-----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, SGr0r2P/wQ4a1x1WF7EQYacADwTVG/aw1DqF/F1aTunsMJxDqAbGXln9e7xvPjeu x1YEfplbKDrhexhSt6funQ== 0001286207-10-000003.txt : 20100125 0001286207-10-000003.hdr.sgml : 20100125 20100125165936 ACCESSION NUMBER: 0001286207-10-000003 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20100125 DATE AS OF CHANGE: 20100125 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GABELLI GLOBAL MULTIMEDIA TRUST INC CENTRAL INDEX KEY: 0000921671 IRS NUMBER: 133767317 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-79610 FILM NUMBER: 10545276 BUSINESS ADDRESS: STREET 1: ONE CORPORATE CENTER CITY: RYE STATE: NY ZIP: 10580 BUSINESS PHONE: 9149215070 MAIL ADDRESS: STREET 1: ONE CORPORATE CENTER CITY: RYE STATE: NY ZIP: 10580-1434 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WESTERN INVESTMENT LLC CENTRAL INDEX KEY: 0001286207 IRS NUMBER: 870623442 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 7050 S. UNION PARK CENTER, SUITE 590 CITY: MIDVALE STATE: UT ZIP: 84047 BUSINESS PHONE: 801-568-1400 MAIL ADDRESS: STREET 1: 7050 S. UNION PARK CENTER, SUITE 590 CITY: MIDVALE STATE: UT ZIP: 84047 SC 13D 1 ggtwi13d100125.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) (Amendment No. )* INFORMATION TO BE INCDLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Gabelli Global Multimedia Trust Inc - ----------------------------------------------------------------- ------- (Name of Issuer) Common Stock, $0.001 par value - ----------------------------------------------------------------- ------- (Title of Class of Securities) 36239Q109 - ----------------------------------------------------------------- ------- (CUSIP Number) Arthur D. Lipson Western Investment LLC 7050 S. Union Park Center, Ste. 590 Midvale, UT 84047 (801) 568-1400 - ----------------------------------------------------------------- ------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 14, 2010 - ----------------------------------------------------------------- ------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d- 1(e), (f) or (g), check the following box [ ]. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information, which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the "purpose" of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. (Continued on following pages) CUSIP No. - 36239Q109 1 NAMES OF REPORTING PERSONS. I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). WESTERN INVESTMENT LLC 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* (See Item 3) OO, WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) [ ] OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE NUMBER OF 7 SOLE VOTING POWER SHARES 711,518 shares BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 shares EACH 9 SOLE DISPOSITIVE POWER REPORTING 711,518 shares PERSON 10 SHARED DISPOSITIVE POWER WITH 0 shares 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (See Item 5) 711,518 shares 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% 14 TYPE OF REPORTING PERSON* OO 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) ARTHUR D. LIPSON 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO,PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) [ ] OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF 7 SOLE VOTING POWER SHARES 711,519 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING 711,519 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (See Item 5) 711,519 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.1% 14 TYPE OF REPORTING PERSON* IN 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) WESTERN INVESTMENT HEDGED PARTNERS LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) [ ] OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE NUMBER OF 7 SOLE VOTING POWER SHARES 252,400 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING 252,400 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (See Item 5) 252,400 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.8% 14 TYPE OF REPORTING PERSON* PN 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) WESTERN INVESTMENT TOTAL RETURN PARTNERS LP 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) [ ] OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE NUMBER OF 7 SOLE VOTING POWER SHARES 179,552 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING 179,552 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (See Item 5) 179,552 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.3% 14 TYPE OF REPORTING PERSON* PN 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) WESTERN INVESTMENT TOTAL RETURN FUND, LTD 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) [ ] OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION CAYMAN ISLANDS NUMBER OF 7 SOLE VOTING POWER SHARES 278,566 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING 278,566 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (See Item 5) 278,566 