6 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A AMENDMENT #1 TO FORM 10-k [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 For the fiscal year ended Commission File Number December 31, 1999 33-4682 CAPITAL BUILDERS DEVELOPMENT PROPERTIES II, A CALIFORNIA LIMITED PARTNERSHIP (Exact name of registrant as specified in its charter) California 77-0111643 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 1130 Iron Point Road, Suite 170, Folsom, California 95630 (Address of principal executive offices) Zip Code Registrant's telephone number, including area code: (916) 353-0500 Securities registered pursuant to Section 12(b) of the Act: NONE Securities registered pursuant to Section 12(g) of the Act: Limited Partnership Units 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 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. X Yes No As of December 31, 1999 the aggregate Limited Partnership Units held by nonaffiliates of the registrant was 23,030. There is no market for the Units. Documents Incorporated by Reference Limited Partnership Agreement dated February 6, 1986, filed as Exhibit 3.3, and the Amendment to the Limited Partnership Agreement dated May 22, 1986 filed as Exhibit 3.4 to Registration Statement No. 33-4682 of Capital Builders Development Properties II, A California Limited Partnership, are hereby incorporated by reference into Part IV of this Form 10K. ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Page Number INDEPENDENT AUDITORS' REPORT 10 FINANCIAL STATEMENTS 11 BALANCE SHEETS AS OF DECEMBER 31, 1999 AND 1998 STATEMENTS OF OPERATIONS 12 FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997 STATEMENTS OF PARTNERS' EQUITY 13 FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997 STATEMENTS OF CASH FLOWS 14 FOR THE YEARS ENDED DECEMBER 31, 1999, 1998, AND 1997 NOTES TO FINANCIAL STATEMENTS 15-20 SUPPLEMENTAL SCHEDULES SCHEDULE III 25 REAL ESTATE AND ACCUMULATED DEPRECIATION Financial schedules not included have been omitted because of the absence of conditions under which they are required or because the information is included elsewhere in this report. SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Capital Builders Development Properties II a California Limited Partnership By CAPITAL BUILDERS, INC., The Managing General Partner, For and On Behalf of the Capital Builders Development Properties II A California Limited Partnership Michael J. Metzger, President Date Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the date indicated. Signature Title Date Associate General Michael J. Metzger Partner; President and Director of Capital Builders, Inc. ("CB") Chief Financial Kenneth L. Buckler Officer of CB SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT. The Partnership has not sent an annual report or proxy statements to the Limited Partners and does not intend to send a proxy statement to the Limited Partners. The Partnership will send the Limited Partners an annual report and will furnish the Commission with copies of the annual report on or before April 30, 2000. Capital Builders Development Properties II A California Limited Partnership and Subsidiary SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION December 31, 1999 Column A Column B Column C Column D Cost Capitalized Subsequent Description Encumbrances Initial Cost to Acquisition Improvements Carrying Land (1) (1) Costs Commercial Office Bldg. Highlands 80 $6,009,885 $2,115,148 $8,028,290 $50,225 Roseville 3,303,049 986,715 3,648,034 89,326 Commercial Office Bldg. $9,312,934 $3,101,863 $11,676,324 $139,551 Balance at beginning of period Additions Deletions (2) Balance at end of period Column A Column E Description Gross Carrying Amount at End of Period Buildings & Improvements Land(1) (1) Total (1) Commercial Office Bldg. Highlands 80 $2,622,014 $7,571,649 $10,193,663 Roseville 1,431,785 3,292,290 4,724,075 Commercial Office Bldg. $4,053,799 $10,863,939 $14,917,738 Column E Total 1997 1998 1999 Balance at beginning of period $8,912,355 $14,493,041 $14,423,435 Additions (3) 5,747,656 163,044 494,303 Deletions (2) (166,970) (232,650) 0 Balance at end of period $14,493,041 $14,423,435 $14,917,738 Column A Column F Column G Column H Column I Accumulated Date of Date Depreciation Description Depreciation Construction Acquired Life Commercial Office Bldg. Highlands 80 40 Years $2,080,866 1987 1987 (Bldg.) Roseville 40 Years 633,997 1987 1987 (Bldg.) Commercial (Life of Office Bldg. $2,714,863 Lease Tenant Imp.) Column F Total 1997 1998 1999 Balance at beginning of period $1,426,812 $2,061,160 $2,280,524 Additions (3) 801,318 452,014 434,339 Deletions (2) (166,970) (232,650) 0 Balance at end of period $2,061,160 $2,280,524 $2,714,863 1) Valuation allowance for possible investment loss of $469,000 at December 31, 1995 was charged against the cost basis of the land and building and improvements on a pro rata basis in accordance with the provisions of SFAS No. 121 which was adopted on January 1, 1996. 2) Deletions represent the write-off of fully amortized tenant improvement costs. 3) On May 1, 1997 the Partnership purchased the remaining 60% interest in the Capital Builders Roseville Venture from CBDP I. The acquisition has been accounted for using the purchase method of accounting.