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 March 31, 2003 | Commission file number 2-89185
|--------------------------------------------- | ------------------------------





GULLEDGE REALTY INVESTORS II, L.P.





|State of Organization: VIRGINIA | I.R.S. Employer Identification No. 54-1191237
|------------------------------- | ---------------------------------------------





One North Jefferson Avenue

St. Louis, Missouri  63103





Registrant's telephone number, including area code:  (314) 955-4188





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 of 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( )

Indicate by check mark whether the registrant is an accelerated
  filer (as defined in Rule 12b-2 of the Act). Yes( ) No(X)





GULLEDGE REALTY INVESTORS II, L.P.

(A Limited Partnership)

INDEX



|         |                                                                     | PAGE 
|-------- | ------------------------------------------------------------------- | -----
|PART I.  | FINANCIAL INFORMATION                                               |      
|         |                                                                     |      
|         | Item 1.  Financial Statements                                       |      
|         |                                                                     |      
|         | Balance
          Sheets                                            | 1    
|         |                                                                     |      
|         | Statements
          of Operations                                  | 2    
|         |                                                                     |      
|         | Statements
          of Changes in Partners' Deficit                | 3    
|         |                                                                     |      
|         | Statements
          of Cash Flows                                  | 4    
|         |                                                                     |      
|         | Notes
          to Financial Statements                             | 5-9  
|         |                                                                     |      
|         | Item 2.  Management's Financial Discussion                          | 10-11
|         |                                                                     |      
|         | Item 3.  Quantitative and Qualitative Disclosures About Market Risk | 12   
|         |                                                                     |      
|         | Item 4.  Disclosure Controls and Procedures                         | 12-13
|         |                                                                     |      
|PART II. | OTHER INFORMATION                                                   |      
|         |                                                                     |      
|         | Item 6.  Exhibits and Reports on Form 8-K                           | 14   
|         |                                                                     |      
|         | SIGNATURES                                                          | 15   
|         |                                                                     |      
|         | CERTIFICATIONS                                                      | 16-17





GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  Balance Sheets

(Unaudited)



|ASSETS                            | March 31,
      2003 | December 31,
      2002
|--------------------------------- | -------------------- | -----------------------
|                                  |                      |                        
|Cash and cash equivalents         | $    99,936          | $     71,610           
|                                  |                      |                        
|Advances to Project Partnerships  | 3,134                | 20,203                 
|                                  |                      |                        
|Total
        Assets              | **$  103,070**       | **$     91,813**       
|                                  |                      |                        
|                                  |                      |                        
|                                  |                      |                        
|LIABILITIES AND PARTNERS' DEFICIT |                      |                        
|                                  |                      |                        
|Accounts payable                  | $    19,750          | $     35,200           
|                                  |                      |                        
|Payable to General Partner        | 922,855              | 908,460                
|                                  |                      |                        
|Note payable and accrued          |                      |                        
|interest payable (Note B)         | 3,652,672            | 3,740,364              
|                                  |                      |                        
|Capital contributions payable     | 50,000               | 50,000                 
|                                  |                      |                        
|Total
        Liabilities         | 4,645,277            | 4,734,024              
|                                  |                      |                        
|Partners' Deficit                 | (4,542,207)          | (4,642,211)            
|                                  |                      |                        
|Total
        Liabilities and     |                      |                        
|Partners'
        Deficit         | **$  103,070**       | **$    91,813**        







See Notes to Financial Statements.





GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  Statements of Operations

(Unaudited)

|                                                           | Three Months Ended          
|---------------------------------------------------------- | ----------------------------
|                                                           | March 31,                   
|                                                           | 2003                        
|Revenue:                                                   |                             
|                                                           |                             
|Interest income                                            | $          187              
|                                                           |                             
|Distributions
        from zero-basis Project Partnerships | 237,076                     
|                                                           |                             
|Miscellaneous
        income                               | --                          
|                                                           |                             
|                                                           | 237,263                     
|Expenses:                                                  |                             
|                                                           |                             
|Asset management
        fee                               | 28,645                      
|                                                           |                             
|Professional
        fees                                  | 2,550                       
|                                                           |                             
|Consulting
        fees                                    | 11,000                      
|                                                           |                             
|Operating expenses                                         | 750                         
|                                                           |                             
|Interest expense
        (Note B)                          | 94,314                      
|                                                           |                             
|                                                           | 137,259                     
|                                                           |                             
|Net income/(loss)                                          | **$   
        100,004**    
|                                                           |                             
|                                                           |                             
|Net income/(loss) per partnership unit                     | **$             
        8**







See Notes to Financial Statements.





GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  Statements of Changes in Partners' Deficit
  (Unaudited)

Three Months Ended March 31, 2003 and 2002



|                            | Total                | General       | SpecialLimited     | Limited         
|--------------------------- | -------------------- | ------------- | ------------------ | ----------------
|Balances at January 1, 2002 | $(4,521,726)         | $(58,360)     | $(102,082)         | $(4,361,284)    
|                            |                      |               |                    |                 
|Net loss for three months   |                      |               |                    |                 
|ended March 31, 2002        | (110,255)            | (1,213)       | (2,095)            | (106,947)       
|                            |                      |               |                    |                 
|                            |                      |               |                    |                 
|Balances at March 31, 2002  | **$(4,631,981****)** | **$(59,573)** | **$(104,177)**     | **$(4,468,231)**
|                            |                      |               |                    |                 
|                            |                      |               |                    |                 
|                            |                      |               |                    |                 
|Balances at January 1, 2003 | $(4,642,211)         | $(59,686)     | $(104,371)         | $(4,478,154)    
|                            |                      |               |                    |                 
|Net income for three months |                      |               |                    |                 
|ended March 31, 2003        | 100,004              | 1,100         | 1,900              | 97,004          
|                            |                      |               |                    |                 
|Balances at March 31, 2003  | **$(4,542,207****)** | **$(58,586)** | **$(102,471****)** | **$(4,381,150)**
|                            |                      |               |                    |                 
|                            |                      |               |                    |                 
|                            |                      |               |                    |                 







See Notes to Financial Statements.







GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  Statements of Cash Flows
  (Unaudited)



|                                                           | Three Months Ended 
|---------------------------------------------------------- | -------------------
|                                                           | March
      31,    
|                                                           | 2003               
|Cash Flows From Operating Activities:                      |                    
|Net income/(loss)                                          | $  
        100,004
|Adjustments
        to reconcile net loss                  |                    
|to
        net cash from operating activities:             |                    
|Distributions
        from zero-basis Project Partnerships | (237,076)          
|Change
        in assets and liabilities:                  |                    
|Advances
        to Project Partnerships                   | 17,069             
|Accounts
        payable                                   | (15,450)           
|Escrow
        deposit                                     | --                 
|Payable
        to general partner                         | 14,395             
|Accrued
        interest on note payable                   | (87,692)           
|                                                           |                    
|Net Cash From Operating Activities                         | (208,750)          
|                                                           |                    
|Cash Flows from Investing Activities-                      |                    
|Distributions
        from Project Partnerships            | 237,076            
|                                                           |                    
|Net Change in Cash and Cash Equivalents                    | 28,326             
|                                                           |                    
|Cash and Cash Equivalents Beginning of Period              | 71,610             
|                                                           |                    
|Cash and Cash Equivalents End of Period                    | **$      99,936**  
|                                                           |                    
|                                                           |                    
|Additional Cash Flow Information:                          |                    
|Interest
      Payments                                    | $    182,006       











See Notes to Financial Statements.







GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  NOTES TO FINANCIAL STATEMENTS

Three Months Ended March 31, 2003 and 2002

(Unaudited)



Note A                  Summary
  of Significant Accounting Policies



Partnership Organization



Gulledge Realty Investors II (the "Partnership")
  is a limited partnership organized on December 1, 1983 under the laws of
  the Commonwealth of Virginia for the purpose of acquiring limited partner interests
  in real estate limited partnerships ("Project Partnerships"). At March
  31, 2003, these Project Partnerships included Colony Place Associates, Ltd.
  ("Colony"), Country Oaks Apartments Limited Partnership ("Country
  Oaks"), Hawthorn Housing Limited Partnership ("Hawthorn") and
  Olympic Housing Limited Partnership ("Olympic"). Olympic was sold
  in April 2003 (See Note C). The Project Partnerships previously included Pine
  West, Ltd., ("Pine West") and Rancho Vista Associates ("Rancho
  Vista"), which limited partner interests were sold in 2001, and Florence
  Housing Associates ("Florence"), which assets were sold in 2000. Each
  of the remaining Project Partnerships is an operating real estate project which
  receives mortgage interest subsidies and/or rental assistance from the United
  States Department of Housing and Urban Development ("HUD") or Farmer's Home
  Administration. The Registrant commenced operations in March 1984. GULL-AGE
  Properties, Inc. ("GAP") is the general partner of the Partnership.

The Partnership owns 100% of the limited partner interests
  in the Project Partnerships, which represents 99.0%, 94.9%, 99.0% and 99.0%
  of the total ownership interests in Colony, Country Oaks, Hawthorn and Olympic,
  respectively. GULL-AGE Realty Advisors, Inc., ("GARA") an entity related
  to GAP, is the General Partner or the agent for the General Partner or Special
  General Partner of Colony, Hawthorn, Olympic and Country Oaks. GARA owns or
  controls through its agency agreement .10%, .01%, .10% and .10% of Colony, Hawthorn,
  Olympic and Country Oaks, respectively. The remaining partnership interests
  of the Project Partnerships are owned by unrelated individuals or entities.



The Partnership is under negotiations with third-parties
  to sell Colony, Country Oaks and Hawthorn. The ability to sell the Partnership's
  assets, i.e. the Project Partnerships, is limited by the overall market conditions
  in the geographic areas where the Projects operate and, potentially, the ability
  of the Projects to qualify for Low Income Housing Tax Credits. For those Project
  Partnerships for which the Partnership's ownership interest is pledged as collateral
  in connection with promissory notes, the Partnership must also consider the
  outstanding balances of the notes and in some cases negotiate a reduced payoff
  on the notes.

The financial statements include only those assets, liabilities,
  and results of operations which relate to the business of the Partnership and
  do not include any assets, liabilities, or operating results attributable to
  the partners' individual activities.



Cash and Cash Equivalents



The Partnership considers interest bearing money market account balances to be cash equivalents.



Investments in Project Partnerships



The investment in Project Partnerships is accounted for using
  the equity method of accounting. Under the equity method, investments are reflected
  at cost, adjusted for the Partnership's share of the Project Partnerships' income
  or loss. The Partnership is under no obligation to contribute additional capital,
  or to lend monies necessary to fund cash flow deficiencies of the Project Partnerships,
  because the Partnership is a limited partner in such partnerships. The investment
  account for a Project Partnership will not be reduced below zero because the
  Partnership is not liable for Project Partnership losses in excess of such investment.
  Any distributions received from the Project Partnerships subsequent to reducing
  the investment account to zero, will be recognized as income in the year received.

Use of Estimates



The preparation of financial statements in conformity with
  accounting principles generally accepted in the United States of America requires
  management to make estimates and assumptions that affect the reported amounts
  of assets and liabilities and disclosure of contingent assets and liabilities
  at the date of the financial statements and the reported amounts of revenues
  and expenses during the reporting period. Actual results could differ significantly
  from those estimated.



Income Taxes



No provision has been made for current or deferred income taxes
  since they are the responsibility of each partner. Profits (or gains) and losses
  of the Partnership are allocated to the partners in accordance with the partnership
  agreement.



Segment Reporting



The Partnership's principal line of business is investing in
  Project Partnerships that own and operate low-income housing Projects that are
  financed and/or operated under federal or state housing assistance programs.
  Management believes that the Partnership operates in one business segment.



Reclassifications



Where appropriate, prior years' financial information has been
  reclassified to conform with the current year presentation.



