SecProbe.io

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August 2, 2005

Mail Stop 4561

Via U.S. Mail and Facsimile

Daniel R. McAuliffe
Chief Financial Officer
Citigroup Fairfield Futures Fund L.P. II
399 Park Avenue -7th Floor
New York, NY 10022

Re:		Citigroup Fairfield Futures Fund L.P. II
	Registration Statement on Form 10/A-1
	File No. 0-51282
      Filed July 12, 2005

Dear Mr. McAuliffe:

      We have reviewed the above filing and have the following
comments.  Where indicated, we think you should revise your
document
in response to these comments.  If you disagree, we will consider
your explanation as to why our comment is inapplicable or a
revision
is unnecessary.  Please be as detailed as necessary in your
explanation.  In some of our comments, we may ask you to provide
us
with information so we may better understand your disclosure.
After
reviewing this information, we may or may not raise additional
comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Trading Programs-beginning on page 7

K5 program, page 9
1. We note updated disclosure throughout in response to previous
comment 2.  However, your discussion on the K5 program references
allocation of risk exposure for the period ended December 31,
2004.
Please update the information to provide the allocation of risk
exposure for the most recent period ended March 31, 2005.

Report of Independent Registered Public Accounting Firm, page 2
2. Please have your auditors revise the second paragraph of their
audit report to be consistent with the language included in
Interpretation 18 to SAS 58.

Note 1, Partnership Organization, page 8
3. Please revise or advise us of the difference in the dissolution
date here and on page 39 and F-5.

*	*	*

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested information.  Detailed cover letters
greatly
facilitate our review.  Please understand that we may have
additional
comments after reviewing your amendment and responses to our
comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

	Direct any questions regarding the accounting comments to
Josh
Forgione at (202) 551-3431, or Steven Jacobs, Accounting Branch
Chief, at (202) 551-3403.  Direct any other questions to Charito
A.
Mittelman at (202) 551-3402, or the undersigned at (202) 551-3694.

Sincerely,

Owen Pinkerton
Senior Counsel

cc: 	Rita Molesworth, Esq.  (via facsimile)

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Daniel R. McAuliffe
Citigroup Fairfield Futures Fund L.P. II
August 2, 2005
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