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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: 0-15575
T. Rowe Price Realty Income Fund II, America s Sales-Commission-
Free
Real Estate Limited Partnership
(Exact name of registrant as specified in its charter)
100 East Pratt Street, Baltimore, Maryland 21202 (800) 638-5660
(Address, including zip code, and telephone number, including
area code,
of registrant s principal executive offices)
Units of Limited Partnership Interest
(Title of each class of securities covered by this Form)
None
(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) [ ] Rule 12h-3(b)(1)(ii) [ ]
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) [x]
Approximate number of holders of record as of the
certificate or notice date: 0
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Pursuant to the requirements of the Securities Exchange Act
of 1934 T. Rowe Price Realty Income Fund II, America s Sales-
Commission-Free Real Estate Limited Partnership has caused this
certification/notice to be signed on its behalf by the
undersigned duly authorized person.
T. ROWE PRICE REALTY INCOME FUND II,
AMERICA S SALES-COMMISSION-FREE REAL
ESTATE LIMITED PARTNERSHIP
By: T. Rowe Price Realty
Income Fund II Management, Inc., as
General Partner
By: /s/Lucy B. Robins
Lucy B. Robins
Vice President