Recent Accounting Pronouncements



In November 2002, FASB issued FASB Interpretation 45, Guarantor's
  Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees
  of Indebtedness of Others ("FIN 45"). For financial statements
  issued after December 15, 2002, FIN 45 requires that a guarantor make certain
  disclosures regarding guarantees or indemnification agreements. Starting January 1,
  2003, FIN 45 requires that a liability be recognized at the fair value of the
  guarantee. The adoption of FIN 45 did not have an impact on the Partnership's
  financial statements.

In January 2003, FASB issued FASB Interpretation No. 46, Consolidation
  of Variable Interest Entities ("FIN 46"). FIN 46 is to improve
  financial reporting by enterprises involved with variable interest entities.
  FIN 46 applies immediately to variable interest entities created after January 31,
  2003, and to variable interest entities in which an enterprise obtains an interest
  after that date. It applies in the first fiscal year or interim period beginning
  after June 15, 2003, to variable interest entities in which an enterprise
  holds a variable interest that it acquired before February 1, 2003. The
  Partnership adopted the provisions of FIN 46 that apply to variable interest
  entities created after January 31, 2003, or variable interest entities in which
  an enterprise obtains an interest after that date. The adoption of these provisions
  did not require the partnership to consolidate any information related to variable
  interest entities. Although the Partnership has not finalized its analysis of
  the provisions of FIN 46 that apply to variable interest entities in which an
  enterprise holds a variable interest that it acquired before February 1, 2003,
  the Partnership does not believe it will be required to consolidate any information
  related to variable interest entities it acquired prior to that date.



Note B                  Note
  Payable and Accrued Interest Payable



The promissory note is collateralized by the Partnership's
  interest in Hawthorn. Principal and interest are only payable from surplus cash
  received by the Partnership from Hawthorn. The Partnership is not required to
  make any payments from surplus cash it receives from any other project. The
  promissory note plus accrued interest totaled $3,652,672 at March 31, 2003,
  and bears simple interest at a rate of 11%. The note bore simple interest at
  a rate of 9% until the note became due on June 30, 2002, at which time, the interest
  rate increased to 11%. The note is currently in default and as a result, the
  Partnership's ownership interest in Hawthorn may revert to the noteholder. The
  noteholder has not notified the Partnership of a demand for payment or a claim
  on the collateral. Under the terms of the promissory note, the Partnership pays
  an annual consulting fee of $19,000 to GAP and $25,000 to the noteholder. The
  consulting fees are only payable out of distributions from Hawthorn.

The Partnership's ownership interest in another Project Partnership
  (Colony) is pledged as collateral in connection with a promissory note issued
  by Colony. The Colony promissory note was due June 30, 1997 and had been
  extended to November 30, 1999, while the General Partner attempted to locate
  a buyer. A buyer was not located before November 30, 1999. This note is
  currently in default. Therefore, the Colony noteholder may demand payment and
  Colony may revert to its noteholder. The Colony noteholder has not notified
  the Partnership of a demand for payment or a claim on the collateral.

Notwithstanding the balances owed on the defaulted notes, none
  of the Project Partnerships are experiencing significant operating cash flow
  deficiencies.

Note C                  Subsequent
  Events



During the second quarter of 2003, the Partnership received
  regulatory approval for the sale of Olympic's assets. The sale was finalized
  in April of 2003. In addition to purchasing all of the assets of Olympic, the
  Purchaser assumed all of its liabilities. The Partnership received proceeds
  of $10,000 from the sale, which will be used to pay legal expenses related to
  the sale and other liabilities.











GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  MANAGEMENT'S FINANCIAL DISCUSSION
For the Three Months Ended March 31, 2003 and 2002



Gulledge Realty Investors II, L.P. (the "Partnership")
  is a limited partnership formed to acquire limited partner interests in real
  estate limited partnerships (Project Partnerships). Part of the original objective
  of the Partnership was to generate tax losses for investors. However, due to
  changes in the tax regulations, there are some restrictions on the use of these
  losses. The Partnership is in the process of selling the remaining Project Partnerships
  in order to liquidate its assets and dissolve. The Partnership's investments
  in the Project Partnerships are recorded using the equity method of accounting
  (see Note A to Financial Statements).

