U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
NOTIFICATION OF LATE FILING
Commission File No. 0-16874
(Check One): [ ] Form 10-K or Form 10-KSB [ ] Form 11-K [
] Form 20-F
[ X ] Form 10-Q or Form 10-QSB [ ] Form N-SAR
For Period Ended: April 1, 2000
[ ] Transition Report on Form 10-K or Form 10-KSB
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q or Form 10-QSB
[ ] Transition Report on Form N-SAR
For the Transition Period Ended: Not Applicable
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: Not Applicable
Part I
Registrant Information
Full Name of Registrant: National Real Estate Limited
Partnership Income Properties II
Former Name if Applicable: Not Applicable
Address of Principal Executive Office (Street and Number):
1155 Quail Court
City, State and Zip Code: Pewaukee,
Wisconsin 53072-3703
Part II
Rules 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)
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(a) The reason described in reasonable detail
in Part III of this form could not be
eliminated without unreasonable effort or
expense;
(b) The subject annual report semiannual
report, transition report on Form 10-K, Form
10-KSB, Form 20-F, Form 11-K or Form N-SAR,
or portion thereof will be filed on or
before the fifteenth calendar day following
the prescribed due date; or the subject
quarterly report or transition report on
Form 10Q or Form 10QSB or portion
thereof 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.
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Part III
Narrative
State below in reasonable
detail the reasons why Form 10-K,
10-KSB, 11-K, 20-F, 10-Q, 10-QSB,
N-SAR or the transition report portion
thereof could not be filed within the
prescribed time period. (Attach extra
sheets if needed.)
The registrant could not
file its annual report on Form 10-KSB
for the year ended March 31, 1999 on
the prescribed filing date for the
following reasons:
The
schedule for the
review of the
financial
statements was
delayed. Due to a
delay relating to
the litigation
note, the
Partnership does
not believe it can
finalize the
disclosure in its
Form 10-KSB by the
prescribed filing
date.
Part IV
Other Information
(1) Name and telephone
number of person to contact in regard
to this notification:
John Vishnevsky, General Partner
262-695-1400
(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
National Real Estate Limited
Partnership Income Properties II has
caused this notification to be signed
on its behalf by the undersigned
thereunto duly authorized.
Dated this 15th day of May,
2000.
NATIONAL REAL ESTATE LIMITED
PARTNERSHIP INCOME PROPERTIES II
BY
John Vishnevsky, President and Chief
Operating and Executive Officer
National Development and
Investment, Inc.
Corporate General Partner
