SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934
(Amendment No. )
Filed by Registrant [ X ]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only (as
permitted by Rule 14a-6(e)(2))
[ X ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Sec. 240.14a-11(c) or
Sec. 240.14a-12
. . . . . . . . . . . . . . . . . . . . . . . The Gabelli
Equity Trust Inc. . . . . . . . . . . . . . . . . . . . . . . .
.
(Name of Registrant as Specified In Its Charter)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . .
(Name of Person(s) Filing Proxy Statement, if other than the
Registrant)
Payment of Filing Fee (Check the appropriate box):
[ X ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or
14a-6(j)(2) or Item 22(a)(2) of Schedule 14A.
[ ] $500 per each party to the controversy pursuant to
Exchange Act Rule 14a-6(i)(3).
[ ] 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:
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2) Aggregate number of securities to which transaction applies:
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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):
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4) Proposed maximum aggregate value of transaction:
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5) Total fee paid:
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[ ] 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:
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2) Form, Schedule or Registration Statement No.:
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3) Filing Party:
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4) Date Filed:
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THE GABELLI EQUITY TRUST INC.
One Corporate Center
Rye, New York 10580-1434
(914) 921-5070
----------
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
To Be Held on May 13, 1996
----------
To the Shareholders of
THE GABELLI EQUITY TRUST INC.
Notice is hereby given that the Annual Meeting of
Shareholders of The
Gabelli Equity Trust Inc. (the "Equity Trust") will be
held at the Cole
Auditorium, Greenwich Public Library, 101 West Putnam
Avenue, Greenwich,
Connecticut 06830, on Monday, May 13, 1996, at 9:30 a.m., for
the following
purposes:
1. To elect two Directors of the Equity Trust (PROPOSAL 1);
2. To ratify the selection of Price Waterhouse LLP as the
independent accountants
of the Equity Trust for the year ending December 31, 1996
(PROPOSAL 2); and
3. To consider and vote upon such other matters as may come
before said meeting
or any adjournment thereof.
These items are discussed in greater detail in the attached
Proxy Statement.
The close of business on March 15, 1996 has been fixed as the
record date for the determination of shareholders entitled to
notice of and to vote at the meeting and any adjournments thereof.
YOUR VOTE IS IMPORTANT REGARDLESS OF THE SIZE OF YOUR HOLDINGS
IN THE
EQUITY TRUST. WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING,
WE ASK THAT YOU
PLEASE COMPLETE AND SIGN THE ENCLOSED PROXY CARD AND RETURN IT
PROMPTLY IN THE
ENCLOSED ENVELOPE WHICH NEEDS NO POSTAGE IF MAILED IN THE
CONTINENTAL UNITED
STATES. INSTRUCTIONS FOR THE PROPER EXECUTION OF PROXIES ARE
SET FORTH ON THE
INSIDE COVER.
By Order of the Directors
JAMES E. McKEE
SECRETARY
March 22, 1996
<PAGE>
INSTRUCTIONS FOR SIGNING PROXY CARDS
The following general rules for signing proxy cards may be of
assistance to
you and avoid the time and expense to the Equity Trust involved
in validating
your vote if you fail to sign your proxy card properly.
1. Individual Accounts: Sign your name exactly as it
appears in the
registration on the proxy card.
2. Joint Accounts: Either party may sign, but the name
of the party
signing should conform exactly to a name shown in the
registration.
3. All Other Accounts: The capacity of the individuals
signing the proxy
card should be indicated unless it is reflected in
the form of
registration. For example:
REGISTRATION VALID
SIGNATURE
------------ --------------
- -
CORPORATE ACCOUNTS
(1) ABC Corp .................................. ABC Corp.
(2) ABC Corp .................................. John Doe,
Treasurer
(3) ABC Corp.
c/o John Doe, Treasurer .................. John Doe
(4) ABC Corp., Profit Sharing Plan ............ John Doe,
Trustee
TRUST ACCOUNTS
(1) ABC Trust ................................. Jane B. Doe,
Trustee
(2) Jane B. Doe, Trustee
u/t/d 12/28/78 ........................... Jane Doe
CUSTODIAN OR ESTATE ACCOUNTS
(1) John B. Smith, Cust.
f/b/o John B. Smith, Jr. UGMA ........ John B. Smith
(2) John B. Smith ......................... John B. Smith,
Jr., Executor
<PAGE>
THE GABELLI EQUITY TRUST INC.
