FORM 10-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
(Mark One)

         ( X )    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

                   For the Fiscal Year Ended December 31, 2001

         (   )    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES AND EXCHANGE ACT OF 1934

                         Commission File Number 0-11909

              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
              ----------------------------------------------------
             (Exact Name of Registrant as specified in its Charter)

      Delaware                                         16-1212761
--------------------                        ---------------------------------
(State of Formation)                        (IRS Employer Identification No.)

2350 North Forest Road
Suite 12-A
Getzville, New York  14068
(Address of Principal Executive Office)

Registrant's Telephone Number: (716) 636-9090
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Units of Limited
                                                            Partnership Interest

Indicate by a check mark whether the Registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X]  No [ ]

Indicate by a check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of the registrant's knowledge, in definitive proxy or information
statements incorporated by reference in part III of this Form 10-K or any
amendment to this Form 10-K. [X]


                       DOCUMENTS INCORPORATED BY REFERENCE
        See Item 14 for a list of all documents incorporated by reference






<PAGE>
                                     PART I
ITEM 1:  BUSINESS

         The Registrant, Realmark Property Investors Limited Partnership-II
("the Partnership"), is a Delaware limited partnership organized in 1982
pursuant to a First Amended and Restated Agreement and Certificate of Limited
Partnership (the "Partnership Agreement"), under the Revised Delaware Uniform
Limited Partnership Act. The Partnership's general partners are Realmark
Properties, Inc. (the "Corporate General Partner"), a Delaware corporation, and
Joseph M. Jayson (the "Individual General Partner").

         The Registrant commenced the public offering of its limited partnership
units, registered with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, on September 3, 1982, and concluded the
offering on August 31, 1983, having raised a total of $10,000,000 before
deducting sales commissions and expenses of the offering.

         The Partnership's primary business and its only industry segment is to
own and operate income-producing real property for the benefit of its partners.
At December 31, 2001, the Partnership, either directly or through its limited
liability subsidiary company, owned an office complex in Michigan (Northwind
Office Park), and is a partner in two joint ventures. It has a 50% interest in
Research Triangle Industrial Park Joint Venture and Research Triangle Land Joint
Venture, both in Durham County, North Carolina. The Partnership had an 88.5%
interest in Foxhunt Apartments Joint Venture that owned a 250 unit apartment
complex in Kettering, Ohio. This is a consolidated subsidiary and the property
was sold on March 1, 2001. A portion of the interest in the Research Triangle
Land Joint Venture was also sold in March 2001. All of the other properties are
currently being actively marketed for sale. On March 22, 2002, the Partnership
entered into a $4,250,000 sale agreement with an unaffiliated entity, for the
sale of Northwind Office Park. This sale, if closed, will result in a gain of
approximately $1,930,000 to the Partnership for tax purposes; however, this
doesn't necessarily mean that cash proceeds would be available for distribution
in an amount equal to the gain.

         It is anticipated that the Partnership will be entering into sales
contracts in the near future (one to six months) which will be subject to sales
conditions which are customary for sales contracts and there is no assurance
that the sales will be consummated.

         The business of the Partnership is not seasonal and it competes on the
basis of rental rates and property operations with similar types of properties
in vicinities in which the partnership's properties are located. The Partnership
has no real property investments located outside the United States. The
Partnership does not segregate revenue or assets by geographic region, since, in
management's view, such a presentation would not be significant to an
understanding of the Partnership's business or financial results taken as a
whole. As of December 31, 2001, the Partnership did not directly employ any
persons in a full-time position. All persons who regularly rendered services on
behalf of the Partnership through December 31, 2001 were employees of the
Corporate General Partner or its affiliates.

         The percent of total Partnership revenue generated by each complex for
the last three years was as follows:

                                 2001              2000             1999
                                 ----              ----             ----
Northwind Office Park             76%               34%              28%
Foxhunt Apartments                24%               66%              72%

         This annual report contains certain forward-looking statements
concerning the Partnership's current expectations as to future results. Words
such as "believes", "forecasts", "intends", "possible", "expects", "estimates",
"anticipates" or "plans" and similar expressions are intended to identify
forward-looking statements. Such statements may not ultimately turn out to be
                                        2
<PAGE>
accurate due to, among other things, economic or market conditions or the
failure of the Partnership to sell an investment which is under contract.

ITEM 2:  PROPERTIES

         As of December 31, 2001, the Partnership owned Northwind Office Park,
an office complex located in East Lansing, Michigan. The property consists of
five office buildings containing a total of 89,200 gross square feet, and 70,713
net rentable square feet. At December 31, 2001, Northwind was 87% occupied. The
2000 and 1999 year end occupancy rates were 90% and 86%, respectively.

         There is a 9.75% first mortgage loan on the Northwind property with a
balance of $116,112 at December 31, 2001, maturing in December 2002. The 9%
second mortgage loan on the property had a balance of $121,522 at December 31,
2001 and matured in September 1995. While no extension of the due date has been
granted and the balance is currently payable on demand, the Partnership
continues to make monthly principal and interest payments on the loan. On March
22, 2002, the Partnership entered into an agreement to sell this property (Item
1).

         The Research Triangle Industrial Park Joint Venture owns a 117,000
square foot office/warehouse distribution building in Raleigh, North Carolina.
The building has been 100% occupied for several years. The first mortgage loan
on the property had a balance of $5,254,865 at December 31, 2001.

         The Research Triangle Land Joint Venture owns unencumbered land near
the site of Research Triangle Industrial Park Joint Venture's building.

ITEM 3:  LEGAL PROCEEDINGS

         As previously reported, the Partnership, as a nominal defendant, the
General Partners of the Partnership and of affiliated public partnerships, (the
"Realmark Partnerships") and the officers and directors of the Corporate General
Partner, as defendants, had been involved in a class action litigation at the
state court level regarding the payment of fees and other management issues.

         On August 29, 2001, the parties entered into a Stipulation of
Settlement (the "Settlement"). On October 4, 2001, the Court issued an "Order
Preliminary Approving Settlement" (the "Hearing Order") and on November 29,
2001, the court issued an "Order and Final Judgment Approving Settlement and
Awarding Fees and Expenses" and dismissing the complaints with prejudice. The
Settlement provided, among other things, that all of the Realmark Partnerships'
properties be disposed of. The General Partners will continue to have primary
authority to dispose of the Partnerships' properties. If either (i) the General
Partners have not sold or contracted to sell 50% of the Partnerships' properties
(by value) by April 2, 2002 or (ii) the General Partners have not sold or
contracted to sell 100% of the Partnerships' properties by September 29, 2002,
then the primary authority to dispose of the Partnerships' properties will pass
to a sales agent designated by plaintiffs' counsel and approved by the Court. As
of April 2, 2002, the General Partners have contracted to sell more than 50% of
the Partnerships' properties (by value).

         The settlement also provided for the payment by the Partnerships of
fees to the plaintiffs' attorneys. These payments, which are not calculable at
this time but may be significant, are payable out of the proceeds from the sale
of all of the properties owned by all of the Realmark Partnerships, following
the sale of the last of these properties in each partnership. Plaintiff's
counsel will receive 15% of the amount by which the sales proceeds distributable
to limited partners in each partnership exceeds the value of the limited
partnership units in each partnership (based on the weighted average of the
units' trading prices on the secondary market as reported by Partnership
Spectrum for the period May through June 2001). In no event may the increase on
which the fees are calculated exceed 100% of the market value of the units as
calculated above.
                                        3
<PAGE>
ITEM 4:  SUBMISSIONS OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.

