Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  HENNESSY DANIEL J
 2. Date of Event Requiring Statement (Month/Day/Year)
07/22/2015		 3. Issuer Name and Ticker or Trading Symbol
Hennessy Capital Acquisition Corp II [HCAC]
(Last)
(First)
(Middle)
C/O HENNESSY CAPITAL ACQ CORP. II, 700 LOUISIANA STREET, SUITE 900		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

HOUSTON, TX 77002		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 4,591,250
I
See Footnote (1) (2)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HENNESSY DANIEL J
C/O HENNESSY CAPITAL ACQ CORP. II
700 LOUISIANA STREET, SUITE 900
HOUSTON, TX 77002		   X   X   Chief Executive Officer  
Hennessy Capital Partners II LLC
700 LOUISIANA STREET, SUITE 900
HOUSTON, TX 77002		       Sponsor
Hennessy Capital LLC
10 SOUTH WACKER DRIVE
SUITE 3175
CHICAGO, IL 60606		       MGR of Hennessy Cap Partner II

Signatures

/s/ Daniel J. Hennessy 07/22/2015
**Signature of Reporting Person Date
/s/ Daniel J. Hennessy Managing Member of Hennessy Capital Partners II LLC, as Managing Member of Hennessy Capital LLC 07/22/2015
**Signature of Reporting Person Date
/s/ Daniel J. Hennessy Managing Member of Hennessy Capital LLC 07/22/2015
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These shares represent common stock held by Hennessy Capital Partners II LLC ("HCP"), acquired pursuant to a subscription agreement dated as of April 29, 2015 by and among HCP and the registrant. Daniel J. Hennessy, the Chairman and Chief Executive Officer of the registrant, is the sole managing member of Hennessy Capital LLC, the sole managing member of HCP. Mr. Hennessy has sole voting and dispositive control over the shares held by HCP and may be deemed the beneficial owner of such shares. These shares include an aggregate of 656,250 shares that are subject to forfeiture to the extent that the underwriter's do not exercise their overallotment option in connection with the registrant's initial public offering in full.
(2) Mr. Hennessy disclaims beneficial ownership over any securities owned by HCP in which he does not have any pecuniary interest.

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