----------
ANNUAL MEETING OF SHAREHOLDERS
May 13, 1996
----------
PROXY STATEMENT
This Proxy Statement is furnished in connection with the
solicitation of
proxies by the Directors of The Gabelli Equity Trust Inc. (the
"Equity Trust")
for use at the Annual Meeting of Shareholders of the Equity Trust
to be held on
May 13, 1996, at 9:30 a.m., at the Cole Auditorium, Greenwich
Public Library,
101 West Putnam Avenue, Greenwich, Connecticut, and at any
adjournments thereof
(the "Meeting"). A Notice of Meeting of Shareholders and a proxy
card accompany
this Proxy Statement.
In addition to the solicitation of proxies by mail, officers
of the Equity
Trust and officers and regular employees of First Data Investor
Services Group,
Inc. ("FDISG"), the Equity Trust's sub-administrator,
affiliates of FDISG or
other representatives of the Equity Trust also may solicit proxies
by telephone,
telegraph or in person. In addition, the Equity Trust has retained
Georgeson and
Company Inc. to assist in the solicitation of proxies for a fee
estimated at
$6,000 plus reimbursement of expenses. The costs of
solicitation and the
expenses incurred in connection with preparing the Proxy
Statement and its
enclosures will be paid by the Equity Trust. The Equity Trust
will reimburse
brokerage firms and others for their expenses in forwarding
solicitation
materials to the beneficial owners of shares. The Equity
Trust's most recent
annual report is available upon request, without charge, by
writing the Equity
Trust at One Corporate Center, Rye, New York, 10580-1434 or
calling the Equity
Trust at (800) 422-3554.
If the enclosed proxy is properly executed and returned in
time to be voted
at the Meeting, the shares represented thereby will be voted in
accordance with
the instructions marked thereon. Unless instructions to the
contrary are marked
thereon, the proxy will be voted FOR the election of the nominees
as Directors,
FOR the other matters listed in the accompanying Notice of
Annual Meeting of
Shareholders and FOR any other matters deemed appropriate. Any
shareholder who
has given a proxy has the right to revoke it at any time prior to
its exercise
either by attending the Meeting and voting his or her shares
in person or by
submitting a letter of revocation or a later-dated proxy to the
Equity Trust at
the above address prior to the date of the Meeting.
In the event a quorum is present at the Meeting but
sufficient votes to
approve any of the proposed items are not received, the persons
named as proxies
may propose one or more adjournments of such Meeting to
permit further
solicitation of proxies. A shareholder vote may be taken on one
or more of the
proposals in this Proxy Statement prior to such adjournment if
sufficient votes
have been received and it is otherwise appropriate. Any such
adjournment will
require the affirmative vote of a majority of those shares
present at the
Meeting in person or by proxy. If a quorum is present, the
persons named as
proxies will vote those proxies which they are entitled to
vote FOR any such
proposal in favor of such an adjournment and will vote those
proxies required to
be voted for rejection of any such item against any such
adjournment.
The close of business on March 15, 1996 has been fixed as
the record date
for the determination of shareholders entitled to notice of and
to vote at the
Meeting and all adjournments thereof.
Each shareholder is entitled to one vote for each full
share and an
appropriate fraction of a vote for each fractional share held.
On the record
date there were 103,919,670 shares of the Equity Trust
outstanding.
To the knowledge of the management of the Equity Trust, no
person owns of
record or beneficially 5% or more of the shares of the Equity
Trust except that,
as of March 15, 1996, 84,737,325 shares were held of record by
Cede & Co., a
nominee partnership of The Depository Trust Company. Of such
shares, 23,573,275
shares, representing 22.7% of the outstanding shares of the
Equity Trust, are
held by The Depository Trust Company as nominee for Smith
Barney Inc.,
representing approximately 17,528 discretionary and non-
discretionary accounts.
This Proxy Statement is first being mailed to
shareholders on or about
March 22, 1996.
<PAGE>
PROPOSAL 1: TO ELECT TWO DIRECTORS OF THE EQUITY
TRUST
At the Meeting, the following two of the eight Directors
of the Equity
Trust are to be elected to hold office for a period of three
years and until
their successors are elected and qualified. The Board of
Directors is divided
into three classes. Each year the term of office of one class
will expire.
