SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* HH-HACII, L.P. (Last) (First) (Middle) 100 CRESCENT COURT SUITE 1200 (Street) DALLAS TX 75201 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Hicks Acquisition CO II, Inc. [ HKAC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 06/15/2010
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.0001 per share	06/15/2010		P		3,285,714	A	$0.0076	3,285,714(1)(2)	I	See footnote.(3)
Common Stock, par value $0.0001 per share	07/30/2010		D		32,856(4)	D	$0.0076	3,252,858(1)(2)	I	See footnote.(3)
Common Stock, par value $0.0001 per share	10/08/2010		D		813,214(5)	D	$0(5)	2,439,644(1)(2)	I	See footnote.(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Sponsor Warrants	$12	10/14/2010		A		6,666,667		(6)	(6)	Common Stock, par value $0.0001 per share	6,666,667	$0.75	6,666,667(1)(2)	I	See footnote.(3)

1. Name and Address of Reporting Person* HH-HACII, L.P. (Last) (First) (Middle) 100 CRESCENT COURT SUITE 1200 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HH-HACII GP, LLC (Last) (First) (Middle) 100 CRESCENT COURT SUITE 1200 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HICKS THOMAS O (Last) (First) (Middle) 100 CRESCENT COURT SUITE 1200 (Street) DALLAS TX 75201 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner X Officer (give title below) Other (specify below) Chairman of the Board

Explanation of Responses:

1. The filing of this Form 4 shall not be construed as an admission that either Thomas O. Hicks (the "Principal"), who is the sole member of HH-HACII GP, LLC , or HH-HACII GP, LLC, which is the general partner of HH-HACII, L.P., is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, the beneficial owner of any of the shares of common stock, par value $0.0001 per share ("Common Stock"), of Hicks Acquisition Company II, Inc. (the "Issuer") owned by HH-HACII, L.P.

2. Pursuant to Rule 16a-1, each of the Principal and HH-HACII GP, LLC disclaims any beneficial ownership of these securities except to the extent of their respective pecuniary interests

3. HH-HACII GP, LLC, which is the general partner of HH-HACII, L.P., controls the voting and disposition of securities held by HH-HACII, L.P. The Principal reports the securities held indirectly by HH-HACII GP, LLC because, as the sole member of HH-HACII GP, LLC at the time of the transaction, the Principal controlled the disposition and voting of the securities.

4. These securities were assigned by HH-HACII, L.P. to Mr. William A. Montgomery and Mr. William A. Quinn, each of whom agreed to serve on the Issuer's board of directors following the consummation of the Issuer's initial public offering.

5. Due to the downsizing of the Issuer's initial public offering, 813,214 shares of Common Stock held by HH-HACII, L.P. were returned to the Issuer for no consideration and cancelled.

6. The Sponsor Warrants are identical to the warrants included in the units currently being offered by the Issuer, except for those differences set forth in the Issuer's Form S-1 filed with the Commission on June 28, 2010, as may be amended from time to time. In addition, the Sponsor Warrants generally are not transferable, assignable or salable until 30 days after the completion of the Issuer's initial business combination and shall expire worthless if the Issuer does not complete an initial business combination within 21 months from the closing of the Issuer's initial public offering.

	/s/ Thomas O. Hicks, sole member of HH-HACII GP, LLC	10/18/2010
	/s/ Thomas O. Hicks, sole member of HH-HACII GP, LLC, general partner of HH-HACII, L.P.	10/18/2010
	/s/ Thomas O. Hicks	10/18/2010
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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