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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
Amendment No. 3
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) January 11, 2000
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Realmark Property Investors Limited Partnership II
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(Exact Name of Registrant as Specified in Charter)
Delaware 0-11909 16-1212761
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(State or Other (Commission (IRS Employer
Jurisdiction File Number) Identification No.)
of Incorporation)
2350 North Forest Road, Suite 12A, Getzville, New York 14068
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(Address of principal executive office) (Zip Code)
Registrant's telephone number,including area code (716) 636-9090
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None
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(Former Name or Former Address, if changed Since Last Report)
(Page 1 of 4 pages)
Exhibit Index Appears on Page 4
<PAGE>
ITEM 4. CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT
The Company has provided information with respect to the resignation of
Deloitte & Touche LLP ("D & T") as its independent accountants by Report on Form
8-K/A, Amendment No. 2, filed on April 17, 2000 ("Form 8-K"). The Company
received D & T's letter dated May 1, 2000 on May 1, 2000 regarding the Company's
Form 8-K/A, Amendment No. 2 and has included such letter as an Exhibit hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Not Applicable
(b) Not Applicable
(c) The following Exhibit is filed as part of this Current Report on
Form 8-K/A:
16 Letter from Deloitte & Touche LLP to the Securities and
Exchange Commission, dated May 1, 2000, concerning the
statements made by Registrant on its Form 8-K/A, Amendment
No. 2.
(Page 2 of 4 pages)
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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 thereunto duly authorized.
REALMARK PROPERTY INVESTORS
LIMITED PARTNERSHIP II
By: Realmark Properties, Inc.,
a general partner
By: /s/JOSEPH M. JAYSON
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Joseph M. Jayson
President and Director
Dated: May 2, 2000
(Page 3 of 4 pages)
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EXHIBIT INDEX
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Exhibit No. Exhibit Description Page No.
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16 Letter from Deloitte & Touche LLP to 5
the Securities and Exchange Commission,
dated May 1, 2000, concerning the
statements made by Registrant on its Form
8-K/A, Amendment No. 2.
(Page 4 of 4 pages)
[DELOITTE & TOUCHE LETTERHEAD]
May 1, 2000
Securities and Exchange Commission
Mail Stop 11-3
450 5th Street, N.W.
Washington, D.C. 20549
Dear Sirs/Madams:
Re: Realmark Property Investors Limited Partnership II
(Commission File #: 0-11909)
We have read Item 4 of Form 8-K/A - Amendment No. 2, of Realmark Property
Investors Limited Partnership II (the "Company") dated April 17, 2000 and have
the following comments:
1. We agree with the statements made in the first paragraph. With respect to
our "resignation letter", our letter was the standard AICPA SEC Practice
Section Notification Letter confirming the cessation of the client-auditor
relationship, a copy of which was provided to the Office of the Chief
Accountant of the Securities and Exchange Commission.
2. We agree with the statements made in the second, third, fourth & fifth
paragraphs.
3. We agree with the statements made in the sixth paragraph, however, we
believe that the statements made regarding the "Draft Letter" require
clarification. The document referred to as the "Draft Letter" is a draft
of our report dated April 30, 1999 that communicates certain matters
considered to be material weaknesses in the Company's internal controls as
well as certain other observations regarding internal controls and other
matters relating to the Company.
4. We agree with the statements made in the seventh, eighth and ninth
paragraphs.
5. We have no basis for agreeing or disagreeing with the statements made
in the tenth and eleventh paragraphs.
6. We agree with the statements made in the twelfth paragraph.
Very truly yours,
Deloitte & Touche LLP
