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-12
THE GABELLI GLOBAL GOLD, NATURAL RESOURCES & INCOME TRUST
(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 ] No fee required
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) 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:
THE GABELLI GLOBAL GOLD, NATURAL RESOURCES & INCOME TRUST
One Corporate Center
Rye, New York 10580-1422
(914) 921-5070
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NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON MAY 15, 2006
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To the Shareholders of
THE GABELLI GLOBAL GOLD, NATURAL RESOURCES & INCOME TRUST
Notice is hereby given that the Annual Meeting of Shareholders (the
"Meeting") of The Gabelli Global Gold, Natural Resources & Income Trust (the
"Trust") will be held at The Cole Auditorium, The Greenwich Library, 101 West
Putnam Avenue, Greenwich, Connecticut 06830, on Monday, May 15, 2006, at 12:30
p.m., for the following purposes:
1. To elect three (3) Trustees of the Trust, to be elected by the holders
of the Trust's Common Shares (PROPOSAL 1); and
2. To consider and vote upon such other matters, including adjournments,
as may properly come before said Meeting or any adjournments thereof.
These items are discussed in greater detail in the attached Proxy
Statement.
The close of business on March 13, 2006 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
TRUST. WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, WE ASK THAT YOU PLEASE
COMPLETE, SIGN, AND DATE THE ENCLOSED PROXY CARD AND RETURN IT PROMPTLY IN THE
ENCLOSED ENVELOPE, WHICH NEEDS NO POSTAGE IF MAILED IN THE UNITED STATES.
INSTRUCTIONS FOR THE PROPER EXECUTION OF PROXIES ARE SET FORTH ON THE INSIDE
COVER.
By Order of the Board of Trustees,
JAMES E. MCKEE
SECRETARY
April 17, 2006
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 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 the 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 B. 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, Executor
Estate of Jane Smith John B. Smith, Executor
TELEPHONE/INTERNET VOTING
Various brokerage firms may offer the convenience of providing you voting
instructions via telephone or the Internet for shares held through such firms.
If available, instructions are included with this Proxy Statement and proxy
card.
THE GABELLI GLOBAL GOLD, NATURAL RESOURCES & INCOME TRUST
----------
ANNUAL MEETING OF SHAREHOLDERS
MAY 15, 2006
----------
PROXY STATEMENT
This Proxy Statement is furnished in connection with the solicitation of
proxies by the Board of Trustees of The Gabelli Global Gold, Natural Resources &
Income Trust (the "Trust") for use at the Annual Meeting of Shareholders of the
Trust to be held on Monday, May 15, 2006, at 12:30 p.m., at The Cole Auditorium,
The Greenwich Library, 101 West Putnam Avenue, Greenwich, Connecticut 06830, and
at any adjournments thereof (the "Meeting"). A Notice of Annual Meeting of
Shareholders and proxy card accompany this Proxy Statement, all of which are
first being mailed to shareholders on or about April 17, 2006.
In addition to the solicitation of proxies by mail, officers of the Trust
and officers and regular employees of American Stock Transfer & Trust Company
("AST"), the Trust's transfer agent, and affiliates of AST or other
representatives of the Trust also may solicit proxies by telephone, telegraph,
Internet, or in person. In addition, the Trust has retained The Altman Group,
Inc. to assist in the solicitation of proxies for a minimum fee of $2,500 plus
reimbursement of expenses. The Trust will pay the costs of the proxy
solicitation and the expenses incurred in connection with preparing the Proxy
Statement and its enclosures. The Trust will also reimburse brokerage firms and
others for their expenses in forwarding solicitation materials to the beneficial
owners of its shares.
THE TRUST'S MOST RECENT ANNUAL REPORT, INCLUDING AUDITED FINANCIAL
STATEMENTS FOR THE PERIOD ENDED DECEMBER 31, 2005, IS AVAILABLE UPON REQUEST,
WITHOUT CHARGE, BY WRITING TO THE TRUST AT ONE CORPORATE CENTER, RYE, NEW YORK
10580-1422, BY CALLING THE TRUST AT 800-422-3554, OR VIA THE INTERNET AT
WWW.GABELLI.COM.
If the enclosed proxy is properly executed and returned in time to be voted
at the Meeting, the Shares (as defined below) represented thereby will be voted
"FOR" the election of the nominees as Trustees listed in the accompanying Notice
of Annual Meeting of Shareholders, unless instructions to the contrary are
marked thereon, and at the discretion of the proxy holders as to the transaction
of any other business that may properly come before the Meeting. 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 Trust at
the above address prior to the date of the Meeting.
A quorum of shareholders is constituted by the presence in person or by
proxy of the holders of a majority of the outstanding shares of the Trust
entitled to vote at the Meeting. In the event a quorum is not present at the
Meeting, or in the event that 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 for approval 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 proposal in favor of such adjournment and will vote those proxies
required to be voted "AGAINST" any proposal against any such adjournment. Absent
the establishment of a subsequent record date and the giving of notice to the
holders of record thereon, the adjourned Meeting must take place not more than
120 days after the record date. At such adjourned Meeting, any business may be
transacted which might have been transacted at the original Meeting. If a quorum
is present, a shareholder vote may be taken on one or more of the proposals
properly brought before the Meeting prior to any adjournment if sufficient votes
have been received and it is otherwise appropriate.
1
The close of business on March 13, 2006 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 held and an
appropriate fraction of a vote for each fractional share held. On the record
date, there were 17,851,705 common shares, par value $0.001 per share, (the
"Common Shares" or the "Shares") outstanding.
As of the record date, there were no persons known to the Trust to be
beneficial owners of more than 5% of the Trust's outstanding Common Shares.
SUMMARY OF VOTING RIGHTS ON PROXY PROPOSALS
PROPOSAL COMMON SHAREHOLDERS
-------- -------------------
1. Election and Common Shareholders
Confirmation vote to elect three Trustees:
of Trustees James P. Conn,
Salvatore M. Salibello, and
Anthonie C. van Ekris
2. Other Business
In order that your Shares may be represented at the Meeting, you are
requested to vote on the following #atters:
PROPOSAL 1: TO ELECT THREE (3) TRUSTEES OF THE TRUST
NOMINEES FOR THE BOARD OF TRUSTEES
The Board of Trustees is divided into three classes, each class having a
term of three years. Each year the term of office of one class will expire.
