NEW YORK STATE: NY ZIP: 10028 BUSINESS PHONE: 212-289-6362 MAIL ADDRESS: STREET 1: 307 EAST 87TH STREET CITY: NEW YORK STATE: NY ZIP: 10028 SC 13D/A 1 thirda.txt SCHEDULE 13D-A DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 3/15/2009 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 1,691,389 8. SHARED VOTING POWER 648,961 9. SOLE DISPOSITIVE POWER 2,340,350 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 2,340.350 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 18.72% 14. TYPE OF REPORTING PERSON IA _______________________________________________________ This statement constitutes Amendment #5 to the schedule 13d filed December 12, 2008. Except as specifically set forth herein, the Schedule 13d remains unmodified. Item 4 is amended as follows: ITEM 4. PURPOSE OF TRANSACTION Letter to Company Chairman ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As per the 10-Q filed on 9/30/2008 there were 12,505,000 shares of common stock outstanding as of September 30, 2008. The percentage set forth in item 5 was derived using such number. Bulldog Investors, Phillip Goldstein and Andrew Dakos have the sole authority to vote 1,691,389 shares of TMI and share voting power on 648,961 shares.Bulldog Investors, Phillip Goldstein and Andrew Dakos have the sole authority to dispose of 2,340,350 shares. c) During the past 60 days shares of TMI were purchased. Buys Date Shares Price 1/30/2009 9,900 $7.43 2/3/2009 4,000 $7.45 2/9/2009 2,600 $7.45 d) Beneficiaries of managed accounts are entitled to receive any dividends or sales proceeds. e) NA ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. None. Item 7 is amended as follows: ITEM 7. MATERIAL TO BE FILED AS EXHIBITS Exhibit 1. Letter to Chairman 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: 3/16/09 By: /s/ Phillip Goldstein Name: Phillip Goldstein By: /S/ Andrew Dakos Name: Andrew Dakos Exhibit 1: Opportunity Partners L.P., 60 Heritage Drive, Pleasantville, NY 10570 (914) 747-5262 // Fax: (914) 747-2150 // pgoldstein@bulldoginvestors.com March 15, 2009 Theodore S. Green, Chairman & Co-CEO Malcolm Bird, Co-CEO TM Entertainment and Media, Inc. 307 East 87th Street New York, NY 10128 Dear Messrs. Green and Bird: On December 12, 2008, TM Entertainment and Media, Inc. (TMI) issued a public announcement which stated in part: In response to a request by one of its stockholders and pursuant to the Delaware General Corporation Law, TM Entertainment and Media, Inc. (the Company) (AMEX: TMI), today announced that it has scheduled an Annual Meeting of Stockholders for April 14, 2009, for the purpose of electing directors and transacting any other business that may properly come before the meeting in accordance with the Companys By Laws. The Company will announce the record date for the annual meeting in accordance with applicable requirements of Delaware and federal law and will distribute proxy materials including an Annual Report to Stockholders in advance of the meeting in accordance with applicable securities laws. April 14th is less than one month away. Yet, no record date for the meeting has been announced nor has TMI filed its preliminary proxy materials with the SEC. We are concerned that the annual meeting may not be held on April 14, 2009 as announced. Please confirm by March 17, 2009 that the annual meeting will indeed be held on April 14, 2009. Otherwise, we intend to seek an appropriate court order. Very truly yours, Phillip Goldstein Kimball & Winthrop, Inc. General Partner -----END PRIVACY-ENHANCED MESSAGE-----