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RULE 424(b)(3)
REGISTRATION NOS. 333-2062
333-2062-01
REVISED PROSPECTUS SUPPLEMENT
(To Prospectus dated April 29, 1996)
Offer for All Outstanding
10 3/4% Series A Senior Secured Notes due 2008
In Exchange for
10 3/4% Series B Senior Secured Notes due 2008 of
COURTYARD BY MARRIOTT II LIMITED PARTNERSHIP
COURTYARD II FINANCE COMPANY
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Interest Payable February 1 and August 1
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Courtyard by Marriott II Limited Partnership (the "Company") and its
wholly owned subsidiary, Courtyard II Finance Company (the "Co-obligor"), as
joint and several obligors, upon the terms and subject to the conditions set
forth in the accompanying Prospectus and letter of transmittal (the "Letter of
Transmittal") (which together with this Revised Prospectus Supplement and the
Prospectus Supplement dated May 30, 1996 constitute the "Exchange Offer") hereby
extend their offer to exchange $1,000 principal amount of their registered 10
3/4% Series B Senior Secured Notes due 2008 (the "New Notes") for each $1,000
principal amount of their unregistered 10 3/4% Series A Senior Secured Notes due
2008 (the "Old Notes" and, together with the New Notes, the "Notes"). As of May
30, 1996, approximately $125,740,000 aggregate principal amount of the Old Notes
had been tendered for exchange for New Notes with the Exchange Agent and
approximately $1,660,000 aggregate principal amount of the Old Notes remain
outstanding. Unless otherwise defined herein, capitalized terms in this
Prospectus Supplement have the same meaning as in the accompanying Prospectus.
The amended terms of the Exchange Offer set forth below supplement and should be
read in conjunction with the accompanying Prospectus, which, except to the
extent modified by this Revised Prospectus Supplement and the Prospectus
Supplement dated May 30, 1996, is incorporated herein by reference.
The Exchange Offer has been extended for five (5) additional calendar
days (the Prospectus Supplement dated May 30, 1996 incorrectly indicated that
the five days were business days) and will expire at 5:00 p.m., New York City
time, Tuesday, June 4, 1996, or such later date and time to which it is extended
(the "Expiration Date").
May 31, 1996