                                     PART II

ITEM 5:  MARKET FOR REGISTRANT'S UNITS OF LIMITED PARTNERSHIP INTEREST

         There is currently no active trading market for the units of limited
partnership interest of the Partnership and it is not anticipated that any will
develop in the future. Accordingly, information as to the market value of a unit
at any given date is not available. As of December 31, 2001, there were 1,125
record holders of units of limited partnership interest.

         The Partnership is a limited partnership and, accordingly, does not pay
dividends. It does, however, make distributions of cash to its partners. The
partnership agreement provides for the distribution to the partners of net cash
flow from operations. In connection with the pending sale of the Partnership's
properties (Item 3), it is anticipated that there will be no future
distributions of net cash flow from operations. All future distributions of net
cash from sales proceeds will be distributed, to the extent available, 100% to
the Limited Partners until there has been a return of the Limited Partner's
capital contribution plus an amount sufficient to provide a 7%, not compounded,
return on their adjusted capital contributions for all years following the
termination of the offering of the units. It is anticipated that there will not
be sufficient cash flow from the sale of the Partnership's remaining properties
to provide this return to the Limited Partners. There were no distributions to
partners made in 2001, 2000 or 1999.

         The gain on the sale of the properties will be allocated in the same
proportions as distributions of distributable cash from sale proceeds
(anticipated to be 100% to the Limited Partners). In the event there is no
distributable cash from sale proceeds, taxable income will be allocated 86% to
the Limited Partners and 14% to the General Partners. Any tax loss arising from
a sale will be allocated 97% to the Limited Partners and 3% to the General
Partners. The above is subject to tax laws that were applicable at the time of
the formation of the Partnership and may be adjusted due to subsequent changes
in the Internal Revenue Code.








                                       4

<PAGE>
ITEM 6:  SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>
                                                        At or for the years ended December 31,
                                    --------------------------------------------------------------------------------
                                             2001           2000             1999             1998          1997
                                    --------------------------------------------------------------------------------
<S>                                       <C>             <C>              <C>             <C>           <C>
Balance sheet data
Net rental property                       $2,170,349      4,534,501        4,583,491       4,689,806     4,800,158
Total assets                               2,619,014      4,907,962        5,039,970       5,782,341     5,349,284
Mortgage loans payable                       237,634      6,361,767        6,569,638       6,710,685     5,343,052
Partners' equity (deficit)                 1,049,338     (3,460,292)      (3,336,480)     (2,815,029)   (1,816,222)
                                    ================================================================================
Operating data
Rental income                              1,050,604      2,204,179        1,993,775       1,786,424     1,896,470
Other income                                  41,874         76,160          134,745         144,297        89,554
                                    --------------------------------------------------------------------------------
Total revenue                              1,092,478      2,280,339        2,128,520       1,930,721     1,986,024
                                    --------------------------------------------------------------------------------
Property operating costs                     662,336      1,284,066        1,434,757       1,535,654     1,015,681
Depreciation                                       -        176,647          262,181         215,334       412,446
Interest expense                             117,342        581,572          709,493         960,557       528,571
Administrative expenses                      335,555        489,572          420,104         414,109       383,706
                                    --------------------------------------------------------------------------------
Total expenses                             1,115,233      2,531,857        2,826,535       3,125,654     2,340,404
                                    --------------------------------------------------------------------------------
Loss before joint venture
operations and gain on sale
of property                                  (22,755)      (251,518)        (698,015)     (1,194,933)     (354,380)
Equity in earnings of
unconsolidated joint ventures                317,105        131,175          122,437          87,609       196,633
Minority interest in
consolidated venture operations             (545,015)        (3,469)          54,127         108,517        (4,781)
Gain on sale of property                   4,760,295              -                -               -             -
                                    --------------------------------------------------------------------------------
Net loss                                   4,509,630       (123,812)        (521,451)       (998,807)     (162,528)
                                    ================================================================================
Cash flow data
Net cash provided (used) by:
Operating activities                        (408,352)       216,778         (173,320)       (797,509)       99,930
Investing activities                       7,351,841         10,991          176,088         149,240       (16,135)
Financing activities                      (6,770,710)      (211,321)        (360,043)      1,146,645       (91,516)
                                    --------------------------------------------------------------------------------
Net increase (decrease) in cash
and equivalents                              172,779         16,448         (357,275)        498,376        (7,721)
                                    ================================================================================
Per limited partnership unit:
Net income (loss)                         $   389.11         (12.01)          (50.58)         (96.88)       (15.77)
                                    ================================================================================
</TABLE>
                                        5


<PAGE>
ITEM 7:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

Liquidity and Capital Resources:

         Effective January 1, 2001, management began formally marketing all
remaining properties in the Partnership for sale. Foxhunt Apartments had been
actively marketed for sale since January 1, 1999 and on March 1, 2001, the
Partnership sold the property to an unaffiliated entity, for cash of $7,600,000.
After satisfaction of the $5,942,000 mortgage loan on the property and payment
of closing costs, the proceeds available to the Partnership and its joint
venture partner amounted to approximately $1.1 million. The proceeds from the
sale were distributed to the Partnership and the minority interest in the joint
venture after satisfying the remaining net liabilities of Foxhunt. The cash
proceeds received by the Partnership were used to satisfy delinquent Northwind
liabilities, primarily real estate taxes, and to complete improvements to the
Northwind property. Additionally, a portion of the Research Triangle land was
sold on March 16, 2001 for a gain of $180,199. The Partnership made no
distributions to limited partners in 2001, 2000 or 1999. In accordance with the
settlement of the lawsuit (Item 3), it is anticipated that with the sale of the
remaining property and joint ventures, the Partnership may be in a position to
make distributions to the Limited Partners. These distributions will be reduced
by the amount of fees payable to the plaintiffs' legal counsel in connection
with the settlement agreement (Item 3), any outstanding liabilities and any
mortgage prepayment penalties incurred with regard to the sale of the
Partnership's properties.

         Limited Partners should be aware that it is possible that they will
receive an allocation of income from gain on sale of properties on which they
will be required to pay income taxes and there is no assurance that
distributions from the sale of the properties will be sufficient to satisfy
these obligations.

         Except as described above and in the consolidated financial statements,
the General Partner is not aware of any trends or events, commitments or
uncertainties that may impact liquidity in a material way.

Results of Operations:

         The results of operations of the Partnership, excluding equity in
earnings from joint ventures and gain on sale of property for the year ended
December 31, 2001, produced a net loss of $22,755. Effective January 1, 2001,
management began formally marketing all properties in the Partnership for sale.
Therefore, the properties were not depreciated in 2001. The results compare to a
net loss, excluding depreciation, of $74,871 in 2000 and a net loss, excluding
depreciation, of $435,834 in 1999.

         If the sale of Foxhunt Apartments had occurred in January 1, 2000, the
results for the year ended December 31, 2000 would have been a net loss,
excluding depreciation, of $105,000, resulting from decreases in revenue and
expense of $1,501,000 and $1,471,000, respectively. If the sale of Foxhunt
Apartments had occurred on January 1, 1999, the results for the year ended
December 31, 1999 would have been a net loss, excluding depreciation, of
$74,000, resulting from decreases in revenue and expense of $1,510,000 and
$1,872,000, respectively. For the year ended December 31, 2001, net loss would
have been $2,000, resulting from decreases in revenue and expense of $258,000
and $279,000, respectively.

         Inflation has been consistently low during the periods presented in the
consolidated financial statements and, as a result, has not had a significant
effect on the operations of the Partnership or its properties.

2001 as compared to 2000

         Rental income decreased 52% for the year ended December 31, 2001 as
                                        6
<PAGE>
compared to 2000. Excluding Foxhunt Apartments (the "Sold Asset") rental income
increased approximately 4% due to occupancy during the year remaining at
approximately 90% at Northwind. Other income, excluding the Sold Asset,
increased by approximately $22,000 in 2001 due to an increase in the amount of
interest income received during the year.