James P. Conn, Salvatore M. Salibello, and Anthonie C. van Ekris have each been
nominated by the Board of Trustees for a three-year term to expire at the
Trust's 2009 Annual Meeting of Shareholders or until their successors are duly
elected and qualified. Each of the Trustees of the Trust has served in that
capacity since the February 14, 2005 organizational meeting of the Trust with
the exception of Mr. Salibello, who became a Trustee of the Trust on November
16, 2005. All of the Trustees of the Trust are also directors or trustees of
other investment companies for which Gabelli Funds, LLC (the "Adviser") or its
affiliates serve as investment adviser. The classes of Trustees are indicated
below:
NOMINEES TO SERVE UNTIL 2009 ANNUAL MEETING OF SHAREHOLDERS
-----------------------------------------------------------
James P. Conn
Salvatore M. Salibello
Anthonie C. van Ekris
TRUSTEES SERVING UNTIL 2008 ANNUAL MEETING OF SHAREHOLDERS
-----------------------------------------------------------
Anthony J. Colavita
Frank J. Fahrenkopf, Jr.
Salvatore J. Zizza
TRUSTEES SERVING UNTIL 2007 ANNUAL MEETING OF SHAREHOLDERS
-----------------------------------------------------------
Mario d'Urso
Vincent D. Enright
Michael J. Melarkey
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 above. Each
nominee has indicated that he has consented to serve as a Trustee if elected at
the Meeting. If a designated nominee declines or otherwise becomes unavailable
for election, however, the proxy confers discretionary power on the persons
named therein to vote in favor of a substitute nominee or nominees.
2
INFORMATION ABOUT TRUSTEES AND OFFICERS
Set forth in the table below are the existing Trustees and Nominees for
election to the Board of the Trust and officers of the Trust, including
information relating to their respective positions held with the Trust, a brief
statement of their principal occupations during the past five years and other
directorships (excluding other funds managed by the Adviser), if any.
TERM OF NUMBER OF
OFFICE AND PORTFOLIOS IN
NAME, POSITION(S) LENGTH OF FUND COMPLEX
ADDRESS 1 TIME PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS OVERSEEN
AND AGE SERVED 2 DURING PAST FIVE YEARS HELD BY TRUSTEE BY TRUSTEE
-------- -------- ---------------------- ---------------- -----------
INTERESTED TRUSTEE/NOMINEE 3:
----------------------------
SALVATORE M. SALIBELLO Since 2005* Certified Public Accountant and -- 3
Trustee Managing Partner of the certified public
Age: 60 accounting firm of Salibello & Broder LLP
NON-INTERESTED TRUSTEES/NOMINEES:
--------------------------------
ANTHONY J. COLAVITA Since 2005** Partner in the law firm of Anthony J. -- 33
Trustee Colavita, P.C.
Age: 70
JAMES P. CONN Since 2005* Former Managing Director and Chief Director of First Republic Bank 14
Trustee Investment Officer of Financial (banking)
Age: 68 Security Assurance Holdings Ltd.
(insurance holding company)
(1992-1998)
MARIO D'URSO Since 2005*** Chairman of Mittel Capital Markets -- 3
Trustee S.p.A. since 2001; Senator in the Italian
Age: 65 Parliament (1996-2001)
VINCENT D. ENRIGHT Since 2005*** Former Senior Vice President and Director of Aphton 13
Trustee Chief Financial Officer of KeySpan Corporation (biopharmaceuticals)
Age: 62 Energy Corp. (utility holding company)
(1994-1998)
FRANK J. FAHRENKOPF, JR. Since 2005** President and Chief Executive Officer Director of First Republic Bank 5
Trustee of the American Gaming Association;(banking)
Age: 66 Co-Chairman of the Commission on
Presidential Debates; Chairman of the
Republican National Committee
(1983-1989)
MICHAEL J. MELARKEY Since 2005*** Partner in the law firm of Avansino, Director of Southwest Gas 3
Trustee Melarkey, Knobel & Mulligan Corporation (natural gas
Age: 56 utility)
ANTHONIE C. VAN EKRIS Since 2005* Chairman of BALMAC International, Inc. -- 17
Trustee (commodities and futures trading)
Age: 71
SALVATORE J. ZIZZA Since 2005** Chairman of Hallmark Electrical Director of Hollis Eden 24
Trustee Supplies Corp. Pharmaceuticals
Age: 60 (biotechnology) and
Earl Scheib, Inc.
(automotive services)
3
TERM OF
OFFICE AND
NAME, POSITION(S) LENGTH OF
ADDRESS 1 TIME PRINCIPAL OCCUPATION(S)
AND AGE SERVED DURING PAST FIVE YEARS
-------- ------ ----------------------
INTERESTED TRUSTEE/NOMINEE 3:
----------------------------
OFFICERS:
--------
BRUCE N. ALPERT Since 2005 Executive Vice President and Chief
President Operating Officer of Gabelli Funds, LLC
Age: 54 since 1988; Director and President
of Gabelli Advisers, Inc. since 1998;
Officer of all registered investment
companies in the Gabelli Funds complex.
CARTER W. AUSTIN Since 2005 Vice President of the Trust since
Vice President 2005; Vice President of The Gabelli
Age: 39 Equity Trust Inc. since 2000 and The Gabelli
Dividend & Income Trust since 2003;
Vice President of Gabelli
Funds, LLC since 1996.
PETER D. GOLDSTEIN Since 2005 Director of Regulatory Affairs for
Chief Compliance Officer GAMCO Investors, Inc. since 2004;
Age: 52 Chief Compliance Officer of all
registered investment companies in
the Gabelli Funds complex; Vice President
of Goldman Sachs Asset Management
from 2000-2004.
