FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                Quarterly Report Pursuant to Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934

For the Quarter Ended                                Commission File Number
June 30, 1999                                               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) 636-0280


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-Q or any
amendment to this Form 10-Q. (X)

As of June 30, 1999, the issuer had 10,000 units of limited partnership interest
outstanding.


<PAGE>
<TABLE>
<CAPTION>
               REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
               --------------------------------------------------

                                      INDEX
                                      -----
                                                                                     PAGE NO.
                                                                                     --------
<S>                                                                                     <C>
PART I:  FINANCIAL INFORMATION
------------------------------

                  Balance Sheets -
                           June 30, 1999 and December 31, 1998                          3

                  Statements of Operations -
                           Three Months Ended June 30, 1999 and 1998                    4

                  Statements of Operations -
                           Six Months Ended June 30, 1999 and 1998                      5

                  Statements of Cash Flows -
                           Six Months Ended June 30, 1999 and 1998                      6

                  Statements of Partners' (Deficit) -
                           Six Months Ended June 30, 1999 and 1998                      7

                  Notes to Financial Statements                                       8 - 20


PART II: MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS                               21 - 24
         ---------------------------------------------



PART III:         FINANCIAL DATA SCHEDULE


</TABLE>

                                       -2-

<PAGE>
<TABLE>
<CAPTION>

                                REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
                                --------------------------------------------------
                                                  BALANCE SHEETS
                                                  --------------
                                       June 30, 1999 and December 31, 1998
                                       -----------------------------------
                                                   (Unaudited)

                                                                      June 30,                December 31,
                                                                        1999                      1998
                                                                        ----                      ----
<S>                                                                      <C>                       <C>
ASSETS
------

Property, at cost:
     Land                                                                $ 848,015                 $ 848,015
     Buildings and improvements                                          9,019,133                 9,009,386
     Furniture and fixtures                                                439,647                   439,647
                                                                  -----------------         -----------------
                                                                        10,306,795                10,297,048
     Less accumulated depreciation                                       5,833,532                 5,607,242
                                                                  -----------------         -----------------
          Property, net                                                  4,473,263                 4,689,806

Cash                                                                        15,202                   498,376
Escrow deposits                                                            350,457                   375,833
Accounts receivable, net of allowance for doubtful
     accounts of $124,275 and $95,898, respectively                          8,403                     9,591
Accounts receivable - affiliates                                           103,184                    78,416
Mortgage costs, net of accumulated
     amortization of $187,572 and $92,078                                   33,416                   128,910
Leasing commissions, net of accumulated amortization
     of $6,669 and $5,117                                                      630                         -
Other assets                                                                42,145                     1,409
                                                                  -----------------         -----------------

           Total Assets                                                $ 5,026,699               $ 5,782,341
                                                                  =================         =================


LIABILITIES AND PARTNERS' (DEFICIT)
----------------------------------

Liabilities:
     Mortgages payable                                                 $ 6,639,976               $ 6,710,685
     Accounts payable and accrued expenses                                 519,883                   593,911
     Accrued interest                                                        9,188                         -
     Security deposits and prepaid rents                                   127,839                   142,255
                                                                  -----------------         -----------------
           Total Liabilities                                             7,296,886                 7,446,851
                                                                  -----------------         -----------------

Losses of unconsolidated joint ventures
     in excess of investment                                               829,181                   883,135
                                                                  -----------------         -----------------

Minority interest in consolidated
     joint venture                                                         (37,052)                  267,384
                                                                  -----------------         -----------------

Partners' (Deficit):
     General partners                                                     (252,625)                 (245,206)
     Limited partners                                                   (2,809,691)               (2,569,823)
                                                                  -----------------         -----------------
          Total Partners' (Deficit)                                     (3,062,316)               (2,815,029)
                                                                  -----------------         -----------------

          Total Liabilities and Partners' (Deficit)                    $ 5,026,699               $ 5,782,341
                                                                  =================         =================
</TABLE>

                        See notes to financial statements

                                       -3-

<PAGE>
<TABLE>
<CAPTION>

                                         REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
                                         --------------------------------------------------
                                                      STATEMENTS OF OPERATIONS
                                                      ------------------------
                                             Three Months Ended June 30, 1999 and 1998
                                             -----------------------------------------
                                                            (Unaudited)

                                                                           Three Months                 Three Months
                                                                              Ended                         Ended
                                                                             June 30,                     June 30,
                                                                               1999                         1998
                                                                               ----                         ----
<S>                                                                            <C>                          <C>
Income:
     Rental                                                                    $ 496,884                    $ 474,933
     Interest and other income                                                    24,347                       37,886
                                                                          ---------------               --------------
     Total income                                                                521,231                      512,819
                                                                          ---------------               --------------

Expenses:
     Property operations                                                         252,256                      280,291
     Interest                                                                    142,231                      129,928
     Depreciation and amortization                                               161,283                      115,634
     Administrative:
          To affiliates                                                           70,466                       41,132
          Other                                                                   55,050                       87,668
                                                                          ---------------               --------------
     Total expenses                                                              681,286                      654,653
                                                                          ---------------               --------------

Loss before allocated loss from joint venture
     and loss allocated to minority interest                                    (160,055)                    (141,834)

Allocated income from joint venture                                               37,723                       35,091

