UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-K

        (Mark One)
        { X }  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                      SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)

         For the fiscal year ended December 31, 1999

                                       OR

     {   }  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

                        For the transition period from to

                        Commission file number 000-20147

                        Realty Parking Properties II L.P.
             (Exact Name of Registrant as Specified in its Charter)

        Delaware                                                  52-1710286
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                          Identification Number)

225 East Redwood Street, Baltimore, Maryland                       21202
 (Address of Principal Executive Offices)                        (Zip Code)

       Registrant's Telephone Number, Including Area Code: (410) 727-4083

Securities registered pursuant to Section 12(b) of the Act:

  Title of each class                Name of each exchange on which registered

                                  None

Securities registered pursuant to section 12(g) of the Act:

                 Assignee Units of Limited Partnership Interests

                                (Title of class)

  Indicate  by 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

  As of December 31, 1999,  there were  1,392,800  Units of Assignee and Limited
Partnership Interests held by non-affiliates of the Registrant. Because there is
not an established  public trading  market for the Units,  the aggregate  market
value  of  the  Units  held  by  non-affiliates  of  the  Registrant  cannot  be
calculated.

                       Documents Incorporated by Reference

The Annual Report for 1999 is incorporated by reference.

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.



                                      Index

<TABLE>
<CAPTION>

Part I                                                                                Page


<S>                                                                                      <C>
     Item 1.    Business                                                                 3
     Item 2.    Properties                                                               4
     Item 3.    Legal Proceedings                                                        5
     Item 4.    Submission of Matters to a Vote of Security Holders                      5


Part II.


     Item 5.    Market for Registrant's Common Equity
                   and Related Stockholder Matters                                       5
     Item 6.    Selected Financial Data                                                  5
     Item 7.    Management's Discussion and Analysis of Financial
                   Condition and Results of Operation                                  6-7
     Item 7a.   Quantitative and Qualitative Disclosures About Market Risk               8
     Item 8.    Financial Statements and Supplementary Data                              8
     Item 9.    Changes in and Disagreements with Accountants on
                   Accounting and Financial Disclosure                                   8
Part III.

     Item 10.   Directors and Executive Officers of the Registrant                       9
     Item 11.   Executive Compensation                                                   9
     Item 12.   Security Ownership of Certain Beneficial Owners
                   and Management                                                       10
     Item 13.   Certain Relationships and Related Transactions                          10


Part IV.


     Item 14.   Exhibits, Financial Statement Schedules and
                 Reports on Form 8-K                                                 10-13

     Signatures                                                                         14

</TABLE>

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

                                     PART I

Item 1.  Business

      Realty  Parking  Properties  II L. P. (the  "Fund") is a Delaware  limited
partnership  capitalized  on December 19, 1990. The Fund's intent was to acquire
surface lots and parking  garage  buildings  (the  "Properties")  to be held for
appreciation  and used for parking  operations to produce  current  income.  The
Properties  were  acquired with an emphasis on surface  commercial  parking lots
believed to have  significant  future potential for eventual sale as development
sites.  The  acquisition  program  is  complete  and only  minor  rehabilitation
expenditures and repairs to existing Properties are expected in the future.

     The  General  Partner of the Fund is Realty  Parking  Company II,  Inc.,  a
Maryland corporation.

      A minimum of 100,000 units of assignee limited partnership  interests (the
"Units") and an increased  maximum of 4,000,000 Units were registered  under the
Securities and Exchange Act of 1933, as amended. The Fund issued an aggregate of
1,392,760 Units,  raising  $34,819,000 of gross offering  proceeds,  at eighteen
closings through March, 1993.

      The Partnership has an Investment  Advisory Agreement with Central Parking
System, Inc. (the "Advisor").  The Advisor identified properties for purchase by
the Fund and  leased  such  properties  from  the  Fund  following  acquisition.
Pursuant to the Investment Advisory Agreement,  the Advisor will earn a fee upon
disposition  of a property  equal to 1.5% of the contract  price for the sale of
the  property.  Such fee is earned for  services  rendered to advise the general
partner on the timing and pricing of property sales.