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.0% 14 TYPE OF REPORTING PERSON* CO 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) JOSHUA MASSEY 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* OO 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) [ ] OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF 7 SOLE VOTING POWER SHARES 1,900 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING 83,778 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (See Item 5) 83,778 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1% 14 TYPE OF REPORTING PERSON* IA 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) DAVID MASSEY 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X ] (b) [ ] 3 SEC USE ONLY 4 SOURCE OF FUNDS* PF 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) [ ] OR 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA NUMBER OF 7 SOLE VOTING POWER SHARES 1,900 BENEFICIALLY 8 SHARED VOTING POWER OWNED BY 0 EACH 9 SOLE DISPOSITIVE POWER REPORTING 1,900 PERSON WITH 10 SHARED DISPOSITIVE POWER 0 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON (See Item 5) 1,900 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) Less than 1% 14 TYPE OF REPORTING PERSON* IN ITEM 1. SECURITY AND ISSUER This statement relates to shares of the Common Stock, $0.001 par value (the "Shares"), of Gabelli Global Multimedia Trust Inc (the "Issuer"). The address of the principal executive offices of the Issuer is One Corporate Center, Rye, NY 10580. ITEM 2. IDENTITY AND BACKGROUND (a) This statement is filed by Western Investment LLC, a Delaware limited liability company ("WILLC"), Arthur D. Lipson ("Mr. Lipson"), Western Investment Hedged Partners LP, a Delaware limited partnership ("WIHP"), Western Investment Total Return Partners LP, a Delaware limited partnership ("WITRP"), Western Investment Total Return Fund, Ltd., a Cayman Islands corporation ("WITRL", and together with Mr. Lipson, WIHP and WITRP, the "Western Entities"), Joshua Massey, ("Joshua Massey") and David Massey ("David Massey", and together with Joshua Massey, the "Massey Entities"). Each of the foregoing is referred to as a "Reporting Person" and collectively as the Reporting Persons." WILLC has sole voting and investment power over WIHP's, WITRP's and WITRL's security holdings and Mr. Lipson, in his role as the managing member of WILLC, controls WILLC's voting and investment decisions. Neither WILLC, Mr. Lipson, WIHP, WITRP, nor WITRL has voting or dispositive control over the Shares owned by Joshua Massey and David Massey. Neither WIHP, WITRP, nor WITRL has voting or dispositive control over the Shares owned directly by each other or the Shares owned by WILLC or Mr. Lipson. Joshua Massey is a registered investment advisor under Section 203 of the Investment Advisers Act of 1940 who manages a number of unaffiliated third party and segregated client accounts (the "segregated client accounts") over which Mr. Massey, pursuant to limited powers of attorney, has discretionary investment authority. David Massey is an individual and father of Joshua Massey. Joshua Massey has both investment and voting authority over the Shares owned by David Massey. Neither Joshua Massey nor David Massey has voting or dispositive control over the Shares beneficially owned by WILLC, Mr. Lipson, WIHP, WITRP, and WITRL. By virtue of that certain Joint Filing and Solicitation Agreement by and among the Reporting Persons, as described in further detail in Item 6, the Reporting Persons affirm that they are members of a "group" for the purposes of Section 13(d)(3) of the Securities and Exchange Act of 1934, as amended (the "Act"). (b) The principal business address of WILLC, Mr. Lipson, WIHP and WITRP is 7050 S. Union Park Center, Suite 590, Midvale, UT 84047. The principal business address of WITRL is c/o dms Management, P.O. Box31910, dms House, 20 Genesis Close, Grand Cayman KY1-1208, Cayman Islands. The officers and directors of WITRL and their principal occupations and business addresses are set forth on Schedule A and incorporated by reference in this Item 2. The principal business address of Joshua Massey is 205 Willow Street, Hamilton, MA 01982. The principal business address of David Massey is 2550 Webb Avenue #7S, Bronx, NY 10468 (c) The principal business of WILLC is acting as the investment manager of WITRL and the general partner of each of WIHP and WITRP. The principal occupation of Mr. Lipson is acting as managing member of WILLC. The principal business of each of WIHP, WITRP and WITRL is acquiring, holding and disposing of investments in various companies. The principal business of Joshua Massey is acting as a registered investment adviser to the segregated client accounts. David Massey is retired. (d) No Reporting Person has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) No Reporting Person has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) Arthur D. Lipson, Joshua Massey and David Massey are citizens of the United States of America. WILLC is a Delaware limited liability company. WIHP is a Delaware limited partnership. WITRP is a Delaware limited partnership. WITRL is a Cayman Islands company. ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION The aggregate purchase price of the 711,518 Shares beneficially owned by WILLC is approximately $4,228,912 (including brokerage commissions). The Shares beneficially owned by WILLC consist of 1,000 Shares that were acquired with WILLC's working capital, 252,400 Shares that were acquired with WIHP's invested capital, 179,552 Shares that were acquired with WITRP's invested capital and 278,566 Shares that were acquired with WITRL's invested capital. The aggregate purchase price of the 1 Share owned directly by Mr. Lipson is $5. Mr. Lipson acquired his Share with personal funds. The aggregate purchase price of the 81,878 Shares in the segregated client accounts which are beneficially owned by Joshua Massey is approximately $590,618 (excluding brokerage commissions). The Shares in the segregated client accounts were acquired with invested capital. The aggregate purchase price of the 1,900 Shares owned by David Massey is approximately $12,160 (excluding brokerage commissions). David Massey acquired his Shares with personal funds. ITEM 4. PURPOSE OF TRANSACTION The Reporting Persons purchased the Shares based on the Reporting Persons' belief that the Shares, when purchased, were significantly undervalued and represented an attractive investment opportunity. Depending upon overall market conditions, other investment opportunities available to the Reporting Persons, and the availability of Shares at prices that would make the purchase of additional Shares desirable, the Reporting Persons may endeavor to increase their position in the Issuer through, among other things, the purchase of Shares on the open market or in private transactions or otherwise, on such terms and at such times as the Reporting Persons may deem advisable. The Reporting Persons may engage in discussions with management and the Board of the Issuer about possible ways to reduce or eliminate the discount. The Reporting Persons reserve the right to take any action they deem appropriate related to this issue. Each of the Reporting Persons intends to review his/its investment in the Issuer on a continuing basis and may engage in discussions with management and the Board of the Issuer concerning the business, operations and future plans of the Issuer. The Reporting Persons are concerned by the persistent discount to net asset value at which the Shares of the Issuer have been trading. The Reporting Persons believe that the Issuer should take appropriate action to cause the discount to net asset value to be eliminated or substantially reduced. Depending on various factors including, without limitation, the Issuer's financial position and investment strategy, the price levels and/or discount to net asset value of the Shares, conditions in the securities markets and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate including, without limitation, seeking Board representation, making proposals concerning, among other thing, changes to the capitalization, ownership structure or operations of the Issuer or replacement of the Issuer's investment manager with an investment manager that is concerned with the discount to net asset value at which the Shares have been trading and that will take action to eliminate or reduce such discount, purchasing additional Shares, selling some or all of its Shares, engaging in short selling of or any hedging or similar transaction with respect to the Shares or changing its intention with respect to any and all matters referred to in Item 4. On December 4, 2009, Mr. David Massey submitted a shareholder proposal letter to the Issuer pursuant to SEC Rule 14a-8 requesting that the Issuer's Board of Directors take the necessary steps to declassify the Board of the Issuer and establish annual elections of directors whereby directors of the Issuer would be elected annually and not by classes. A copy of Mr. David Massey's shareholder proposal letter dated December 4, 2009 is attached hereto as Exhibit 1 and is incorporated herein by reference. On December 14, 2009, WILLC delivered a letter to the Issuer nominating Mr. Lipson and Gregory R. Dube for election as directors of the Issuer at the Issuer's 2010 annual meeting of stockholders. A copy of WILLC's nomination letter dated December 14, 2009 is attached hereto as Exhibit 2. Except as otherwise set forth herein, the Reporting Persons do not have any present plans or proposals which would relate to or result in the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a) and (b) The aggregate percentage of Shares reported owned by each person named herein is based upon 13,994,153 Shares outstanding as of June 30, 2009, as reported in the Issuer's