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 4, 1997
DEAN WITTER REALTY INCOME PARTNERSHIP II, L.P.
(Exact name of registrant as specified in its charter)
Delaware 0-18150 13-3244091
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
Two World Trade Center, New York, New York 10048
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 392-1054
(Former name or former address, if changed since last report)
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Item 5. Other Events
Valuation per Unit of Limited Partnership Interest
The Managing General Partner of the Partnership has estimated the
value per Unit of limited partnership interest at October 31, 1996, net of
the effect of the sale in February 1997 of the United Services Life
property, to be $435. This value was based on appraisals of the
Partnership's real estate properties by Cushman & Wakefield, an independent
appraisal firm, with adjustments by the Managing General Partner for other
Partnership assets and liabilities. The values of the properties do not
necessarily reflect the amounts which could be obtained upon an immediate
liquidation of the properties. The value per Unit does not represent the
market price for the Units. In the limited market for resale of Partnership
Units, a seller would most likely receive a discount to the $435 value upon
sale of the Unit.
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.
DEAN WITTER REALTY INCOME PARTNERSHIP II, L.P.
By: Dean Witter Realty Income Properties II Inc.
Managing General Partner
By:
E. Davisson Hardman, Jr.
President
Date: April 4, 1997
