Exhibit (a)(3)







September 28, 2005



TO:          UNIT HOLDERS OF SOUTHEAST ACQUISITIONS II, L.P.

SUBJECT:     OFFER TO PURCHASE UNITS

Dear Unit Holder:

As described in the enclosed Offer to Purchase and related Letters of
Transmittal (the "Offer") the Purchasers named in the attached Offer
(collectively the "Purchasers") are offering to purchase up to 2,413 Units of
limited partnership interest (the "Units") in SOUTHEAST ACQUISITIONS II, L.P.
(the "Partnership") at a purchase price equal to:

                                  $475 per Unit

The Offer will provide you with an opportunity to liquidate all, or a portion
of, your investment in SOUTHEAST ACQUISITIONS II, L.P. without the usual
transaction costs associated with market sales or partnership transfer fees.

After carefully reading the enclosed Offer, if you elect to tender your Units,
mail (using the enclosed pre-addressed, postage paid envelope) or fax a duly
completed and executed copy of the Letter of Transmittal (printed on yellow
paper) and change of address forms, and any other documents required by the
Letter of Transmittal, to the Depositary for the Offer at:

                        MacKenzie Patterson Fuller, Inc.
                               1640 School Street
                            Moraga, California 94556
                            Facsimile: (925) 631-9119


If you have any questions or need assistance, please call the Depository at
800-854-8357.

This Offer expires (unless extended) October 28, 2005.