         Total expenses, excluding the operations for the Sold Asset, decreased
approximately 21% for the year ended December 31, 2001. Property operations
decreased approximately 8% due primarily to a decrease in repairs and
maintenance work and contracted service work at Northwind. Other administrative
expense, excluding the Sold Asset, decreased approximately 26% due to decreased
professional fees. Administrative expense to affiliated parties, excluding the
Sold Asset, increased approximately $58,000 because of an allocation revision
and an increase in management fees due to an increase in rental income. Interest
expense decreased approximately $12,000 due to a larger portion of each mortgage
payment being applied towards principal due to amortization of the mortgages at
Northwind.

2000 as compared to 1999

         In 2000, excluding the Sold Asset, rental income increased
approximately 32% due to the increase in occupancy of 90% at December 31, 2000
at Northwind. Other income decreased approximately $29,000 due to less
nonrecurring income than that realized in the previous year, primarily
reimbursements by tenants of build out of costs.

         Total expenses, excluding the Sold Asset, increased approximately 25%
for the year ended December 31, 2000 as compared to 1999. Property operations
expense increased approximately 34% due to the continuation of the Northwind
improvement projects. Other administrative expenses, excluding the Sold Asset,
increased approximately $38,000 due to increased professional fees.
Administrative expense to affiliated parties, excluding the Sold Asset,
increased approximately $28,000 due to increased management fees as a result of
higher occupancy.

Joint Ventures

         The Foxhunt Joint Venture generated net income of $30,165 in 2000 as
compared to a 1999 net loss of $470,672. The decrease in the loss was primarily
the result of increased rental income of approximately $26,000, a decrease in
interest and other income of $35,000, and a decrease in property operations,
interest and depreciation expenses of approximately $510,000. The latter
decreased approximately $109,000 in 2000 since the Foxhunt property became the
subject of a formal plan of disposal of July 1, 1999. The Foxhunt property was
sold on March 1, 2001 resulting in a gain on sale of property in the amount of
$4,760,295.

         The Research Triangle Joint Venture once again experienced high
occupancy, however, rental income decreased approximately 12% in 2001 due to the
sole tenant of Research Triangle not paying timely and an allowance being
established for the remaining receivable. There is a shortage of rental payments
from the tenant of approximately $12,000 per month, which the Partnership is
negotiating because of a new lease with the tenant. The sole tenant's lease has
expired and they are on a month-to-month lease, pending said negotiation. Total
expenses, excluding depreciation, decreased less than 4%. Because the joint
venture has had net income during each of the last three years, the
partnership's 50% equity interest has enabled the Partnership to receive cash
distributions from the Venture of $104,500 in 2001, $135,000 in 2000 and
$330,000 in 1999.

ITEM 7A: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         The Partnership invests only in short term money market instruments, in
amounts in excess of daily working cash requirements. The rates of earnings on
those investments increase or decrease in line with the general movement of
                                        7
<PAGE>
interest rates. The mortgage loans on the Partnership's properties are fixed
rate and therefore, are not subject to market risk.

ITEM 8:  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Listed under Item 14 of this report.

ITEM 9:  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

         None.
                                    PART III

ITEM 10: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

         The Partnership, as an entity, does not have any directors or officers.
The Individual General Partner of the Partnership is Joseph M. Jayson. The
directors and executive officers of Realmark Properties, Inc., the Partnership's
Corporate General Partner, as of December 31, 2001, are listed below. Each
director is subject to election on an annual basis.
<TABLE>
<CAPTION>
                                    Title of All Positions Held with
Name                                the Corporate General Partner              Year First Elected to Position
----                                -----------------------------              ------------------------------
<S>                                 <C>                                                      <C>
Joseph M. Jayson                    Chairman of the Board, President                         1979
                                      and Treasurer

Judith P. Jayson                    Vice President and Director                              1979
</TABLE>
         Joseph M. Jayson and Judith P. Jayson are married to each other.

         The Directors and Executive Officers of the Corporate General Partner
and their principal occupations and affiliations during the last five years or
more are as follows:

         Joseph M. Jayson, age 63, is Chairman, Director and sole stockholder of
J. M. Jayson and Company, Inc. and certain of its affiliated companies: U.S.
Apartments LLC, Westmoreland Capital Corporation, Oilmark Corporation and U.S.
Energy Development Corporation. In addition, Mr. Jayson is Chairman of Realmark
Corporation, Chairman, President and Treasurer of Realmark Properties, Inc.,
wholly-owned subsidiaries of J. M. Jayson and Company, Inc. and co-general
partner of Realmark Property Investors Limited Partnership, Realmark Property
Investors Limited Partnership-II, Realmark Property Investors Limited
Partnership-III, Realmark Property Investors Limited Partnership-IV, Realmark
Property Investors Limited Partnership-V, Realmark Property Investors Limited
Partnership-VI A, and Realmark Property Investors Limited Partnership-VI B. Mr.
Jayson has been in the real estate business for the last 39 years and is a
Certified Property Manager as designated by the Institute of Real Estate
Management ("I.R.E.M."). Mr. Jayson received a B.S. Degree in Education in 1961
from Indiana University , a Masters Degree from the University of Buffalo in
1963, and has served on the Educational Faculty of the Institute of Real Estate
Management. Mr. Jayson has for the last 39 years been engaged in various aspects
of real estate brokerage and investment. He brokered residential properties from
1962 to 1964, commercial investment properties from 1964 to 1967, and in 1967
left commercial real estate to form his own investment firm. Since that time,
Mr. Jayson and J. M. Jayson & Company, Inc. have formed or participated in
various ways with forming over 30 real estate related limited partnerships. For
the past 20 years, Mr. Jayson and an affiliate have also engaged in
developmental drilling for gas and oil.

         Judith P. Jayson, age 61, is currently Vice President and a Director of
Realmark Properties, Inc. She is also a Director of the property management
affiliate, Realmark Corporation. Mrs. Jayson has been involved in property
management for the last 30 years and has extensive experience in the hiring and
                                        8
<PAGE>
training of property management personnel and in directing, developing and
implementing property management systems and programs. Mrs. Jayson, prior to
joining the firm in 1973, taught business in the Buffalo, New York High School
System. Mrs. Jayson graduated from St. Mary of the Woods College in Terre Haute,
Indiana, with a degree in Business Administration.

ITEM 11: EXECUTIVE COMPENSATION

         No direct remuneration was paid or payable by the Partnership to
directors and officers (since it has no directors or officers), nor was any
direct remuneration paid or payable by the Partnership to directors or officers
of Realmark Properties, Inc., the Corporate General Partner and sponsor, for the
year ended December 31, 2001. The Corporate General Partner and its affiliate,
Realmark Corporation, are entitled to fees and to certain expense reimbursements
with respect to Partnership operations, as set forth in item 13 hereof and in
the notes to the consolidated financial statements.

ITEM 12:  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         No person is known to the Partnership to own of record or beneficially,
more than 5% of the units of limited partnership interests of the Partnership,
except for affiliates of the General Partners that own 907 units of limited
partnership interest amounting to approximately 9.1% of the Partnership interest
at December 31, 2001. The General Partners and the executive officers of the
Corporate General Partner, as of December 31, 2001, owned 8 units of limited
partnership interest. The General Partners and affiliates will receive their
proportionate share, as limited partners, of any distributable proceeds from the
sale of the properties.

ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         The properties of the Partnership and its subsidiary are managed by
Realmark Corporation, an affiliate of the Partnership's Corporate General
Partner, for a fee of generally 5% of annual net rental income of the
properties. Realmark Corporation and the Corporate General Partner are also
reimbursed for disbursements made on behalf of the Partnership. Those
transactions are further described, and quantified, in the note to the
consolidated financial statements entitled "Related Party Transactions".

