SUPER 8 MOTELS II LTD
8-K, 1998-05-28
HOTELS & MOTELS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 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): April 30, 1998

            Super 8 Motels II, Ltd., a California limited partnership
             (Exact name of registrant as specified in its charter)

                 California          0-9218          94-2574309
                (State or other    (Commission      (IRS Employer
                 jurisdiction       File Number)     Identification No.)
                 of incorporation)


                       2030 J Street, Sacramento, CA 95814
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code: 916-442-9183

                                       N/A
          (Former name or former address, if changed since last report)



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Item 5.  Other Events.

     Super  8  Motels  II,   Ltd.,  a  California   limited   partnership   (the
"Partnership")  has entered into an agreement with Tiburon  Capital  Corporation
for the  sale of its  sole  motel  property.  The  purchase  price  is  equal to
$2,200,000.

     The sale of the property is subject to several  conditions,  including  the
approval by a majority-in-interest of the limited partners of the Partnership of
the sale.  The  Partnership  has  prepared  and filed  with the  Securities  and
Exchange Commission preliminary proxy materials, the definitive version of which
will be used to solicit the approval of its limited partners.

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                                   SIGNATURES

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

                                  SUPER 8 MOTELS II, LTD.,
                                  a California limited partnership

Date:    May 27, 1998             By:      Grotewohl Management Services, Inc.,
                                           General Partner

                                           By:      /s/ Philip B. Grotewohl
                                                    Philip B. Grotewohl,
                                                    President





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