UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 15
Certification and Notice of Termination of
Registration under Section 12(g) of the
Securities Exchange Act of 1934 or Suspension
of Duty to File Reports under Sections 13 and
15(d) of the Securities Exchange Act of 1934.
Commission file number 0-15816
Krupp Cash Plus-II Limited Partnership
(Exact name of registrant as specified in its
charter)
One Beacon Street, Suite 1500, Boston,
Massachusetts 02108
(Address of principal executive offices)
(Zip Code)
(617) 523-7722
(Registrant's telephone number, including
area code)
Depositary Receipts representing Units of
Investor Limited Partner Interests
(Title of each class of securities covered by
this Form)
N/A
(Titles of all other classes of securities
for which a duty to file reports under
section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate
the appropriate rule provision(s) relied upon
to terminate or suspend the duty to file
reports:
Rule 12g-4(a)(1)(i) [X] Rule12h- 3(b)(1)(ii) [X]
Rule 12g-4(a)(1)(ii)[ ] Rule 12h-3(b)(2)(i) [ ]
Rule 12g-4(a)(2)(i) [ ] Rule 12h-3(b)(2)(ii) [ ]
Rule 12g-4(a)(2)(ii)[ ] Rule 15d-6 [ ]
Rule 12h-3(b)(1)(i) [ ]
Approximate number of holders of record as of
the certification or notice date:
None
Pursuant to the requirements of the Securities
Exchange Act of 1934 Krupp Cash Plus-II
Limited Partnership has caused this
certification/notice to be signed on its
behalf by the undersigned duly authorized
person.
DATE: March 30, 1999 BY: /s/ Wayne H.Zarozny
Wayne H. Zarozny
Treasurer of The Krupp Corporation,
a General Partner
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