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Business Description We are a blank check company organized under the laws of the State of Delaware on April 11, 2008. We were formed for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination, one or more operating businesses or assets in the media, entertainment, telecommunications or regulated utilities industries, except as described below. To date, our efforts have been limited to organizational activities as well as activities related to this offering. The entertainment, media and telecommunications industries encompass those companies which create, produce, deliver, distribute and/or market entertainment and information products and services and include among others: • broadcast television; • cable, satellite and digital terrestrial television systems, programming, services and networks; • filmed entertainment; • motion picture theatres; • newspaper, book, magazine, and specialty publishing; • direct marketing, advertising and promotional services; • outdoor advertising; • advertising based directories; • radio broadcasting; • recorded music and music publishing; • theme park attractions; • video games; • live entertainment and/or live entertainment venues; • Internet content and distribution; • interactive multimedia; and • voice, video and data transmission platforms and services. The regulated utilities industry encompass those companies which provide utility services to the public and include among others • electricity; • gas; • water; and • phone service. We have not, nor has anyone on our behalf, contacted any prospective target business or had any substantive discussion, formal or otherwise, with respect to such a transaction. Additionally, we have not sought, nor have we engaged or retained any agent or other representative, to identify or locate any suitable acquisition candidate, conduct any research or take any measures, directly or indirectly, to locate or contact a target business. We will seek to capitalize on the experience and network of Mario J. Gabelli, our chairman of the board, Frederic V. Salerno, our chief executive officer, and our other officers and directors. Mr. Gabelli has over forty years of experience in public and private investing around the world. Mr. Salerno was vice chairman and chief financial officer of Verizon until his retirement in 2002. Mr. Gabelli founded GAMCO Investors, Inc. (NYSE: GBL) in 1977 and serves as its chairman, chief executive officer and chief investment officer. As of June 30, 2008, GAMCO Investors, Inc. had $28.3 billion in assets under management, including $11.6 managed through separate accounts for high net worth individuals, institutions and qualified pension plans, $15.2 billion managed as an advisor to 28 open-end and 9 closed-end mutual funds, and $354 million managed in a variety of investment partnerships. GAMCO Investors, Inc. also acts as an underwriter, a distributor of its open-end mutual funds and provider of institutional research through Gabelli & Company, its broker-dealer subsidiary. GAMCO Investors, Inc. employs over 200 individuals with offices in New York, Chicago, Greenwich CT, London, Minneapolis, Palm Beach, Reno, Shanghai and Singapore. In general, we will seek to acquire a readily understood business, with a sustainable competitive advantage, favorable cash flow characteristics and strong management at an attractive price. While we may seek to acquire more than one business, which we refer to as our “target business” or “target businesses,” our initial business combination must involve one or more target businesses having a fair market value, individually or collectively, equal to at least 80% of the balance in the trust account at the time of execution of a definitive agreement for such initial business combination (excluding deferred underwriting discounts and commissions of approximately $3.9 million, or approximately $4.6 million if the over-allotment option is exercised in full). The fair market value of the target business we must acquire is based on the amount held in trust prior to any payments we may be required to make to stockholders who seek to exercise their conversion rights as described elsewhere in this prospectus. We will consummate our initial business combination only if public stockholders owning less than 4,999,999 of the shares sold in this offering vote against the business combination and exercise their conversion rights. If the maximum number of stockholders sought conversion, we would be required to pay such converting stockholders approximately $49,603,240. Accordingly, we may be required to obtain additional financing to consummate our initial business combination. We cannot assure you that such financing will be available on acceptable terms, if at all. We will only consummate a business combination in which we acquire a controlling interest of the target business (meaning not less than 50.1% of the voting securities of the target business or all or substantially all of its assets). However, as noted in this prospectus, in connection with the consummation of our initial business combination, we may issue additional common stock or securities convertible into or exercisable for common stock in which case our stockholders prior to our initial business combination may not own a majority of our common stock following the consummation of the business combination. We have 24 months from the consummation of this offering to complete a business combination (or 30 months from the consummation of this offering if a definitive agreement has been executed within 24 months from the consummation of this offering and the business combination has not yet been consummated within such 24-month period). If we fail to complete a business combination or sign a definitive agreement within such 24-month period, our activities will be limited to our liquidation and dissolution and we will seek stockholder approval to liquidate and distribute the proceeds held in the trust account to our public stockholders. Additionally, pursuant to our amended and restated certificate of incorporation, if we have signed a definitive agreement within such 24-month period but are unable to consummate a business combination within 30 months from the consummation of this offering, our corporate existence will automatically cease except for the purpose of winding up our affairs and liquidating. In connection with our formation, certain of our officers formed Greenwich PMV Acquisition Corp., formed for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination, one or more operating businesses or assets in any industry other than the media, entertainment, telecommunications or regulated utilities industries. It is anticipated that our initial public offering will occur prior to that of Greenwich PMV Acquisition Corp. Until Greenwich PMV Acquisition Corp. completes its initial public offering, and after Greenwich PMV Acquisition Corp. completes its initial public offering and enters into a definitive agreement for its initial business combination, we may execute a definitive agreement for an initial business combination with a target business in any industry we choose. However, pursuant to our amended and restated certificate of incorporation, once Greenwich PMV Acquisition Corp. completes its initial public offering and prior to Greenwich PMV Acquisition Corp. entering into a definitive agreement for its initial business combination, we are only allowed to execute a definitive agreement for an initial business combination with a target business in the media, entertainment, telecommunications or regulated utilities industries. Our board of directors will determine whether the target business is in the foregoing industries, based on the generally accepted characteristics of such industries at the time a transaction is presented to the board, as part of its evaluation of a particular target business prior to submitting it to stockholders for their consideration. Because we cannot acquire a target business outside of such industries while Greenwich PMV Acquisition Corp. is actively searching for a target business, we believe that our officers will not have any conflict of interest in determining to which entity to present a particular opportunity for a business combination. Our executive offices are located at 140 Greenwich Avenue, Greenwich, Connecticut 06830 and our telephone number is (203) 629-2659.