SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934 (Amendment No. 45)
Lynch Corporation
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
551137102
(CUSIP Number)
James E. McKee
Gabelli Asset Management Inc.
One Corporate Center
Rye, New York 10580-1435
(914) 921-8821
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
June 30, 2004
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), 240.13d-1(f)
or 240.13d-1(g), check the following box.
CUSIP No. 551137102
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Mario J. Gabelli
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
Source of funds (SEE INSTRUCTIONS)
PF; 00-Funds of family partnership
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
269,452 (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
269,452 (ITEM 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
269,452 (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
18.02%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
CUSIP No. 551137102
1
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Gabelli Foundation, Inc.
I.D. NO. 94-2975159
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a)
(b)
3
SEC USE ONLY
4
SOURCE OF FUNDS N(SEE INSTRUCTIONS)
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2 (d) OR 2 (e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
NV
NUMBER OF
SHARES
BENEFICIALLY
OWNED
BY EACH
REPORTING
PERSON
WITH
7
SOLE VOTING POWER
800 (Item 5)
8
SHARED VOTING POWER
NONE
9
SOLE DISPOSITIVE POWER
800 (Item 5)
10
SHARED DISPOSITIVE POWER
NONE
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
800 (ITEM 5)
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.05%
14
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
00-PRIVATE FOUNDATION
Item 1. Security and Issuer
This Amendment No. 45 to Schedule 13D on the Common Stock of Lynch
Corporation (the "Issuer") is being filed on behalf of the undersigned to amend
the Schedule 13D, as amended (the "Schedule 13D") which was originally filed on
June 25, 1996. Unless otherwise indicated, all capitalized terms used herein
but not defined herein shall have the same meanings as set forth in the
Schedule 13D.
Item 2. Identity and Background
(a), (b), and (c) - This statement is being filed by Mario J.
Gabelli ("Mr. Gabelli") and the Gabelli Foundation, Inc. (the "Foundation").
Mr. Gabelli is the Chairman, Chief Executive Officer and Chief Investment
Officer of Gabelli Asset Management Inc. ("GBL"), a publicly-traded financial
services firm. Mr. Gabelli is also the Chairman, Chief Executive Officer and
Chief Investment Officer of Gabelli Group Capital Partners, Inc., a private
holding company that makes investments and owns approximately 80% of the Common
Stock of GBL. Mr. Gabelli is also a director or trustee for all of the
registered investment companies advised by Gabelli Funds, LLC, a wholly-owned
subsidiary of GBL. He is also the Vice Chairman of the Board of the Issuer;
Vice Chairman and Chief Executive Officer of Lynch Interactive Corporation; and
a director of Morgan Group Holdings Inc. Mr. Gabelli's business address is One
Corporate Center, Rye, New York 10580. The Foundation is a private foundation.
Mario Gabelli is the President, a Trustee and the Investment Manager of the
Foundation. The Foundation's business address is 165 West Liberty Street, Reno,
Nevada 89501.
Item 5. Interest In Securities Of The Issuer
Item 5 to Schedule 13D is amended, in pertinent part, as follows:
(a) The aggregate number of Securities to which this Schedule 13D
relates is 270,252 shares, representing 18.07% of the 1,495,483 shares
outstanding as reported in the Issuer's most recent Form 10-Q for the quarter
ended March 31, 2004. The Reporting Persons beneficially own those Securities
as follows:
Name
Shares of
Common Stock
% of Class of
Common
Mario Gabelli
269,452
18.02%
Foundation
800
0.05%
Mr. Gabelli is deemed to have beneficial ownership of the
Securities owned beneficially by the
Foundation.
(b) Each of the Reporting Persons has the sole power to vote or
direct the vote and sole power to dispose or to direct the disposition of the
Securities reported for it. On June 11, 2003, Venator Merchant Fund, L.P.
acquired 200,241 of the Securities from Mario J. Gabelli in a private
transaction and entered into a voting agreement in which Venator Merchant Fund,
L.P. gave Mario J. Gabelli its proxy with respect to the 200,241 shares. The
irrevocable proxy created on June 11, 2003 expired on June 30, 2004, and
Venator Merchant Fund, L.P. now has the right to vote these shares.
(d) Of the 269,452 shares reported as beneficially owned by Mr.
Gabelli, 16,300 shares are owned by
Lynch Interactive Corporation ("Interactive"), which has the right to receive
and the power to direct the receipt of dividends from, or the proceeds from the
sale of these Securities. Mr. Gabelli is the beneficial owner of approximately
23% of the outstanding common stock of Interactive and is also its Vice
Chairman and Chief Executive Officer and therefore may be deemed to
beneficially own such shares under Rule 13d-3 promulgated under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). However, Mr. Gabelli
disclaims beneficial ownership of such shares pursuant to Rule 13d-4
promulgated under the Exchange Act.
With respect to 70,000 of the shares reported as beneficially owned
by Mr. Gabelli, a family partnership has the right to receive and the power to
direct the receipt of dividends from, or the proceeds from the sale of, such
Securities. Mr. Gabelli is the general partner of this family partnership and
has less than a 1% interest therein. Mr. Gabelli disclaims beneficial
ownership of these shares in excess of his interest in this partnership.
(e) Not applicable.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: July 1, 2004
MARIO J. GABELLI
By: /s/ James E. McKee
James E. McKee
Attorney-in-Fact
GABELLI FOUNDATION, INC.
By:/s/ James E. McKee
Mario J. Gabelli, President
by: James E. McKee
Attorney-in-Fact