Unless authority is withheld, it is the intention of the
persons named in the
proxy to vote the proxy FOR the election of the nominees named
below. Each
nominee has indicated that he will serve if elected, but if any
nominee should
be unable to serve the proxy will be voted for any other person
determined by
the persons named in the proxy in accordance with their
judgment. Each of the
Directors of the Equity Trust has served in that capacity
since the July 14,
1986 organizational meeting of the Equity Trust with the
exception of Mr. Conn,
who became a Director of the Equity Trust on May 15, 1989 and
Mr. Pohl, who
became a Director of the Equity Trust on February 19, 1992. The
business address
of each Director is One Corporate Center, Rye, NY 10580-1434.
<TABLE>
<CAPTION>
NUMBER AND PERCENTAGE OF
SHARES OF CAPITAL STOCK
NAME AND POSITION WITH THE EQUITY TRUST,
BENEFICIALLY OWNED**
BUSINESS EXPERIENCE DURING PAST
DIRECTLY OR INDIRECTLY ON
FIVE YEARS AND AGE
MARCH 15, 1996
----------------------------------------
- -------------------------
<S>
<C>
BILL CALLAGHAN
Director of the Equity Trust. President of Bill Callaghan Associates, Ltd.,
319***
an executive search company. Mr. Callaghan is 52 years old. (3) (10).
SALVATORE J. ZIZZA Director of the Equity Trust. President and Chief
Executive 14,002***
Officer of The Lehigh Group Inc. (an electrical supply wholesaler). Mr. Zizza
is
50 years old. (1) (2) (4) (10).
</TABLE>
The following Directors of the Equity Trust will
continue to serve in
such capacity until their terms of office expire and their
successors are
elected and qualified.
<TABLE>
<CAPTION>
NUMBER AND PERCENTAGE OF
SHARES OF CAPITAL STOCK
NAME AND POSITION WITH THE EQUITY TRUST,
BENEFICIALLY OWNED**
BUSINESS EXPERIENCE DURING PAST FIVE YEARS,
DIRECTLY OR INDIRECTLY ON
AGE AND DATE TERM EXPIRES
MARCH 15, 1996
-------------------------------------------
- -------------------------
<S>
<C>
*MARIO J. GABELLI, CFA
1,174,525
Chairman of the Board and President of the Equity Trust; Chairman of the
Board, (1,13%)
Chief Executive Officer and Chief Investment Officer of Gabelli Funds,
Inc.;
Chief Investment Officer of GAMCO Investors, Inc.; Chairman of the Board
and
Chief Executive Officer of Lynch Corporation; Director of The Morgan Group,
Inc.
and Spinnaker Industries, Inc. Mr. Gabelli is 53 years old. (1998) (1) (2)
(3)
(4) (5) (6) (7) (8) (9) (10) (11) (12).
DR. THOMAS E. BRATTER
9,933***
Director of the Equity Trust. President and Founder, The John Dewey
Academy
(residential college preparatory therapeutic high school). Dr. Bratter is
55
years old. (1998) (10).
</TABLE>
2
<PAGE>
<TABLE>
<CAPTION>
NUMBER AND PERCENTAGE OF
SHARES OF CAPITAL STOCK
NAME AND POSITION WITH THE EQUITY TRUST,
BENEFICIALLY OWNED**
BUSINESS EXPERIENCE DURING PAST FIVE YEARS,
DIRECTLY OR INDIRECTLY ON
AGE AND DATE TERM EXPIRES
MARCH 15, 1996
-------------------------------------------
- -------------------------
<S>
<C>
FELIX J. CHRISTIANA
26,949***
Director of the Equity Trust. Retired; formerly Senior Vice President of
Dollar
Dry Dock Savings Bank. Mr. Christiana is 70 years old. (1998) (1) (2) (3)
(4)
(5) (8) (10) (13).
JAMES P. CONN
23,251***
Director of the Equity Trust. Managing Director of Financial Security
Assurance
Holdings Ltd. since 1992; President and Chief Executive Officer of Bay
Meadows
Operating Company from 1988 through 1992. Mr. Conn is 58 years old. (1997)
(1)
(2) (10) (14).
