SEC Comment Letter for SECURED INVESTMENT RESOURCES FUND LP II (CIK 0000797331) — Nov 18, 2005
SECURED INVESTMENT RESOURCES FUND LP II (CIK 0000797331)
Date: Nov. 18, 2005 · CIK: 0000797331 · Accession: 0000000000-05-058657
AI Filing Summary & Sentiment
Letter
November 18, 2005 By Facsimile (626) 585-5929 and U.S. Mail Christopher K. Davis Millenium Management, LLC 199 S. Los Robles Ave., Suite 200 Pasadena, California 91101
RE: Secured Investment Resources Fund, L.P. Schedule TO-I/A filed by Millenium Management, LLC on November 15, 2005 File No. 005-80677
Dear Mr. Davis:
We have reviewed your filing and have the following comments. Where indicated, we think you should revise your documents in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. After reviewing this information, we may raise additional comments.
Offer to Purchase
Appendix A. Part II
Item 2. Properties 1. We note your response to comment 9. We further note that as general partner you control the information required in our previous comment and, as a result, you should be able to provide it so unit holders may make an informed investment decision with respect to your offer having considered all material information. Thus, please expand your disclosure to provide disclosure that is similar to that required by Item 14 and 15 of Form S-11. Refer to Item 11 of Schedule TO and Item 1011(b) of Regulation M-A.
Closing Information
Please amend your filing promptly to comply with our comments. If you do not agree with a comment, please tell us why in your response. If the information you provide in response to our comments materially changes the information that you have already provided to unit holders, disseminate the revised materials in a manner reasonably calculated to inform them of the new information. Depending upon your response to these comments, a supplement may need to be sent to unit holders.
Please direct any questions to me at (202) 551-3619 or, in my absence, to Pamela Carmody, Special Counsel, at (202) 551-3265. You may also contact me via facsimile at (202) 772-9203. Please send all correspondence to us at the following ZIP code: 20549-3628.
Sincerely,
Daniel F. Duchovny
Attorney-Advisor
Office of Mergers &
Acquisitions
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<TEXT>
November 18, 2005
By Facsimile (626) 585-5929 and U.S. Mail
Christopher K. Davis
Millenium Management, LLC
199 S. Los Robles Ave., Suite 200
Pasadena, California 91101
RE: Secured Investment Resources Fund, L.P.
Schedule TO-I/A filed by Millenium Management, LLC on
November
15, 2005
File No. 005-80677
Dear Mr. Davis:
We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your documents in
response to these comments. If you disagree, we will consider
your
explanation as to why our comment is inapplicable or a revision is
unnecessary. Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure. After
reviewing this information, we may raise additional comments.
Offer to Purchase
Appendix A. Part II
Item 2. Properties
1. We note your response to comment 9. We further note that as
general partner you control the information required in our
previous
comment and, as a result, you should be able to provide it so unit
holders may make an informed investment decision with respect to
your
offer having considered all material information. Thus, please
expand your disclosure to provide disclosure that is similar to
that
required by Item 14 and 15 of Form S-11. Refer to Item 11 of
Schedule TO and Item 1011(b) of Regulation M-A.
Closing Information
Please amend your filing promptly to comply with our
comments.
If you do not agree with a comment, please tell us why in your
response. If the information you provide in response to our
comments
materially changes the information that you have already provided
to
unit holders, disseminate the revised materials in a manner
reasonably calculated to inform them of the new information.
Depending upon your response to these comments, a supplement may
need
to be sent to unit holders.
Please direct any questions to me at (202) 551-3619 or, in
my
absence, to Pamela Carmody, Special Counsel, at (202) 551-3265.
You
may also contact me via facsimile at (202) 772-9203. Please send
all
correspondence to us at the following ZIP code: 20549-3628.
Sincerely,
Daniel F. Duchovny
Attorney-Advisor
Office of Mergers &
Acquisitions
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Christopher K. Davis
Millenium Management, LLC
November 18, 2005
Page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
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