Loss allocated to minority interest                                               41,041                      151,874
                                                                          ---------------               --------------

Net (loss) income                                                              $ (81,291)                    $ 45,131
                                                                          ===============               ==============

(Loss) income per limited partnership unit                                     $   (7.89)                    $   4.38
                                                                          ===============               ==============

Distributions per limited partnership unit                                     $       -                     $      -
                                                                          ===============               ==============

Weighted average number of
     limited partnership units
     outstanding                                                                  10,000                       10,000
                                                                          ===============               ==============
</TABLE>

                        See notes to financial statements

                                       -4-

<PAGE>
<TABLE>
<CAPTION>
                                REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
                                --------------------------------------------------
                                             STATEMENTS OF OPERATIONS
                                             ------------------------
                                     Six Months Ended June 30, 1999 and 1998
                                     ---------------------------------------
                                                   (Unaudited)

                                                                     Six Months                Six Months
                                                                       Ended                     Ended
                                                                      June 30,                  June 30,
                                                                        1999                      1998
                                                                        ----                      ----
<S>                                                                      <C>                       <C>
Income:
     Rental                                                              $ 956,612                 $ 951,400
     Interest and other income                                              49,165                    60,166
                                                                  -----------------         -----------------
     Total income                                                        1,005,777                 1,011,566
                                                                  -----------------         -----------------

Expenses:
     Property operations                                                   720,658                   624,616
     Interest                                                              289,645                   251,132
     Depreciation and amortization                                         322,565                   231,268
     Administrative:
          To affiliates                                                    122,597                    84,829
          Other                                                            155,989                   157,097
                                                                  -----------------         -----------------
     Total expenses                                                      1,611,454                 1,348,942
                                                                  -----------------         -----------------

Loss before allocated income from joint venture
     and loss allocated to minority interest                              (605,677)                 (337,376)

Allocated income from joint venture                                         53,954                    82,556

Loss allocated to minority interest                                        304,436                   160,481
                                                                  -----------------         -----------------

Net loss                                                                $ (247,287)                $ (94,339)
                                                                  =================         =================

Loss per limited partnership unit                                       $   (23.99)                $   (9.15)
                                                                  =================         =================

Distributions per limited partnership unit                              $        -                 $       -
                                                                  =================         =================

Weighted average number of
     limited partnership units
     outstanding                                                            10,000                    10,000
                                                                  =================         =================
</TABLE>

                        See notes to financial statements

                                       -5-

<PAGE>
<TABLE>
<CAPTION>

                              REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
                              --------------------------------------------------
                                             STATEMENTS OF CASH FLOWS
                                             ------------------------
                                     Six Months Ended June 30, 1999 and 1998
                                     ---------------------------------------
                                                   (Unaudited)

                                                                     Six Months                Six Months
                                                                       Ended                     Ended
                                                                      June 30,                  June 30,
                                                                        1999                      1998
                                                                        ----                      ----
<S>                                                                     <C>                        <C>
Cash flow from operating activities:
     Net loss                                                           $ (247,287)                $ (94,339)

Adjustments to reconcile net loss to net cash used
     in operating activities:
     Depreciation and amortization                                         322,565                   231,268
     Income from joint venture                                             (53,954)                  (82,556)
     Minority interest share of net loss                                  (304,436)                 (160,481)
Changes in operating assets and liabilities:
     Cash - security deposits                                                    -                      (438)
     Escrow deposits                                                        25,376                  (106,351)
     Accounts receivable                                                     1,188                    (4,419)
     Leasing commissions                                                    (1,410)                        -
     Other assets                                                          (40,736)                   15,358
     Accounts payable and accrued expenses                                 (74,028)                  156,393
     Accrued interest                                                        9,188                    18,660
     Security deposits                                                     (14,416)                   26,894
                                                                  -----------------         -----------------
Net cash used in operating activities                                     (377,950)                      (11)
                                                                  -----------------         -----------------

Cash flow from investing activities:
     Accounts receivable - affiliates                                      (24,768)                        -
     Capital expenditures                                                   (9,747)                        -
     Distributions from joint venture                                            -                   250,000
                                                                  -----------------         -----------------
Net cash (used in) provided by investing activities                        (34,515)                  250,000
                                                                  -----------------         -----------------

Cash flows from financing activities:
     Cash overdraft                                                              -                  (151,190)
     Accounts payable - affiliates                                               -                   (48,399)
     Principal payments on mortgages and notes                             (70,709)                  (47,120)
     Mortgage costs                                                              -                    (3,082)
                                                                  -----------------         -----------------
Net cash used in financing activities                                      (70,709)                 (249,791)
                                                                  -----------------         -----------------

(Decrease) increase in cash                                               (483,174)                      198

Cash - beginning of period                                                 498,376                         -
                                                                  -----------------         -----------------

Cash - end of period                                                      $ 15,202                     $ 198
                                                                  =================         =================


Supplemental Disclosure of Cash Flow Information:
     Cash paid for interest                                              $ 280,457                 $ 232,472
                                                                  =================         =================
</TABLE>

                        See notes to financial statements

                                       -6-

<PAGE>
<TABLE>
<CAPTION>
                                    REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
                                    --------------------------------------------------
                                             STATEMENTS OF PARTNERS' (DEFICIT)
                                             ---------------------------------
                                          Six Months Ended June 30, 1999 and 1998
                                          ---------------------------------------
                                                        (Unaudited)


