<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
1-13415
---------------
SEC FILE NUMBER
---------------
CUSIP NUMBER
NOTIFICATION OF LATE FILING
(Check One):[ ]Form 10-K [ ]Form 11-K [ ]Form 20-F [X]Form 10-Q [ ]Form N-SAR
For Period Ended: June 30, 1999
-------------
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
---------------------------
READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM. PLEASE PRINT OR TYPE.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
Notification relates to entire filing.
- --------------------------------------------------------------------------------
PART I - REGISTRANT INFORMATION
Consolidated Resources Health Care Fund II
- --------------------------------------------------------------------------------
Full name of Registrant
Not applicable.
- --------------------------------------------------------------------------------
Former name if applicable
1175 Peachtree Street, Suite 710
- --------------------------------------------------------------------------------
Address of principal executive office
Atlanta, Georgia 30361
- --------------------------------------------------------------------------------
City, State and Zip Code
PART II - RULE 12b-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.) [X]
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
(b) The subject annual report on Form 10-Q will be filed on or before
the fifth calendar day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached, if applicable.
PART III - NARRATIVE
State below in reasonable detail the reasons why Form 10-Q could not be
filed within the prescribed time period. (Attach Extra Sheets if Needed)
The Registrant has experienced a delay in completing the financial
statement and Management's Discussion and Analysis portions of its Form 10-Q for
the fiscal quarter ended June 30, 1999, which delay could not be overcome
without unreasonable effort and expense, as a result of the following:
A change in ownership occurred during the previous fiscal year with respect
to the Managing General Partner of the Registrant resulting in replacement of
certain officers of the Registrant. As a result, the Registrant has experienced
continued difficulty in transitioning the accounting systems. This problem with
transitioning resulted in the accounting personnel being unable to prepare and
verify the financial statements for the Form 10-Q. The transition and
verification of information will be completed within the time period described
in this Form 12b-25.
<PAGE> 2
PART IV - OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
John F. McMullan
Chief Financial Officer (404) 873-1919
-------------------------- ----------- ------------------
(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d)
of the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
Registrant was required to file such report(s) been filed? If the answer is no,
identify report(s). [X] Yes [ ] No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof? [ ] Yes [X] No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
Consolidated Resources Health Care Fund II
- --------------------------------------------------------------------------------
(Name of Registrant as specified in Charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
By /s/ John F. McMullan
------------------------------------------
Name: John F. McMullan
Title: Chief Financial Officer, Welcare
Service Corporation - II, Managing General
Partner
Date: August 17, 1999
-2-