MOLLY A.F. MARION Since 2005 Ombudsman of The Gabelli Global Gold,
Assistant Vice President and Natural Resources & Income Trust since
Ombudsman 2005; Assistant Vice President of GAMCO
Age: 52 Investors, Inc. since 2006; Assistant Portfolio
Manager of Gabelli Fixed Income from
1994-2004.
JAMES E. MCKEE Since 2005 Vice President, General Counsel and
Secretary Secretary of GAMCO Investors, Inc.
Age: 42 since 1999 and GAMCO Asset
Management Inc. since 1993; Secretary
of all registered investment companies
advised by Gabelli Advisers, Inc. and
Gabelli Funds, LLC.
AGNES MULLADY Since 2006 Officer of all registered investment companies
Treasurer and Principal in the Gabelli Funds complex; Senior Vice President of
Financial Officer U.S. Trust Company, N.A. and Treasurer and Chief
Age: 47 Financial Officer of Excelsior Funds from 2004-2005;
Chief Financial Officer of AMIC Distribution Partners from
2002-2004; Controller of Reserve Management, Inc.
and Reserve Partners, Inc. and Treasurer of Reserve Funds
from 2000-2002.
------------------
1 Address: One Corporate Center, Rye, NY 10580-1422, unless otherwise
noted.
2 The Trust's Board of Trustees is divided into three classes, each class
having a term of three years. Each year the term of office of one class
expires and the successor or successors elected to such class serve for
a three-year term.
* Nominee to serve, if elected, until the Trust's 2009 Annual Meeting of
Shareholders or until his successor is duly elected and qualified.
** Term continues until the Trust's 2008 Annual Meeting of Shareholders or
until his successor is duly elected and qualified.
*** Term continues until the Trust's 2007 Annual Meeting of Shareholders
or until his successor is duly elected and qualified.
3 "Interested person" of the Trust, as defined in the 1940 Act. Mr.
Salibello may be considered an "interested person" of the Trust as a
result of being a partner in an accounting firm that provides
professional services to affiliates of the Adviser.
4
BENEFICIAL OWNERSHIP OF SHARES HELD IN THE TRUST AND THE FUND COMPLEX FOR EACH
TRUSTEE AND NOMINEE FOR ELECTION AS TRUSTEE
Set forth in the table below is the dollar range of equity securities in
the Trust beneficially owned by each Trustee and Nominee for election as Trustee
and the aggregate dollar range of equity securities in the Fund complex
beneficially owned by each Trustee and Nominee for election as Trustee.
NAME OF TRUSTEE/NOMINEE DOLLAR RANGE OF EQUITY AGGREGATE DOLLAR RANGE OF EQUITY
SECURITIES HELD SECURITIES HELD
IN THE TRUST*(1) IN FUND COMPLEX*(1)(2)
INTERESTED TRUSTEE/NOMINEE:
--------------------------
Salvatore M. Salibello A E
NON-INTERESTED TRUSTEES/NOMINEES:
--------------------------------
Anthony J. Colavita** A E
James P. Conn E E
Mario d'Urso C E
Vincent D. Enright A E
Frank J. Fahrenkopf, Jr. A B
Michael J. Melarkey C E
Anthonie C. van Ekris** D E
Salvatore J. Zizza A E
--------------------------
* Key to Dollar Ranges
A. None
B. $1 - $10,000
C. $10,001 - $50,000
D. $50,001 - $100,000
E. Over $100,000
All shares were valued as of December 31, 2005.
** Messrs. Colavita and van Ekris each beneficially own less than 1% of the
common stock of Lynch Corporation, having a value of $16,517 and $16,500,
respectively, as of December 31, 2005. Mr. van Ekris beneficially owns less
than 1% of the common stock of Lynch Interactive Corporation, having a
value of $52,176 as of December 31, 2005. Lynch Corporation and Lynch
Interactive Corporation may be deemed to be controlled by Mario J. Gabelli
and in that event would be deemed to be under common control with the
Trust's Adviser.
(1) This information has been furnished by each Trustee and Nominee for
election as Trustee as of December 31, 2005. "Beneficial Ownership" is
determined in accordance with Section 16a-1(a)
(2) of the Securities Exchange Act of 1934, as amended (the "1934 Act"). (2)
The "Fund Complex" includes all the funds that are considered part of the
same fund complex as the Trust because they have common or #ffiliated
investment advisers.
5
Set forth in the table below is the amount of shares beneficially owned by each
Trustee of the Trust.
AMOUNT AND NATURE OF PERCENT OF SHARES
NAME OF TRUSTEE/NOMINEE BENEFICIAL OWNERSHIP (1) OUTSTANDING (2)
----------------------- ------------------------ ---------------
INTERESTED TRUSTEE/NOMINEE:
--------------------------
Salvatore M. Salibello 0 *
NON-INTERESTED TRUSTEES/NOMINEES:
--------------------------------
Anthony J. Colavita 0 *
James P. Conn 5,000 *
Mario d'Urso 1,000 *
Vincent D. Enright 0 *
Frank J. Fahrenkopf, Jr. 0 *
Michael J. Melarkey 1,000 *
Anthonie C. van Ekris 2,300 *
Salvatore J. Zizza 0 *
--------------------------
(1) This information has been furnished by each Trustee and Nominee for
election as Trustee as of December 31, 2005. "Beneficial Ownership" is
determined in accordance with Section 16a-1(a)(2) of the 1934 Act.
(2) An asterisk indicates that the ownership amount constitutes less than 1% of
the total shares outstanding.
The Trust pays each Trustee who is not affiliated with the Adviser or its
affiliates a fee of $3,000 per year plus $1,000 per meeting attended in person
and $500 per telephonic meeting or Committee meeting, together with the
Trustees' actual out-of-pocket expenses relating to his attendance at such
meetings. The aggregate remuneration (not including out-of-pocket expenses) paid
by the Trust to such Trustees during the year ended December 31, 2005 amounted
to $60,267. During the year ended December 31, 2005, the Trustees of the Trust
met six times, one of which was the organizational meeting of the Trust and one
of which was a special meeting of Trustees. Each Trustee then serving in such
capacity, with the exception of Mr. Conn, attended at least 75% of the meetings
of Trustees and of any Committee of which he is a member.