      The  Properties are leased to the Advisor for a 10-year  period,  expiring
between  August  2002 and July 2004,  with  options to extend the leases for two
additional terms of five years.  Under the terms of the typical lease agreement,
the  Advisor is  obligated  to pay the Fund the  greater  of  minimum  rent plus
reimbursement of real estate taxes or 65% of gross parking revenues ("percentage
rent").  The minimum  rents are currently  equal to 7% of a property's  adjusted
acquisition  cost,  which  generally  equals the sum of the property's  purchase
price,  related  acquisition  expenses  and fees,  and site  preparation  costs.
Additionally,  under the terms of the leases, the Advisor is responsible for all
operating  costs,  including ad valorem real estate taxes and general and garage
liability insurance coverage. Each lease is cancelable by the Fund upon the sale
of a property and payment to the Advisor of a "termination fee." The termination
fee generally  equals 15% of the amount,  if any, by which the  property's  sale
proceeds  exceed  the  original  acquisition  cost  of the  property  plus a 12%
compounded  annual  return  on the  original  acquisition  cost  minus all rents
received by the Fund from the  Property.  Some of the leases may differ from the
terms  outlined  above in  order to  accommodate  specific  circumstances  of an
acquired property.

      The Fund acquired twelve Properties  through 1994 and has sold four of the
Properties  through December 31, 1999. The Fund's  investment in the Properties,
including acquisition related costs and improvements, is $20,556,544 at December
31, 1999 (see Item 2. Properties).

      The offering  proceeds,  net of issuance  related fees and working capital
reserves, were used to acquire the Properties. Additionally, the Fund obtained a
line of credit to complete the Fund's acquisition program, to supplement working
capital  reserves  and to make  distributions  to  partners  (see Note 7,  "Note
Payable," in Item 8, Financial Statements, herein).

      The success of the Fund will, to a large extent,  depend on the quality of
management  of the Fund,  its property  acquisitions  and the timing,  terms and
conditions  of any sale or  financing.  Future  development  may be  delayed  or
rendered legally or economically  unfeasible as a result, for example, of future
building  moratoriums,  zoning  changes  and  changes in growth and  development
patterns.

      The  interim  use of the  Properties  for  parking  operations  to produce
current  income is dependent  upon the Advisor's  ability to pay rents under the
terms of the lease agreements.  Rents may vary due to percentage rental payments
(discussed  above)  which are  influenced  by a variety  of  factors,  including
competition,  traffic  levels,  parking  demand  and the  location,  design  and
condition of the parking lot (see Item 7.  Management's  Discussion and Analysis
of Financial Condition and Results of Operations).

                                        3

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

Item 2.  Properties

      The Fund owns eight  properties in total,  seven of which are wholly owned
by the Fund. The undivided  tenants-in-common ownership of one Property is noted
below. The Properties are not subject to a mortgage or other lien or encumbrance
under the terms of the term loan  agreement,  however  the  collateral  security
provision of the line of credit provides for the assignment of the Fund's rights
as a lessor to its interest in the parking lot leases,  contracts and income. As
of December 31, 1999, the Fund owns the following Properties:

<TABLE>
<CAPTION>

                                       Approximate                     Gross (1)           1999 (2)
           Location                    Size (Sq. Ft.)  Type         Investment Cost      Rental Income    Lease Date

<S>                                     <C>                         <C>                   <C>            <C>
Phoenix, Arizona                        275,310      surface lot    $  3,356,535          $ 336,041      5/94-4/04
Southwest corner of Van
Buren and 44th Streets

San Diego-B, California                  50,000      surface lot       2,226,652            133,104      1/94-12/03
Block bounded by 8th and 9th
Avenue and A & B Streets

San Diego-Union, California              35,000      surface lot       3,658,110            218,567      8/94-7/04
Block bounded by Union,
State, C & B Streets

Tulsa, Oklahoma                          39,646      surface lot         766,285             70,102     12/92-11/02
Block bounded by South
Boston Avenue, East 3rd
Street and South Cincinnati
Avenue (3)

Nashville, Tennessee                     57,720      surface lot       1,797,731            400,563      9/93-8/03
North side of Charlotte Avenue                       and garage
 between Fourth and Fifth
Avenues, North

Dallas-Main, Texas                       45,714      surface lot       2,200,732            161,082      1/94-12/03
Southeast corner of Main and                         and garage
St. Paul Streets

Dallas-Metro, Texas                      19,450      surface lot       4,185,681            321,725       3/94-2/04
Southeastern corner of Field and                     and garage
Elm Streets

San Antonio, Texas                       43,341      surface lot       2,364,818            179,809       7/92-8/02
Northwest corner of Dwyer
Avenue and Nueva Street
                                                                     -----------        -----------
                                                                     $20,556,544        $ 1,820,993
                                                                     ===========        ===========
</TABLE>

(1) The gross  investment  cost reflects the Fund's  pro-rata  investment in the
    jointly owned  Property.
(2) 1999 rental income does not include  rental income from the three
    properties  sold during 1999.
(3) The Fund owns a 60% undivided interest in the property. The remaining
    interest is owned by the Advisor.