                                                                General                        Limited Partners
                                                                Partners
                                                                 Amount                 Units                  Amount
                                                                 ------                 -----                  ------
<S>                                                               <C>                      <C>                 <C>
Balance, January 1, 1998                                          $ (215,242)              10,000              $ (1,600,980)

Net loss                                                              (2,830)                   -                   (91,509)
                                                            -----------------       --------------        ------------------

Balance, June 30, 1998                                            $ (218,072)              10,000              $ (1,692,489)
                                                            =================       ==============        ==================




Balance, January 1, 1999                                          $ (245,206)              10,000              $ (2,569,823)

Net income                                                            (7,419)                   -                  (239,868)
                                                            -----------------       --------------        ------------------

Balance, June 30, 1999                                            $ (252,625)              10,000              $ (2,809,691)
                                                            =================       ==============        ==================
</TABLE>

                        See notes to financial statements

                                       -7-


<PAGE>

               REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
               --------------------------------------------------
                          NOTES TO FINANCIAL STATEMENTS
                          -----------------------------
                     Six Months Ended June 30, 1999 and 1998
                     ---------------------------------------
                                   (Unaudited)


1.      GENERAL PARTNER'S DISCLOSURE
        ----------------------------

        In the opinion of the General Partners of Realmark Property Investors
        Limited Partnership II, all adjustments necessary for the fair
        presentation of the Partnership's financial position, results of
        operations, and changes in cash flows for the six months ended June 30,
        1999 and 1998 have been made in the financial statements. The financial
        statements are unaudited and subject to any year-end adjustments which
        may be necessary.


2.      FORMATION AND OPERATION OF PARTNERSHIP
        --------------------------------------

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

        In September 1982, the Partnership commenced the public offering of
        units of limited partnership interest. Other than matters relating to
        organization, it had no business activities and, accordingly, had not
        incurred any expenses or earned any income until the first interim
        closing (minimum closing) of the offering which occurred January 31,
        1983. All items of income and expense arose subsequent to this date. On
        August 31, 1983, the offering was concluded, at which time 10,000 units
        of limited partnership interest were outstanding. The General Partners
        are Realmark Properties, Inc., a Delaware corporation, the corporate
        General Partner, and Mr. Joseph M. Jayson, the individual General
        Partner. Joseph M. Jayson is the sole shareholder of J.M. Jayson &
        Company, Inc. (JMJ) and Realmark Properties, Inc. is a wholly-owned
        subsidiary of J.M. Jayson & Company, Inc.

        Under the Partnership agreement, the General Partners and affiliates can
        receive compensation for services rendered and reimbursement for
        expenses incurred on behalf of the Partnership.

                                       -8-
<PAGE>

        FORMATION AND OPERATION OF PARTNERSHIP (CONTINUED)
        --------------------------------------------------

        Net income or loss arising from the sale or refinancing shall be
        distributed first to the limited partners in an amount equivalent to a
        7% return on the average of their adjusted capital contributions, then
        in an amount equal to their capital contributions, then an amount equal
        to an additional 5% of the average of their adjusted capital
        contributions after the general partners receive a disposition fee, then
        to all partners in an amount equal to their respective positive capital
        balances, and finally, in the ratio of 86% to the limited partners and
        14% to the general partners.

        Partnership income or loss not arising from sale or refinancing shall be
        allocated 97% to the limited partners and 3% to the general partners.


3.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
        ------------------------------------------

        Use of estimates
        ----------------

        The preparation of financial statements in conformity with generally
        accepted accounting principles requires management to make estimates and
        assumptions that affect the reported amounts of assets and liabilities
        and disclosure of contingent assets and liabilities at the date of the
        financial statements and the reported amounts of revenues and expenses
        during the reporting period. Actual results could differ from those
        estimates.

        Cash
        ----

        For purposes of reporting cash flows, cash includes the following items:
        cash on hand; cash in checking; and money market savings.

        Investment in 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. This joint venture is not consolidated in the Partnership's
        financial statements because the Partnership is not the majority owner.


                                       -9-


<PAGE>

        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
        ------------------------------------------------------

        Property and depreciation
        -------------------------

        Depreciation is provided using the straight-line method over the
        estimated useful lives of the respective assets. Expenditures for
        maintenance and repairs are expensed as incurred, and major renewals and
        betterments are capitalized. The Accelerated Cost Recovery System are
        used to calculate depreciation expense for tax purposes.

        Minority interest in consolidated joint venture
        -----------------------------------------------

        The minority interest in a consolidated joint venture is stated at the
        amount of capital contributed by the minority investor adjusted for its
        share of joint venture losses.

        Rental income
        -------------

        Rental income is recognized on the straight line method over the terms
        of the leases. The outstanding leases with respect to rental properties
        owned are for terms of no more than one year for residential properties
        and five years for commercial buildings.

        Escrow deposits
        ---------------

        Escrow deposits represent cash which is restricted for the payment of
        property taxes or for repairs and replacements in accordance with the
        mortgage agreement.

        Mortgage costs
        --------------

        Mortgage costs incurred in obtaining property mortgage financing have
        been deferred and are being amortized over the terms of the respective
        mortgages.