Certified Shareholder Report of Registered Management Investment Companies on Form N-CSR, filed with the Securities and Exchange Commission on September 3, 2009. As of the close of business on January 22, 2010, WIHP, WITRP and WITRL beneficially owned 252,400, 179,552 and 278,566 Shares, respectively, representing approximately 1.8%, 1.3% and 2.0%, respectively, of the Shares outstanding. WILLC, as the investment manager of WITRL and the general partner of each of WIHP and WTIRP, beneficially owns 711,518 Shares, constituting approximately 5.1% of the Shares outstanding. Mr. Lipson, as the managing member of WILLC, is deemed to beneficially own the 711,518 Shares beneficially owned by WILLC, in addition to 1 Share owned directly by Mr. Lipson, constituting approximately 5.1% of the Shares outstanding. Neither WILLC, Mr. Lipson, WIHP, WITRP, nor WITRL has voting or dispositive control over the Shares beneficially owned by Joshua Massey or David Massey. Neither WIHP, WITRP, nor WITRL has voting or dispositive control over the Shares owned directly by each other or the Shares owned directly by WILLC or Mr. Lipson. As of the close of business on January 22, 2010, Joshua Massey is deemed to beneficially own the 81,878 Shares owned by the segregated client accounts, and 1,900 Shares owned by David Massey, representing less than 1% of the Shares outstanding. As of the close of business on January 22, 2010, David Massey owned 1,900 Shares, representing less than 1% of the Shares outstanding. Neither Joshua Massey nor David Massey has voting or dispositive control over the Shares beneficially owned by WILLC, Mr. Lipson, WIHP, WITRP, or WITRL. (c) Schedule B annexed hereto lists all transactions by the Reporting Persons in the Issuer's Shares during the past sixty days. All of such transactions were effected in the open market. (d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. (e) Not applicable. ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS, OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER On December 2, 2009, WILLC entered into an indemnification agreement with David Massey pursuant to which WILLC agreed to indemnify and hold David Massey harmless against any claims arising from Mr. Massey's submission of a shareholder proposal to the Issuer for the 2010 annual meeting of shareholders proposing that the Board of Directors of the Issuer be declassified. A copy of the indemnification agreement is attached hereto as Exhibit 3 and is incorporated herein by reference. On January 25, 2010, the Reporting Persons entered into a Joint Filing and Solicitation Agreement (the "Joint Filing Agreement") in which the parties agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the securities of the Issuer. The Joint Filing Agreement is attached hereto as Exhibit 4 and is incorporated herein by reference. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS 1. Shareholder proposal letter from David Massey to the Issuer, dated December 4, 2009. 2. Director Nomination letter from WILLC to the Issuer, dated December 14, 2009. 3. Indemnification Agreement by and among Western Investment LLC and David Massey, dated December 2, 2009. 4. Joint Filing and Solicitation Agreement by and among Western Investment LLC, Arthur D. Lipson, Western Investment Hedged Partners LP, Western Investment Total Return Partners LP, Western Investment Total Return Fund, Ltd, Joshua Massey and David Massey, dated January 25, 2010. SIGNATURES 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. Date: January 25, 2010 WESTERN INVESTMENT LLC By: /s/ Arthur D. Lipson, Managing Member WESTERN INVESTMENT HEDGED PARTNERS LP By: Western Investment LLC, its General Partner By: /s/ Arthur D. Lipson, Managing Member WESTERN INVESTMENT TOTAL RETURN PARTNERS LP By: Western Investment LLC, its General Partner By: /s/ Arthur D. Lipson, Managing Member WESTERN INVESTMENT TOTAL RETURN FUND LTD By: Western Investment LLC, its Investment Manager By: /s/ Arthur D. Lipson, Managing Member /s/ Arthur D. Lipson ___________________ ARTHUR D. LIPSON /s/ Joshua Massey ___________________ JOSHUA MASSEY /s/ David Massey ___________________ DAVID MASSEY SCHEDULE A Directors and Officers of Western Investment Total Return Fund Ltd. Name and Position Principal Occupation Principal Business Address Citizenship Don M. Seymour Director Businessperson dms Management Ltd. dms Management P.O. Box 31910 dms House, 20 Genesis Close, Grand Cayman KY1-1208, Cayman Islands Cayman Islands David Bree Director Businessperson dms Management Ltd. dms Management P.O. Box 31910 dms House, 20 Genesis Close, Grand Cayman KY1-1208, Cayman Islands Cayman Islands J.D. Clark & Co. Secretary Trust Company 2225 Washington Blvd. Ogden, Utah 84401 United States SCHEDULE B Transaction Code Quantity Trade Date Price WIHP Buy 800 11/25/2009 $6.2963 Buy 100 11/25/2009 $6.2785 Buy 1,200 11/30/2009 $6.1703 Buy 3,800 12/01/2009 $6.2510 Buy 