                                        4

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

Item 3.  Legal Proceedings

        The Fund is not subject to any material pending legal proceedings.

Item 4.  Submission of Matters to a Vote of Security Holders

        There were no  matters  submitted  to the  security  holders  for a vote
during the last quarter of the fiscal year covered by this report.

                                     PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholder Matters

        An  established  public  trading market for the Units does not exist and
the Fund does not  anticipate  that a public  market will  develop.  Transfer of
Units by an investor and purchase of Units by the Fund may be accommodated under
certain  terms  and  conditions.   The  Partnership  Agreement  imposes  certain
limitations  on the  transfer  of Units and may  restrict,  delay or  prohibit a
transfer primarily if:

        o  the transfer of Units would cause a technical termination of the Fund
           within meaning of Section 708(b)(1)(A) of the Internal Revenue Code;

        o  such a  transfer  would  be a  violation  of  any  federal  or  state
           securities  laws that may cause the Fund to be classified  other than
           as a partnership for federal income tax purposes, and

        o  such  transfers  would  cause the Fund to be treated  as a  "publicly
           traded  partnership"  under  Section  7704 and 469(k) of the Internal
           Revenue Code.

        As of December 31, 1999,  there were 1,920 holders of assignee  units of
limited  partnership  interests  of  the  registrant,  owning  an  aggregate  of
1,392,800 units.

      The Fund made four quarterly  cash  distributions  in 1999,  1998 and 1997
totaling  $1,417,459,  $1,450,860  and  $1,668,518,   respectively,  from  funds
provided  by  operations.  Additionally,  in 1999 and 1997 the Fund  distributed
sales proceeds totaling $13,076,850 and $7,204,117, respectively.

Item 6.  Selected Financial Data

      Revenues  and net  earnings  information  furnished  below is for the five
years ended December 31, 1999:

<TABLE>
<CAPTION>

                                     1999                1998             1997                1996              1995
            Revenues:
<S>                             <C>                <C>               <C>                 <C>               <C>
        Gain on sale            $  6,311,322       $       -         $    2,708,847      $       -         $        -
        Rental income              2,286,332          2,303,706           2,589,901         2,464,856          2,252,425
        Interest income               58,612             26,396              35,447            14,495             15,020
        Net earnings               7,977,696          1,553,368           4,538,493         1,647,840          1,461,945
        Net earnings per Unit           5.58               1.10                3.23              1.17               1.04

        Total assets              20,620,474         27,582,852          27,969,119        32,476,178         32,308,790
        Note payable               2,086,000          2,561,000           3,061,000         3,061,000          2,945,000
        Partners' capital         18,117,080         24,633,693          24,531,185        28,865,327         28,844,155
        Cash distributions
          paid per Unit:
             Operations                 1.00               1.03                1.19              1.16               1.13
             Sales proceeds             9.30               -                   5.12              -                  -

</TABLE>

           The above selected  financial data should be read in conjunction with
the financial  statements and  accompanying  notes  incorporated by reference in
this report.

                                        5

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

7.  Management's Discussion and Analysis of
              Financial Condition and Results of Operations

Liquidity and Capital Resources

       The Fund acquired twelve Properties through 1994 and has sold four of the
Properties  through December 31, 1999. The Fund does not contemplate  making any
major improvements to its properties during 2000.

      At  December  31,  1999,  the Fund had a  working  capital  position  that
included cash and cash equivalents of $649,014, accounts receivable (net of real
estate taxes payable) of $37,140,  and accounts  payable and accrued expenses of
$167,094.  Cash and cash equivalents increased $3,687 during 1999. This increase
represents   the  net  effect  of  $1,888,288  in  cash  provided  by  operating
activities,  $1,417,459 in quarterly cash distributions to investors,  repayment
of $475,000  on the  outstanding  note  payable,  $13,084,708  from the sales of
properties, and $13,076,850 in sales proceeds distributions to investors.

      On February 15, 2000,  the Fund made a cash  distribution  to investors of
$222,276 of which 99% was  allocated  to assignee  and  limited  partners.  This
distribution was derived from cash provided by operating activities during 1999.