        Comprehensive Income
        --------------------

        The Partnership has adopted Statement of Financial Accounting Standards
        (SFAS) No. 130, Reporting Comprehensive Income. SFAS 130 establishes
        standards for reporting and display of comprehensive income and its
        components in a full set of general purpose financial statements.
        Comprehensive income is defined as "the change in equity of a business
        during a period from transactions and other events and circumstances
        from non-owner sources". Other than net income (loss), the Partnership
        has no other sources of comprehensive income.


                                      -10-
<PAGE>

        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
        ------------------------------------------------------

        Segment Information
        -------------------

        SFAS No. 131, Disclosures about Segments of an Enterprise and Related
        Information establishes standards for the way public business
        enterprises report information about operating segments in annual
        financial statements. The Partnership's only operating segment is the
        ownership and operation of income- producing real property for the
        benefit of its limited partners.


4.      ACQUISITION AND DISPOSITION OF RENTAL PROPERTY
        ----------------------------------------------

        In January 1984 the Partnership acquired a 120 unit apartment complex
        (Colony of Kettering) located in Kettering, Ohio for a purchase price of
        $2,769,650, which included $197,032 in acquisition fees. The property
        was sold in December 1986 for $3,850,000 which generated a total net
        gain for financial statement purposes of $1,482,290. For income tax
        purposes, the gain is being recognized under the installment method.

        In February 1984 the Partnership acquired a 250 unit complex (Foxhunt)
        located in Dayton, Ohio for a purchase price of $5,702,520, which
        included $455,637 in acquisition fees.

        In December 1983 the Partnership acquired an office complex (Northwind)
        located in East Lansing, Michigan for a purchase of $3,876,410, which
        included $285,713 in acquisition fees. In 1984, the carrying value of
        the property was increased for additional acquisition fees of $123,950.

        Financial Accounting Standards Statement No. 121, Accounting for the
        Impairment of Long-lived Assets and for Long-lived Assets to be Disposed
        Of (the "Statement") requires that assets to be disposed of be recorded
        at the lower of carrying value or fair value, less costs to sell. The
        Statement also requires that such assets not be depreciated during the
        disposal period, as the assets will be recovered through sale rather
        than through operations. In accordance with this Statement, the
        long-lived assets of the Partnership, classified as held for sale on the
        balance sheet, are recorded at the carrying amount which is the lower of
        carrying value or fair value less costs to sell, and have not been
        depreciated during the disposal period. Depreciation expense, not
        recorded during the disposal period, for the six months ended June 30,
        1997 totaled approximately $93,000.


                                      -11-
<PAGE>

5.      INVESTMENT IN JOINT VENTURES
        ----------------------------

        In December 1983 the Partnership entered into an agreement with Adaron
        Group (Adaron) and formed Research Triangle Industrial Park West
        Associates Joint Venture (Joint Venture), the primary purpose of which
        was to construct office/warehouse buildings as income producing
        property. Under the terms of the agreement, the Partnership was to
        provide the majority of the capital required for the purchase of land
        and completion of the Joint Venture's development, while Adaron was to
        provide development supervision and management services.

        The initial phase of development, which was sold in June 1987, consisted
        of two buildings: a 101,000 square foot office/distribution building and
        a 42,000 square foot office building. The purchaser of the property was
        not affiliated with either joint venture partner. The Partnership
        received approximately $2,300,000 in proceeds from the sale, and in July
        1987 these proceeds were distributed to the limited partners.

        On August 20, 1992 Realmark Property Investors Limited Partnership VI-A
        (RPILP VI-A) purchased Adaron's Joint Venture interest, acquiring
        substantially all of the rights previously held by Adaron. Ownership of
        the Joint Venture is now divided equally between the Partnership and
        RPILP VI-A. The original Joint Venture agreement provided that the
        Partnership be allocated 95% of any income or loss incurred during phase
        I, while the most recent agreement provides for the allocation of 50% of
        any income or loss from phase II to both the Partnership and RPILP VI-A.

        Net cash flow from the Joint Venture is to be distributed as follows:

        To the Partnership until it has received a return of 8% (10.25% prior to
        September 1986) per annum on the amount of capital contributed by the
        Partnership. To the extent such return is not received from year to
        year, it will accrue and be paid from the next available cash flow; to
        the Joint Venturer up to an amount equal to that paid to the
        Partnership. No amount will be accrued in favor of the other investor;
        any remaining amounts will be distributed 60% to the Joint Venturer and
        40% to the Partnership.


                                      -12-
<PAGE>

        INVESTMENT IN JOINT VENTURES (CONTINUED)
        ---------------------------------------

        To the extent there are net proceeds from any sale or refinancing of the
        subject property, said proceeds will be paid first to the Partnership to
        the extent the 8% (10.25% prior to September 1986) per annum return on
        its invested capital is unpaid. Any additional net proceeds will be
        payable to the Partnership until it has received an amount equal to its
        capital contributions, reduced by any prior distribution of sale or
        refinancing proceeds. Thereafter, any remaining net proceeds will be
        divided 50% to the Partnership and 50% to the other Joint Venturer.

