-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VJSp/AHelBGfXl/QsFmdiO/WJc4s+zhI8jZGB18bSBgvLoc56ZJDgpMf8pV7AZkf w/sUgeBx/Q5jnYRj5tLIuQ== 0001144204-06-040093.txt : 20060928 0001144204-06-040093.hdr.sgml : 20060928 20060928135832 ACCESSION NUMBER: 0001144204-06-040093 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060928 DATE AS OF CHANGE: 20060928 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WENTWORTH II INC CENTRAL INDEX KEY: 0001161550 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-81969 FILM NUMBER: 061113433 BUSINESS ADDRESS: STREET 1: 8450 EAST CRESCENT PARKWAY STREET 2: SUITE 100 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 BUSINESS PHONE: 7208890133 MAIL ADDRESS: STREET 1: 8450 EAST CRESCENT PARKWAY STREET 2: SUITE 100 CITY: GREENWOOD VILLAGE STATE: CO ZIP: 80111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KEATING TIMOTHY J CENTRAL INDEX KEY: 0001166044 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 950 DIAMOND RIDGE CIRCLE CITY: CASTLE ROCK STATE: CO ZIP: 80104 BUSINESS PHONE: 7207332111 SC 13D/A 1 v053613_sc13da.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Amendment No. 1) Under the Securities Exchange Act of 1934 Wentworth II, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) None - -------------------------------------------------------------------------------- (CUSIP Number) Timothy J. Keating 5251 DTC Parkway, Suite 1090 Greenwood Village, CO 80111 (720) 889-0131 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 26, 2006 - -------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. |_| The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. None - -------------------------------------------------------------------------------- 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Timothy J. Keating - -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) - -------------------------------------------------------------------------------- 3. SEC Use Only - -------------------------------------------------------------------------------- 4. Source of Funds (See Instructions) (See item 3) OO - -------------------------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) - -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization U.S.A - -------------------------------------------------------------------------------- Number of 7. Sole Voting Power 264,000 Shares ---------------------------------------------------------------- Beneficially 8. Shared Voting Power Owned by ---------------------------------------------------------------- Each 9. Sole Dispositive Power 264,000 Reporting ---------------------------------------------------------------- Person With 10. Shared Dispositive Power - -------------------------------------------------------------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 264,000 - -------------------------------------------------------------------------------- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) - -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 49% - -------------------------------------------------------------------------------- 14. Type of Reporting Person (See Instructions) IN - -------------------------------------------------------------------------------- Item 1. Security and Issuer. This Schedule 13D relates to the common stock, par value $0.01 per share (the "Common Stock") of Wentworth II, Inc., whose principal executive offices are located at 936A Beachland Boulevard, Suite 13, Vero Beach, FL 32963 (the "Issuer"). Item 2. Identity and Background. (a) The name of the reporting person is Timothy J. Keating (the "Reporting Person"). (b) The business address of the Reporting Person is 5251 DTC Parkway, Suite 1090, Greenwood Village, CO 80111. (c) The Reporting Person's present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted is the Managing Member of Keating Investments, LLC located at 5251 DTC Parkway, Suite 1090, Greenwood Village, CO 80111. (d) During the last five years the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the last five years the Reporting Person was not a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result was not or is not subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) The Reporting Person is a citizen of the U.S.A. Item 3. Source and Amount of Funds or Other Consideration. The Reporting Person voluntarily and irrevocably relinquished and forfeited all right, title and interest in and to the 36,000 shares (the "Shares") of Common Stock of the Issuer he received from Keating Investments, LLC on May 12, 2006. Item 4. Purpose of Transaction. None. Item 5. Interest in Securities of the Issuer. (a) The Reporting Person beneficially owns an aggregate of 264,000 shares of Common Stock, representing 49% of the outstanding shares of Common Stock (based, as to the number of outstanding shares, upon the Issuer's Form 10-SB filed June 9, 2006.) (b) The Reporting Person has the sole right to vote and dispose, or direct the disposition, of the 264,000 shares of Common Stock owned by the Reporting Person. (c) The 264,000 shares of Common Stock reported herein were acquired by the Reporting Person from the Issuer and Kevin R. Keating effective May 12, 2006. (d) Other than the Reporting Person, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the 264,000 shares of Common Stock owned by the Reporting Person. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. None. Item 7. Material to Be Filed as Exhibits. None. Signature. After reasonable 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. September 27, 2006 Timothy J. Keating /s/ Timothy J. Keating ---------------------- -----END PRIVACY-ENHANCED MESSAGE-----