UNITED STATES SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~the~~May 29, 2011 ~~Securities~~Date ~~Exchange~~of ~~Act~~Report (Date of ~~1934~~earliest event reported)

December 2, 2010

Date of Report (Date of earliest event reported)

CORNERSTONE REALTY FUND, LLC

(Exact name of registrant as specified in its charter)


California	000-51868	33-0827161
(State of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

1920 Main Street., Suite 400
Irvine, California 92614
(Address of principal executive offices)

(949) 852-1007 (Registrant’s telephone number, including area code)

~~(Registrant’s~~Not Applicable ~~telephone~~(Former ~~number~~name or former address, ~~including~~if ~~area~~changed ~~code~~since last report)

Not Applicable

(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 obligations of the registrant under any of the following provisions.

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

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14d-2(b)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

Item ~~1.01~~ ~~Entry~~5.07 ~~into~~Submission of Matters to a ~~Material~~Vote ~~Definitive~~of ~~Agreement~~Security Holders

~~The~~ On ~~information~~April 1, in2011, ~~this~~we ~~report~~commenced ~~set~~a solicitation of written consents from the holders of our ~~forth~~units ~~under~~of ~~item~~limited 2liability company interest (our “Unitholders”) to approve a proposed plan of liquidation of our company (the “Plan of Liquidation Proposal”) without the necessity of holding a special meeting of the Unitholders.03 isPursuant ~~incorporated~~to ~~herein~~the bysame ~~reference~~consent statement, we also solicited the consent of our Unitholders to permit the managing member to adjourn the proposal determination date for the Plan of Liquidation Proposal, if necessary, to permit further solicitations of consents if there are not sufficient consents upon the proposal determination date to approve Plan of Liquidation Proposal (the “Adjournment Proposal”).

~~Item 2.03 Creation~~ The ofconsent asolicitation ~~Direct~~was ~~Financial~~completed ~~Obligation~~on orMay 29, an2011 ~~Obligation~~and ~~under~~the ~~an Off-Balance~~results ~~Sheet~~were ~~Arrangement~~as ~~of a Registrant~~follows:

~~On December 2, 2010, we entered into a $4~~ 1.0 Plan ~~million loan agreement with Farmers & Merchants Bank~~ of ~~Long~~Liquidation ~~Beach, a~~Proposal California corporation. The loan matures on November 19, 2013 with no option to extend and bears interest at a fixed rate of 5.75% per annum. Monthly payments of principal and interest will be due under the loan in the amount of $23,556. A final irregular payment of approximately $3,862,363 will be due and payable on the maturity date. We may repay the loan, in whole or in part, on or before November 19, 2013 without any penalty. The loan agreement contains various covenants including financial covenants with respect to debt service coverage ratios and loan to value ratio.


For	Against	Abstain
57,819	7,794	2,439

The affirmative consent of a majority of the outstanding units of limited liability company interest (“Units”) was required to approve the Plan of Liquidation Proposal. On March 30, 2011, the record date for the consent solicitation, there were 98,670 Units outstanding. As shown in the table above, as of May 29, 2011, we had received affirmative consents from holders of a majority of the Units approving the Plan of Liquidation Proposal.

2. Adjournment Proposal

Because we had received sufficient consents to approve the Plan of Liquidation Proposal as of May 29, 2011, consent to the Adjournment Proposal was not required.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CORNERSTONE REALTY FUND, LLC
		By:	CORNERSTONE INDUSTRIAL PROPERTIES, LLC
			Its Managing Member
				By:	CORNERSTONE VENTURES, INC.
					Its Manager
					By:	/s/ Sharon C. Kaiser
						Sharon C. Kaiser, Chief Financial Officer
Dated: December 7, 2010


	CORNERSTONE REALTY FUND, LLC
	By:	CORNERSTONE INDUSTRIAL PROPERTIES, LLC Its Managing Member

	By:	CORNERSTONE VENTURES, INC. Its Manager


	By:	/s/ Sharon C. Kaiser
		Sharon C. Kaiser, Chief Financial Officer

Dated: June 3, 2011

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