FORM 10-K/A GAMCO Investors, Inc. - Gabelli

I. Related Party Transactions
The following is a summary of certain related party transactions. Further details regarding these and other relationships appear in our Proxy Statement for our 2007 Annual Meeting
of Shareholders.
GGCP, Inc. owns a majority of the outstanding shares of class B common stock of GAMCO Investors, Inc., which ownership represented approximately 95% of the combined
voting power of the outstanding common stock and approximately 72% of the equity interest on December 31, 2006.
As of December 5, 1997, GGCP entered into a master lease agreement with an entity controlled by members of Mr. Mario Gabelli’s immediate family, which expires on April 30,
2013. As of February 9, 1999, GGCP assigned all of its rights and obligations under the master lease to GBL. GBL leases space in the Building to a company for which Mr.
Mario Gabelli (“Mr. Gabelli”) serves as Chairman and is a significant stockholder.
On May 31, 2006, we entered into an Exchange and Standstill Agreement with Frederick J. Mancheski, a significant shareholder, pursuant to which, among other things, he agreed
to exchange his 2,071,635 shares of our class B common stock for an equal number of shares of our class A common stock. Certain shareholders of GGCP, including two of our
officers and a director, who received shares of our class B common stock in a distribution from GGCP, also agreed to exchange their shares of our class B common stock for an
equal number of shares of our class A common stock. Pursuant to a Registration Rights Agreement that we entered into with Mr. Mancheski, we filed a shelf registration statement
that was declared effective by the SEC on September 1, 2006 for the sale by Mr. Mancheski and others, including certain of our officers, employees and a director, of up to
2,486,763 shares of our class A common stock.
Prior to its initial public offering in February 1999, GBL and GGCP entered into a Management Services Agreement, with a one-year term and renewable annually, under which
GBL provides certain services for GGCP, including furnishing office space and equipment, providing insurance coverage, overseeing the administration of its business and providing
personnel to perform certain administrative services. Pursuant to the Management Services Agreement, GGCP paid GBL $200,000 in each of 2004, 2005 and 2006 for services
provided.
GBL has entered into agreements to provide advisory and administrative services to MJG Associates, Inc., an entity owned by Mr. Gabelli with respect to the private investment
funds managed by it. Pursuant to such agreement, MJG Associates, Inc. pays GBL for services provided.
Mr. Gabelli and GSI serve as co-general partners of Gabelli Associates Fund, L.P. (“GAF.”), one of the investment partnerships consolidated for the period through March 31,
2006 under FIN 46R and EITF 04-5. Mr. Gabelli receives relationship manager and portfolio manager compensation through an incentive fee allocation directly from GAF.
Gabelli Securities International Limited ("Gabelli Securities International") was formed in 1994 to provide management and investment advisory services to offshore funds and
accounts. Marc Gabelli, a son of Mr. Gabelli, owns 55% of Gabelli Securities International and GSI owns the remaining 45%.
In April 1999, Gabelli Global Partners, Ltd., an offshore investment fund that has been consolidated in 2006 under FIN 46R and EITF 04-5, was incorporated. Gabelli Securities
International and Gemini Capital Management, LLC ("Gemini"), an entity owned by Marc Gabelli, were engaged by the fund as investment advisors as of July 1, 1999. Gemini
receives half of the management and incentive fees as co-investment advisor. In April 1999, GSI formed Gemini Global Partners, L.P. (formerly known as Gabelli Global Partners,
L.P.), one of the investment partnerships consolidated for the period through March 31, 2006 under FIN 46R and EITF 04-5 and an investment limited partnership for which GSI
and Gemini are the general partners. Gemini receives half of the management fee and incentive allocation paid by the partnership to the general partners.
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