ITEM 14: EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES, AND REPORTS ON FORM 8-K

(a)      Consolidated Financial Statements                                 Page
                                                                           ----
         Independent Auditors' Report                                       F-1
         Consolidated Balance Sheets as of December 31, 2001 and 2000       F-2
         Consolidated Statements of Operations for the years ended
           December 31, 2001, 2000 and 1999                                 F-3
         Consolidated Statements of Partners' Equity for the years
           ended December 31, 2001, 2000, and 1999                          F-4
         Consolidated Statements of Cash Flows for the years ended
           December 31, 2001, 2000, and 1999                                F-5
         Notes to Consolidated Financial Statements                         F-7

         FINANCIAL STATEMENT SCHEDULE

         (i) Schedule III - Real Estate and Accumulated Depreciation        F-17

         All other schedules are omitted because they are not applicable or the
         required information is shown in the consolidated financial statements
         or the notes thereto.

(b)      Reports on Form 8-K

         None.
                                        9
<PAGE>
(c)      Exhibits

         2.       Plan of acquisition, reorganization, arrangement, liquidation,
                  or succession

                  (a) Stipulation of Settlement Agreement dated August 29, 2001
                      is filed herewith.

                  (b) Order and Final Judgment Approving Settlement and Awarding
                      Fees and Expenses dated November 29, 2001 is filed
                      herewith.

         4.       Instruments defining the rights of security holders,
                  including indentures

                  (a) First Amended and Restated Agreement and Certificate of
                      Limited Partnership filed with the Registration Statement
                      of the Registrant Form S-11, filed September 30, 1982 and
                      subsequently amended, incorporated herein by reference.

        10.       Material contracts

                  (a) Property Management Agreement with Realmark Corporation
                      included with the Registration Statement of the Registrant
                      as filed and amended to date incorporated herein by
                      reference.

                  (b) Property sales agreement with an unrelated third-party
                      included with the Partnership's report on Form 8-K on
                      March 15, 2001 is incorporated herein by reference.

                  (c) Property sales agreement with an unrelated third-party
                      dated March 22, 2002 is filed herewith.

                                   SIGNATURES
                                   ----------

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

REALMARK PROPERTY INVESTORS
LIMITED PARTNERSHIP - II
By:      /s/ Joseph M. Jayson                                 April 15, 2002
         --------------------------------------            --------------------
         JOSEPH M. JAYSON,                                         Date
         Individual General Partner

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

By:      REALMARK PROPERTIES, INC.
         Corporate General Partner

         /s/ Joseph M. Jayson                                April 15, 2002
         --------------------------------------           --------------------
         JOSEPH M. JAYSON,                                        Date
         President, Treasurer and Director

         /s/ Judith P. Jayson                                April 15, 2002
         --------------------------------------           ---------------------
         JUDITH P. JAYSON,                                        Date
         Vive President and Director

                                       10
<PAGE>
                          INDEPENDENT AUDITOR'S REPORT
                          ----------------------------


The Partners
Realmark Property Investors Limited
  Partnership - II:

We have audited the accompanying consolidated balance sheets of Realmark
Property Investors Limited Partnership - II and Subsidiary as of December 31,
2001 and 2000, and the related consolidated statements of operations, partners'
equity, and cash flows for each of the three years in the period ended December
31, 2001. Our audits also included the financial statement schedule listed in
the index at Item 14. These consolidated financial statements and the financial
statement schedule are the responsibility of the General Partners. Our
responsibility is to express an opinion on the consolidated financial statements
and the financial statement schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by the General Partners, as well as evaluating the
overall financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Realmark Property
Investors Limited Partnership - II and Subsidiary as of December 31, 2001 and
2000, and the results of their operations and their cash flows for each of the
three years in the period ended December 31, 2001, in conformity with accounting
principles generally accepted in the United States of America. Also, in our
opinion, the financial statement schedule, when considered in relation to the
basic financial statements taken as a whole, presents fairly in all material
respects the information set forth therein.

As discussed in note 8 to the consolidated financial statements, the Partnership
settled a class and derivative lawsuit in which it was involved. As a result of
this settlement, the Partnership is currently in the process of winding up its
operations and disposing of its investments. It is anticipated that this process
will take place within the next twelve months.



                                                     TOSKI, SCHAEFER & CO., P.C.

Williamsville, New York
March 25, 2002, except for Note 8,
as to which the date is April 2, 2002

                                       F-1
<PAGE>
<TABLE>
<CAPTION>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                           Consolidated Balance Sheets
                           December 31, 2001 and 2000


                           Assets                                      2001          2000
                           ------                                   -----------   -----------
<S>                                                                 <C>               <C>
Property and equipment, at cost, all held for sale in 2001:
     Land                                                           $   460,515       848,015
     Buildings and improvements                                       4,233,421     9,280,849
     Furniture and equipment                                              7,893       449,753
                                                                    -----------   -----------

                                                                      4,701,829    10,578,617
     Less accumulated depreciation                                    2,531,480     6,044,116
                                                                    -----------   -----------

                           Net property and equipment                 2,170,349     4,534,501

Cash and equivalents                                                    330,328       157,549
Accounts receivable, net of allowance for doubtful accounts of
     $16,300 in 2001 and $21,888 in 2000                                  3,680        12,137
Receivables from affiliated parties                                      49,866        34,696
Escrow deposits                                                          11,406        72,500
Deferred mortgage costs, net of accumulated amortization of
     $10,798 in 2000                                                         --        86,385
Other assets                                                             53,385        10,194
                                                                    -----------   -----------

                           Total assets                             $ 2,619,014     4,907,962
                                                                    ===========   ===========

         Liabilities and Partners' Equity
         --------------------------------

Liabilities:
     Mortgage loans payable                                             237,634     6,361,767
     Accounts payable and accrued expenses                               82,284       693,123
     Security deposits and prepaid rents                                106,215       129,649
                                                                    -----------   -----------

                           Total liabilities                            426,133     7,184,539
                                                                    -----------   -----------

Losses of unconsolidated joint ventures in excess of investment       1,143,543     1,082,153

Minority interest in consolidated joint venture                              --       101,562

Partners' equity (deficit):
     General partners                                                   353,962      (264,564)
     Limited partners                                                   695,376    (3,195,728)
                                                                    -----------   -----------

                           Total partners' equity (deficit)           1,049,338    (3,460,292)
                                                                    -----------   -----------

                           Total liabilities and partners' equity   $ 2,619,014     4,907,962
                                                                    ===========   ===========
</TABLE>
See accompanying notes to consolidated financial statements.

                                       F-2

<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                      Consolidated Statements of Operations
                  Years ended December 31, 2001, 2000 and 1999

<TABLE>
<CAPTION>
                                                             2001           2000           1999
                                                         -----------    -----------    -----------
<S>                                                      <C>              <C>            <C>
Income:
     Rental                                              $ 1,050,604      2,204,179      1,993,775
     Interest and other                                       41,874         76,160        134,745
                                                         -----------    -----------    -----------

                           Total income                    1,092,478      2,280,339      2,128,520
                                                         -----------    -----------    -----------
Expenses:
     Property operations                                     662,336      1,284,066      1,434,757
     Interest                                                117,342        581,572        709,493
     Depreciation                                                 --        176,647        262,181
     Administrative:
         Affiliated parties                                  168,454        205,962        165,863
         Other                                               167,101        283,610        254,241
                                                         -----------    -----------    -----------

                           Total expenses                  1,115,233      2,531,857      2,826,535
                                                         -----------    -----------    -----------

Loss before equity in earnings of unconsolidated
     joint ventures, minority interest in consolidated
     joint venture operations, and gain on sale
     of property                                             (22,755)      (251,518)      (698,015)

Equity in earnings of unconsolidated joint ventures          317,105        131,175        122,437

Minority interest in consolidated joint
     venture operations                                     (545,015)        (3,469)        54,127

Gain on sale of property                                   4,760,295             --             --
                                                         -----------    -----------    -----------

                           Net income (loss)             $ 4,509,630       (123,812)      (521,451)
                                                         ===========    ===========    ===========

Net income (loss) per limited partnership unit           $    389.11         (12.01)        (50.58)
                                                         ===========    ===========    ===========

Weighted average number of limited partnership
     units outstanding                                        10,000         10,000         10,000
                                                         ===========    ===========    ===========
</TABLE>
See accompanying notes to consolidated financial statements.

