UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) ~~September~~December 1311, 2013

Wells Real Estate Fund XII, L.P.

(Exact Name of Registrant as Specified in Charter)



Georgia	000-30287	58-2438242
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)



6200 The Corners Parkway, Norcross, Georgia	30092-3365
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code: (770) 449-7800

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

(17 CFR 240.14d-2(b))

[] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

(17 CFR 240.13e-4(c))

Item 7.01. Regulation FD Disclosure

On or about ~~September~~December 1311, 2013, Wells Real Estate Fund XII, L.P. (the “Registrant”) sent a letter to the financial representatives of the limited partners of the Registrant ~~announcing~~in ~~(1)~~which ~~that~~their ~~the~~clients ~~Registrant~~have ~~has~~invested, ~~begun~~announcing the ~~dissolution~~final ~~and~~liquidating ~~liquidation~~distribution ~~process~~and ~~now~~anticipated ~~that~~dissolution of the Registrant's ~~interests~~and inadvising ~~its~~them ~~remaining~~of ~~joint~~a ~~ventures,~~potential ~~The~~tax ~~Wells~~benefit ~~Fund~~for ~~XI-Fund~~Tax ~~XII-REIT~~Preferred ~~Joint Venture~~investors ~~and~~with ~~Wells~~the ~~Fund~~closing ~~XII-REIT~~of ~~Joint~~the ~~Venture~~Registrant, ~~were~~along ~~sold~~with ona ~~August~~copy 12of the investor letter, ~~2013~~which ~~and~~will ~~(2)~~also include the ~~anticipated~~audited ~~distribution~~statement of ~~net~~changes ~~sale proceeds~~ in ~~November~~net ~~2013~~assets ~~primarily~~in ~~from~~liquidation, ~~the~~liquidation ~~sale~~statement, ofand ~~the~~final ~~Registrant's remaining joint ventures~~distribution. A copy of the letter, which also includes a copy of the investor letter, including the liquidation statement dated ~~September~~December 1311, 2013, isand the audited statement of changes in net assets in liquidation, are attached as Exhibit 99.1, Exhibit 99.2, and Exhibit 99.23, respectively, to this Current Report on Form 8-K. Pursuant to the rules and regulations of the Securities and Exchange Commission, such ~~exhibit~~exhibits and the information set forth therein are deemed to have been “furnished” and shall not be deemed to be “filed” under the Securities Exchange Act of 1934.

Item 9.01. Financial Statements and Exhibits

Exhibit Number	Exhibit Title
99.1	Letter to Financial Representatives dated ~~September~~December 1311, 2013
99.2	Letter to Investors dated ~~September~~December 1311, 2013, including liquidation statement
99.3	Statement of Changes in Net Assets in Liquidation

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.



	WELLS REAL ESTATE FUND XII, L.P (Registrant)



By:	WELLS PARTNERS, L.P. General Partner



By:	WELLS CAPITAL, INC. General Partner



By:	/s/ Douglas P. Williams Douglas P. Williams Senior Vice President

Date: ~~September~~December 1311, 2013

EXHIBIT INDEX

Exhibit Number	Exhibit Title
99.1	Letter to Financial Representatives dated ~~September~~December 1311, 2013
99.2	Letter to Investors dated ~~September~~December 1311, 2013, including liquidation statement
99.3	Statement of Changes in Net Assets in Liquidation

Filing Compare · WELLS REAL ESTATE FUND XII LP