      The Fund has a $3.5  million  line of credit  agreement  with a bank.  The
interest  rate on  outstanding  borrowings  is the bank's  prime  rate,  8.5% at
December 31, 1999.  The line of credit  expires in July 2000. The line of credit
is expected to be repaid from sales proceeds in 2000 and will be extended beyond
its  maturity,  if  necessary.  The  collateral  security  provision of the loan
agreement  provides for the assignment of the Fund's rights,  as a lessor to its
interest in the parking lot leases,  contracts and income. The principal balance
at December 31, 1999 and 1998 was $2,086,000 and $2,561,000, respectively.

Results of Operations

Sales

      On June 26,  1997,  the Fund sold its  Seattle,  Washington  property  for
$8,000,000.  The  Fund's  investment  in the  property  was  $4,495,270,  net of
accumulated  depreciation  of $3,191.  The  capital  gain from the sale  totaled
$2,708,847, net of expenses of $795,883.

      On June 9, 1999, the Fund sold its San Francisco,  California property for
$5,350,000.  The buyer  will  continue  to  operate  the  property  as a parking
facility in the short-term.  Ultimately, however, the property is expected to be
developed into a hotel.  The Fund's  investment in the property was  $1,941,045,
net of accumulated  depreciation of $882. The capital gain from the sale totaled
$2,821,979, net of expenses of $586,976.

      On July 6, 1999,  the Fund sold its 80%  interest in the Denver,  Colorado
property  for  $5,199,200  to the  Advisor,  who  exercised  its  Right of First
Refusal. The Advisor already owned a 20% undivided interest in the property. The
Fund's   investment  in  the  property  was   $2,930,358,   net  of  accumulated
depreciation of $10,092. The capital gain from the sale totaled $2,010,551,  net
of expenses of $258,291.

      On  September  10,  1999,  the Fund sold its  two-thirds  interest  in the
Atlanta,  Georgia  property for  $3,666,667 to Urban Growth  Property  Trust,  a
national parking operator. The Fund's investment in the property was $1,901,983,
net of  accumulated  depreciation  of  $100,285.  The capital gain from the sale
totaled $1,478,792, net of expenses of $285,892.

                                        6

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

7.  Management's Discussion and Analysis of
              Financial Condition and Results of Operations (continued)

Results of Operations (continued)

Operations

      Parking lot rental income includes base rents and percentage  rents earned
pursuant to lease  agreements in effect during each period.  The Fund leases its
facilities  to the Advisor  under terms that  typically  include a minimum  rent
calculated  as a percentage  of certain  acquisition  costs.  In  addition,  the
Advisor  is  typically  obligated  to  pay  percentage  rent,  calculated  as  a
percentage of gross parking revenues.

      Parking lot rental income totaled $2,286,332, $2,303,706 and $2,589,901 in
1999, 1998 and 1997,  respectively.  The decline in parking lot rental income in
1999 is the  result  of the  sales  of the San  Francisco,  Denver  and  Atlanta
properties. The sales of the three properties in June, July and September caused
base rental income to decline  $188,345 in 1999. The increased  percentage rents
in 1999 net of the decrease in minimum rents caused a slight  decrease in rental
income in 1999 from 1998.

      During  1999,  percentage  rents  were  earned  at the  Nashville,  Tulsa,
Atlanta, Denver, San Francisco, Phoenix, Dallas-Metro and San Antonio facilities
totaling  $644,904.  Percentage rents increased 36% over 1998,  primarily due to
the  increased  payments  from six of the  properties,  in  addition  to earning
percentage rents from the San Antonio and Dallas-Metro facilities, which did not
generate percentage rents in 1998. During 1998,  percentage rents were earned at
the Nashville,  Tulsa,  Atlanta,  Denver,  San Francisco and Phoenix  facilities
totaling $473,933.  During 1997,  percentage rents were earned at the Nashville,
Tulsa,  Atlanta,  San Francisco,  Phoenix and Dallas Metro  facilities  totaling
$642,958.  The changes in percentage rents earned during 1999, 1998 and 1997 are
a function of changes in revenues earned at the facilities.

      Expenses in 1999, net of  amortization  and  depreciation,  were $515,501,
reflecting a $82,901  decrease  from 1998.  This  decrease is  primarily  due to
reduced  consulting  fees, and lower management fees due to the sales of the San
Francisco,   Denver  and  Atlanta  properties.  In  addition,  interest  expense
decreased due to the lower balance on the note payable.

