<PAGE>
<PAGE>

                            UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION

                       Washington, D.C.  20549

                        ---------------------

                              FORM 10-Q

          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)

                OF THE SECURITIES EXCHANGE ACT OF 1934

          For the quarterly period ended  SEPTEMBER 30, 1999
                   Commission file number  0-20213


                COMMUNITY INVESTMENT PARTNERS II, L.P.
------------------------------------------------------------------------
        (Exact name of registrant as specified in its charter)


   MISSOURI                                        43-1609351
------------------------------------------------------------------------
   (State or other jurisdiction of                 (IRS Employer
   incorporation or organization)                  Identification No.)

   12555 Manchester Road
   St. Louis, Missouri                             63131
------------------------------------------------------------------------
   (Address of principal executive offices)        (Zip Code)

Registrant's telephone number, including area code (314) 515-2000

   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
    ---     ---

                                  1

<PAGE>
<PAGE>

               COMMUNITY INVESTMENT PARTNERS II, L.P.

                               INDEX

                                                                     Page
                                                                    Number

Part I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

         Schedule of Portfolio Investments                             3
         Statement of Financial Condition                              7
         Statement of Income                                           8
         Statement of Cash Flows                                       9
         Statement of Changes in Partnership Capital                  10
         Notes to Financial Statements                                11

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations                          12

Part II. OTHER INFORMATION  <F*>

Item 1.  Legal Proceedings                                            15

Item 6.  Exhibits and Reports on Form 8-K                             15

         Signatures                                                   17

[FN]
<F*>    Items 2,3,4 and 5 are omitted as they are not applicable

                                 2


<PAGE>
<PAGE>

                  Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                               COMMUNITY INVESTMENT PARTNERS II, L.P.

                                 SCHEDULE OF PORTFOLIO INVESTMENTS
                                      AS OF SEPTEMBER 30,1999
----------------------------------------------------------------------------------------------------------
<CAPTION>
Company                    Nature of Business
Initial Investment Date    Investment                                            Cost           Fair Value
----------------------------------------------------------------------------------------------------------
<S>                        <C>                                                  <C>               <C>
HAWK CORPORATION           Designs, engineers, manufactures,
(Houghton Acquisition      and markets friction products and precision
Corporation)               engineered components

                           8% Contingent EBITDA
                           Promissory Note, due 4/30/00                               -                 -

GLOBAL SURGICAL            Formed to acquire the Urban Microscope
CORPORATION                Division and the Surgical Mechanical
                           Research subsidiary of Storz Medical

   January 31, 1994        3,000 shares of Common Stock                         300,000           300,000
   September 30, 1995      7% Promissory Note, due 6/29/00                       45,000            45,000
   January 26, 1996        7% Promissory Note, due 1/25/01                       67,500            67,500

COMPUTER MOTION, INC.      Develops and supplies medical robotics
(RBOT)

   September 6, 1996       40,948 warrants to purchase
                           common stock, exercisable at
                           $4.569 per warrant through 5/2/03                          8                 8

   September 6, 1996       16,208 shares of Common Stock                        124,993           162,080

                           16,209 warrants to purchase
                           common stock, exercisable at
                           $7.712 per warrant, through 12/31/03                     250               250

FCOA ACQUISITION           A chain of greeting card/
CORPORATION                party stores which offer
(d/b/a Factory Card        a full line of products at
Outlet) (FCPY)             everyday value prices

   July 30, 1996           26,063 Common Shares                                 249,865                 -

----------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                3



<PAGE>
<PAGE>

                     Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                                COMMUNITY INVESTMENT PARTNERS II, L.P.