ANTHONY R. PUSTORINO
7,551***
Director of the Equity Trust. Certified Public Accountant. Professor
of
Accounting, Pace University, since 1965. Director, President and stockholder
of
Pustorino, Puglisi & Co., P.C., certified public accountants, from 1961 to
1990.
Mr. Pustorino is 70 years old. (1997) (1) (2) (3) (4) (5) (7) (10) (11) (13).
*KARL OTTO POHL
0
Director of the Equity Trust. Partner of Sal Oppenheim Jr. & Cie
(private
investment bank); Former President of the Deutsche Bundesbank and Chairman
of
its Central Bank Council from 1980 through 1991; Currently Board Member of
IBM
World Trade Europe/Middle East/Africa Corp.; Bertelsmann AG;
Zurich
Versicherungs-Gesellschaft (insurance); the International Advisory Board for
JP
Morgan & Co.; Supervisory Board Member of Royal Dutch (petroleum
company)
ROBECo/o Group; Advisory Director of Unilever N.V. and Unilever
Deutschland;
German Governor, International Monetary Fund from 1980 through 1991; and
Board
Member, Bank for International Settlements from 1980 through 1991. Mr. Pohl
is
66 years old. (1997) (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12)
Directors and Officers
1,258,359
as a Group
(1.21%)
</TABLE>
- ----------
* "Interested person" of the Equity Trust, as defined in
the Investment
Company Act of 1940, as amended (the "1940 Act"). Mr. Gabelli is
an "interested
person" as a result of his employment as an officer of the Equity
Trust and its
adviser. Mr. Gabelli is a registered representative of
an affiliated
broker-dealer. Mr. Pohl receives fees from Gabelli Funds,
Inc. but has no
obligation to provide any services to it. Although this
relationship does not
appear to require designation of Mr. Pohl as an "interested
person," the Equity
Trust has made such designation in order to avoid the
possibility that Mr.
Pohl's independence would be questioned.
** For this purpose "beneficial ownership" is defined under
Section 13(d) of
the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). The
information as to beneficial ownership is based upon information
furnished to
the Equity Trust by the Directors.
*** Less than 1%.
<TABLE>
<CAPTION>
<C> <C>
(1) Trustee of The Gabelli Asset Fund. (8)
Director of Gabelli Global Series Funds, Inc.
(2) Trustee of The Gabelli Growth Fund. (9)
Director of Gabelli Gold Fund, Inc.
(3) Director of The Gabelli Value Fund Inc. (10)
Director of Gabelli Global Multimedia Trust Inc.
(4) Director of The Gabelli Convertible Securities Fund, Inc. (11)
Director of the Gabelli Capital Series Funds, Inc.
(5) Director of Gabelli Equity Series Funds, Inc. (12)
Director of Gabelli International Growth Fund, Inc.
(6) Trustee of The Gabelli Money Market Funds. (13)
Trustee of The Treasurer's Fund, Inc.
(7) Director of Gabelli Investor Funds, Inc. (14)
Trustee of the Westwood Funds
</TABLE>
3
<PAGE>
The Equity Trust pays each Director not affiliated with
Gabelli Funds, Inc.
(the "Investment Adviser") or its affiliates, a fee of $10,000
per year plus
$1,000 per meeting attended, together with the Director's actual
out-of-pocket
expenses relating to attendance at meetings. The aggregate
remuneration paid by
the Equity Trust to such Directors, including compensation to a
Director who is
not standing for re-election, during the fiscal year ended
December 31, 1995,
amounted to $123,598.
The following table sets forth certain information
regarding the
compensation of the Equity Trust's directors and officers.
Officers of the
Equity Trust who are employed by the Investment Adviser receive
no compensation
or expense reimbursement from the Equity Trust.