300 12/02/2009 $6.3158 Buy 300 12/02/2009 $6.2585 Buy 600 12/03/2009 $6.3607 Buy 300 12/03/2009 $6.3185 Buy 3,700 12/04/2009 $6.4225 Buy 700 12/04/2009 $6.3885 Buy 8,600 12/07/2009 $6.4738 Buy 200 12/07/2009 $6.4675 Buy 2,900 12/10/2009 $6.4542 Buy 1,100 12/11/2009 $6.4437 Buy 100 12/15/2009 $6.4550 Buy 300 12/16/2009 $6.4982 Buy 100 12/16/2009 $6.4585 Buy 1,800 12/17/2009 $6.3336 Buy 1,300 12/18/2009 $6.3241 Buy 1,000 12/21/2009 $6.4432 Buy 2,800 12/21/2009 $6.4085 Buy 1,800 12/21/2009 $6.4628 Buy 900 12/22/2009 $6.4785 Buy 1,000 12/22/2009 $6.4785 Buy 300 12/23/2009 $6.4785 Buy 4,200 12/23/2009 $6.5060 Buy 700 01/21/2010 $6.5285 Buy 700 01/22/2010 $6.5622 Buy 5,500 01/22/2010 $6.5711 Buy 16,500 01/22/2010 $6.5403 WITRL Buy 800 11/25/2009 $6.2963 Buy 100 11/25/2009 $6.2785 Buy 1,200 11/30/2009 $6.1703 Buy 3,800 12/01/2009 $6.2510 Buy 300 12/02/2009 $6.3158 Buy 300 12/02/2009 $6.2585 Buy 600 12/03/2009 $6.3607 Buy 300 12/03/2009 $6.3185 Buy 3,600 12/04/2009 $6.4225 Buy 800 12/04/2009 $6.3885 Buy 8,600 12/07/2009 $6.4738 Buy 200 12/07/2009 $6.4675 Buy 2,900 12/10/2009 $6.4542 Buy 1,100 12/11/2009 $6.4437 Buy 100 12/15/2009 $6.4550 Buy 200 12/16/2009 $6.4982 Buy 200 12/16/2009 $6.4585 Buy 1,800 12/17/2009 $6.3336 Buy 1,200 12/18/2009 $6.3241 Buy 1,000 12/21/2009 $6.4432 Buy 2,800 12/21/2009 $6.4085 Buy 800 12/22/2009 $6.4785 Buy 1,000 12/22/2009 $6.4785 Buy 400 12/23/2009 $6.4785 Buy 4,100 12/23/2009 $6.5060 Buy 700 01/21/2010 $6.5285 Buy 800 01/22/2010 $6.5622 Buy 5,400 01/22/2010 $6.5711 Buy 16,400 01/22/2010 $6.5403 WITRP Buy 800 11/25/2009 $6.2963 Buy 200 11/25/2009 $6.2785 Buy 200 11/27/2009 $6.1875 Buy 600 11/27/2009 $6.1085 Buy 1,300 11/30/2009 $6.1703 Buy 3,800 12/01/2009 $6.2510 Buy 300 12/02/2009 $6.3158 Buy 200 12/02/2009 $6.2585 Buy 500 12/03/2009 $6.3607 Buy 400 12/03/2009 $6.3185 Buy 3,600 12/04/2009 $6.4225 Buy 800 12/04/2009 $6.3885 Buy 8,600 12/07/2009 $6.4738 Buy 100 12/07/2009 $6.4675 Buy 2,900 12/10/2009 $6.4542 Buy 1,100 12/11/2009 $6.4437 Buy 200 12/15/2009 $6.4550 Buy 200 12/16/2009 $6.4982 Buy 300 12/16/2009 $6.4585 Buy 1,800 12/17/2009 $6.3336 Buy 1,200 12/18/2009 $6.3241 Buy 1,000 12/21/2009 $6.4432 Buy 2,800 12/21/2009 $6.4085 Buy 800 12/22/2009 $6.4785 Buy 1,000 12/22/2009 $6.4785 Buy 300 12/23/2009 $6.4785 Buy 4,100 12/23/2009 $6.5060 Buy 715 01/21/2010 $6.5285 Buy 800 01/22/2010 $6.5622 Buy 5,300 01/22/2010 $6.5711 Buy 16,500 01/22/2010 $6.5403 MR LIPSON NONE J MASSEY Buy 817 12/18/2009 $6.3598 Buy 2,000 01/05/2010 $6.6200 Buy 4,700 01/05/2010 $6.6285 Buy 558 01/06/2010 $6.7274 Buy 1,700 01/07/2010 $6.7199 Buy 2,200 01/08/2010 $6.7000 Buy 6,500 01/11/2010 $6.7400 Buy 10,693 01/13/2010 $6.7503 Buy 19,620 01/14/2010 $6.7883 Buy 2,200 01/15/2010 $6.7000 Buy 5,790 01/19/2010 $6.7824 Buy 2,300 01/20/2010 $6.6995 D MASSEY NONE JOINT FILING AND SOLICITATION AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D dated January 25, 2010 (including further amendments thereto) with respect to the Common Stock of Gabelli Global Multimedia Trust Inc. This Joint Filing and Solicitation Agreement shall be filed as an Exhibit to such Statement. Dated: January 25, 2010 WESTERN INVESTMENT LLC By: /s/ Arthur D. Lipson, Managing Member WESTERN INVESTMENT HEDGED PARTNERS LP By: Western Investment LLC, its General Partner By: /s/ Arthur D. Lipson, Managing Member WESTERN INVESTMENT TOTAL RETURN PARTNERS LP By: Western Investment LLC, its General Partner By: /s/ Arthur D. Lipson, Managing Member WESTERN INVESTMENT TOTAL RETURN FUND LTD By: Western Investment LLC, its Investment Manager By: /s/ Arthur D. Lipson, Managing Member /s/ Arthur D. Lipson ____________________ ARTHUR D. LIPSON /s/ Joshua Massey ___________________ JOSHUA MASSEY /s/ David Massey ___________________ DAVID MASSEY EX-1 2 ex1ggtwi13d.txt SHAREHOLDER PROPOSAL REPEAL CLASSIFIED BOARD Submitted by David Massey BE IT RESOLVED, that the stockholders of Gabelli Global Multimedia Trust, Inc. ("GGT" or the "Corporation") request that the Board of Directors take the necessary steps to declassify the Board of GGT and establish annual elections of directors whereby directors of the Corporation would be elected annually and not by classes. This policy would take effect immediately, and be applicable to the re-election of any incumbent director whose term, under the current classified system, subsequently expires. SUPPORTING STATEMENT I believe that the ability to elect directors is the single most important use of the stockholder franchise. Accordingly, directors of GGT should be accountable to the stockholders on an annual basis. Currently, the Board of Directors is divided into three classes. Each class serves staggered three- year terms. Because of this structure, stockholders may only vote on roughly one-third of the directors each year. The election of directors by classes, for three-year terms, in my opinion, minimizes accountability and precludes the full exercise of the rights of