                                       F-3

<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Consolidated Statements of Partners' Equity
                  Years ended December 31, 2001, 2000 and 1999
<TABLE>
<CAPTION>

                                                                      Limited Partners
                                                       General        ----------------
                                                       Partners      Units        Amount
                                                       --------      -----        ------
<S>                                                  <C>               <C>      <C>
Balances at December 31, 1998                        $ (245,206)       10,000   (2,569,823)

Net loss                                                (15,644)           --     (505,807)
                                                     ----------    ----------   ----------

Balances at December 31, 1999                          (260,850)       10,000   (3,075,630)

Net loss                                                 (3,714)           --     (120,098)
                                                     ----------    ----------   ----------

Balances at December 31, 2000                          (264,564)       10,000   (3,195,728)

Net income                                              618,526            --    3,891,104
                                                     ----------    ----------   ----------

Balances at December 31, 2001                        $  353,962        10,000      695,376
                                                     ==========    ==========   ==========
</TABLE>


See accompanying notes to consolidated financial statements.

                                       F-4


<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                      Consolidated Statements of Cash Flows
                  Years ended December 31, 2001, 2000 and 1999
<TABLE>
<CAPTION>
                                                                             2001             2000          1999
                                                                             ----             ----          ----
<S>                                                                      <C>               <C>            <C>
Cash flows from operating activities:
     Net income (loss)                                                   $ 4,509,630       (123,812)      (521,451)
     Adjustments to reconcile net income (loss) to
         net cash provided by (used in) operating
         activities:
              Depreciation and amortization                                   10,262        190,793        402,391
              Equity in earnings of joint ventures                          (317,105)      (138,309)      (127,673)
              Minority interest in consolidated joint
                   venture operations                                        545,015          3,469        (54,127)
              Gain on sale of property                                    (4,760,295)            --             --
              Changes in:
                  Accounts receivable                                          8,457         (1,658)          (888)
                  Receivables from affiliated parties                         14,605         91,651        (47,931)
                  Escrow deposits                                            (12,917)          (764)       304,097
                  Other assets                                               (55,864)        (3,909)       (11,378)
                  Accounts payable and accrued expenses                     (398,578)       219,863       (124,300)
                  Security deposits and prepaid rents                         48,438        (20,546)         7,940
                                                                         -----------    -----------    -----------

                           Net cash provided by (used in)
                               operating activities                         (408,352)       216,778       (173,320)
                                                                         -----------    -----------    -----------
Cash flows from investing activities:
     Proceeds from sale of property                                        7,084,969             --             --
     Additions to property and equipment                                     (81,848)      (124,009)      (153,912)
     Distributions from joint venture                                        348,720        135,000        330,000
                                                                         -----------    -----------    -----------

                           Net cash provided by investing
                               activities                                  7,351,841         10,991        176,088
                                                                         -----------    -----------    -----------

Cash flows from financing activities:
     Mortgage acquisition costs                                                   --             --       (107,283)
     Distributions to minority interest in consolidated
         joint venture                                                      (646,577)        (3,450)      (111,713)
     Proceeds from mortgage refinancing                                           --             --      6,000,000
     Principal payments upon refinancing                                          --             --     (6,000,000)
     Principal payments on mortgage loans                                 (6,124,133)      (207,871)      (141,047)
                                                                         -----------    -----------    -----------

                           Net cash used in financing
                               activities                                 (6,770,710)      (211,321)      (360,043)
                                                                         -----------    -----------    -----------

                                                                                                        (Continued)
</TABLE>
                                       F-5
<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                Consolidated Statements of Cash Flows, Continued


<TABLE>
<CAPTION>
                                                                       2001            2000            1999
                                                                       ----            ----            ----
<S>                                                                     <C>             <C>          <C>
Net increase (decrease) in cash and equivalents                         172,779         16,448       (357,275)

Cash and equivalents at beginning of year                               157,549        141,101        498,376
                                                                    -----------    -----------    -----------

Cash and equivalents at end of year                                 $   330,328        157,549        141,101
                                                                    ===========    ===========    ===========

Supplemental disclosure of cash flow information:
      Cash paid for interest                                        $   111,184        528,462        573,947
                                                                    ===========    ===========    ===========

      Property and equipment financed by
          accounts payable                                          $        --          3,648             --
                                                                    ===========    ===========    ===========
</TABLE>




See accompanying notes to consolidated financial statements.

                                       F-6


<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                        December 31, 2001, 2000 and 1999

(1)  Formation and Operation of Partnership

     Realmark Property Investors Limited Partnership - II (the Partnership) is a
        Delaware limited partnership formed on March 25, 1982, to invest in a
        diversified portfolio of income producing real estate investments.

     In 1982 and 1983, the Partnership sold, through a public offering, 10,000
        units of limited partnership interest. The General Partners are Realmark
        Properties, Inc. (the Corporate General Partner) and Joseph M. Jayson
        (the Individual General Partner) who is the sole shareholder of J.M.
        Jayson & Company, Inc. Realmark Properties, Inc. is a wholly-owned
        subsidiary of J.M. Jayson & Company, Inc.

     Under the partnership agreement, the General Partners and their affiliates
        can receive compensation for services rendered, and reimbursement for
        expenses incurred on behalf of the Partnership (note 6).

(2)  Summary of Significant Accounting Policies

     (a) Basis of Accounting and Consolidation

         The accompanying consolidated financial statements have been prepared
            on the accrual basis of accounting and include the accounts of the
            Partnership and its subsidiary, Realmark/Foxhunt Limited Partnership
            which owned and operated the Foxhunt Apartments, a 250 unit
            apartment complex located in Dayton, Ohio, acquired in 1984 for
            $5,702,520 and sold in 2001. The Partnership also owns Northwind
            Office Park.

         In consolidation, all intercompany accounts and transactions have been
            eliminated.

     (b) Estimates

         The preparation of financial statements in conformity with generally
            accepted accounting principles in requires management to make
            estimates and assumptions that affect certain reported amounts and
            disclosures. Accordingly, actual results could differ from those
            estimates.

     (c) Property and Equipment

         Property and equipment are recorded at cost. Depreciation is provided
            using the straight-line method over the estimated useful lives of
            the assets, from 5 to 25 years. Significant improvements are
            capitalized, while expenditures for maintenance and repairs and
            replacements are charged to expense as incurred. Upon disposal of
            depreciable property, the appropriate property accounts are reduced
            by the related costs and accumulated depreciation and gains and
            losses are reflected in the consolidated statements of operations.

                                       F-7

<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(2)  Summary of Significant Accounting Policies, Continued

     (c) Property and Equipment, Continued

         The Partnership reviews long-lived assets for impairment whenever
            events or changes in circumstances indicate that the carrying amount
            of the assets may not be recoverable. In determining whether there
            is an impairment of long-lived assets, the Partnership compares the
            sum of the expected future net cash flows (undiscounted and without
            interest charges) to the carrying amount of the assets. At December
            31, 2001, no impairment in value has been recognized.