                              SCHEDULE OF PORTFOLIO INVESTMENTS (CONT'D.)
                                       AS OF SEPTEMBER 30,1999
----------------------------------------------------------------------------------------------------------
<CAPTION>
Company                    Nature of Business
Initial Investment Date    Investment                                            Cost           Fair Value
----------------------------------------------------------------------------------------------------------
<S>                        <C>                                                 <C>               <C>
PERMALOK CORPORATION       Develops and sells steel pipe joining
                           system to the domestic underground utility
                           construction industry

   September 24, 1996      25,000 shares of Convertible
                           Preferred Stock                                     $200,000          $200,000
                           Warrant to purchase 25,000 shares
                           of Convertible Preferred Stock,
                           exercisable at $9.60 per share,
                           through 7/31/03

STEREOTAXIS, INC.          Develops and markets a system by which
                           surgery can be conducted remotely using
                           computer controlled magnets

   December 30, 1996       138,889 shares of Series B
                           Preferred Stock                                      100,000           100,000

   November 12, 1997       28,019 shares of Series C Preferred
                           Stock and warrants to purchase
                           Preferred Stock at $1.50 per share,
                           through 10/31/02                                      42,029            42,029

   June 26, 1998           66,667 shares of Series C
                           Preferred Stock                                      100,001           100,001

MEDICAL DEVICE             Specializes in the development,
ALLIANCE, INC.             manufacture and marketing of
                           devices for ultrasound-assisted lipoplasty

   January 24, 1997        20,000 shares of Common Stock                        100,000           100,000

---------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                4


<PAGE>
<PAGE>

               Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                                COMMUNITY INVESTMENT PARTNERS II, L.P.

                              SCHEDULE OF PORTFOLIO INVESTMENTS (CONT'D)
                                      AS OF SEPTEMBER 30, 1999
---------------------------------------------------------------------------------------------------------
<CAPTION>
Company                    Nature of Business
Initial Investment Date    Investment                                            Cost          Fair Value
---------------------------------------------------------------------------------------------------------
<S>                        <C>                                                  <C>               <C>
ONLINE RESOURCES &         Provides a variety of inter-
COMMUNICATIONS             active banking and financial services
CORPORATION                to end-users and corporate
(ORCC)                     customers in the banking and
                           financial services industry

   March 17, 1997          18,118 shares of common stock                        152,466           251,387

                           Warrants to purchase
                           7,233 shares of Common
                           Stock at $8.43 per share,
                           expiring 6/1/02                                            -                 -

ADVANCED UROSCIENCE,       Developing Acyst, an injectable
INC.                       bulking agent, for the treatment
                           of stress urinary incontinence.

   April 7, 1997           25,000 shares of Series A
                           Preferred Stock                                      100,000           100,000

NOVOCELL, INC.             Research and development of
                           minimally invasive, encapsulated
                           cellular transplant for the
                           treatment of diabetes.

   September 9, 1999       10,000 shares of Series A
                           Preferred Stock                                       10,000            10,000

---------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                5



<PAGE>
<PAGE>
                 Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                               COMMUNITY INVESTMENT PARTNERS II, L.P.

                             SCHEDULE OF PORTFOLIO INVESTMENTS (CONT'D)
                                      AS OF SEPTEMBER 30, 1999
---------------------------------------------------------------------------------------------------------
<CAPTION>
Company                    Nature of Business
Initial Investment Date    Investment                                           Cost           Fair Value
---------------------------------------------------------------------------------------------------------
<S>                        <C>                                               <C>               <C>
BIOSEPARATIONS, INC.       Develops automated instrumentation
                           that can isolate and process cells for
                           use in biotechnology, diagnostic,
                           therapeutic, and clinical research applications

   October 14, 1997        50,000 shares of Series B
                           Preferred Stock                                      100,000           100,000

                           Warrant to purchase 9,091 shares
                           of Common Stock at $1.10 per
                           share, through 10/15/02                                    -                 -

                           Warrant to purchase 50,000 shares
                           of Series B Preferred Stock at $0.20
                           per share, through 1/31/01                                 -                 -
                                                                             ----------        ----------

                                                                             $1,692,112        $1,578,255
                                                                             ==========        ==========

---------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                6



<PAGE>
<PAGE>

                 Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                             COMMUNITY INVESTMENT PARTNERS II, L.P.