the stockholders to approve or disapprove annually the performance of a director or the entire Board. The staggered term structure of the Corporation's Board is not in the best interest of stockholders because it reduces accountability and is an unnecessary anti-takeover device. Stockholders should have the opportunity to vote on the performance of the entire Board of Directors each year. I feel that such annual accountability serves to keep directors closely focused on the performance of the Corporation and its top executives and on increasing stockholder value. Annual election of all directors gives stockholders the power to either completely replace their Board, or replace a majority of directors, if a situation arises which warrants such action. There are indications from studies that classified boards and other anti-takeover devices have an adverse impact on stockholder value. A 1991 study by Lilli Gordon of the Gordon Group and John Pound of Harvard University found that companies with restrictive corporate governance structures, including those with classified boards, are "significantly less likely to exhibit outstanding long-term performance relative to their industry peers." See also Council of Institutional Investors Corporate Governance Policies (Updated May 1, 2009) at Section 2.1 "Annual Election of Directors: All directors should be elected annually. Boards should not be classified (staggered)." I urge your support for the proposal to repeal the classified Board of Directors of GGT and establish that all directors of GGT be elected annually. Thank you. Very truly yours, /s/ David Massey EX-2 3 ex2ggtwi13d.txt WESTERN INVESTMENT LLC 7050 South Union Park Center, Suite 590, Midvale, UT 84047 Phone# 801-568-1400; Fax# 801-568-1417 December 14, 2009 Via Federal Express Agnes Mullady Secretary The Gabelli Global Multimedia Trust Inc. c/o Gabelli Funds, LLC One Corporate Center Rye, NY 10580-1422 Re: The Gabelli Global Multimedia Trust Inc. (the "Company") Nominations for Election of Directors Dear Ms. Mullady: Western Investment LLC ("Western"), is a Delaware limited liability company. Western is the General Partner of each of Western Investment Hedged Partners LP ("WIHP") and Western Investment Total Return Partners LP ("WITRP"), and is the Investment Manager of Western Investment Total Return Fund Ltd ("WITRL"). Western has sole voting and investment power over WIHP's, WITRP's, and WITRL's security holdings. Western is a stockholder of the Company. Since November 13, 2009, Western has continuously been the record owner of 1,000 shares of the Company's common stock. In addition, as of December 11, 2009, Western is the beneficial owner #1 of an additional 597,603 common shares of the Company which are held in several brokerage houses for the benefit of Western-controlled and/or advised entities #2. #1 "Beneficial ownership" as determined in accordance with Rule 13d-3 of the Securities and Exchange Act of 1934. #2 As of December 11, 2009, WIHP owns 213,400 common shares of the Company. WIHP has owned common shares of the Company since February 27, 2009. As of December 11, 2009, WITRP owns 142,537 common shares of the Company. WITRP has owned common shares of the Company since March 2, 2009. As of December 11, 2009, WITRL owns 241,666 common shares of the Company. WITRL has owned common shares of the Company since continuously since April 14, 2009. As a stockholder of the Company, Western hereby nominates the undersigned, Arthur D. Lipson, and Gregory R. Dube for election to the Company's Board of Directors at the Company's 2010 annual meeting of stockholders (the "Annual Meeting"). As described in the biographies set forth below, both Messrs. Lipson and Dube are highly qualified to serve as directors of the Company: Arthur D. Lipson (Age 67) has been managing private investment partnerships since 1995. He has been the sole managing member of Western since 1997. Western specializes in investing in undervalued companies. Mr. Lipson has additional substantial experience in sales and trading and research, including previously heading fixed income research for Lehman Brothers and for Paine Webber. Mr. Lipson created, among other things, the Lehman Brothers bond indices (now known as the Barclays bond indices). From 2007 to 2008, Mr. Lipson served as a director of Pioneer Municipal and Equity Income Trust ("PBF"), during which time Mr. Lipson oversaw the elimination of a 17% discount to PBF's net asset value and the merger of PBF into Pioneer Tax Free Income Fund, an open-end fund. Mr. Lipson received a Master's of Science degree from Columbia University and a Bachelors of Science degree from the California Institute of Technology. Since 1995, Mr. Lipson has owned individually 1 share of the common stock of the Company. By virtue of his control of Western, Mr. Lipson also beneficially owns those shares of common stock of the Company which are deemed to