        On August 20, 1992, the Partnership entered into an agreement with
        Adaron Group to form the Research Triangle Land Joint Venture. The
        primary purpose of this joint venture is to develop land on the site of
        Research Triangle. 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 is shown at cost of
        $412,500. This joint venture had no operations and limited expenses,
        including real estate taxes and insurance expense, for the six month
        period ended June 30, 1999 or 1998.

        A summary of the combined assets, liabilities and equity of the joint
        venture as of June 30, 1999 and December 31, 1998, and the results of
        its operations for the six month periods ended June 30, 1999 and 1998
        are as follows:


                                      -13-

<PAGE>
<TABLE>
<CAPTION>
                                   RESEARCH TRIANGLE INDUSTRIAL PARK JOINT VENTURES
                                   ------------------------------------------------
                                                    BALANCE SHEETS
                                                    --------------
                                          June 30, 1999 and December 31, 1998
                                          -----------------------------------

                                                                           June 30,                     December 31,
                                                                             1999                           1998
                                                                             ----                           ----
ASSETS
------
<S>                                                                         <C>                             <C>
Cash and cash equivalents                                                   $         -                     $   688,674
Property, net of accumulated depreciation                                     1,616,689                       1,677,366
Other assets                                                                  1,010,991                         846,731
                                                                       -----------------              ------------------

                Total Assets                                                $ 2,627,680                     $ 3,212,771
                                                                       =================              ==================


LIABILITIES AND PARTNERS' (DEFICIT)
----------------------------------

Liabilities:
     Cash overdraft                                                         $    22,237                     $         -
     Notes payable                                                            5,421,374                       5,504,596
     Accounts payable and accrued expenses                                      134,242                         106,256
                                                                       -----------------              ------------------
                Total Liabilities                                             5,577,853                       5,610,852
                                                                       -----------------              ------------------

Partners' (Deficit):
     General partners                                                        (1,375,672)                     (1,099,626)
     Other investors                                                         (1,574,502)                     (1,298,455)
                                                                       -----------------              ------------------
               Total Partners' (Deficit)                                     (2,950,174)                     (2,398,081)
                                                                       -----------------              ------------------

               Total Liabilities and Partners' (Deficit)                    $ 2,627,680                     $ 3,212,771
                                                                       =================              ==================

</TABLE>
                                      -14-

<PAGE>
<TABLE>
<CAPTION>

                                   RESEARCH TRIANGLE INDUSTRIAL PARK JOINT VENTURES
                                   ------------------------------------------------
                                               STATEMENTS OF OPERATIONS
                                               ------------------------
                                        Six Months Ended June 30, 1999 and 1998
                                        ---------------------------------------

                                                                          Six Months                     Six Months
                                                                            Ended                           Ended
                                                                           June 30,                       June 30,
                                                                             1999                           1998
                                                                             ----                           ----
<S>                                                                           <C>                             <C>
Income:
     Rental                                                                   $ 493,973                       $ 542,902
     Interest and other income                                                    7,091                             407
                                                                       -----------------              ------------------
     Total income                                                               501,064                         543,309
                                                                       -----------------              ------------------

Expenses:
     Property operations                                                         70,275                          22,222
     Interest                                                                   219,532                         229,470
     Depreciation and amortization                                               68,192                          75,763
     Administrative                                                              35,157                          50,743
                                                                       -----------------              ------------------
     Total expenses                                                             393,156                         378,198
                                                                       -----------------              ------------------

Net income                                                                    $ 107,908                       $ 165,111
                                                                       =================              ==================



Allocation of net income:
     The Partnership                                                          $  53,954                       $  82,556
     RPILP II                                                                    53,954                          82,555
                                                                       -----------------              ------------------

                                                                              $ 107,908                       $ 165,111
                                                                       =================              ==================

</TABLE>

A reconciliation of the investments in Research Triangle Industrial Park Joint
Ventures:

Investment in Joint Venture at beginning of period               $ (1,099,626)
Distributions                                                        (330,000)
Allocated income                                                       53,954
                                                               ---------------

Investment in Joint Venture at end of period                     $ (1,375,672)
                                                               ===============


                                      -15-
<PAGE>

        INVESTMENT IN JOINT VENTURES (CONTINUED)
        ---------------------------------------

        On September 27, 1991 the Partnership entered into an agreement to form
        a joint venture with Realmark Property Investors Limited Partnership
        VI-A (RPILP VI-A) and Realmark Property Investors Limited Partnership
        VI-B (RPILP VI-B). The joint venture was formed for the purpose of
        operating the Foxhunt Apartment complex owned by the Partnership. Under
        the terms of the agreement, RPILP VI-A contributed $390,000 and RPILP
        VI-B $1,041,568 to buy out the promissory note on the property. The
        Partnership contributed the property net of the first mortgage.

        The original joint venture agreement provided that any income, loss,
        gain, cash flow, or sale proceeds be allocated 63.14% to the
        Partnership, 10.04% to RPILP VI-A and 26.82% to RPILP VI-B. On April 1,
        1992, utilizing proceeds from a mortgage refinancing, the Partnership
        bought out RPILP VI-A's interest and decreased RPILP VI-B's ownership
        interest to 11.5%. The net loss of the joint venture from the date of
        inception through June 30, 1999 has been allocated to the minority
        interests in accordance with the agreements and has been recorded as a
        reduction of their capital contributions.

