The  consent  solicitation  period for  Ridgewood  Electric  Power Trust II (the
"Trust")  was  terminated  as of the close of business  on January 7, 2002.  The
consent forms were  tabulated and both the proposed  termination of the business
status of the Trust (the  "Conversion") and the amendments to the declaration of
trust (the "Amendments")  received  affirmative votes of more than two-thirds of
the  outstanding  investor  shares  (excluding the Managing  Shareholder and its
affiliates) and are therefore approved.