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) January 22, 2010
NATIONAL TAX CREDIT INVESTORS II
(Exact name of Registrant as specified in its charter)
California 0-20610 93-1017959
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
55 Beattie Place
Post Office Box 1089
Greenville, South Carolina 29602
(Address of principal executive offices)
(864) 239-1000
(Issuer's telephone number)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01 Completion of Acquisition or Disposition of Assets
National Tax Credit Investors II, a California limited partnership (the Partnership), held a 99% limited partnership interest in each of Norwalk Park Apartments, Limited Partnership, an Iowa limited partnership (Norwalk), Columbus Junction Park, Limited Partnership, an Iowa limited partnership (Columbus Junction Park) and Grimes Park Apartments, Limited Partnership, an Iowa limited partnership (Grimes Park). On January 22, 2010, the Partnership sold its limited partnership interests in Norwalk, Columbus Junction Park and Grimes Park to a third party, Ted Oswald, and received net proceeds of approximately $23,000. The Partnerships investment balances in Norwalk, Columbus Junction Park and Grimes Park were zero at December 31, 2008 and September 30, 2009.
In accordance with the terms of the Partnerships partnership agreement, the Partnerships general partner has evaluated the cash requirements of the Partnership and determined that the net sales proceeds will be held in the Partnerships reserves. It is not anticipated that any distribution to the Partnerships partners will be made from the sale of the Partnerships interests in Norwalk, Columbus Junction Park and Grimes Park.
SIGNATURE
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.
NATIONAL TAX CREDIT INVESTORS II
By: National Partnership Investments Corp.
General Partner
By: /s/Stephen B. Waters
Stephen B. Waters
Senior Director
Date: January 28, 2010