COMPENSATION TABLE
FISCAL YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
PENSION OR
COMPENSATION
RETIREMENT
ESTIMATED FROM THE
AGGREGATE BENEFITS ANNUAL
EQUITY TRUST
COMPENSATION ACCRUED AS BENEFITS
AND FUND
FROM THE PART OF FUND UPON
COMPLEX PAID TO
NAME OF PERSON AND POSITION EQUITY TRUST EXPENSES
RETIREMENT DIRECTORS AND OFFICER*
- --------------------------- ------------ ------------ ---------
- - ----------------------
<S> <C> <C> <C>
<C>
MARIO J. GABELLI
Chairman of the Board 0 0 N/A
0
DR. THOMAS E. BRATTER
Director $14,000 0 N/A
$19,000(2)
BILL CALLAGHAN
Director $14,000 0 N/A
$33,000(3)
FELIX J. CHRISTIANA
Director $16,000 0 N/A
$71,500(9)
JAMES P. CONN
Director $14,000 0 N/A
$35,000(5)
KARL OTTO POHL
Director $13,000 0 N/A
$80,253(13)
ANTHONY R. PUSTORINO
Director $17,000 0 N/A
$82,003(10)
SALVATORE J. ZIZZA
Director $14,000 0 N/A
$40,000(5)
MARC S. DIAGONALE
Vice President $88,002 0 N/A
$99,552(2)
</TABLE>
- ----------
* Represents the total compensation paid to such persons
during the calendar
year ended December 31, 1995 by investment companies
(including the Equity
Trust) from which such person receives compensation that are
considered part of
the same fund complex as the Equity Trust because they have common
or affiliated
investment advisers. The number in parenthesis represents the
number of such
investment companies.
During the year ended December 31, 1995, the Directors of
the Equity Trust
met four times, none of which were special meetings of Directors.
Each Director
then serving in such capacity attended at least 75% of the
meetings of Directors
and of any Committee of which he is a member. Felix J. Christiana
and Anthony R.
Pustorino serve on the Equity Trust's Audit Committee and these
Directors are
not "interested persons" of the Equity Trust as defined in the
1940 Act. The
Audit Committee is responsible for recommending the selection
of the Equity
Trust's independent accountants and reviewing all audit as
well as non-audit
accounting services performed for the Equity Trust. During the
fiscal year ended
December 31, 1995, the Audit Committee met twice.
The Directors serving on the Equity Trust's Nominating
Committee are Felix
J. Christiana (Chairman) and Salvatore J. Zizza, and these
Directors are not
"interested persons" of the Equity Trust as defined in the
1940 Act. The
Nominating Committee is responsible for recommending qualified
candidates to the
Board in the event that a position is vacated or created.
The Nominating
Committee will consider recommendations by shareholders if a
vacancy were to
4
<PAGE>
exist. Such recommendations should be forwarded to the Secretary
of the Equity
Trust. The Nominating Committee did not meet during the
fiscal year ended
December 31, 1995. The Equity Trust does not have a standing
compensation
committee.
Bruce N. Alpert, Vice President and Treasurer of the Equity
Trust, Marc S.
Diagonale, Vice President of the Equity Trust, and James E.
McKee, Secretary of
the Equity Trust, are the only executive officers of the
Equity Trust not
included in the listing of Directors above. Mr. Alpert is 44
years old and has
served as an officer of the Equity Trust since August 1988. Since
June 1988, he
also has served as Vice President and Chief Financial and
Administrative Officer
of the Investment Advisory Division of the Investment Adviser;
and he currently
serves as an officer for each mutual fund managed by the
Investment Adviser or
Teton Advisers LLC. Mr. Diagonale is 29 years old and
served as a client
services representative for Gabelli & Company, Inc. from March
1993 until he
became Assistant Vice President of the Equity Trust on May 9,
1995. He was
appointed Vice President of the Equity Trust and The Gabelli
Global Multimedia
Trust, Inc. on February 22, 1995. Prior to 1993, Mr. Diagonale
was a masters of
business administration student at New York University. Mr.
McKee is 32 years
old and has served as Secretary of the Equity Trust since August
16, 1995. He
has served as Vice President and General Counsel of GAMCO
Investors, Inc. since
1993 and of Gabelli Funds, Inc. since August 1995. Mr. McKee
also serves as
Secretary for each mutual fund managed by the Investment
Adviser or Teton
Advisers LLC. From 1992 through 1993 Mr. McKee served as Branch
Chief with the
U.S. Securities and Exchange Commission in New York. From 1989
through 1992 he
served as a staff attorney with the Securities and Exchange
Commission in New
York. The business address of each of these officers is One
Corporate Center,
Rye, New York 10580-1434.
REQUIRED VOTE
In the election of Directors of the Equity Trust,
those candidates
receiving the highest number of votes cast at the Meeting if a
quorum is present
shall be elected to the two positions.
