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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12B-25
1-13415
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SEC FILE NUMBER
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CUSIP NUMBER
NOTIFICATION OF LATE FILING
(Check One): [X ] Form 10-K [ ] Form 11-K [ ] Form 20-F [x] Form 10-Q
[ ] Form N-SAR
For Period Ended: December 31, 1998
[ ] 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:
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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
Full name of Registrant: Consolidated Resources Health Care Fund II
Former name if applicable: Not applicable.
Address of principal executive office: 1175 Peachtree Street, Suite 710
City, State and Zip Code: Atlanta, Georgia 30361
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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-K will be filed on or
before the fifteenth 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-K 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-K for
the fiscal year ended December 31, 1998, which delay could not be overcome
without unreasonable effort and expense, as a result of the following:
During the last year, a change in ownership occurred with respect to
the Managing General Partner of the Registrant resulting in replacement of
certain officers of the Registrant. As a result, there was a change in the
accounting personnel. The new accounting personnel has been in the process of
familiarizing itself with the Registrant which process did not occur in a timely
manner to enable the new accounting personnel to prepare and verify the
financial statements for the Form 10-K. The transition and verification of
information will be completed within the time period described in this Form
12b-25.
PART IV-OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification:
John F. McMullan, Chief Financial Officer Phone: (404) 873-1919
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(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
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(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
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(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
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Name: John F. McMullan
Title: Chief Financial Officer, Welcare
Service Corporation - II, Managing General
Partner
Date: March 30, 1999
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