        A reconciliation of the minority interests share in the Foxhunt Joint
        Venture is as follows:

        Balance, January 1, 1999                               $  267,384
        Allocated loss                                           (304,436)
                                                               -----------
        Balance, June 30, 1999                                 $(  37,052)
                                                               ===========


6.      MORTGAGES PAYABLE
        -----------------

        Northwind Office Park
        ---------------------

        A mortgage with a balance of $469,506 and $543,093 at June 30, 1999 and
        1998, respectively, bearing interest at 9.75%. The mortgage provides for
        annual principal and interest payments of $147,660, payable in equal
        monthly installments with the remaining balance due December 2002.

        A mortgage with a balance of $170,470 and $270,260 at June 30, 1999 and
        1998, respectively, bearing interest at 9.00%. The mortgage provides for
        annual principal and interest payments of $57,936, payable in equal
        monthly installments with the remaining balance originally due September
        1995. The Partnership has not been granted an extension and therefore
        the loan is currently callable on demand.

                                      -16-
<PAGE>

        MORTGAGES PAYABLE (CONTINUED)
        -----------------------------

        Foxhunt Apartments
        ------------------

        A mortgage with a principal balance of $6,000,000 and a two year term in
        which interest only payments are to be made at a rate equivalent to 350
        basis points over the thirty-day LIBOR rate (8.6875% at June 30, 1999).
        The loan may at any time during the two years be converted to a thirty
        year fixed mortgage. Management is currently working on refinancing this
        loan and expects to have permanent financing by September 30, 1999. An
        extension on this mortgage was granted until September 30, 1999.

        A mortgage with a balance of $4,482,579 at June 30, 1998, bearing
        interest at 9.00%. Annual principal and interest payments of $436,296
        are due in equal monthly installments until maturity in March 2027. The
        mortgage on this property was refinanced during July 1998 and as a
        result this mortgage was paid in full. No significant gain or loss on
        the refinancing occurred.

        The aggregate maturities of the mortgages for each of the next four
        years and thereafter are as follows:

                  Year                                            Amount
                  ----                                            ------

                  1999                                        $   6,345,472
                  2000                                              116,118
                  2001                                              127,959
                  2002                                              121,136
                                                              -------------

                  TOTAL                                       $   6,710,685
                                                              =============


        The mortgages and note are secured by substantially all of the
        properties of the Partnership.


7.      FAIR VALUE OF FINANCIAL INSTRUMENTS
        -----------------------------------

        Statement of Financial Accounting Standards No. 107 requires disclosure
        about fair value of certain financial instruments. The fair value of
        cash, accounts receivable, deposits held in trust, accounts payable,
        accrued expenses, accounts payable - affiliates and deposit liabilities
        approximate the carrying value due to the short-term nature of these
        instruments.


                                      -17-


<PAGE>

        FAIR VALUE OF FINANCIAL INSTRUMENTS (CONTINUED)
        -----------------------------------------------

        The fair value of the mortgages payable of Northwind, with carrying
        values of $469,506 and $170,470, cannot be determined because it is
        uncertain if comparable mortgages could be obtained in the current
        market due to the poor occupancy at Northwind. The fair value of the
        mortgage payable of Foxhunt, with a carrying value of $6,000,000, is
        believed to approximate its carrying value since a new mortgage was
        obtained in July 1998.


8.      RELATED PARTY TRANSACTIONS
        --------------------------

        Management fees for the management of Partnership properties are paid to
        an affiliate of the General Partner. The management agreement provides
        for 5% of gross monthly rental receipts of the complex to be paid as
        fees for administering the operations of the property. These fees
        totaled approximately $48,381 and $47,886 for the six months ended June
        30, 1999 and 1998, respectively.

        According to the terms of the Partnership agreement, the general
        partners are entitled to receive a Partnership management fee equal to
        7% of net cash flow (as defined in the Partnership agreement), 2% of
        which is subordinated to the limited partners having received an annual
        cash return equal to 7% of their adjusted capital contributions. No such
        fee has been paid or accrued by the Partnership for the six months ended
        June 30, 1999 and 1998.

        Accounts receivable - affiliates amounted to $103,184 at June 30, 1999.
        This balance is payable on demand.

        Accounts payable - affiliates amounted to $28,270 at June 30, 1998. This
        balance is payable on demand.

        Computer service charges for the Partnership are paid or accrued to an
        affiliate of the General Partner based, in part, upon the number of
        apartment units and complexes. Such amounts totaled approximately $2,280
        for both the six months ended June 30, 1999 and 1998, respectively.

        Partnership accounting and portfolio management fees, investor services
        fees and brokerage fees are allocated based on total assets, the number
        of partners, and number of units, respectively. In addition to the
        above, other property specific expenses, such as payroll, benefits, etc.
        are charged to property operations on the Statement of Operations.

                                      -18-
<PAGE>

        RELATED PARTY TRANSACTIONS (CONTINUED)
        --------------------------------------

        The general partners are also allowed to collect a property disposition
        fee upon the 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. Fees earned on the sale of Colony
        of Kettering and Research Phase I are approximately $115,500 and
        $315,000, respectively. These amounts will not be recorded as
        Partnership liabilities until such time as payment becomes probable.


