AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JULY 18, 2008
| UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO ISSUER TENDER OFFER STATEMENT (PURSUANT TO SECTION 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934) |
| JOHN HANCOCK PATRIOT PREMIUM DIVIDEND FUND II (Name of Issuer) |
| JOHN HANCOCK PATRIOT PREMIUM DIVIDEND FUND II (Name of Person Filing Statement) |
| SHARES OF COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 41013T105 (CUSIP Number of Class of Securities) |
| Alfred P. Ouellette Senior Counsel and Assistant Secretary 601 Congress Street Boston, Massachusetts 02210 (617) 663-4324 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications on Behalf of Person(s) Filing Statement) |
| CALCULATION OF FILING FEE |
| TRANSACTION VALUATION $ | * | AMOUNT OF FILING FEE: None. |
| This filing relates solely to preliminary communications made before the commencement of a tender offer. |
| * Set forth the amount on which the filing fee is calculated and state how it was determined. | ||
| ¨ | Check box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which | |
| the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the | ||
| Form or Schedule and the date of its filing. | ||
| Amount Previously Paid: | ||
| Form or Registration No.: | ||
| Filing Party: | ||
| Date Filed: | ||
| x | Check the box if the filing relates solely to preliminary communications made before the commencement of | |
| a tender offer. | ||
| Check the appropriate boxes below to designate any transactions to which the statement relates: | ||
| ¨ | third-party tender offer subject to Rule 14d-1. | |
| x | issuer tender offer subject to Rule 13e-4. | |
| ¨ | going-private transaction subject to Rule 13e-3. | |
| ¨ | amendment to Schedule 13D under Rule 13d-2. | |
| Check the following box if the filing is a final amendment reporting the results of the tender offer: ¨ | ||
| Items 1 - 11. | ||
|
Not applicable.
| ||
| Item 12. | Exhibits | |
| 99.1 | Text of press release issued on July 18, 2008 relating to John Hancock Patriot Premium Dividend Fund II. | |
| Item 13. | Information Required by Schedule 13E-3. | |
| Not applicable. | ||
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