AUDIT COMMITTEE REPORT
The role of the Trust's Audit Committee (the "Audit Committee") is to
assist the Board of Trustees in its oversight of (i) the quality and integrity
of the Trust's financial statement reporting process and the independent audit
and reviews thereof; (ii) the Trust's accounting and financial reporting
policies and practices, its internal controls, and, as appropriate, the internal
controls of certain of its service providers; (iii) the Trust's compliance with
legal and regulatory requirements; and (iv) the independent registered public
accounting firm's qualifications, independence, and performance. The Audit
Committee also is required to prepare an audit committee report pursuant to the
rules of the Securities and Exchange Commission (the "SEC") for inclusion in the
Trust's annual proxy statement. The Audit Committee operates pursuant to the
Audit Committee Charter (the "Charter") that was most recently reviewed and
approved by the Board of Trustees on February 15, 2006.
Pursuant to the Charter, the Audit Committee is responsible for conferring
with the Trust's independent registered public accounting firm, reviewing annual
financial statements, approving the selection of the Trust's independent
registered public accounting firm, and overseeing the Trust's internal controls.
The Charter also contains provisions relating to the pre-approval by the Audit
Committee of certain non-audit services to be provided by PricewaterhouseCoopers
LLP ("PricewaterhouseCoopers") to the Trust and to the Adviser and certain of
its affiliates. The Audit Committee advises the full Board with respect to
accounting, auditing, and financial matters affecting the Trust. As set forth in
the Charter, management is responsible for maintaining appropriate systems for
accounting and internal control, and the Trust's independent registered public
accounting firm is responsible for planning and carrying out proper audits and
reviews. The independent registered public accounting firm is ultimately
accountable to the Board of Trustees and to the Audit Committee, as
representatives of shareholders. The independent registered public accounting
firm for the Trust reports directly to the Audit Committee.
6
In performing its oversight function, at a meeting held on February 13,
2006, the Audit Committee reviewed and discussed with management of the Trust
and PricewaterhouseCoopers the audited financial statements of the Trust as of
and for the period ended December 31, 2005, and discussed the audit of such
financial statements with the independent registered public accounting firm.
In addition, the Audit Committee discussed with the independent registered
public accounting firm the accounting principles applied by the Trust and such
other matters brought to the attention of the Audit Committee by the independent
registered public accounting firm as required by Statement of Auditing Standards
No. 61, COMMUNICATIONS WITH AUDIT COMMITTEES, as currently modified or
supplemented. The Audit Committee also received from the independent registered
public accounting firm the written disclosures and statements required by the
SEC's independence rules, delineating relationships between the independent
registered public accounting firm and the Trust, and discussed the impact that
any such relationships might have on the objectivity and independence of the
independent registered public accounting firm.
As set forth above, and as more fully set forth in the Charter, the Audit
Committee has significant duties and powers in its oversight role with respect
to the Trust's financial reporting procedures, internal control systems, and the
independent audit process.
The members of the Audit Committee are not, and do not represent themselves
to be, professionally engaged in the practice of auditing or accounting and are
not employed by the Trust for accounting, financial management, or internal
control purposes. Moreover, the Audit Committee relies on and makes no
independent verification of the facts presented to it or representations made by
management or independent verification of the facts presented to it or
representations made by management or the Trust's independent registered public
accounting firm. Accordingly, the Audit Committee's oversight does not provide
an independent basis to determine that management has maintained appropriate
accounting and/or financial reporting principles and policies, or internal
controls and procedures, designed to assure compliance with accounting standards
and applicable laws and regulations. Furthermore, the Audit Committee's
considerations and discussions referred to above do not provide assurance that
the audit of the Trust's financial statements has been carried out in accordance
with the standards of the Public Company Accounting Oversight Board (United
States) or that the financial statements are presented in accordance with
generally accepted accounting principles (United States).
Based on its consideration of the audited financial statements and the
discussions referred to above with management and the Trust's independent
registered public accounting firm, and subject to the limitations on the
responsibilities and role of the Audit Committee set forth in the Charter and
those discussed above, the Audit Committee recommended to the Trust's Board of
Trustees that the Trust's audited financial statements be included in the
Trust's Annual Report for the period ended December 31, 2005.
SUBMITTED BY THE AUDIT COMMITTEE OF THE TRUST'S BOARD OF TRUSTEES
Salvatore J. Zizza, Chairman
Vincent D. Enright
Frank J. Fahrenkopf, Jr.
February 15, 2006
The Audit Committee met once during the period ended December 31, 2005. The
Audit Committee is composed of three of the Trust's independent (as such term is
defined by the American Stock Exchange's listing standards (the "Amex Listing
Standards")) Trustees, namely Messrs. Enright, Fahrenkopf, and Zizza. Each
member of the Audit Committee has been determined by the Board of Trustees to be
financially literate.
NOMINATING COMMITTEE
The Board of Trustees has a Nominating Committee composed of three
independent (as such term is defined by the Amex Listing Standards) Trustees,
namely Messrs. Colavita, Melarkey, and Zizza. The Nominating Committee did not
meet during the period ended December 31, 2005. The Nominating Committee is
responsible
7
for identifying and recommending to the Board of Trustees individuals believed
to be qualified to become Board members in the event that a position is vacated
or created. The Nominating Committee will consider Trustee candidates
recommended by shareholders. In considering candidates submitted by
shareholders, the Nominating Committee will take into consideration the needs of
the Board of Trustees, the qualifications of the candidate, and the interests of
shareholders. The Nominating Committee may also take into consideration the
number of shares held by the recommending shareholder and the length of time
that such shares have been held. To recommend a candidate for consideration by
the Nominating Committee, a shareholder must submit the recommendation in
writing and must include the following information:
o The name of the shareholder and evidence of the shareholder's ownership
of shares of the Trust, including the number of shares owned and the
length of time of ownership;
o The name of the candidate, the candidate's resume or a listing of his
or her qualifications to be a Trustee of the Trust, and the person's
consent to be named as a Trustee if selected by the Nominating
Committee and nominated by the Board of Trustees; and
o If requested by the Nominating Committee, a completed and signed
trustees' questionnaire.