         The Partnership and its ventures' policy is to consider a property to
            be held for sale or disposition when the Partnership or venture has
            committed to a plan to sell or dispose of such property and active
            marketing activity has commenced or is expected to commence in the
            near term or the Partnership or venture has concluded that it may
            dispose of the property by no longer funding operating deficits or
            debt service requirements of the property thus allowing the lender
            to realize upon its security. Any properties identified as "held for
            sale of disposition" are no longer depreciated. All the properties
            were held for sale in 2001.

     (d) Cash and Equivalents

         Cash and equivalents include money market accounts and any highly
            liquid debt instruments purchased with a maturity of three months or
            less.

     (e) Deferred Mortgage Costs

         Costsincurred in obtaining mortgage financing are deferred and
            amortized using the straight-line method over the life of the
            respective mortgages.

     (f) Unconsolidated Joint Ventures

         The Partnership's investment in Research Triangle Industrial Park West
            Associates Joint Venture and Research Triangle Land Joint Venture
            are unconsolidated joint ventures which are accounted for on the
            equity method. These joint ventures are not consolidated in the
            Partnership's financial statements because the Partnership is not
            the majority owner.

     (g) Minority Interest in Consolidated Joint Venture

         The minority interest in a consolidated joint venture formed to operate
            Foxhunt Apartments is stated at the amount of capital contributed by
            the minority investor adjusted for its share of joint venture losses
            and distributions.

     (h) Rental Income

         Rental income is recognized as earned according to the terms of the
            leases. Leases for residential properties are generally for periods
            of one year or less, payable monthly. Commercial leases are
            generally for periods of one to five years. Delinquent residential
            property rent is not recorded.
                                       F-8
<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(2)  Summary of Significant Accounting Policies, Continued

     (i) Per Unit Data

         Per limited partnership unit is based on the weighted average number of
            limited partnership units outstanding for the year.

     (j) Fair Value of Financial Instruments

         The fair value of the Partnership's financial instruments approximated
            their carrying values at December 31, 2001.

     (k) Income Allocation and Distributable Cash Flow

         The partnership agreement provides that income not arising from sale
            and refinancing activities and all partnership losses are to be
            allocated 97% to the Limited Partners and 3% to the General
            Partners. Partnership income arising from sale or refinancing
            activities is allocated in the same proportion as distributions of
            distributable cash from sale proceeds. In the event there is no
            distributable cash from sale proceeds, taxable income will be
            allocated 87% to the Limited Partners and 13% to the General
            Partners. The above is subject to tax laws that were applicable at
            the time of the formation of the Partnership and may be adjusted due
            to subsequent changes in the Internal Revenue Code.

         The partnership agreement also provides for the distribution to the
            partners of net cash flow from operations. In connection with the
            pending sale of the Partnership's properties (note 8), it is
            anticipated that there will be no future distributions of net cash
            flow from operations. Sale or refinancing proceeds are distributed
            to the extent available, 100% to the Limited Partners until there
            has been a return of the Limited Partner's capital contribution plus
            an amount sufficient to provide a 7%, not compounded, return on
            their adjusted capital contributions for all years following the
            termination of the offering of the units. It is anticipated that
            there will not be sufficient cash flow from the sale of the
            Partnership's remaining properties to provide this return to the
            Limited Partners. There were no distributions to partners made in
            2001, 2000 or 1999.

     (l) Income Taxes

         No income taxes are included in the consolidated financial statements
            since the taxable income or loss of the Partnership is reportable by
            the partners on their income tax returns. At December 31, 2001, net
            assets for financial reporting purposes were $555,000 more than the
            tax bases of the net assets.

     (m) Segment Information

         The Partnership's operating segments all involve the ownership and
            operation of income-producing real property and are aggregated into
            one reporting segment.

     (n) Recent Pronouncements

         In June 2001, the FASB issued SFAS No. 141, "Business Combinations,"
            and SFAS No. 142, "Goodwill and Other Intangible Assets." Under
            these new standards, all acquisitions subsequent to June 30, 2001
                                       F-9
<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(2)  Summary of Significant Accounting Policies, Continued

     (n) Recent Pronouncements, Continued

            must be accounted for under the purchase method of accounting and
            purchased goodwill is no longer amortized over its useful life.
            Rather, goodwill will be subject to a periodic impairment test based
            upon its fair value.

         In August 2001, the FASB issued SFAS No. 143, "Accounting for Asset
            Retirement Obligations" ("SFAS 143"). SFAS 143 establishes
            accounting standards for recognition and measurement of a liability
            for the costs of asset retirement obligations. Under SFAS 143, the
            costs of retiring an asset will be recorded as a liability when the
            retirement obligation arises, and will be amortized to expense over
            the life of the asset.

         In October 2001, the FASB issued SFAS No. 144, "Accounting for the
            Impairment or Disposal of Long-Lived Assets" ("SFAS 144"). SFAS 144
            addresses financial accounting and reporting for the impairment or
            disposal of long-lived assets and discontinued operations.

         The Partnership is currently evaluating the impact of these
            pronouncements to determine the effect, if any, they may have on the
            consolidated financial position and results of operations. The
            Partnership is required to adopt each of these standards in the
            first quarter of 2002.

(3)  Disposal of Rental Property

     Since 1992, Partnership has held an 88.5% interest in a consolidated joint
        venture, Realmark/Foxhunt Limited Partnership ("Foxhunt"). The
        Partnership acquired its interest by transferring to Foxhunt beneficial
        title to an apartment complex property in Ohio. The 11.5% minority
        interest in Foxhunt was owned by Realmark Property Investors Limited
        Partnership VI-B, a publicly held entity affiliated with the Partnership
        through common general partners. Effective January 1, 1999, the
        Partnership entered into a plan to dispose of the property of Foxhunt
        Apartments. On March 1, 2001, the property was sold to an unaffiliated
        entity, for $7,600,000. After satisfaction of the $5,942,000 mortgage
        loan on the property and payment of closing costs, the proceeds
        available to the venturers were approximately $1.1 million.

     During the first three months of 1999 (through March 31, 1999), management
        continued its plans to sell the assets of Northwind Office Park.
        Effective April 1, 1999, management discontinued its plans to sell the
        property. In 2001, the Partnership resumed its plans to sell the
        property. The carrying value of the assets of Northwind Office Park was
        $2,170,349 at December 31, 2001, and the property generated net income
        of $125,935 during the year then ended.

     Depreciation expense, not recorded during the disposal periods on Foxhunt
        Apartments and Northwind Office Park amounted to $215,000, $212,000 and
        $124,000, for the years ended December 31, 2001, 2000 and 1999,
        respectively.
                                      F-10
<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(4)  Investments in Joint Ventures

     (a) Unconsolidated Joint Ventures

         The Partnership has a 50% interest in a joint venture with Realmark
            Property Investors Limited Partnership-VIA (RPILP-VIA), an entity
            affiliated through common general partners. The venture owns and
            operates the Research Triangle Industrial Park West, an
            office/warehouse facility located in Research Triangle Park, North
            Carolina. The joint venture agreement provides that any income,
            loss, gain, cash flow, or sale proceeds be allocated 50% to the
            Partnership and 50% to RPILP-VIA.