PROPOSAL 2: TO RATIFY THE SELECTION OF PRICE WATERHOUSE LLP
AS THE
INDEPENDENT ACCOUNTANTS OF THE EQUITY TRUST
FOR THE YEAR ENDING DECEMBER 31, 1996
Upon recommendation by the Audit Committee, Price
Waterhouse LLP, 1177
Avenue of the Americas, New York, New York, 10036, has been
selected by the vote
of a majority of those Directors who are not "interested persons"
of the Equity
Trust to serve as independent accountants for the Equity
Trust's fiscal year
ending December 31, 1996. Price Waterhouse LLP has advised the
Equity Trust that
it is independent with respect to the Equity Trust in
accordance with the
applicable requirements of the American Institute of
Certified Public
Accountants and the Securities and Exchange Commission (the
"Commission").
Representatives of Price Waterhouse LLP are expected to be
present at the
Meeting to answer appropriate questions and will be given the
opportunity to
make a statement if they so desire.
REQUIRED VOTE
Ratification of the selection of Price Waterhouse LLP
as independent
accountants requires the affirmative vote of a majority of the
votes cast by
holders of shares of the Equity Trust represented at the Meeting
if a quorum is
present.
THE BOARD OF DIRECTORS, INCLUDING THE "NON-
INTERESTED" DIRECTORS,
RECOMMENDS THAT THE SHAREHOLDERS VOTE "FOR" THE PROPOSAL TO RATIFY
THE SELECTION
OF PRICE WATERHOUSE LLP AS THE INDEPENDENT ACCOUNTANTS OF THE
EQUITY TRUST FOR
THE YEAR ENDING DECEMBER 31, 1996.
5
<PAGE>
THE INVESTMENT ADVISER AND ADMINISTRATOR AND SPONSOR
Gabelli Funds, Inc. acts as investment adviser and
administrator and
Gabelli & Company, Inc. acts as sponsor to the Equity Trust.
The business
address for both Gabelli Funds, Inc. and Gabelli & Company,
Inc. is One
Corporate Center, Rye, New York 10580-1434.
COMPLIANCE WITH THE SECURITIES EXCHANGE ACT OF 1934
Section 16(a) of the Exchange Act and Section 30(f) of the
1940 Act and the
rules thereunder require the Equity Trust's officers and
directors, officers and
directors of the investment adviser, affiliated persons of
the investment
adviser, and persons who own more than ten percent of a
registered class of the
Equity Trust's securities, to file reports of ownership and
changes in ownership
with the Commission and the New York Stock Exchange and to
furnish the Equity
Trust with copies of all Section 16(a) forms they file. Based
solely on its
review of the copies of such forms received by it, the Equity
Trust believes
that during 1995, such persons complied with all such
applicable filing
requirements.
BROKER NON-VOTES AND ABSTENTIONS
If a proxy which is properly executed and returned
accompanied by
instructions to withhold authority to vote represents a broker
"non-vote" (that
is, a proxy from a broker or nominee indicating that such
person has not
received instructions from the beneficial owner or other person
entitled to vote
shares on a particular matter with respect to which the broker
or nominee does
not have discretionary power), is unmarked or marked with
an abstention
(collectively, "abstentions"), the shares represented thereby will
be considered
to be present at the Meeting for purposes of determining the
existence of a
quorum for the transaction of business. Under Maryland law,
abstentions do not
constitute a vote "for" or "against" a matter and will be
disregarded in
determining the "votes cast" on an issue. The election of
Directors (Proposal 1)
requires that each candidate receives the highest number of
votes cast at the
meeting; therefore, abstentions will be disregarded. The
ratification of Price
Waterhouse LLP as independent accountants of the Equity Trust
(Proposal 2)
requires the affirmative vote of a majority of the votes cast
at the Meeting;
therefore, abstentions will be disregarded.
Shareholders of the Equity Trust will be informed of the
voting results of
the Meeting in the Equity Trust's Semi-Annual Report dated June
30, 1996.
OTHER MATTERS TO COME BEFORE THE MEETING
The Directors do not intend to present any other business
at the Meeting,
nor are they aware that any shareholder intends to do so. If,
however, any other
matters are properly brought before the Meeting, the persons
named in the
accompanying form of proxy will vote thereon in accordance with
their judgment.