The shareholder recommendation and information described above must be sent
to James E. McKee, the Trust's Secretary, c/o Gabelli Funds, LLC at One
Corporate Center, Rye, NY 10580-1422, and must be received by the Secretary no
less than 120 days prior to the anniversary date of the Trust's most recent
annual meeting of shareholders or, if the meeting has moved by more than 30
days, a reasonable amount of time before the meeting.
The Nominating Committee believes that the minimum qualifications for
serving as a Trustee of the Trust are that the individual demonstrate, by
significant accomplishment in his or her field, an ability to make a meaningful
contribution to the Board of Trustees' oversight of the business and affairs of
the Trust and have an impeccable record and reputation for honest and ethical
conduct in both his or her professional and personal activities. In addition,
the Nominating Committee examines a candidate's specific experiences and skills,
time availability in light of other commitments, potential conflicts of
interest, and independence from management and the Trust. The Nominating
Committee also seeks to have the Board of Trustees represent a diversity of
backgrounds and experience.
The Trust's Board adopted a Nominating Committee Charter on February 14,
2005. The charter can be found on the Trust's website at www.gabelli.com.
OTHER BOARD-RELATED MATTERS
The Board of Trustees has established the following procedures in order to
facilitate communications between the Board and the shareholders of the Trust
and other interested parties.
RECEIPT OF COMMUNICATIONS
------------------------
Shareholders and other interested parties may contact the Board or any
member of the Board by mail or electronically. To communicate with the Board or
any member of the Board, correspondence should be addressed to the Board or the
Board member(s) with whom you wish to communicate by either name or title. All
such correspondence should be sent c/o the Trust at One Corporate Center, Rye,
NY 10580-1422. To communicate with the Board electronically, shareholders may
send an e-mail to gabellifundsboard@gabelli.com.
FORWARDING THE COMMUNICATIONS
-----------------------------
All communications received will be opened by the office of the General
Counsel of the Adviser for the sole purpose of determining whether the contents
represent a message to one or more Trustees. The office of the General Counsel
will forward promptly to the addressee(s) any contents that relate to the Trust
and that are not in the nature of advertising, promotion of a product or
service, or patently offensive or otherwise objectionable material. In the case
of communications to the Board of Trustees or any committee or group of members
of the Board, the General Counsel's office will make sufficient copies of the
contents to send to each Trustee who is a member of the group or committee to
which the envelope or e-mail is addressed.
8
The Trust does not expect Trustees or Nominees for election as Trustee to
attend the Annual Meeting of Shareholders. The Trust has not had a Shareholder
meeting and accordingly has not maintained information regarding attendance of
Trustees at shareholder meetings in previous years.
The following table sets forth certain information regarding the
compensation of the Trust's Trustees and officers for the period ended December
31, 2005. Ms. Marion is employed by the Trust and is not employed by the Adviser
(although she may receive incentive-based variable compensation from affiliates
of the Adviser). Officers of the Trust who are employed by the Adviser receive
no compensation or expense reimbursement from the Trust.
COMPENSATION TABLE
FOR THE PERIOD ENDED DECEMBER 31, 2005
AGGREGATE COMPENSATION FROM
AGGREGATE COMPENSATION THE TRUST AND FUND COMPLEX
NAME OF PERSON AND POSITION FROM THE TRUST* PAID TO TRUSTEES AND OFFICERS**
---------------------------- -------------- -------------------------------
INTERESTED TRUSTEES/NOMINEES:
----------------------------
KARL OTTO POHL*** $0 $7,571 (35)+ (diamond)
Trustee
SALVATORE M. SALIBELLO $0 $26,500 (3)
Trustee
NON-INTERESTED TRUSTEES/NOMINEES:
--------------------------------
ANTHONY J. COLAVITA $7,533 $212,473 (37)+ (diamond)
Trustee
JAMES P. CONN $7,533 $83,283 (14)
Trustee
MARIO D'URSO $7,533 $33,367 (3)
Trustee
VINCENT D. ENRIGHT $7,533 $80,617 (14)(diamond)
Trustee
FRANK J. FAHRENKOPF, JR. $7,533 $60,183 (5)
Trustee
MICHAEL J. MELARKEY $7,533 $34,367 (3)
Trustee
ANTHONIE C. VAN EKRIS $7,533 $105,378 (21)+ (diamond)
Trustee
SALVATORE J. ZIZZA $7,533 $143,962 (25)(diamond)
Trustee
OFFICER:
-------
MOLLY A.F. MARION $60,208 $60,208 (1)
Assistant Vice President and Ombudsman
------------------
* For the period from the Trust's commencement of operations through
December 31, 2005.
** Represents the total compensation paid to such persons during the
calendar year ended December 31, 2005 by investment companies
(including the Trust) or portfolios thereof from which such person
receives compensation that are considered part of the same fund
complex as the Trust because they have common or affiliated investment
advisers. The number in parentheses represents the number of such
investment companies and portfolios.
*** Mr. Pohl resigned from the Board of Trustees effective November 16,
2005 and now serves as Trustee Emeritus.
+ Includes compensation for serving as a Director of The Treasurer's
Fund, Inc., which was liquidated on October 28, 2005.
(diamond) Includes compensation for serving as a Trustee of Ned Davis Research
Funds, Inc., which was liquidated on February 10, 2006.
9
REQUIRED VOTE
The election of each of the listed Nominees for Trustee of the Trust
requires the affirmative vote of the holders of a plurality of the Shares of the
Trust represented at the Meeting if a quorum is present.
THE BOARD OF TRUSTEES, INCLUDING THE "NON-INTERESTED" TRUSTEES, UNANIMOUSLY
RECOMMENDS THAT THE SHAREHOLDERS VOTE "FOR" THE ELECTION OF EACH NOMINEE.
