UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 29, 2008
SECURED INVESTMENT RESOURCES FUND, L.P. II
(Exact name of Registrant as specified in its charter)
Kansas |
| 000-14542 |
| 48-0979566 |
(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (I.R.S. Employer Identification Number) |
199 S. Los Robles Ave., Suite 200 |
| (626) 585-5920 |
(Address of principal executive offices) |
| (Registrant’s telephone number) |
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4200 Blue Ridge Blvd., Ste. LH-06, Kansas City, Missouri 64133 | ||
(Former Name or Former Address) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01. Other Events.
Effective February 29, 2008, the registrant has distributed its interests in its operating limited partnerships to the registered holders of the registrant, as a distribution-in-kind of such property.
As a result, registered holders of units in the Partnership will hold the same number of units in two (2) additional partnerships: Everest SIR 2 Properties, LP, a Delaware limited partnership, and Sunwood Village Joint Venture, Limited Partnership, a Nevada limited partnership.
Each of the distributed partnerships is exempt from requirements to register, pursuant to Rule 12g-1 and Rule 12g-3(a)(1) under the Securities Exchange Act of 1934.
The registrant intends to liquidate and dissolve, and to deregister as a result of such dissolution.
Item 9.01. | Financial Statements and Exhibits. |
| 99.1 | Form of Letter to Unit Holders dated March 5, 2008. |
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| SECURED INVESTMENT RESOURCES FUND, L.P. II | ||
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| By: Millenium Management, LLC, General Partner | ||
| By: |
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| W. Robert Kohorst, |
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| President |
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| Date: March 5, 2008 |