UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F
FORM 13F COVER PAGE
Report for the Calendar Year or Quarter Ended: March 31, 2000
Check here if Amendment [ ]; Amendment Number:
This Amendment (Check only one): [ ] is a restatement.
[ ] adds new holdings entries.
Institutional Investment Manager Filing this Report:
Name: Apollo Real Estate Advisors II, L.P.
Address: Two Manhattanville Road
Purchase, New York 10577
Form 13F File No.: 28-5473
The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables are considered integral parts of this form.
Persons Signing this Report on Behalf of Reporting Manager:
Name: Apollo Real Estate Capital Advisors II, Inc.
Title: General Partner of Apollo Real Estate Advisors II, L.P.
Name: Michael D. Weiner, Esq.
Title: Vice Pres., Apollo Real Estate Capital Advisors II, Inc.
Phone: 310-201-4122
Signature, Place, and Date of Signing:
By: Apollo Real Estate Capital Advisors II, Inc.
Los Angeles, CA May 12, 2000
By: Michael D. Weiner, Vice President
Los Angeles, CA May 12, 2000
Report Type (Check only one.):
[ ] 13F HOLDINGS REPORT.
[ X] 13F NOTICE.
[ ] 13F COMBINATION REPORT.
List of Other Managers Reporting for this Manager:
Form 13F File Number: 28-4216
Name: Apollo Advisors, L.P.
The filing of this report shall not be deemed an admission, for
purposes of Section 13(f), 13(d), 13(g), or 16(a) under the Securities Exchange
Act of 1934, as amended, and the rules thereunder, or for any other purpose,
that the Manager is a member of a group with respect to any securities over
which the Reporting Manager or other institutional investment managers named in
the Reporting Manager's Form 13F may exercise investment discretion, or that
the Manager or any other person is a beneficial owner of any securities.
I AM SIGNING THIS REPORT AS REQUIRED BY THE SECURITIES ACT OF 1934.
