UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Filed by the Registrant
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Filed by a Party other than the Registrant
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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DWS RREEF REAL ESTATE FUND II, INC.
(Name of Registrant as Specified In Its Charter)
______________________________________________
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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Title of each class of securities to which transaction applies:
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Aggregate number of securities to which transaction applies:
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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Proposed maximum aggregate value of transaction:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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Amount Previously Paid:
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Form, Schedule or Registration Statement No.:
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***YOUR IMMEDIATE ATTENTION IS REQUESTED***
DWS RREEF REAL ESTATE FUND II, INC. (AMEX: SRO)
345 Park Avenue
New York, NY 10154
January 6, 2010
Dear Stockholders of DWS RREEF Real Estate Fund II, Inc.:
Time is running short and the adjourned meeting regarding the proposed liquidation of DWS RREEF Real Estate Fund II, Inc. (the “Fund”) is rapidly approaching.
According to our records your vote on this important matter has not yet been received. To avoid further adjournments and minimize additional solicitation costs, your Board of Directors is asking you to use the enclosed proxy card to authorize your proxy
“FOR”
the proposal to liquidate all of the assets of the Fund and dissolve the Fund pursuant to a Plan of Liquidation and Dissolution (the “Plan”). We hope you will take this opportunity to vote your shares of the Fund.
The adjourned meeting is scheduled for Friday, January 29, 2010 at 11:00 a.m. Eastern Time at the Marriott Eastside, 525 Lexington Avenue, New York, NY 10017.
We urge you to support the proposed liquidation of the Fund by completing, signing and dating the enclosed proxy card and promptly mailing it in the enclosed postage-paid envelope. Alternatively, you may vote by calling 1-800-454-8683 or via the internet at
www.proxyvote.com
and following the instructions on the enclosed card.
If you hold your shares in a brokerage or bank account (in “street name”), your broker or bank
cannot
vote your shares (as it has in past annual meetings to elect Directors) in support of the Plan unless you complete, sign, date and return the enclosed proxy voting form. Voting now will allow the Fund to minimize the expense incurred by the Fund through further adjournments, reminder mailings and
solicitations.
We thank you for your continued support.
Sincerely,
The Board of Directors of DWS RREEF Real Estate Fund II, Inc.
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John W. Ballantine
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Richard J. Herring
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Henry P. Becton, Jr.
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William McClayton
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Dawn-Marie Driscoll
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Rebecca W. Rimel
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Keith R. Fox
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William N. Searcy, Jr.
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Paul K. Freeman
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Jean Gleason Stromberg
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Kenneth C. Froewiss
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Robert H. Wadsworth
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If you have questions or need assistance in voting your shares, please call:
Georgeson Inc.
199 Water Street, 26th Floor
New York, NY 10038
(800) 905-7281 (Toll Free)