ADDITIONAL INFORMATION
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
PricewaterhouseCoopers, 300 Madison Avenue, New York, NY 10017, has been
selected to serve as the Trust's independent registered public accounting firm
for the year ending December 31, 2006. PricewaterhouseCoopers acted as the
Trust's independent registered public accounting firm for the period ended
December 31, 2005. The Trust knows of no direct financial or material indirect
financial interest of PricewaterhouseCoopers in the Trust. A representative of
PricewaterhouseCoopers will not be present at the Meeting, but will be available
by telephone and will have an opportunity to make a statement, if asked, and
will be available to respond to appropriate questions.
Set forth in the table below are audit fees and non-audit related fees
billed to the Trust by PricewaterhouseCoopers for professional services received
during and for the Trust's period ended #ecember 31, 2005. The Trust was not in
existence prior to 2005.
PERIOD ENDED AUDIT-RELATED ALL
DECEMBER 31 AUDIT FEES* FEES TAX FEES** OTHER FEES
----------- ---------- ---- -------- ----------
2005 $69,000 -- $10,880 --
-----------
* Includes non-recurring fees billed by PricewaterhouseCoopers to the Trust
in connection with the initial offering of Common Shares of the Trust.
** "Tax Fees" are those fees billed by PricewaterhouseCoopers in connection
with tax compliance services, including primarily the review of the Trust's
income tax returns.
The Trust's Audit Committee Charter requires that the Audit Committee
pre-approve all audit and non-audit services to be provided by the independent
registered public accounting firm to the Trust, and all non-audit services to be
provided by the independent registered public accounting firm to the Trust's
Adviser and service providers controlling, controlled by, or under common
control with the Trust's Adviser ("affiliates") that provide on-going services
to the Trust (a "Covered Services Provider"), if the engagement relates directly
to the operations and financial reporting of the Trust. The Audit Committee may
delegate its responsibility to pre-approve any such audit and permissible
non-audit services to the Chairman of the Audit Committee, and the Chairman must
report his decision(s) to the Audit Committee, at its next regularly scheduled
meeting after the Chairman's pre-approval of such services. The Audit Committee
may also establish detailed pre-approval policies and procedures for
pre-approval of such services in accordance with applicable laws, including the
delegation of some or all of the Audit Committee's pre-approval responsibilities
to other persons (other than the Adviser or the Trust's officers). Pre-approval
by the Audit Committee of any permissible non-audit services is not required so
long as: (i) the aggregate amount of all such permissible non-audit services
provided to the Trust, the Adviser, and any Covered Services Provider
constitutes not more than 5% of the total amount of revenues paid by the Trust
to its independent registered public accounting firm during the year in which
the permissible non-audit services are provided; (ii) the permissible non-audit
services were not recognized by the Trust at the time of the engagement to be
non-audit services; and (iii) such services are promptly brought to the
attention of the Audit Committee and approved by the Audit Committee or the
Chairman prior to the completion of the audit. All of the audit, audit-related,
and tax services described above for which PricewaterhouseCoopers billed the
Trust fees for the period ended December 31, 2005 were pre-approved by the Audit
Committee.
10
For the period ended December 31, 2005, PricewaterhouseCoopers has
represented to the Trust that it did not provide any non-audit services (or bill
any fees for such services) to the Adviser or any affiliates thereof that
provide services to the Trust.
THE INVESTMENT ADVISER AND ADMINISTRATOR
Gabelli Funds, LLC is the Trust's Adviser and Administrator and its
business address is One Corporate Center, Rye, New York 10580-1422.
COMPLIANCE WITH THE SECURITIES EXCHANGE ACT OF 1934
Section 16(a) of the 1934 Act and Section 30(h) of the 1940 Act, and the
rules thereunder, require the Trust's executive officers and Trustees, executive
officers and directors of the Adviser, certain other affiliated persons of the
Adviser, and persons who own more than 10% of a registered class of the Trust's
securities to file reports of ownership and changes in ownership with the SEC
and the American Stock Exchange and to furnish the Trust with copies of all
Section 16(a) forms they file. Based solely on the Trust's review of the copies
of such forms it received for the period ended December 31, 2005, the Trust
believes that during that period such persons complied with all such applicable
filing requirements.
BROKER NON-VOTES AND ABSTENTIONS
For purposes of determining the presence of a quorum for transacting
business at the Meeting, abstentions and broker "non-votes" (that is, proxies
from brokers or nominees indicating that such persons have not received
instructions from the beneficial owner or other persons entitled to vote shares
on a particular matter with respect to which the brokers or nominees do not have
discretionary power) will be treated as shares that are present but that have
not been voted. Accordingly, shareholders are urged to forward their voting
instructions promptly.
The affirmative vote of a plurality of votes cast for each Nominee by the
shareholders entitled to vote for a particular Nominee is necessary for the
election of a Trustee. Abstentions or broker non-votes will not be counted as
votes cast and will have no effect on the result of the vote. Abstentions or
broker non-votes, however, will be considered to be present at the Meeting for
purposes of determining the existence of a quorum.
Shareholders of the Trust will be informed of the voting results of the
Meeting in the Trust's Semi-Annual Report dated June 30, 2006.
OTHER MATTERS TO COME BEFORE THE MEETING
The Trustees of the Trust 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, including adjournments, are properly brought before
the Meeting, the persons named in the accompanying proxy will vote thereon in
accordance with their judgment.
SHAREHOLDER PROPOSALS
All proposals by shareholders of the Trust which are intended to be
presented at the Trust's next Annual Meeting of Shareholders to be held in 2007
must be received by the Trust for consideration for inclusion in the Trust's
proxy statement and proxy relating to that meeting no later than December 18,
2006. There are additional requirements regarding proposals of shareholders, and
a shareholder contemplating submission of a proposal is referred to Rule 14a-8
under the 1934 Act.
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.