      Expenses in 1998, net of  amortization  and  depreciation,  were $598,402,
reflecting a $17,186  decrease from 1997 levels.  This decrease is primarily due
to  reduced  management  fees as a result  of the  Seattle  property  sale and a
reduction of interest expense due to the lower balance on the note payable and a
reduced interest rate for the full year in 1998.

Outlook

      On January 31, 2000,  the Fund sold its  Dallas-Metro,  Texas property for
$7,000,000,  including cash of $6,450,000 and a second lien  promissory  note of
$550,000.  The  Fund's  investment  in  the  property  was  $3,673,210,  net  of
accumulated  depreciation  of  $512,472.  The capital gain from the sale totaled
$3,004,532,  net of expenses of  $322,258.  The second lien  promissory  note of
$550,000  is secured by a Second  Deed of Trust and is due on or before  October
31, 2000.  Interest on the unpaid  principal  balance will accrue at the rate of
15% per annum. The sale resulted in a distribution to investors in the amount of
$4.36 per Unit on March 22, 2000.

              On March 10, 2000, the buyer for the San Diego-B  property decided
to proceed  with the  purchase  of the  property,  who will  continue to use the
property as a parking facility.  The property is tentatively set to close on May
15, 2000. Management is also in discussions with the County of San Diego for the
sale of the San Diego-Union property.  There is no assurance,  however, that the
prospective buyers will close on the properties.

                                        7

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

Item 7a.  Quantitative and Qualitative Disclosures About Market Risk

      The market risk  associated  with  financial  instruments  and  derivative
financial and commodity  instruments is the risk of loss from adverse changes in
market prices or rates.  The Fund's market risk arises  primarily  from interest
rate risk relating to borrowings under its line of credit which bear interest at
the prime rate of interest of a designated  bank.  Borrowings  under the line of
credit  are due in July  2000.  The  Fund  does  not  expect  that it will  make
additional  borrowings  under the line.  The line of  credit is  expected  to be
repaid  from sales  proceeds  throughout  2000 and will be  extended  beyond its
maturity, if necessary.  Additionally, the Fund intends to continue reducing the
outstanding  balance to the extent cash flows from operating  activities  exceed
amounts needed to provide for regular  quarterly  distributions  to the partners
and liquidity needs.  Assuming the outstanding  balance were to remain unchanged
from that at December 31, 1999 ($2,086,000),  a 1% increase in the prime rate of
interest  would  reduce the Fund's net earnings by  approximately  $20,860 on an
annualized basis.

Item 8.  Financial Statements and Supplementary Data

      Index to Financial Statements:
                                                         Page(s)
                                                    Herein    Annual Report

           Independent Auditors' Report                11             4
           Balance Sheets                                             5
           Statements of Operations                                   6
           Statements of Partners' Capital                            7
           Statements of Cash Flows                                   8
           Notes to Financial Statements                           9-15
           Financial Statement Schedule
             Schedule III - Real Estate and
             Accumulated Depreciation               12-13

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

Item 9.  Changes in and Disagreements with Accountants on
             Accounting and Financial Disclosure

      None.



                                        8

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

                                    Part III

Item 10.  Directors and Executive Officers of the Registrant

      The General  Partner of the Fund is Realty  Parking  Company II, Inc.  The
Fund's  principal  executive  office  is  located  at 225 East  Redwood  Street,
Baltimore,  Maryland 21202,  telephone  (410) 727-4083.  The General Partner has
primary responsibility for the selection and negotiation of terms concerning the
acquisition  of the  Properties'  sites,  selecting  a manager  for the  interim
investments,  and the  structure of the  offering  and of the Fund.  The General
Partner is responsible for overseeing the performance of those who contract with
the Fund, as well as making  decisions with respect to the  financing,  sale and
liquidation of the Fund's assets. It provides all reports to and  communications
with investors and others,  all distributions and allocations to investors,  the
administration  of the Fund's  business and all filings with the  Securities and
Exchange  Commission  and other  federal or state  regulatory  authorities.  The
Agreement of Limited Partnership provides for the removal of the General Partner
and the  election of a successor  or  additional  general  partner by  investors
holding a majority in interest of the Units.