                               STATEMENT OF FINANCIAL CONDITION
<CAPTION>
                                                                  Unaudited
                                                                September 30,            December 31,
                                                                    1999                    1998
------------------------------------------------------------------------------------------------------
<S>                                                              <C>                     <C>
                                        ASSETS
                                        ------
Investments at Fair Value
   (cost $1,692,112 and $1,807,912, respectively)                $1,578,255              $1,671,491
Cash and Cash Equivalents                                            15,963                  26,598
Accrued Interest and Dividends Receivable                            30,712                  25,322
                                                                 ----------              ----------

   TOTAL ASSETS                                                  $1,624,930              $1,723,411
                                                                 ==========              ==========

                          LIABILITIES AND PARTNERSHIP CAPITAL
                          -----------------------------------
Liabilities:

Accounts Payable and Accrued Expenses                            $   10,680              $   14,000
                                                                 ----------              ----------

   TOTAL LIABILITIES                                                 10,680                  14,000
                                                                 ----------              ----------

Partnership Capital:

Capital - Limited Partners                                        1,597,989               1,692,198
Capital - General Partners                                           16,261                  17,213
                                                                 ----------              ----------

   TOTAL PARTNERSHIP CAPITAL                                      1,614,250               1,709,411
                                                                 ----------              ----------

TOTAL LIABILITIES AND
   PARTNERSHIP CAPITAL                                           $1,624,930              $1,723,411
                                                                 ==========              ==========

------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                7



<PAGE>
<PAGE>

                   Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                               COMMUNITY INVESTMENT PARTNERS II, L.P.
                                       STATEMENT OF INCOME
                                           (UNAUDITED)
<CAPTION>
                                                    Three Months Ended                   Nine Months Ended
                                                 Sept. 30,        Sept. 30,         Sept. 30,         Sept. 30,
                                                   1999              1998              1999              1998
===============================================================================================================

                                                  INCOME
                                                  ------
<S>                                             <C>               <C>               <C>               <C>

Dividend and Interest Income                    $   1,969         $   2,491         $   5,918         $   9,806
                                                ---------         ---------         ---------         ---------

   TOTAL INCOME                                     1,969             2,491             5,918             9,806
                                                ---------         ---------         ---------         ---------

<CAPTION>
                                                 EXPENSES
                                                 --------
<S>                                             <C>               <C>               <C>               <C>
Professional Fees                                   3,560             3,178            16,215            17,646
Management Fees                                        --                --                --            14,325
Independent General Partners' Fees                     --                --                --             2,000
Other                                                 515               515               515               536
                                                ---------         ---------         ---------         ---------


   TOTAL EXPENSES                                   4,075             3,693            16,730            34,507
                                                ---------         ---------         ---------         ---------


Net (Loss) before Realized Gains and
   Unrealized Gains and (Losses)                   (2,106)           (1,202)          (10,812)          (24,701)
Net Realized Losses on
   Sale of Investments                           (106,000)               --          (106,913)               --
Net Unrealized Gains (Losses) on
   Investments                                      2,622          (126,554)           22,564           (77,889)
                                                ---------         ---------         ---------         ---------


NET LOSS                                        $(105,484)        $(127,756)        $ (95,161)        $(102,590)
                                                =========         =========         =========         =========

Per Unit Information:
   Net Loss                                     $    (.94)        $   (1.14)        $    (.85)        $    (.91)
                                                ---------         ---------         ---------         ---------

   Net Asset Value (as of Sept. 30, 1999
   and December 31, 1998)                                                           $   14.34         $   15.19
                                                                                    =========         =========

Units Outstanding:
   Limited Partners                                                                   111,395           111,395
   General Partners                                                                     1,135             1,135

---------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>

                                8



<PAGE>
<PAGE>


                  Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                              COMMUNITY INVESTMENT PARTNERS II, L.P.