SHAREHOLDER PROPOSALS
All proposals by shareholders of the Equity Trust which are
intended to be
presented at the Equity Trust's next Annual Meeting of
Shareholders to be held
in 1997, must be received by the Equity Trust for consideration
for inclusion in
the Equity Trust's proxy statement and proxy relating to that
meeting not later
than November 23, 1996.
IT IS IMPORTANT THAT PROXIES BE RETURNED PROMPTLY.
SHAREHOLDERS WHO DO NOT
EXPECT TO ATTEND THE MEETING ARE THEREFORE URGED TO COMPLETE,
SIGN, DATE AND
RETURN THE PROXY CARD AS SOON AS POSSIBLE IN THE ENCLOSED POSTAGE-
PAID ENVELOPE.
6
[x] PLEASE MARK VOTES AS IN THIS EXAMPLE
For With-
hold For All
Except
For
Against
Abstain
1.) To elect two Directors of the Equity Trust.
[ ]
[ ]
[ ] 2.) To ratify the selection of Price Waterhouse LLP as the
independent accountants of the Equity Trust for the year ending
December 31, 1996;
[ ]
[ ]
[ ]
Bill Callaghan, Salvatore J. Zizza
If you do not wish your shares voted "FOR" a particular 3.)
To consider and vote upon such other matters as may come
before said
nominee, mark the "For All Except" box and strike a line
Meeting or any adjournment thereof.
through the nominee(s) name. Your shares will be voted
for the remaining nominee(s).
RECORD DATE SHARES:
Please be sure to sign and date this Proxy. Date Mark box at
right if comments or address changes have been noted on the
reverse side of this card. [ ]
Shareholder sign here Co-owner sign here.
DETACH CARD DETACH CARD
THE GABELLI EQUITY TRUST INC.
Dear Shareholder:
Please take note of the important information enclosed with this
Proxy Ballot. There are a number of issues related to the
management and operation of your Company that require your
immediate attention and approval. These are discussed in detail
in the enclosed proxy materials.
Your vote counts, and you are strongly encouraged to exercise your
right to vote your shares.
Please mark the boxes on the proxy card to indicate how your
shares shall be voted. Then sign the card, detach it and return
your proxy vote in the enclosed postage paid envelope.
Your vote must be received prior to the Annual Meeting of
Shareholders, May 13, 1996.
Thank you in advance for your prompt consideration of these
matters.
Sincerely,
The Gabelli Equity Trust Inc.
THE GABELLI EQUITY TRUST INC.
This proxy is solicited on behalf of the
Directors
The undersigned hereby appoints Mario J. Gabelli, Anthony R.
Pustorino, Felix J. Christiana and Bruce N. Alpert, and each of
them, attorneys and proxies of the undersigned, with full powers
of substitution and revocation, to represent the undersigned and
to vote on behalf of the undersigned all shares of The Gabelli
Equity Trust Inc. (the "Equity Trust") which the undersigned is
entitled to vote at The Annual Meeting of Shareholders of the
Equity Trust to be held at the Cole Auditorium, Greenwich Public
Library, 101 West Putnam Avenue, Greenwich, Connecticut 06830 on
May 13, 1996 at 9:30 a.m., and at any adjournments thereof. The
undersigned hereby acknowledges receipt of the Notice of Meeting
and Proxy Statement and hereby instructs said attorneys and
proxies to vote said shares as indicated herein. In their
discretion, the proxies are authorized to vote upon such other
business as may properly come before the Meeting.
A majority of the proxies present and acting at the Meeting in
person or by substitute (or, if only one shall be so present, then
that one) shall have and may exercise all of the power and
authority of said proxies hereunder. The undersigned hereby
revokes any proxy previously given.
This proxy, if properly executed, will be voted in the manner
directed by the undersigned shareholder. If no direction is made,
this proxy will be voted FOR election of the nominees as directors
and FOR Proposal 2. Please refer to the Proxy Statement for a
discussion of the proposals.
PLEASE VOTE, DATE, AND SIGN ON OTHER SIDE AND RETURN PROMPTLY IN
ENCLOSED ENVELOPE.
Please sign this proxy exactly as your name appears on the books
of the Equity Trust. If joint owners, either may sign. Trustees
and other fiduciaries should indicate the capacity in which they
sign, and where more than one name appears, a majority must sign.
If a corporation, this signature should be that of an authorized
officer who should state his or her title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
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