 The directors and principal officers of the General Partner are as follows:

     John M. Prugh,  age 51, has been a Director  and  President  of the General
Partner since 1990 and of Alex.  Brown Realty,  Inc. and Armata  Financial Corp.
since  1984.  Mr.  Prugh  graduated  from  Gettysburg  College in 1970,  and was
designated  a  Certified  Property  Manager  by the  Institute  of  Real  Estate
Management in 1979. He has worked in property  management  for H. G. Smithy Co.,
in Washington, D.C., and Dreyfus Bros., Inc. in Bethesda, Maryland. Since 1977,
Mr. Prugh has been involved in managing,  administering,  developing and selling
real estate investment  projects  sponsored by Alex. Brown Realty,  Inc. and its
subsidiaries.

     Peter E.  Bancroft,  age 47, has been a Director and Vice  President of the
General  Partner since 1990 and a Senior Vice  President of Alex.  Brown Realty,
Inc. and Armata Financial Corp. since 1983. Mr. Bancroft  graduated from Amherst
College in 1974,  attended  the  University  of  Edinburgh,  and received a J.D.
degree from the University of Virginia  School of Law in 1979.  Prior to joining
Alex.  Brown  Realty,  Inc. in 1983,  Mr.  Bancroft  held legal  positions  with
Venable, Baetjer and Howard and T. Rowe Price Associates, Inc.

     Terry F.  Hall,  age 53, has been a Vice  President  and  Secretary  of the
General  Partner  since 1990 and a Vice  President  and  Secretary of, and Legal
Counsel for,  Alex.  Brown Realty,  Inc. since 1989. Mr. Hall graduated from the
University  of Nebraska-  Lincoln in 1968,  and received a J.D.  degree from the
University of  Pennsylvania  Law School in 1973.  Prior to joining  Alex.  Brown
Realty, Inc. in 1986, Mr. Hall was a Partner at the law firm of Venable, Baetjer
and  Howard  from  1981 to 1986 and an  associate  at the same firm from 1973 to
1981.

     Timothy M. Gisriel,  age 43, has been the Treasurer of the General  Partner
and of Alex.  Brown Realty,  Inc. and Armata  Financial Corp. since 1990. He was
the Controller of Alex. Brown Realty,  Inc. and Armata Financial Corp. from 1984
through 1990. Mr. Gisriel graduated from Loyola College in 1978 and received his
Masters of Business  Administration  degree from the Robert G. Merrick School of
Business, University of Baltimore, in 1993. Prior to joining Alex. Brown Realty,
Inc. in 1984,  Mr.  Gisriel was an audit  supervisor in the Baltimore  office of
Coopers & Lybrand. He is a Maryland Certified Public Accountant.

      There is no family  relationship  among the officers and  directors of the
General Partner.

Item 11.  Executive Compensation

      The officers and directors of the General Partner received no compensation
from the Fund.

      The General  Partner is entitled to receive a share of cash  distributions
and a share of  profits  and losses as  described  in the  Agreement  of Limited
Partnership  (see Note 9. "Partners'  Capital" in Item 8. Financial  Statements,
herein).

      For a discussion of compensation  and fees to which the General Partner is
entitled, see Item 13, Certain Relationships and Related Transactions, herein.

                                        9

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.

Item 12.   Security Ownership of Certain Beneficial Owners and Management

      No  person  is known to the Fund to own  beneficially  more than 5% of the
outstanding assignee units of limited partnership interest of the Fund.

      The Assignor Limited  Partner,  Parking  Properties  Holding Co., Inc., an
affiliate  of the General  Partner,  holds 40 Units  representing  a  beneficial
interest in limited  partnership  interests  in the Fund.  The Units held by the
Assignor  Limited  Partner have all rights  attributable to such Units under the
Agreement  of Limited  Partnership  except that these Units of assignee  limited
partnership interests are nonvoting.

      The General Partner has a 1% interest in the Fund as the General  Partner,
but holds no Units.

      At December 31, 1999, the Advisor held 42,104 Units (an  approximate  3.0%
investment in the Fund).

      There are no  arrangements  known to the Fund, the operation of which may,
at a subsequent date, result in a change of control of the registrant.

Item 13.   Certain Relationships and Related Transactions

      The General Partner and its affiliates have and are permitted to engage in
transactions  with the Fund.  For a summary of fees paid during  1999,  1998 and
1997 to the  General  Partner and its  affiliates,  see Note 6,  "Related  Party
Transactions", in Item 8, Financial Statements, herein.