                                     STATEMENT OF CASH FLOWS
                                           (UNAUDITED)
<CAPTION>
                                                                                         Nine Months Ended
                                                                                  Sept. 30, 1999   Sept. 30, 1998
=================================================================================================================
<S>                                                                                  <C>             <C>
CASH FLOWS (USED) PROVIDED BY
OPERATING ACTIVITIES:

   Net Loss                                                                          $(95,161)       $(102,590)
   Adjustments to reconcile Net Income to Net
    Cash Used by Operating Activities -
   Sale of Portfolio Investments                                                       24,887           51,600
   Unrealized (Gains) Losses on Portfolio Investments                                 (22,564)          77,889
   Net Realized Losses on Sale of Portfolio Investments                               106,913               --
   Decrease in Accrued Expenses                                                        (3,320)          (5,982)
   Increase in Accrued Interest and
   Dividends Receivable                                                                (5,390)          (4,379)
   Purchase of Portfolio Investments                                                  (16,000)        (102,421)
                                                                                     --------        ---------

   Total Cash Used by Operating Activities                                           $(10,635)       $ (85,883)

CASH AND EQUIVALENTS, beginning of period                                              26,598          112,496
                                                                                     --------        ---------

CASH AND EQUIVALENTS, end of period                                                  $ 15,963        $  26,613
                                                                                     ========        =========

------------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                9



<PAGE>
<PAGE>

              Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

<TABLE>
                                 COMMUNITY INVESTMENT PARTNERS II, L.P.

                               STATEMENT OF CHANGES IN PARTNERSHIP CAPITAL
                                               (UNAUDITED)
<CAPTION>
                                                                Nine Months Ended September 30, 1999 and 1998

                                                              Limited Partners    General Partners     Total
=================================================================================================================
<S>                                                              <C>                  <C>            <C>
Balance, December 31, 1997                                       $1,830,287           $18,608        $1,848,895

Net Loss                                                           (101,564)           (1,026)         (102,590)
                                                                 ----------           -------        ----------

Balance, September 30, 1998                                      $1,728,723           $17,582        $1,746,305
                                                                 ==========           =======        ==========


Balance, December 31, 1998                                       $1,692,198           $17,213        $1,709,411


Net Loss                                                            (94,209)             (952)          (95,161)
                                                                 ----------           -------        ----------

Balance, September 30, 1999                                      $1,597,989           $16,261        $1,614,250
                                                                 ==========           =======        ==========

=================================================================================================================



-----------------------------------------------------------------------------------------------------------------

The accompanying notes are an integral part of these financial statements.
</TABLE>
                                10



<PAGE>
<PAGE>

               Part 1.  FINANCIAL INFORMATION

Item 1. Financial Statements

               COMMUNITY INVESTMENT PARTNERS II, L.P.
                   NOTES TO FINANCIAL STATEMENTS

                            (UNAUDITED)

BASIS OF PRESENTATION

     Community Investment Partners II, L.P. (CIP II) is a limited
partnership which has elected to be a business development company under
the Investment Company Act of 1940, as amended. As a business
development company, the partnership is required to invest at least 70%
of its total assets in qualifying investments as specified in the
Investment Company Act. CIP Management, L.P., LLLP (Management), a
limited liability limited partnership, is the Managing General Partner
of CIP II. Management is responsible for making all decisions regarding
CIP II's investment portfolio. CIP II is no longer making initial
investments, but may increase existing holdings.

