SF ADVISORY CORP II
13F-NT, 1999-11-19
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                                38
                          UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                             Form 13F
                       Form 13F COVER PAGE

Report for the Calendar Year or Quarter Ended: September 30, 1999


Check here if Amendment [   ]; Amendment Number:
  This Amendment (Check only one.):     [   ] is a restatement.
                                        [   ] adds new holdings
                                              entries.

Institutional Investment Manager Filing this Report:

Name:          SF Advisory Corp. II
Address:       591 Redwood Highway, Suite 3215
               Mill Valley, CA 94941

Form 13F File Number:  28-4166

The institutional investment manager filing this report and the
person by whom it is signed hereby represent that the person
signing the report is authorized to submit it, that all
information contained herein is true, correct and complete, and
that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of
this form.

Person Signing this Report on Behalf of Reporting Manager:

Name:          William J. Patterson
Title:         Vice President
Phone:         (415) 383-6600

Signature, Place, and Date of Signing:

/s/ William J. Patterson     Mill Valley, CA      11/15/99
- ------------------------     ---------------      --------
[Signature]                   [City, State]        [Date]

Report Type (Check only one.):

     [  ] 13F HOLDINGS REPORT.  (Check here if all holdings of this
     reporting manager are reported in this report.)

     [X]  13F NOTICE.  (Check here if no holdings reported are in this
     report, and all holdings are reported by other reporting
     manager(s).)

     [  ] 13F COMBINATION REPORT.  (Check here if a portion of the
     holdings for this reporting manager are reported in this
     report and a portion are reported by other reporting
     manager(s).)

List of Other Managers Reporting for this Manager:

    Form 13F File Number   Name
    28 -4162               SPO Partners & Co.




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