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Registration No. 33-89476
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 9
TO
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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COMMONWEALTH INCOME & GROWTH FUND II
(Exact name of Registrant as specified in its charter)
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PENNSYLVANIA 6159 23-2795120
(State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer
incorporation or organization) Classification Code Number) Identification Number)
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1160 West Swedesford Road
Berwyn, Pennsylvania 19312
Telephone (610) 647-6800
(Address, including zip code and telephone number, including area
code, of registrant's principal executive offices)
George S. Springsteen
Commonwealth Capital Corp.
1160 West Swedesford Road
Berwyn, Pennsylvania 19312
Telephone (610) 647-6800
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Copies to:
Richard J. McMahon, Esquire Mark A. Murphy, Esquire
Blank, Rome, Comisky & McCauley Hunton & Williams
1200 Four Penn Center Plaza Riverfront Plaza, East Tower
Philadelphia, Pennsylvania 19103 951 East Byrd Street
Richmond, Virginia 23219
This Post-Effective Amendment to the Registration Statement shall hereafter
become effective in accordance with Section 8(c) of the Securities Act of 1933,
as amended.
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The Registration Statement, including the Prospectus forming a part
thereof and included in this Post-Effective Amendment No. 4, is hereby
amended as set forth in the Supplement which is attached hereto.
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Commonwealth Income & Growth Fund II
The offering of Units was terminated by the Registrant as of May 12, 1997. As
of that date, 461,817 Units had been sold by the Registrant. Pursuant to its
undertaking, the Registrant hereby removes from registration the 288,183
Units which remain unsold at the termination of the offering.