     All portfolio investments are carried at cost until significant
developments affecting an investment provide a basis for revaluation.
Thereafter, portfolio investments are carried at fair value as obtained
from outside sources or at a value determined quarterly by the Managing
General Partner under the supervision of the Independent General
Partners. Due to the inherent uncertainty of valuation, those estimated
values for portfolio investments carried at cost may differ
significantly from the values that would have been used had a ready
market for the investment existed, and the differences could be material
to the financial statements. Investments in securities traded on a
national securities exchange are valued at the latest reported sales
price on the last business day of the period. If no sale has taken
place, the securities are valued at the last bid price. If no bid price
has been reported, or if no exchange quotation is available, the
securities are valued at the quotation obtained from an outside broker.
Investment transactions are recorded on a trade date basis. Income is
recorded on an accrual basis.

     The General Partners of CIP II, have amended, and Management has
agreed to amend, the Management Agreement for CIP II to clarify the
right of Management to waive all or any portion of the management fee
from time to time without any reduction in the level of services.

                                11



<PAGE>
<PAGE>

                  Part 1.  FINANCIAL INFORMATION

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations

               COMMUNITY INVESTMENT PARTNERS II, L.P.
                 MANAGEMENT'S FINANCIAL DISCUSSION

RESULTS OF OPERATIONS

QUARTER ENDED SEPTEMBER 30, 1999 VERSUS QUARTER ENDED SEPTEMBER 30, 1998

     Net losses for the three months ended September 30, 1999 and 1998
were $105,484 and $127,756, respectively.  The September 30, 1999 net
loss is comprised of a $2,106 net loss before realized and unrealized
gains and losses, a $106,000 net realized loss on investments, and a
$2,622 net unrealized gain on investments.

     Income for the three months ended September 30, 1999 is comprised
of $1,969 interest income and an unrealized gain on investments in the
amount of $2,622.  Interest income decreased approximately 21% from
1998, due to the repayment of promissory notes held for investment.

     Expenses, primarily professional fees, for the three months ended
September 30, 1999 were $4,075, an increase of $382 from the same period
in 1998.

     Included in the September 30, 1999 net realized loss is a $100,000
realized loss on Neocrin Company (Neocrin) Series E Preferred Stock and
a $6,000 realized loss on Neocrin Series F Preferred Stock.  The
shareholders of Neocrin voted to sell their assets to Novocell, Inc.
(Novocell) and subsequently dissolve the company.  Shareholders of
Neocrin did not receive proceeds for their investment, as the company's
debt exceeded its assets on the date of termination.  The dissolution
occurred on July 22, 1999 and the Partnership's $106,000 investment in
Neocrin, Inc. was written off.  On September 9, 1999, the Partnership
invested $10,000 in Series A Preferred stock of the newly formed
Novocell.

     The net unrealized gain on investments represents a $5,661
increase and a $3,039 decrease in the share prices of Online Resources
and Communications Corporation and Computer Motion, Inc. common stock,
respectively.  The difference between the cost and fair market value of
investments at September 30, 1999 consisted of a $98,921 unrealized gain
on Online Resources and Communications Corporation, a $37,087 unrealized
gain on Computer Motion, Inc., and a $249,865 unrealized loss on FCOA
Acquisition Corp, which declared bankruptcy in the first quarter of
1999.  The future income or loss of the Partnership is contingent upon
the performance of the portfolio investments and the ability to find
suitable investment alternatives.

NINE MONTHS ENDED SEPTEMBER 30, 1999 VERSUS SIX MONTHS ENDED SEPTEMBER
30, 1998

     Net losses for the nine months ended September 30, 1999 and 1998
were $95,161 and  $102,590, respectively. Dividend and interest income
decreased  $3,888 (40%) from the nine months ended September 30, 1998
due to the repayment of promissory notes held for investment.  Expenses
decreased  $17,777 (52%) from the nine months ended September 30, 1998,
attributable to the termination of the payment of management fees after
the second quarter of 1998, and a one-time payment to Independent
General Partners in 1998 for attending Board of Directors' meetings.

     At September 30, 1999, security gains and losses included a
$106,913 realized loss and a $22,564 unrealized gain, compared to a
$77,889 unrealized loss at September 30, 1998.  The September 30, 1999
realized loss is attributable to a loss on the Neocrin investment,
described above.  Increasing market prices per share of Online Resources
and Communications Corporation and Computer Motion, Inc. caused the
change in unrealized gain between the two periods.