              Summary financial information of the Venture follows:

                            Balance Sheet Information
                            -------------------------
<TABLE>
<CAPTION>
                                                                            December 31
                                                                            -----------
                           Assets                                       2001            2000
                           ------                                    -----------    -----------
<S>                                                                  <C>              <C>
Property, net of accumulated depreciation                            $ 1,473,368      1,473,368
Cash and equivalents                                                      55,158         19,187
Escrow deposits                                                          876,539        779,012
Other assets                                                             252,727        332,959
                                                                     -----------    -----------

                           Total assets                              $ 2,657,792      2,604,526
                                                                     ===========    ===========


         Liabilities and Partners' Deficit
         ---------------------------------

Liabilities:
     Mortgage loan payable                                             5,254,865      5,340,629
     Accounts payable and accrued expenses                               134,234         60,016
                                                                     -----------    -----------

                           Total liabilities                           5,389,099      5,400,645
                                                                     -----------    -----------

Partners' deficit:
     The Partnership                                                  (1,266,238)    (1,298,644)
     RPILP - VI A                                                     (1,465,069)    (1,497,475)
                                                                     -----------    -----------

                           Total partners' deficit                    (2,731,307)    (2,796,119)
                                                                     -----------    -----------

                           Total liabilities and partners' deficit   $ 2,657,792      2,604,526
                                                                     ===========    ===========
</TABLE>
                                      F-11
<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(4)  Investments in Joint Ventures, Continued

     (a) Unconsolidated Joint Ventures, Continued
<TABLE>
<CAPTION>
                              Operating Information
                              ---------------------

                                                                     Years ended December 31,
                                                                     ------------------------
                                                                2001           2000           1999
                                                                ----           ----           ----
<S>                                                          <C>              <C>            <C>
Income:
     Rental                                                  $   899,322      1,026,251      1,009,978
     Other                                                        11,812         13,456         11,823
                                                             -----------    -----------    -----------

                           Total income                          911,134      1,039,707      1,021,801
                                                             -----------    -----------    -----------
Expenses:
     Property operations                                         127,047        133,400        135,252
     Interest                                                    442,817        450,766        455,838
     Depreciation                                                     --        100,518        103,480
     Administrative:
         Affiliated parties                                       47,449         67,413         63,230
         Other                                                    20,009         10,992          8,655
                                                             -----------    -----------    -----------

                           Total expenses                        637,322        763,089        766,455
                                                             -----------    -----------    -----------

                           Net income                        $   273,812        276,618        255,346
                                                             ===========    ===========    ===========

Allocation of net income:
     The Partnership                                             136,906        138,309        127,673
     RPILP - VI A                                                136,906        138,309        127,673
                                                             -----------    -----------    -----------

                           Total                             $   273,812        276,618        255,346
                                                             ===========    ===========    ===========
</TABLE>
     A reconciliation of the Partnership's investment in Research Triangle
        Industrial Park Joint Venture is as follows:
<TABLE>
<CAPTION>
                                                                2001           2000           1999
                                                                ----           ----           ----
<S>                                                          <C>             <C>            <C>
Losses in excess of investment at
    beginning of year                                        $(1,298,644)    (1,301,953)    (1,099,626)
Allocated net income                                             136,906        138,309        127,673
Distribution from joint venture                                 (104,500)      (135,000)      (330,000)
                                                             -----------    -----------    -----------
Losses in excess of investment at
    end of year                                              $(1,266,238)    (1,298,644)    (1,301,953)
                                                             ===========    ===========    ===========
</TABLE>
                                      F-12


<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements


(4)  Investments in Joint Ventures, Continued

     (a) Unconsolidated Joint Ventures

         In 1992, the Partnership entered into an agreement with the Adaron
            Group to form the Research Triangle Land Joint Venture. The primary
            purpose of this joint venture is to develop the undeveloped land on
            the site of Research Triangle Industrial Park West. This land was
            placed into the Land Joint Venture by Research Triangle Industrial
            Park West. The ownership of the joint venture is 50% attributable to
            Adaron Group and 50% to the Partnership. The value allocated to the
            land in this joint venture upon acquisition was $412,500. In 2001, a
            portion of the land was sold for a gain of $180,199. The
            Partnership's remaining interest at December 31, 2001 is $122,695.

     (b) Minority Interest in Consolidated Joint Venture

         A reconciliation of the minority interest share in the Foxhunt Joint
            Venture is as follows:
<TABLE>
<CAPTION>
<S>           <C>                                                                 <C>
              Balance at December 31, 1998                                        $    267,383

              Distributions                                                           (111,713)
              Allocated loss                                                           (54,127)
                                                                                  ------------

              Balance at December 31, 1999                                             101,543

              Distributions                                                             (3,450)
              Allocated income                                                           3,469
                                                                                  ------------

              Balance at December 31, 2000                                             101,562

              Distributions                                                           (646,577)
              Allocated income                                                         545,015
                                                                                  ------------

              Balance at December 31, 2001                                        $         --
                                                                                  ============
</TABLE>
(5)  Mortgage Loans Payable

     Mortgage loans payable are as follows:
<TABLE>
<CAPTION>
                                                                      Total                    Balance
                                         Interest                    monthly                 December 31,
           Property collateral             rate     Maturity         payment           2001               2000
           -------------------             ----     --------         -------           ----               ----
<S>      <C>                               <C>         <C>           <C>          <C>                    <C>
         Northwind Office Park             9.75%       2002          $ 12,305     $    116,112           245,516
         Northwind Office Park             9.00%      Demand            4,779          121,522           165,878
         Foxhunt Apartments                8.05%        --             44,235               --         5,950,373
                                                                     ========     ------------         ---------

                                                                                  $    237,634         6,361,767
                                                                                  ============         =========
</TABLE>
                                      F-13


<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(6)  Related Party Transactions

     The Corporate General Partner and its affiliates earn fees, principally for
         property and partnership management and are reimbursed for services
         rendered to the Partnership, as provided for in the partnership
         agreement. A summary of those items follows:
<TABLE>
<CAPTION>
                                                                         2001              2000              1999
                                                                         ----              ----              ----
<S>      <C>                                                           <C>                <C>               <C>
         Property management fees based on a percent-
            age (generally 5%) of the rental income                    $  82,191          111,513           100,939

         Reimbursement for cost of services to the
            Partnership that include investor relations,
            marketing of properties, supplies, professional
            fees, communications, accounting, printing,
            postage and other items                                       86,263           94,449            64,924
                                                                       ---------         --------          --------

                                                                       $ 168,454          205,962           165,863
                                                                       =========         ========          ========
</TABLE>
     In addition to the above, other property specific expenses such as
         payroll, benefits, etc. are charged to property operations on the
         Partnership's consolidated statements of operations. Receivables from
         affiliated parties are payable on demand and bear interest at 11%.

     Loan placement fees are paid or accrued to an affiliate of the General
         Partners. The fee is calculated at 1% of the mortgage loan amounts.
         These fees totaled $60,000 for the year ended December 31, 1999. No
         such fees were paid during the years ended December 31, 2001 and 2000.

     Property Disposition Fee

     According to the terms of the partnership agreement, the General Partners
         are also allowed to collect a property disposition fee upon sale of
         acquired properties. This fee is not to exceed the lesser of 50% of
         amounts customarily charged in arm's-length transactions by others
         rendering similar services for comparable properties or 3% of the sales
         price. The property disposition fee is subordinate to payments to the
         Limited Partners of a cumulative annual return (not compounded) equal
         to 7% of their average adjusted capital balances and to repayment to
         the Limited Partners of an amount equal to their original capital
         contributions. Since these conditions described above have not been
         met, no disposition fees have been paid or accrued on properties sold
         in prior years.

                                      F-14

<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(7)  Leases

     All residential property rental agreements are for a duration of one year
         or less. In connection with the operation of Northwind, a commercial
         property, the Partnership has entered into numerous operating leases
         with terms from 1 to 5 years. Future rentals to be received on
         noncancelable operating leases with terms of more than one year are as
         follows:

                           2002                                    $    633,243
                           2003                                         322,739
                           2004                                         207,384
                           2005                                         158,164
                           2006                                          77,461
                                                                   ============

(8)  Settlement of Lawsuit

     As previously reported, the Partnership, as a nominal defendant, the
         General Partners of the Partnership and of affiliated public
         Partnerships (the "Realmark Partnerships") and the officers and
         directors of the Corporate General Partner, as defendants, had been
         involved in a class action litigation at the state court level
         regarding the payment of fees and other management issues.