9.      INCOME TAXES
        ------------

        No provision has been made for income taxes since the income or loss of
        the Partnership is to be included in the tax returns of the individual
        partners.

        The tax returns of the Partnership are subject to examination by federal
        and state taxing authorities. Under federal and state income tax laws,
        regulations and rulings, certain types of transactions may be accorded
        varying interpretations and, accordingly, reported Partnership amounts
        could be changed as a result of any such examination.

        The reconciliation of net loss for the six month periods ended June 30,
        1999 and 1998 as reported in the statements of operations, and as would
        be reported for tax purposes respectively, is as follows:
<TABLE>
<CAPTION>

                                                                June 30,                     June 30,
                                                                  1999                         1998
                                                                  ----                         ----
<S>                                                           <C>                         <C>
        Net loss -
             Statement of operations                          $    (247,287)              $  (  94,339)
        (Add to)  deduct from:
             Difference in depreciation                              38,900                     57,500
             Difference in amortization of
             loan discount                                                -                          -
             Allowance for doubtful accounts                         20,700                   ( 33,634)
             Other                                                ( 66,000)                   ( 62,870)
             Difference in depreciation -
             Joint Ventures                                       (  82,000)                    34,659
                                                              --------------            --------------

        Net (loss) for tax purposes                           $   ( 335,687)              $  (  98,684)
                                                              ==============            ==============

</TABLE>
                                      -19-
<PAGE>

        INCOME TAXES (CONTINUED)
        ------------------------

        The reconciliation of partner's (deficit) at June 30, 1999 and December
        31, 1998 as reported in the balance sheets, and as reported for tax
        purposes, is as follows:
<TABLE>
<CAPTION>
                                                       June 30,                 December 31,
                                                         1999                       1998
                                                         ----                       ----
<S>                                                  <C>                          <C>
        Partner's (Deficit) - balance sheet          $  (3,062,316)               $ (2,815,029)
         Add to (deduct from):
             Accumulated difference in
             depreciation                                (3,595,519)                (3,634,419)
             Accumulated amortization
             of discounts on mortgage
             payables                                     1,208,424                  1,208,424
             Syndication fees                             1,133,176                  1,133,176
             Gain on sale of property                    (  561,147)                (  561,147)
             Allowance for doubtful
               accounts                                     107,823                     87,123
             Other                                       (  426,478)                (  360,478)
             Difference in Investment
             in Joint Venture                               400,913                    482,913
                                                     ---------------            --------------

         Partner's (Deficit) - tax return            $   (4,795,124)              $ (4,459,437)
                                                     ===============            ==============

</TABLE>
                                      -20-
<PAGE>

PART II: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         -----------------------------------------------------------------------
         OF OPERATIONS
         -------------

Liquidity and Capital Resources
-------------------------------

The Partnership continued to operate with a net loss for the six month period
ended June 30, 1999. As stated in previous management discussions, management
continues to put forth great effort to increase occupancies, primarily at the
Northwind Office Complex. Management continues to aggressively market this
property in local rental guides and newspapers in search of tenants.
Management's plans for marketing the space in this office park include re-naming
the complex and installing all new signage, new carpeting and fresh coats of
paint and/or wall covering in all hallways, new lights in all hallways, all new
bathrooms and the setting up of a common conference center available for use by
all tenants. The approximate cost of all renovations is expected to be $300,000
and the work should be completed by the end of 1999 (note: the signage work is
already completed). Northwind's cash flow shortages have caused it to fall
behind by over two years in the payment of its real estate taxes. One of
Northwind's outstanding mortgages came due in September 1995, and to date
management has been unable to refinance the debt. The mortgage holder continues
to accept payments of principal and interest, although the mortgage holder is
unwilling to grant a formal extension, therefore placing the debt in technical
default. The General Partners continue to send out packages to lenders to
refinance the Northwind property at a lower interest rate than is currently
being paid, but with the low occupancy, there is no guaranty that they will be
successful.

The Partnership made no distributions during the six month periods ended June
30, 1999 or 1998, and the General Partner does not anticipate making any
distributions until the cash flow from the properties improves and necessary
capital improvements to the properties have been completed. The Partnership has
been using its cash to complete necessary capital improvements (both
capitalizable and non-capitalizable) and deferred and routine maintenance at the
properties in the Partnership.

The General Partners successfully refinanced the mortgage on Foxhunt Apartments
in July 1998. The current bridge loan calls for interest only payments for one
year and matures August 1, 1999. Management received an extension on this loan
until September 30, 1999. The General Partners believe the mortgage will have
permanent financing by that date.