                                12




<PAGE>
<PAGE>

                  Part 1.  FINANCIAL INFORMATION

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations

INVESTMENT TRANSACTIONS

Following is a summary of portfolio investment transactions during the
period ended September 30, 1999.

<TABLE>
<CAPTION>
                           Type of                                                                   Realized
Company                    Transaction                               Cost             Proceeds       Gain (Loss)
-----------------------    -------------------------               --------           --------       -----------
<S>                        <C>                                     <C>                <C>            <C>
SALES:
------
Quarter 1 ended:
----------------
Hawk Corp. (Houghton       Payment of
  Acquisition Corp.)       Term Note                               $ 25,800           $24,887        $    (913)

Quarter 3 ended:
----------------
Neocrin Company            Write-off investment
                           in Series E
                           Preferred Stock                         $100,000                --        $(100,000)

                           Write-off investment
                           in Series F
                           Preferred Stock                         $  6,000                --        $  (6,000)
                                                                   --------           -------        ---------

   Total Sales                                                     $131,800                --        $(106,913)
                                                                   ========           =======        =========


PURCHASES:
----------
Quarter 2 ended:
----------------
BioSeparations, Inc.       Purchase of Series
                           F Preferred Stock                       $  6,000

Quarter 3 ended:
----------------
Novocell, Inc.             Purchase of Series
                           A Preferred Stock                       $ 10,000
                                                                   --------

   Total Purchases                                                 $ 16,000
                                                                   ========
</TABLE>

     In addition to the above transactions, the 1,525 shares of Online
Resources and Communications Corporation Series C Convertible Preferred
Stock previously held underwent a 2.81 reverse stock split and were
converted in 18,118 shares of common stock in conjunction with a public
offering. The Partnership now hold warrants to purchase 7,233 shares of
common stock, exercisable at $8.43 until June 1, 2002.

                                13




<PAGE>
<PAGE>

               Part 1.  FINANCIAL INFORMATION

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations

LIQUIDITY AND CAPITAL RESOURCES

     The partnership's total capital of $1,614,250 as of September 30,
1999, consisted of $1,597,989 in limited partner capital and $16,261 in
general partner capital.  Net loss was allocated to the limited partners
in the amount of $94,209 and to the general partners in the amount of
$952.

     At September 30, 1999, the Partnership had $15,963 in cash and
cash equivalents.

SUBSEQUENT EVENTS

     There were no subsequent events.

YEAR 2000 ISSUE

     Although the Partnership has no Year 2000 issues that would result
from its own information systems, the Partnership has investments in
publicly and privately placed securities and loans. The Partnership may
be exposed to credit risk to the extent that the related borrowers are
materially adversely impacted by the Year 2000 issue.

                                14



<PAGE>
<PAGE>


                Part II.  OTHER INFORMATION

           COMMUNITY INVESTMENT PARTNERS II, L.P.

Item 1: Legal Proceedings

     The partnership is not a party to any material pending legal
proceedings.

Item 6:  Exhibits and Reports on Form 8-K

     (a) Exhibits
     None

     (b) Reports on Form 8-K
     No reports were filed on Form 8-K for the quarter ended September
     30, 1999.

                                15




<PAGE>
<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.


           COMMUNITY INVESTMENT PARTNERS II, L.P.

       By:  CIP Management, L.P., LLLP, Managing General Partner
       By:  CIP Management, Inc., its Managing General Partner


/s/ Daniel A. Burkhardt
    --------------------- President, Treasurer and Director  November 15, 1999
    Daniel A. Burkhardt


/s/ Ray L. Robbins, Jr.
    --------------------- Vice-President and Director        November 15, 1999
    Ray L. Robbins, Jr.

                                 16