be beneficially owned by Western. Gregory R. Dube (Age 54) is the founder of Roseheart Associates ("Roseheart"), a private company that invests in securities and real estate, and has served as its Chairman since its inception. From 1998 to 2002, prior to founding Roseheart, Mr. Dube was at Alliance Capital, where he served as the head of the Global High Yield Group from 1999 to 2002. Before joining Alliance Capital, Mr. Dube was a partner at Donaldson, Lufkin & Jenrette, responsible for the Tax-Exempt Capital Markets Division. Mr. Dube has an extensive background in the credit securities markets, including experience with trading and selling credit instruments, including corporate, high-yield, private placement, mortgage, Euro and distressed debt and derivatives. Mr. Dube currently serves on the Advisory Committee of New England Realty Associates Limited Partnership (AMEX:NEN), a partnership engaged in the business of acquiring, developing, holding for investment, operating and selling real estate, and as a member of the executive committee of Navigare Partners, LLC. Mr. Dube received his A.B. from Harvard College and was a Rhodes Scholar Nominee. Mr. Dube does not own any shares of the Company. Both Messrs. Lipson and Dube consent to serve as directors of the Company, as acknowledged in the accompanying letters. Please advise if the Company's Nominating committee requires that Messrs. Lipson and Dube complete and sign a director's questionnaire, which may be sent by the Company to Western at the address listed above. Please confirm receipt of this letter. Thank you. WESTERN INVESTMENT LLC By: /s/ Arthur D. Lipson Name: Arthur D. Lipson Title: Managing Member cc: Richard W. Cohen, Esq. Lowey Dannenberg Cohen & Hart, P.C. EX-3 4 ex3ggtwi13d.txt WESTERN INVESTMENT LLC 7050 S. Union Park Center, Suite 590 Midvale, Utah 84047 December 2, 2009 David Massey c/o Joshua Massey 205 Willow Street #350 Hamilton, MA 01982 Re: The Gabelli Global Multimedia Trust Inc. ("GGT") Dear Mr. Massey: Western Investment LLC ("Western") agrees to indemnify and hold you harmless against any and all claims of any nature, whenever brought, arising from your submission of a shareholder proposal to GGT for the 2010 annual meeting of shareholders proposing that the board of directors of GGT be de-classified (the "Shareholder Proposal"); provided, however, that you will not be entitled to indemnification for claims arising from your gross negligence, willful misconduct, intentional and material violations of law, criminal actions or material breach of the terms of this agreement. This indemnification will include any and all losses, liabilities, damages, demands, claims, suits, actions, judgments, or causes of action, assessments, costs and expenses, including, without limitation, interest, penalties, reasonable attorneys' fees, and any and all reasonable costs and expenses incurred in investigating, preparing or defending against any litigation, commenced or threatened, any civil, criminal, administrative or arbitration action, or any claim whatsoever, and any and all amounts paid in settlement of any claim or litigation asserted against, resulting, imposed upon, or incurred or suffered by you, directly or indirectly, as a result of or arising from the Shareholder Proposal and any related transactions (each, a "Loss"). In the event of a claim against you pursuant to the prior paragraph or the occurrence of a Loss, you shall give Western prompt written notice of such claim or Loss (provided that failure to promptly notify Western shall not relieve us from any liability which we may have on account of this Agreement, except to the extent we shall have been materially prejudiced by such failure). Upon receipt of such written notice, Western will provide you with counsel to represent you. Such counsel shall be reasonably acceptable to you. In addition, you will be reimbursed promptly for all Losses suffered by you and as incurred as provided herein. Western may not enter into any settlement of loss or claim without your consent unless such settlement includes a release of you from any and all liability in respect of such claim. Western's indemnity is given in consideration for your submission of the Shareholder Proposal. This letter agreement shall be governed by the laws of the State of New York, without regard to the principles of the conflicts of laws thereof. If you agree to the foregoing terms, please sign below to indicate your acceptance. Very truly yours, WESTERN INVESTMENT LLC By: Name: Arthur D. Lipson Title: Managing Member ACCEPTED AND AGREED: ___________________________ DAVID MASSEY EX-4 5 ex4ggtwi13d.txt JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Gabelli Global Multimedia Trust, Inc. (the "Fund"); WHEREAS, Western Investment LLC, a Delaware limited liability company, Western Investment Hedged Partners L.P., a Delaware limited partnership, Western Investment Total