SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE TO
Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities
Exchange Act of 1934
(Amendment No. 2) *
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Biggest Little Investments, L.P.
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(Name of Subject Company (issuer))
Ben Farahi
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(Names of Filing Persons (identifying status as offeror, issuer or other
person))
Limited Partnership Units
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(Title of Class of Securities)
None
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(CUSIP Number of Class of Securities)
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Ben Farahi
Manager
Maxum LLC
3650 S. Virginia Street, Suite K2
Reno, Nevada 89502
(775) 825-3355
Copy To:
Michael J. Choate, Esq.
Shefsky & Froelich
111 E. Wacker Drive, Suite 2800
Chicago, Illinois 60601
(Name, address and telephone numbers of person authorized to receive
notices and communications on behalf of filing persons)
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CALCULATION OF FILING FEE
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Transaction valuation* $2,750,000 Amount of filing fee $550.00
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* For purposes of calculating the fee only. This amount assumes the
purchase of 25,000 units of limited partnership interest of the subject
partnership for $110.00 per unit. The amount of the filing fee, calculated in
accordance with Rule 0-11(d) under the Securities Exchange Act of 1934, as
amended, equals 1/50th of one percent of the aggregate of the cash offered by
the bidder.
[X] Check the box if any part of the fee is offset as provided by Rule 0-
11(a)(2) and identify the filing with which the offsetting fee was previously
paid. Identify the previous filing by registration statement number, or the
Form or Schedule and the date of its filing.
Amount Previously Paid: $550.00
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Form or Registration No.: 005-56511
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Filing Party: Ben Farahi
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Date Filed: January 30, 2009
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[ ] Check the box if the filing relates solely to preliminary
communications made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which
the statement relates:
[X] third-party tender offer subject to Rule 14d-1.
[ ] issuer tender offer subject to Rule 13e-4.
[ ] going-private transaction subject to Rule 13e-3.
[ ] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the
results of the tender offer: [X]
TENDER OFFER STATEMENT
This Amendment No. 2 amends the Tender Offer Statement on Schedule TO
filed on January 30, 2009, as amended by Amendment No. 1 filed on March 20,
2009, by Ben Farahi (the "Purchaser") relating to an offer to purchase units
of limited partnership interest ("Units") of Biggest Little Investments L.P.
upon the terms and subject to the conditions set forth in the Offer to
Purchase dated January 30, 2009, as amended by the Extension of Offer to
Purchase dated March 20, 2009 (collectively, the "Offer to Purchase"), as each
may be supplemented or amended from time to time (which together constitute
the "Offer"), to include the information set forth below. The information in
the Offer to Purchase is incorporated herein by reference in answer to all of
the Items of this Schedule TO except as otherwise set forth below:
Item 7. Source and Amount of Funds or Other Consideration.
Item 7 is hereby supplemented and amended to add the following:
The total amount of funds required by the Purchaser to purchase the 3,415
Units accepted for payment pursuant to the Offer, exclusive of fees and
expenses, was $375,650. The Purchaser obtained such funds (plus funds to pay
fees and expenses) from his personal funds.
Item 8. Interest in Securities of the Subject Company.
Item 8(a) is hereby amended and restated as follows:
(a) The Offer expired at 12:00 Midnight, New York City time, on Thursday,
April 9, 2009. Pursuant to the Offer, as of 12:00 Midnight, New York City
time, on Monday, April 13, 2009, the Purchaser accepted for payment 3,415
Units, constituting approximately 1.9% of the Units.
As of the date of this Amendment No. 2 to Schedule TO, the Purchaser
beneficially owns 65,001 Units, representing approximately 35.9% of the
outstanding Units based on the 180,937 Units outstanding as of March 10, 2009.
The Purchaser has sole voting and investment power with respect to all of such
Units.
SIGNATURE
After due 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.
/s/ Ben Farahi
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Ben Farahi
Dated: April 13, 2009