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File No. 33-65169
811-07457
FORM N-18F-1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
NOTIFICATION OF ELECTION PURSUANT TO RULE 18f-1 UNDER THE
INVESTMENT COMPANY ACT OF 1940.
KEYSTONE SMALL COMPANY GROWTH FUND II
Exact Name of Registrant
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NOTIFICATION OF ELECTION
Keystone Small Company Growth Fund II (the "Fund") hereby notifies the
Securities and Exchange Commission (the "Commission") that it elects to commit
itself to pay in cash all redemptions by a shareholder of record as provided by
Rule 18f-1 under the Investment Company Act of 1940 (the "1940 Act"). It is
understood that this election is irrevocable while such Rule is in effect unless
the Commission by order upon application permits the withdrawal of this
Notification of Election.
SIGNATURE
Pursuant to the requirements of Rule 18f-1 under the 1940 Act, the Fund
has caused this Notification of Election to be duly executed on its behalf in
the city of Boston and the state of Massachusetts on the 22nd day of April,
1996.
KEYSTONE SMALL COMPANY GROWTH
FUND II
By: /s/ Albert H. Elfner, III
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Albert H. Elfner, III
President and Chief
Executive Officer
ATTEST: /s/ Melina M.T. Murphy
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Name: Melina M.T. Murphy
Title: Assistant Secretary
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