Return Partners L.P., a Delaware limited partnership, Western Investment Total Return Fund Ltd., a Cayman Islands corporation, Arthur D. Lipson, Joshua Massey and David Massey wish to form a group for the purpose of soliciting stockholder support for any proposal submitted by David Massey to the Fund at the 2010 annual meeting of stockholders of the Fund, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the "2010 Annual Meeting") and for the purpose of taking all other action necessary to achieve the foregoing. NOW, IT IS AGREED, this 25 day of January, 2010 by the parties hereto: 1. In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended ("the Exchange Act"), each of the undersigned (collectively, the Group) agrees to the joint filing on behalf of each of them of statements on Schedule 13D, and any amendments thereto, with respect to the securities of the Fund. Each member of the Group shall be responsible for the accuracy and completeness of his/its own disclosure therein, and is not responsible for the accuracy and completeness of the information concerning the other members, unless such member knows or has reason to know that such information is inaccurate. 2. So long as this agreement is in effect, each of the undersigned shall provide written notice to Lowey Dannenberg Cohen and Hart, P.C. ("Lowey") of (i) any of their purchases or sales of securities of the Fund; or (ii) any securities of the Fund over which they acquire or dispose of beneficial ownership. Notice shall be given no later than 24 hours after each such transaction. 3. Each of the undersigned agrees to form the Group for the purpose of soliciting proxies or written consents to stockholders for their approval of any proposals submitted by David Massey to stockholders for their approval at the 2010 annual meeting and for the purpose of taking all other actions incidental to the foregoing. 4. Western Investment LLC shall have the right to pre-approve all expenses incurred in connection with the Group's activities and agree to pay directly all such pre-approved expenses. 5. Each of the undersigned agrees that any SEC filing, press release or stockholder communication proposed to be made or issued by the Group or any member of the Group in connection with the Groups activities set forth in Section 3 shall be first approved by Western Investment LLC, or its representatives, which approval shall not be unreasonably withheld. 6. The relationship of the parties hereto shall be limited to carrying on the business of the Group in accordance with the terms of this Agreement. Such relationship shall be construed and deemed to be for the sole and limited purpose of carrying on such business as described herein. Nothing herein shall be construed to authorize any party to act as an agent for any other party, or to create a joint venture or partnership, or to constitute an indemnification. Nothing herein shall restrict any party's right to purchase or sell securities of the Fund, as he/it deems appropriate, in his/its sole discretion, provided that all such sales are made in compliance with all applicable securities laws. 7. This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute but one and the same instrument, which may be sufficiently evidenced by one counterpart. 8. In the event of any dispute arising out of the provisions of this Agreement or their investment in the Fund, the parties hereto consent and submit to the exclusive jurisdiction of the Federal and State Courts in the State of New York. 9. Any party hereto may terminate his/its obligations under this Agreement on 24 hours written notice to all other parties, with a copy by fax to Vincent Briganti at Lowey, Fax No. (914) 997-0035. 10. Each party acknowledges that Lowey shall act as counsel for both the Group and Western Investment LLC and its affiliates relating to their investment in the Fund. 11. Each of the undersigned parties hereby agrees that this Agreement shall be filed as an exhibit to a Schedule 13D pursuant to Rule 13d-1(k)(1)(iii) under the Exchange Act. Gabelli Global Multimedia Trust, Inc. Joint Filing and Solicitation Agreement Signature Page IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the day and year first above written. WESTERN INVESTMENT LLC By:/s/ Arthur D. Lipson Name:Arthur D. Lipson Title:Managing Member WESTERN INVESTMENT HEDGED PARTNERS L.P. By:Western Investment LLC General Partner By:/s/ Arthur D. Lipson Name:Arthur D. Lipson Title:Managing Member WESTERN INVESTMENT TOTAL RETURN PARTNERS L.P. By:Western Investment LLC General Partner By:/s/ Arthur D. Lipson Name:Arthur D. Lipson Title:Managing Member WESTERN INVESTMENT TOTAL RETURN FUND LTD. By:Western Investment LLC Investment Manager By:/s/ Arthur D. Lipson Name:Arthur D. Lipson Title:Managing Member /s/ Arthur D. Lipson ARTHUR D. LIPSON /s/ Joshua Massey JOSHUA MASSEY /s/ David Massey DAVID MASSEY -----END PRIVACY-ENHANCED MESSAGE-----