11
APPENDIX A
----------
THE GABELLI GLOBAL GOLD, NATURAL RESOURCES & INCOME TRUST
(THE "TRUST")
AUDIT COMMITTEE CHARTER
I. ORGANIZATION AND QUALIFICATION OF COMMITTEE MEMBERS
------------------------------------------------------
There shall be an audit committee (the "Committee") of the Board of
Trustees (the "Board") which shall be composed of at least three members of the
Board, each of whom is independent, i.e. not an "interested person" of the
Trust, as that term is defined in Section 2(a)(19) of the Investment Company Act
of 1940. In addition, the members shall not receive any compensation from the
Trust, or any subsidiary thereof, if applicable, except compensation for
services as a member of the Trust's Board or a committee of the Board. With
respect to closed-end funds listed on the NYSE, each member must also meet the
independence requirements of audit committee members, as currently set forth in
Section 303.01 of the NYSE's listing standards. Members shall have no
relationships with the Trust or its investment adviser, administrator or
custodian that may interfere with the exercise of their independence from
management of the Trust. The members and the Committee chair shall be elected by
the full Board.
The members shall be "financially literate," i.e. have the ability to
understand fundamental financial statements. With respect to a closed-end fund
listed on the NYSE, at least one member shall have accounting or related
financial management expertise, as the Board interprets such qualification in
its business judgment. The Board shall determine annually whether any member of
the Committee is an "audit committee financial expert" (ACFE) as defined in Item
3 of Form N-CSR. The Board may presume that an ACFE has the requisite accounting
or related financial management expertise, with respect to a closed-end fund
listed on the NYSE. The designation of a person as an ACFE shall not impose any
greater responsibility or liability on that person than the responsibility or
liability imposed on such person as a member of the Committee.
With respect to a closed-end fund listed on the NYSE, in the event a member
simultaneously serves on the audit committees of more than three public
companies, the Board must determine that such simultaneous service would not
impair the ability of such member to effectively serve on the Trust's audit
committee.
II. STATEMENT OF PRINCIPLE
--------------------------
The function of the Committee is to assist the Board in fulfilling its
oversight responsibilities relating to the Trust's accounting and financial
reporting policies and practices. It is management's responsibility to maintain
appropriate systems for accounting and internal control and for the presentation
and integrity of the Trust's financial statements. It is the independent
accountants' responsibility to plan and carry out proper audits and reviews. The
independent accountants are ultimately accountable to the Board and to the
Committee, as representatives of shareholders.
The independent accountants for the Trust shall report directly to the
Committee.
III. DUTIES AND RESPONSIBILITIES
--------------------------------
A. GENERAL
----------
1. oversee the quality and integrity of the Trust's accounting and
financial statement reporting process and the independent audit and
reviews thereof;
2. review and evaluate any issues raised by the independent accountants or
management regarding the accounting or financial reporting policies and
practices of the Trust, its internal controls, and, as appropriate, the
internal controls of certain service providers; and to resolve
disagreements between management and the independent accountants
regarding financial reporting; and act as a liaison between the Trust's
independent accountants and the full Board; and
3. with respect to a closed-end fund listed on the NYSE, oversee, or, as
appropriate, assist Board oversight of, (a) the Trust's compliance with
legal and regulatory requirements; and (b) the performance of the
Trust's internal audit function, if applicable.
12
B. SPECIFIC
------------
1. (a) approve the selection, retention, termination and compensation of
independent accountants and the audit and non-audit services to be
rendered prior to their engagement to provide such services, and,
in connection therewith, to evaluate the qualifications,
independence and performance of the independent accountants;
(b) when required by applicable rules, to pre-approve all audit and
permissible non-audit services to be provided by the independent
accountants to the Trust, to its investment adviser and to any
entity controlling, controlled by or under common control with the
investment adviser that provides ongoing services to the Trust
("Covered Services Provider"), if the engagement relates directly
to the operations and financial reporting of the Trust; and
(c) the Committee may delegate its responsibility to pre-approve any
such audit and permissible non-audit services to the chair of the
Committee, in accordance with applicable laws, pursuant to the
details of pre-approval policies and procedures adopted by the
Committee.
2. ensure receipt from the independent accountants of a formal written
statement delineating all the relationships between them and the Trust,
consistent with Independence Standards Board Standard 1; evaluate the
independence of the accountants; and actively engage in a dialogue with
them regarding matters that might reasonably be expected to affect
their independence;
3. consider in consultation with the independent accountants, the scope
and plan of upcoming external audits to assure completeness of coverage
and effective use of audit resources;
4. meet with the Trust's independent accountants, at least twice a year
and more often if required, to review the conduct and results of each
audit and review of the Trust's financial statements, and discuss the
matters stated in SAS 61 "Communications with Audit Committees," as
amended by SAS 89 and 90, and any other communications required to be
discussed with the Committee pursuant to applicable laws and
regulations, including their:
(a) conclusions and recommendations on the adequacy of the internal
controls both of the Trust and its service providers together with
the responses of the appropriate management, including the status
of previous audit recommendations;
(b) reasoning in accepting or questioning sensitive accounting
estimates by management;
(c) reasoning in not recognizing material audit adjustments proposed
by them;
(d) judgments about the quality and appropriateness, (not just the
acceptability), of the Trust's critical accounting principles
used, including the degree of aggressiveness or conservatism in
the application of such principles in its financial reporting;
(e) views as to the adequacy and clarity of disclosures in the Trust's
financial statements in relation to generally accepted accounting
principles;
(f) views of how the use of generally acceptable alternatives to
critical accounting and tax principles, disclosure practices and
valuation policies, preferred by them, would have affected the
financial statements;
(g) conclusions regarding any serious disagreements, difficulties or
disputes with management encountered during the course of the
audit;
(h) discussion of any significant risks to which the Trust is, or
might be exposed, and the steps management has taken to minimize
such risks;
(i) discussion of any significant changes to the audit plan;
(j) discussion of other matters related to the conduct of the audit
required to be communicated to the Committee under generally
accepted auditing standards;
(k) material written communications to the management of the Trust
such as any management letter or schedules of unrecognized audit
adjustments; and
(l) non-audit services provided by the Trust's independent accountants
to the Trust's investment adviser or any adviser affiliate that
provides ongoing services to the Trust, which services were not
pre-approved by the Committee (and consideration by the Committee
of whether the performance of such services is compatible with
maintaining the independent accountant's independence).
