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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 2
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 30, 1997
Century Pacific Tax Credit Housing Fund-II
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(Exact name of registrant as specified in its charter)
California 33-24537 95-4178283
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(State or other jurisdiction Commission File (I.R.S. Employer
of incorporation) Number Identification No.)
1925 Century Park East, Suite 1760, Los Angeles, CA 90067
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(Address of principal executive offices)
Registrant's telephone number, including area code (310) 208-1888
Not Applicable
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(Former name or former address, if changed since last report.)
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Item 4. Changes in Registrant's Certifying Account
Effective September 30, 1997, Century Pacific Tax Credit Housing Fund-II
("Fund-II") dismissed its former certifying accountants, Rubin, Brown,
Gornstein & Co. LLP ("Rubin"), and appointed the firm of Novogradac & Company
LLP ("Novogradac") to serve as its certifying accountants for its fiscal year
ending March 31, 1998. The decision to change accountants was approved by
the general partners of Fund-II.
During the fiscal years ended March 31, 1996 and 1997, and the subsequent
interim period preceding the date hereof, there were no disagreements between
Fund-II and Rubin on any matter of accounting principles or practices,
financial statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to the satisfaction of Rubin, would have
caused them to make reference to the subject matter of the disagreements in
connection with their reports.
Rubin's reports on Fund-II's financial statements for the fiscal years ended
March 31, 1996 and 1997 contained a modification as to uncertainty of Fund-II
to continue as a going concern. Except as set forth above, Rubin's reports
on the above mentioned financial statements contained no adverse opinion or
disclaimer of opinion, and were not qualified or modified as to uncertainty,
audit scope or accounting principles.
There have been no events set forth in Item 304(a)(1)(v) of Regulation S-K
that have occurred with respect to Fund-II within the last two fiscal years
or the subsequent interim period preceding the date hereof.
Also during the fiscal years ended March 31, 1996 and 1997, and the
subsequent interim period preceding the date hereof, Fund-II did not consult
Novogradac regarding any of the matters or events set forth in Item
304(a)(2)(i) and (ii) of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
16.1 Letter from Rubin, Brown, Gornstein & Co. LLP to the Securities
and Exchange Commission regarding change in certifying
accountant.
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SIGNATURE
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.
CENTURY PACIFIC TAX CREDIT HOUSING FUND-II
(Registrant)
Dated: February 20, 1998 By: Century Pacific Capital II Corporation
General Partner
By: /s/ Essie Safaie
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Essie Safaie
Chief Financial Officer
