Form 12b-25
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20459
FORM 12B-25
NOTIFICATION OF LATE FILING
(Check One):
[X]Form 10-K and 10-KSB [ ]Form 20-F [ ]Form 11-K [ ]Form 10-QSB [ ]Form N-SAR
For Period Ended: December 31, 1998
[ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ]
Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ]
Transition Report on Form N-SAR
For the Transition Period Ended:
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 related to a portion of the filing checked above,
identify the Item(s) to which the notification relates:
Part I-Registrant Information
COMMON GOAL HEALTH CARE PENSION AND INCOME FUND LP II
(Full name of Registrant)
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215 MAIN STREET
(Address of Principal Executive Office)
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PENN YAN, NY 14527
(City State Zip)
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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)
(a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
X (b) The subject annual report, semi-annual report, transition report on
Form 10.K, Form 10-KSB, Form 20-F, 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 10.Q or Fprm 10-QSB, or portion thereof
will be filed on or before the fifth calendar day following the
prescribe 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 and 10-KSB, 20-F,
11-K, 10-Q and 10-QSB, N-SAR or the transition report or portion thereof could
not be filed within the prescribed time period.
In March 1999, the Registrant changed accountants in connection with the audit
of the Registrant's financial statements for its fiscal year ending December 31,
1998 and accordingly needs additional time for its new accountants to complete
the audit.
Part IV. Other Information
(1) Name and telephone number of person to contact in regard to this
notification
Albert E. Jenkins III (800) 234-9987
(Name) (Area Code) (Telephone Number)
(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). 10KSB - December 31, 1997 [ ] Yes [X ] 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
If so, attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
COMMON GOAL HEALTH CARE PENSION AND INCOME FUND LP II
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date March 30, 1999 /s/ Albert E. Jenkins III, Chairman and Chief Executive
Officer INSTRUCTION: The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name and title of
the person signing the form shall be typed or printed beneath the signature. If
the statement is signed on behalf of the registrant by an authorized
representative (other than an executive officer), evidence of the
representative's authority to sign on behalf of the registrant shall be filed
with the form.
ATTENTION
Intentional misstatements or omissions of fact constitute
Federal Criminal Violations (See 18 U.S.C. 1001).