     On August 29, 2001, the parties entered into a Stipulation of Settlement
         (the "Settlement"). On October 4, 2001, the Court issued an "Order
         Preliminary Approving Settlement' (the "Hearing Order") and on November
         29, 2001, the court issued an "Order and Final Judgment Approving
         Settlement and Awarding Fees and Expenses" and dismissing the
         complaints with prejudice. The Settlement provided, among other things,
         that all of the Realmark Partnerships' properties be disposed of. The
         General Partners will continue to have primary authority to dispose of
         Partnerships' properties. If either (i) the General Partners have not
         sold or contracted to sell 50% of the Partnerships' properties (by
         value) by April 2, 2002 or (ii) the General Partners have not sold or
         contracted to sell 100% of the Partnerships' properties by September
         29, 2002, then the primary authority to dispose of the Partnerships'
         properties will pass to a sales agent designated by plaintiffs' counsel
         and approved by the Court. As of April 2, 2002, the General Partners
         have contracted to sell more than 50% of the Partnerships' properties
         (by value).

     The settlement also provided for the payment by the Partnerships of fees to
         the plaintiffs' attorneys. These payments, which are not calculable at
         this time but may be significant, are payable out of the proceeds from
         the sale of all of the properties owned by all of the Realmark
         Partnerships, following the sale of the last of these properties in
         each partnership. Plaintiffs' counsel will receive 15% of the amount by
         which the sales proceeds distributable to limited partners in each
         partnership exceeds the value of the limited partnership units in each
         partnership (based on the weighted average of the units' trading prices
         on the secondary market as reported by Partnership Spectrum for the
         period May through June 2001). In no event may the increase on which
         the fees are calculated exceed 100% of the market value of the units as
         calculated above.

                                      F-15
<PAGE>
              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                   Notes to Consolidated Financial Statements

(9)  Subsequent Event

     On March 22, 2002, the Partnership entered into a $4,250,000 sale
         agreement with an unaffiliated entity, for the sale of Northwind Office
         Park. This sale, if closed, will result in a gain of approximately
         1,930,000 to the Partnership.






                                      F-16


<PAGE>
<TABLE>
<CAPTION>
                                                                                                              Schedule III
                                                                                                              ------------
                                   REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                                     AND SUBSIDIARY
                                           Real Estate and Accumulated Depreciation
                                                    December 31, 2001








                                                                                  Gross amounts at which
                                 Initial Cost to         Cost                    Carried at Close of Period
                                   Partnership       capitalized                --------------------------
  Property                       ---------------    subsequent to                      Buildings and            Accumulated
Description      Encumbrances   Land     Buildings   acquisition  Retirements  Land     improvements    Total   depreciation
-----------      ------------   ----     ---------   -----------  -----------  ----     ------------    -----   ------------
<S>               <C>          <C>        <C>          <C>        <C>         <C>        <C>          <C>        <C>
Northwind
Office Park
E. Lansing, Ml    $  237,634   460,515    3,415,895    817,526           --   460,515    4,233,421    4,693,936  2,530,690
                  ========== =========    =========   ========     ========   =======    =========    =========  =========
Research
Triangle JV
Raleigh, NC        5,254,865   750,612    4,920,738      9,329     (412,500)  338,112    4,930,067    5,268,179  3,794,811

Research Triangle
Land JV
Raleigh, NC               --   412,500           --     20,484     (194,842)  238,142           --      238,142         --
                  ---------- ---------    ---------   --------     ---------  -------    ---------    ---------  ---------

                  $5,254,865 1,163,112    4,920,738     29,813     (607,342)  576,254    4,930,067    5,506,321  3,794,811
                  ========== =========    =========   ========     ========   =======    =========    =========  =========
</TABLE>
(RESTUBBED TABLE)
<TABLE>
<CAPTION>

                                                      Life
                                                    on which
                                                  depreciation
                                                    in latest
                               Date               statement of
                                of         Date    operations
                           construction  acquired  is computed
                           ------------  --------  -----------
<S>                         <C>           <C>      <C>
Northwind
Office Park
E. Lansing, Ml                 1973       12/83           -- *
                               ====       =====          ===
Research
Triangle JV
Raleigh, NC                    1983       12/83           -- *

Research Triangle
Land JV
Raleigh, NC                      --        8/92           --
                               ----       -----          ---
</TABLE>

*In accordance with Statement of Financial Accounting Standards No. 121, no
depreciation was recorded during the disposal period, January 1, 2001 through
December 31, 2001.

                                      F-17


<PAGE>
<TABLE>
<CAPTION>

                                                                                                              Schedule III, Cont.
                                                                                                              -------------------

              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP - II
                                 AND SUBSIDIARY
                    Real Estate and Accumulated Depreciation
                        December 31, 2001, 2000 and 1999

(1)  Cost for Federal income tax purposes is $4,693,936.

(2)  A reconciliation of the carrying amount of land and buildings as of
     December 31, 2001, 2000 and 1999 follows:

                                                                                   Partnership Properties
                                                                                   ----------------------
                                                                         2001             2000              1999
                                                                         ----             ----              ----
<S>                                                                  <C>               <C>                <C>
     Balance at beginning of year                                    $10,128,864       10,009,100         9,857,401
     Additions                                                            78,200          119,764           151,699
     Dispositions (5)                                                 (5,513,128)              --                --
                                                                     -----------       ----------        ----------
     Balance at end of year                                          $ 4,693,936       10,128,864        10,009,100
                                                                     ===========       ==========        ==========
</TABLE>
<TABLE>
<CAPTION>
                                                                                   Joint Venture Properties
                                                                                   ------------------------
                                                                         2001             2000              1999
                                                                         ----             ----              ----
<S>                                                                  <C>                <C>               <C>
     Balance at beginning of year                                    $ 5,701,163        5,701,163         5,701,163
     Dispositions (6)                                                   (194,842)              --                --
                                                                     -----------        ---------        ----------
     Balance at end of year                                          $ 5,506,321        5,701,163         5,701,163
                                                                     ===========        =========        ==========
</TABLE>
(3)  A reconciliation of accumulated depreciation for buildings and
     improvements for the years ended December 31, 2001, 2000 and 1999 follows:
<TABLE>
<CAPTION>
                                                                                   Partnership Properties
                                                                                   ----------------------
                                                                         2001             2000              1999
                                                                         ----             ----              ----
<S>                                                                  <C>                <C>               <C>
     Balance at beginning of year                                    $ 5,613,710        5,437,852         5,180,777
     Dispositions (5)                                                 (3,083,020)              --                --
     Depreciation expense                                                     --          175,858           212,562
                                                                     -----------       ----------        ----------
     Balance at end of year (4)                                      $ 2,530,690        5,613,710         5,393,339
                                                                     ===========       ==========        ==========
</TABLE>
<TABLE>
<CAPTION>
                                                                                   Joint Venture Properties
                                                                                   ------------------------
                                                                         2001             2000              1999
                                                                         ----             ----              ----
<S>                                                                  <C>                <C>               <C>
     Balance at beginning of year                                    $ 3,794,811        3,694,293         3,590,813
     Depreciation expense                                                     --          100,518           103,480
                                                                     -----------       ----------        ----------
     Balance at end of year (4)                                      $ 3,794,811        3,794,811         3,694,293
                                                                     ===========       ==========        ==========
</TABLE>
(4)  Balance applies entirely to buildings and improvements.
(5)  Sale of Foxhunt Apartments in 2001.
(6)  Sale of portion of Research Triangle land in 2001.

                                      F-18