SC 13D/A 1 wocthird.txt SCHEDULE 13D/A DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 11/5/07 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 1,173,650 8. SHARED VOTING POWER 9. SOLE DISPOSITIVE POWER 1,173,650 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 1,173,650 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 14.87% 14. TYPE OF REPORTING PERSON IA _______________________________________________________ The following constitutes Amendment No. 6 to the Schedule 13D filed by Bulldog Investors, Phillip Goldstein and Andrew Dakos on August 17, 2006. This Amendment No.6 amends and supersedes that Schedule 13D as specifically set forth. Item 4 is amended as follows: ITEM 4. PURPOSE OF TRANSACTION On November 5, 2007 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 Issuer's 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: 11/5/07 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 November 5, 2007 Sherry Wilzig Izak Chairman of the Board and Chief Executive Officer Wilshire Enterprises, Inc. One Gateway Center Suite 1030 Newark, NJ 07102 Dear Ms. Izak: Do you remember writing this to shareholders? IMPORTANT UPDATE! Initial Bids Are In! July 3, 2007 Dear Fellow Stockholder: We are pleased to inform you that preliminary bids to acquire Wilshire Enterprises, Inc. have been received and that your Board is actively pursuing a transaction which will maximize stockholder value for all of our investors. It is four months since the annual meeting at which you repeated your promise to maximize value at Wilshire Enterprises, Inc. Since then, Wilshires stock has fallen by almost 25% and you made no further announcements regarding a value maximizing transaction. We think shareholders deserve to know whether or not you are going renege on your promise to sell the company? Very truly yours, Andrew Dakos Managing Member Full Value Advisors LLP General Partner