DEFC14A 1 wocdef.txt SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant [ ] Filed by a Party other than the Registrant [x] Check the appropriate box: Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement [x] Definitive Additional Materials Soliciting Material Pursuant to ss.240.14a-11(c) or ss.240.14a- 12 WILSHIRE ENTERPRISES, INC. Name of Registrant as Specified in Its Charter) Full Value Partners L.P. Phillip Goldstein Phone 914 747-5262 FAX 201 556-0097 Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): No fee required [x]. Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. 1) Title of each class of securities to which transaction applies: 2) Aggregate number of securities to which transaction applies: 3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): 4) Proposed maximum aggregate value of transaction: 5) Total fee paid: Fee paid previously with preliminary materials []. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11 (a) (2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing []. 1) Amount Previously Paid: 2) Form, Schedule or Registration Statement No.: 3) Filing Party: 4) Date Filed: Three Leading Proxy Advisory Firms Recommend For Full Value Partners in Proxy Contest for Wilshire Enterprises, Inc. (AMEX: WOC) Saddle Brook, NJ, March 18, 2009 -- Full Value Partners L.P. announced today that the three leading independent proxy advisory firms, Proxy Governance,Inc., Institutional Shareholder Services Inc., a wholly-owned subsidiary of RiskMetrics Group, Inc., and Glass Lewis and Co, have each recommended that shareholders of Wilshire Enterprises vote on Full Values green proxy card at the annual meeting for on March 24, 2009. Commenting on the recommendations, Phillip Goldstein, a principal of Full Value Partners said, We are pleased that all three of the leading independent proxy advisory services have seen the need for change at Wilshire Enterprises. If we prevail at the annual meeting, we intend to seek a court order to permit us to conduct a cash tender offer at $2 per share which is about 65% above Wilshires recent market price. Separately, Full Value announced that its proxy tabulating agent included a Quick Vote option on its voting website only for registered shareholders that erroneously stated that if a shareholder checked the box, the shareholders proxy would be voted in accordance with the recommendation of the trustees. That has now been corrected to state that the recommendations are those of Full Value Partners L.P., the soliciting stockholder. Registered shareholders who are satisfied with their previous instructions need not do anything. However, those registered shareholders who erroneously checked the Quick Vote box can change their instructions by going to www.2voteproxy.com and entering their control number. Company Contact: Phillip Goldstein: 914-747-5262 Andrew Dakos: 201-556-0092 Source: Full Value Partners L.P.