                                     PART IV

Item 14.  Exhibits, Financial Statement Schedules
                   and Reports on Form 8-K

     (a)  1.  Financial  Statements:  See  Index  to  Financial  Statements  and
              Supplementary Data in Item 8 on page 8, herein.

          2.  Financial  Statement  Schedule:  See Index to Financial
              Statements and Supplementary Data in Item 8 on page 8, herein.

          3. Exhibits:
             (3, 4)  Agreement  of  Limited  Partnership  on  pages  1
                     through 39 of  Exhibit A to the  Fund's  Registration
                     Statement   on  Form   S-11   (File   No.   33-38437)
                     incorporated herein by reference.

             (13)   Annual Report for 1999.

     (b)   Reports on Form 8-K:  None.


                                       10

<PAGE>

                          INDEPENDENT AUDITORS' REPORT


The Partners
Realty Parking Properties II L.P.:


Under date of January 21,  2000,  we  reported  on the balance  sheets of Realty
Parking  Properties  II L.P. as of December  31, 1999 and 1998,  and the related
statements of operations, partners' capital and cash flows for each of the years
in the three-year period ended December 31, 1999 as contained in the 1999 Annual
Report.  These financial  statements and our report thereon are  incorporated by
reference in the Annual  Report on Form 10-K for 1999.  In  connection  with our
audits of the aforementioned  financial statements,  we also audited the related
financial statement schedule as listed in the accompanying index. This financial
statement  schedule  is  the  responsibility  of  the  Fund's  management.   Our
responsibility  is to express an opinion  on the  financial  statement  schedule
based on our audits.

In our opinion,  such 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.

                                             /s/       KPMG LLP


Baltimore, Maryland
January 21, 2000

                                       11

<PAGE>


REALTY PARKING PROPERTIES II L.P.
SCHEDULE III. REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
                                                                    page 1 of 2
<TABLE>
<CAPTION>

        COLUMN A                                 COLUMN C                   COLUMN D                   COLUMN E
                                                                        COST CAPITALIZED             GROSS AMOUNT
                                                                           SUBSEQUENT               AT WHICH CARRIED
                                           INITIAL COST TO THE           TO ACQUISITION            AT CLOSE OF PERIOD
                                              PARTNERSHIP              LAND       BUILDING        LAND &     BUILDING &
       DESCRIPTION                        LAND         BUILDING    IMPROVEMENTS  IMPROVEMENTS  IMPROVEMENTS IMPROVEMENTS     TOTAL

PHOENIX, ARIZONA
approximately 275,310 square-foot
<S>                                    <C>                           <C>                        <C>                <C>    <C>
surface parking lot                    $3,251,487                    105,048                    3,356,535          0      3,356,535

SAN DIEGO-B, CALIFORNIA
approximately 50,000 square-foot
surface parking lot                     2,197,540                     29,112                    2,226,652          0      2,226,652

SAN DIEGO-UNION, CALIFORNIA
approximately 35,000 square-foot
surface parking lot                     3,596,425                     61,684                    3,658,110          0      3,658,110

TULSA, OKLAHOMA
approximately 39,646 square-foot
surface parking lot                       765,857                        428                      766,285          0        766,285

NASHVILLE, TENNESSEE
approximately 57,720 square-foot
surface parking lot and garage          1,101,312       134,525      133,902         427,992    1,235,214    562,517      1,797,731

DALLAS-MAIN, TEXAS
approximately 45,714 square-foot
surface parking lot and garage          1,351,734       768,578      (21,138)        101,558    1,330,596    870,136      2,200,732

DALLAS-METRO, TEXAS
approximately 19,450 square-foot
surface parking lot and garage            778,602     3,384,762                       22,317      778,602  3,407,079      4,185,681

SAN ANTONIO, TEXAS
approximately 43,341 square-foot
surface parking lot                     2,358,144                      6,674                    2,364,818         0       2,364,818

                                      -----------     ---------      -------         -------   ----------  ---------     ----------
                                      $15,401,101     4,287,865      315,710         551,867   15,716,812  4,839,732     20,556,544
                                      ===========     =========      =======         =======   ==========  =========     ==========
</TABLE>

                                       12

<PAGE>

REALTY PARKING PROPERTIES II L.P.
SCHEDULE III. REAL ESTATE AND ACCUMULATED DEPRECIATION
DECEMBER 31, 1999
                                                                   page 2 of 2
<TABLE>
<CAPTION>