                                      -21-
<PAGE>

Liquidity and Capital Resources (continued):
--------------------------------------------

The Partnership has conducted a review of its computer systems to identify the
systems that could be affected by the "year 2000 issue" and has substantially
developed an implementation plan to resolve such issues. The year 2000 issue is
the result of computer programs being written using two digits rather than four
digits to define the applicable year. Computer programs that have time-sensitive
software may recognize a date using "00" as the year 1900 rather than the year
2000. This could result in a system failure or miscalculations causing
disruptions of operations, including, among other things, a temporary inability
to process transactions, send invoices, or engage in similar normal business
activities. Management has discussed with outside independent computer
consultants its readiness for the Year 2000. The majority of the software in use
is either "2000 compliant" or will be with little adaptation and at no
significant cost per information provided by their software providers.
Management has also engaged a computer firm to re-write its tax software making
it Year 2000 compliant. This work began May 1, 1999 and is expected to take
three months. Management has a complete inventory of its computers and feels
that the cost of replacing those which will not be "2000 compliant" will be
relatively minor (i.e., most likely under $20,000). Non-informational systems
have also been evaluated and management feels that there will be little, if any,
cost to preparing these for the Year 2000 (i.e., most likely under $20,000).
Management expects to be fully Year 2000 compliant with all testing done by
September 30, 1999. The Partnership is working on a contingency plan in the
unlikely event that its systems do not operate as planned. It is management's
belief that in the unlikely event that its informational systems do not operate
as planned in the year 2000, all records could be maintained manually until the
problems with its systems are resolved. Management feels that its external
vendors, suppliers and customers, for the most part, will be unaffected by the
Year 2000 as most do not rely on information systems in their businesses.

Results of Operations:
----------------------

For the quarter ended June 30, 1998, the Partnership's net loss reported was
$81,291 or $7.89 per limited partnership unit. Net income for the quarter ended
June 30, 1998 amounted to $45,131 or $4.38 per unit. For the six month period
ended June 30, 1999, the net loss was $247,287 or $23.99 per limited partnership
unit as compared to $94,339 or $9.15 per limited partnership unit for the six
month period ended June 30, 1998.

                                      -22-


<PAGE>

Results of Operations (continued):
----------------------------------

Partnership revenue for the quarter ended June 30, 1999 totaled $521,231, an
increase of slightly over $8,000 from the 1998 amount of $512,819. Total rental
revenue increased almost $22,000, while interest and other income decreased
approximately $13,500. The increase in rental revenue during the quarter can be
attributed to continued increased economic occupancy levels and improved
collections at Foxhunt Apartments. Research Triangle Industrial Park continues
to add financial strength to the Partnership as it maintains high occupancy due
to the demand in its location for commercial office space. For the six month
period ended June 30, 1999, Partnership revenue totaled $1,005,777 as compared
to $1,011,566 for the same period in the previous year.

For the quarter ended June 30, 1999, Partnership expenses amounted to $681,286,
increasing approximately $27,000 from the 1998 quarter amount of $654,653. Much
of the large increase can be attributed to a substantial increase in
depreciation between the two periods; due to accounting pronouncements which
exist, depreciation was halted during the period in 1998 when a sales contract
existed on Foxhunt Apartments. For the six month period ended June 30, 1999,
Partnership expenses increased by over $262,500 from the same period in 1998;
for the six months ended June 30, 1999 and 1998, total expenses for the
Partnership were $1,611,454 and $1,348,942, respectively. Again, a major portion
of this increase is attributed to an increase in depreciation between the two
periods. A large increase in property operations expenditures should also be
noted; in this area, specifically, increases were noted in payroll and related
expenses, and repairs and maintenance at the Foxhunt Apartments. The increase in
repairs and maintenance items is attributable to increased improvements being
done at the property, mostly in the form of new carpeting, painting and
appliances. Repairs, maintenance and deferred costs at Northwind also increased
significantly between the two six month periods due to the renovation work being
done at the property. Additionally, payroll at Northwind increased by more than
three times (i.e., from approximately $14,000 to approximately $48,000) when
comparing the six months ended June 30, 1999 and 1998. Administrative expenses
paid to other than affiliates for both the six months ended June 30, 1999 and
the same six months in the previous year remained very consistent.
Administrative expenses paid/accrued to affiliates increased by approximately
$38,000 or 45% between the six months ended June 30, 1999 and 1998. No one
particular expense in this area was responsible for the increase, but in total,
they resulted in the increase.

The Research Triangle Industrial Park Joint Venture generated net income of
$107,908 for the six month period ended June 30, 1999 with 50% or $53,954 of the
income allocated to each joint venturer. The joint venture generated net income
of $165,112 for the six month period ended June 30, 1998 with one-half being
allocated to each venturer.


                                      -23-
<PAGE>

Results of Operations (continued):
----------------------------------

For the six months ended June 30, 1998, the Partnership generated a tax loss of
$335,687 or $32.56 per limited partnership unit. The tax loss for the first six
months of 1998 totaled $98,685 or $9.57 per unit.










                                      -24-

<PAGE>
               REALMARK PROPERTY INVESTORS LIMITED PARTNERSHIP II
               --------------------------------------------------


                                     PART II
                                     -------

                                OTHER INFORMATION
                                -----------------


Item 1 - Legal Proceedings
--------------------------

The Partnership is not a party to, nor are any of the Partnership's properties
subject to any material pending legal proceedings other than ordinary, routine
litigation incidental to the Partnership's business.

Items 2, 3, 4 and 5
-------------------

Not applicable.

Item 6 - Exhibits and reports on Form 8-K
-----------------------------------------

None.

                                      -25-

<PAGE>

                                   SIGNATURES
                                   ----------

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


REALMARK PROPERTY INVESTORS
LIMITED PARTNERSHIP II


By:      /s/  Joseph M. Jayson                                September 2, 1999
         ---------------------                                -----------------
         Joseph M. Jayson,                                    Date
         Individual General Partner and
         Principal Financial Officer




                                      -26-