Wilshire Enterprises Inc. (AMEX: WOC) shareholders have been presented with two conflicting stories throughout this lengthy proxy battle. Management believes that Full Value’s fire-sale of assets would not fetch a fair premium in today’s markets. Meanwhile, Full Value believes that management simply wants to entrench itself for another year and continue draining the company’s capital.

Shareholders confused by conflicting stories often turn to independent proxy firms to make decisions. In this case, the three leading independent proxy 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 vote on Full Value’s green proxy cards for the annual meeting.

“We are pleased that all three of the leading independent proxy advisory services have seen the need for change at Wilshire Enterprises,” said Full Value’s Phillip Goldstein. “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 Wilshire’s recent market price.”

Currently, Wilshire Enterprises is priced at just $1.17 per share, which suggests that many do not believe Full Value’s nominees will win. However, with the recommendations of three proxy firms, the hedge fund may have a shot at gaining the board seats that it needs to implement its plan. This could mean substantial opportunity for investors willing to take the risk.

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