         COLUMN A                               COLUMN F     COLUMN H      COLUMN I
                                                                            LIFE ON
                                                                             WHICH
                                               ACCUMULATED               DEPRECIATION
                                              DEPRECIATION     DATE      IN LATEST I/S
       DESCRIPTION                              ("A/D")      ACQUIRED     IS COMPUTED

PHOENIX, ARIZONA
approximately 275,310 square-foot
<S>                                              <C>          <C>         <C>
surface parking lot                              28,592       06/94       SEE NOTE 5

SAN DIEGO-B, CALIFORNIA
approximately 50,000 square-foot
surface parking lot                                N/A       12/93           N/A

SAN DIEGO-UNION, CALIFORNIA
approximately 35,000 square-foot
surface parking lot                              37,665      07/94        SEE NOTE 5

TULSA, OKLAHOMA
approximately 39,646 square-foot
surface parking lot                                N/A       11/92           N/A

NASHVILLE, TENNESSEE
approximately 57,720 square-foot
surface parking lot and garage                  128,061      02/92        SEE NOTE 5

DALLAS-MAIN, TEXAS
approximately 45,714 square-foot
surface parking lot and garage                  165,734      02/93        SEE NOTE 5

DALLAS-METRO, TEXAS
approximately 19,450 square-foot
surface parking lot and garage                  512,472      02/94        SEE NOTE 5

SAN ANTONIO, TEXAS
approximately 43,341 square-foot
surface parking lot                                N/A       06/92           N/A
                                                -------
                                                872,524


(1)                                                        1999                         1998                    1997
                                               REAL ESTATE         A/D      REAL ESTATE      A/D    REAL ESTATE      A/D

BALANCE AT BEGINNING OF PERIOD                 $27,441,189     823,717       27,441,189  651,385     31,939,650  481,828
ADDITIONS                                              -       160,066              -    172,332            -    172,748
REAL ESTATE SOLD                                (6,884,645)   (111,259)             -        -       (4,498,461)  (3,191)
                                               -----------    --------       ----------  -------     ----------  -------
BALANCE AT CLOSE OF PERIOD                     $20,556,544     872,524       27,441,189  823,717     27,441,189  651,385
                                               ===========    ========       ==========  =======     ==========  =======


(2) AGGREGATE COST FOR FEDERAL INCOME TAX PURPOSES IS $20,556,544 AT DECEMBER 31, 1999.
(3) SEE NOTE 3 OF NOTES TO THE FINANCIAL STATEMENTS FOR INFORMATION REGARDING THE FUND'S
    INVESTMENT IN REAL ESTATE.
(4) THERE ARE NO ENCUMBRANCES ON THE REAL ESTATE SET FORTH ABOVE.
(5) LAND IMPROVEMENTS ARE DEPRECIATED OVER 15 YEARS STRAIGHT LINE
    BUILDING  AND  IMPROVEMENTS  IN  SERVICE  PRIOR  TO  JANUARY  1,  1994  ARE
    DEPRECIATED  OVER 31.5 YEARS  STRAIGHT  LINE BUILDING AND  IMPROVEMENTS  IN
    SERVICE AFTER JANUARY 1, 1994 ARE DEPRECIATED OVER 39 YEARS STRAIGHT LINE

</TABLE>

                                       13

<PAGE>

                        REALTY PARKING PROPERTIES II L.P.



                                   SIGNATURES

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

                                            REALTY PARKING PROPERTIES II L. P.



DATE:     3/29/00                           BY:  /s/   John M. Prugh
                                            John M. Prugh
                                            President and Director
                                            Realty Parking Company II, Inc.
                                            General Partner


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

DATE:     3/29/00                           BY:  /s/   John M. Prugh
                                            John M. Prugh
                                            President and Director
                                            Realty Parking Company II, Inc.
                                            General Partner



DATE:     3/29/00                           BY:  /s/  Peter E. Bancroft
                                            Peter E. Bancroft
                                            Vice President and Director
                                            Realty Parking Company II, Inc.
                                            General Partner


DATE:     3/29/00                           BY:  /s/  Terry F. Hall
                                            Terry F. Hall
                                            Vice President and Secretary
                                            Realty Parking Company II, Inc.
                                            General Partner



DATE:     3/29/00                           BY:  /s/  Timothy M. Gisriel
                                            Timothy M. Gisriel
                                            Treasurer
                                            Realty Parking Company II, Inc.
                                            General Partner



                                      -15-