13
5. meet periodically with the Trust's independent accountants in separate
executive sessions to discuss any other matters or communications
required under applicable laws or which they or the Committee deem
advisable or appropriate to discuss;
6. meet periodically with management in separate executive sessions,
including to review with the Trust's principal executive officer and/or
principal financial officer in connection with required certifications
on Form N-CSR any significant deficiencies in the design or operation
of internal control over financial reporting or material weaknesses
therein and any reported evidence of fraud involving management or
other employees who have a significant role in the Trust's internal
control over financial reporting;
7. with respect to closed-end funds listed on the NYSE, meet periodically
with the Trust's internal auditors (or other personnel responsible for
the internal audit function), if applicable, in separate executive
sessions;
8. authorize and oversee investigations into any matters within the
Committee's scope of responsibilities, or as specifically delegated to
the Committee by the Board;
9. consider and evaluate the effect upon the Trust of significant changes
in accounting principles, practices, controls or procedures proposed or
contemplated by management or the independent accountants;
10. review management's discussion and analysis of financial statements to
be included in the Trust's annual report;
11. establish procedures for the receipt, retention and treatment of
complaints received by the Trust relating to accounting, internal
accounting controls, or auditing matters, and the confidential,
anonymous submission by employees of the Trust and its affiliates of
concerns about accounting or auditing matters pertaining to the Trust,
and to address reports from attorneys or auditors of possible
violations of federal or state law or fiduciary duty;
12. with respect to closed-end funds listed on the NYSE, discuss the
Trust's earnings press releases, as applicable, as well as financial
information and earnings guidance provided to analysts and ratings
agencies;
13. with respect to closed-end funds listed on the NYSE, at least annually,
obtain and review a report by the independent accountant describing:
the firm's internal quality-control procedures; any material issues
raised by the most recent internal quality-control review, or peer
review, of the firm, or by any inquiry or investigation by governmental
or professional authorities, within the preceding five years,
respecting one or more independent audits carried out by the firm, and
any steps taken to deal with any such issues; and (to assess the
auditor's independence) all relationships between the independent
auditor and the Trust;
14. with respect to closed-end funds listed on the NYSE, set clear hiring
policies for employees or former employees of the independent
accountants; and
15. with respect to closed-end funds, provide the audit committee report
required by Item 306 of Regulation S-K for proxy statements relating to
the election of Trustees; and
16. report to the Board on a regular and timely basis.
IV. ADDITIONAL PROVISIONS
--------------------------
The Trust shall provide appropriate funding (as determined by the
Committee) for it to carry out its duties and its responsibilities, including:
(a) for payment of compensation to the Trust's independent accountants or other
public accounting firm providing audit, review or attest services for the Trust,
(b) for payment of compensation to any special counsel and other advisors
employed by the Committee, (c) for the ordinary administrative expenses of the
Committee, and (d) for payment of continuing education programs to enable
Committee members to keep abreast of industry and regulatory development and to
gain continuing insights to best practices of audit committees. In performing
its duties the Committee shall consult, as it deems appropriate, with the
members of the Board, officers and employees of the Trust, the investment
adviser, the Trust's counsel and the Trust's other service providers.
On an annual basis, the Committee shall review and reassess the adequacy of
this charter and recommend to the full Board any changes the Committee deems
appropriate. In addition, on an annual basis, the Committee shall evaluate its
performance as a whole and that of its individual members to assess whether it
is functioning effectively.
Adopted as of: February 14, 2005
GGN-PS-2006
14
GABELLI FUNDS
ANNUAL MEETING OF SHAREHOLDERS OF
THE GABELLI GLOBAL GOLD,
NATURAL RESOURCES & INCOME TRUST
MAY 15, 2006
Please vote, date, sign
and promptly mail your proxy card
in the envelope provided.
Please detach along perforated line and mail in the envelope provided.
--------------------------------------------------------------------------------
PLEASE VOTE, SIGN, DATE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. PLEASE
MARK YOUR VOTE IN BLUE OR BLACK INK AS SHOWN HERE X
--------------------------------------------------------------------------------
1. To elect three (3) Trustees of the Trust:
FOR ALL NOMINEES NOMINEES:
O James P. Conn
WITHHOLD AUTHORITY O Salvatore M. Salibello
FOR ALL NOMINEES O Anthonie C. van Ekris
FOR ALL EXCEPT
(See instructions below)
INSTRUCTION: To withhold authority to vote for any individual nominee(s), mark
"FOR ALL EXCEPT" and fill in the circle next to each nominee you wish to
withhold, as shown here:
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
To change the address on your account, please check the box at right and
indicate your new address in the address space above. Please note that changes
to the registered name(s) on the account may not be submitted via this method.
--------------------------------------------------------------------------------
Signature of Shareholder Date:
Signature of Shareholder Date:
NOTE: Please sign exactly as your name or names appear on this Proxy. When
shares are held jointly, each holder should sign. When signing as executor,
administrator, attorney, trustee or guardian, please give full title as such. If
the signer is a corporation, please sign full corporate name by duly authorized
officer, giving full title as such. If signer is a partnership, please sign in
partnership name by authorized person.
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
THE ELECTION OF THE NOMINEES AS TRUSTEE AND IN THE DISCRETION OF THE PROXY
HOLDER AS TO ANY OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING. PLEASE
REFER TO TO THE PROXY STATEMENT FOR A DISCUSSION OF PROPOSAL 1.
TO INCLUDE ANY COMMENTS, USE THE COMMENTS BOX ON THE REVERSE SIDE OF THIS CARD.
THE GABELLI GLOBAL GOLD, NATURAL RESOURCES & INCOME TRUST
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Mario J. Gabelli, James E. McKee 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 to vote on
behalf of the undersigned all shares of The Gabelli Global Gold, Natural
Resources & Income Trust (the "Trust") which the undersigned is entitled to vote
at the Annual Meeting of Shareholders of the Trust to be held at The Cole
Auditorium, The Greenwich Library, 101 West Putnam Avenue, Greenwich,
Connecticut 06830 on Monday, May 15, 2006 at 12:30 p.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.
(CONTINUED AND TO BE SIGNED ON THE REVERSE SIDE)
--------------------------------------------------------------------------------
COMMENTS:
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14475