Revenues were $237,263 for the three months ended March 31,
  2003 compared to $10,219 for the same period a year ago. Expenses increased
  to $137,259 compared to $120,474 in 2002. The increase in revenue was primarily
  due to an increase in distributions from zero-basis Project Partnerships due
  to receiving distribution payments earlier in the current year compared to last
  year. Distributions from zero-basis Project Partnerships were received during
  the second quarter of 2002. The decrease in miscellaneous income was the result
  of a prospective buyer for Colony terminating the sale contract and forfeiting
  the deposit to the Partnership during 2002. The increase in expense was due
  to an increase in interest expense on the note payable as a result of a 2 percent
  increase in the interest rate beginning on July 1, 2002.

The Partnership is liable for a promissory note that bears
  simple interest at a rate of 11 percent and is collateralized by the Partnership's
  ownership interest in Hawthorn. Principal and interest payable totaled $3,652,672
  at March 31, 2003. Principal and interest can only be paid from distributions
  received from Hawthorn. The Partnership is not required to use distributions
  from any other Project Partnership to make payments on this promissory note.
  The promissory note along with accrued interest was due on June 30, 2002 and
  is currently in default. As a result, the Partnership's ownership interest in
  Hawthorn may revert to the noteholder (see Note B to Financial Statements).
  The noteholder has not notified the Partnership of a demand for payment or a
  claim on the collateral. In 2002, the Partnership entered into an agreement
  with a third-party purchaser to sell Hawthorn. The potential purchaser exercised
  its right under the contract to terminate the agreement. The Partnership is
  under negotiations with another third-party to sell Hawthorn.

The Partnership's ownership interest in another Project Partnership
  (Colony) is pledged as collateral in connection with a promissory note issued
  by Colony. The Colony promissory note was due June 30, 1997 and had been
  extended to November 30, 1999, while the General Partner attempted to locate
  a buyer. A buyer was not located before November 30, 1999. This note is
  currently in default. Therefore, the Colony noteholder may demand payment and
  Colony may revert to its noteholder. The Colony noteholder has not notified
  the Partnership of a demand for payment or a claim on the collateral.

During the second quarter of 2003, the Partnership received
  regulatory approval for the sale of Olympic's assets. The sale was finalized
  in April of 2003. In addition to purchasing all of the assets of Olympic, the
  Purchaser assumed all of its liabilities. The Partnership received proceeds
  of $10,000 from the sale, which will be used to pay legal expenses related to
  the sale and other liabilities.





GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  For the Three Months Ended March 31, 2003 and 2002



PART I-FINANCIAL INFORMATION





Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

No material changes have occurred related to the Partnership's
  policies, procedures, controls or risk profile.

Item 4. DISCLOSURE CONTROLS AND PROCEDURES



Within the 90 days prior to the date of this Quarterly Report
  on Form 10-Q, the Partnership evaluated the effectiveness of the design and
  operation of its "disclosure controls and procedures" (Disclosure
  Controls), and its "internal controls and procedures for financial reporting"
  (Internal Controls). This evaluation (the Controls Evaluation) was performed
  under the supervision and with the participation of management, including the
  President of the General Partner of the Partnership ("President") and the Vice   President of the General Partner of the Partnership ("Vice President").

Disclosure Controls are procedures designed to ensure that
  information required to be disclosed in the Partnership’s reports filed
  under the Exchange Act, such as this Quarterly Report, is recorded, processed,
  summarized and reported within the time periods specified in the U.S. Securities
  and Exchange Commission's (the SEC) rules and forms. Disclosure Controls are
  also designed to ensure that such information is accumulated and communicated
  to management, including the President and the Vice President, as appropriate
  to allow timely decisions regarding required disclosure. Internal Controls are
  procedures designed to provide reasonable assurance that (1) transactions are
  properly authorized; (2) assets are safeguarded against unauthorized or improper
  use; and (3) transactions are properly recorded and reported, all to permit
  the preparation of financial statements in conformity with generally accepted
  accounting principles.

The Partnership's management, including the President and
  the Vice President, does not expect that the Disclosure Controls or other Internal
  Controls will prevent all error and all fraud. A control system, no matter how
  well designed and operated, can provide only reasonable, not absolute, assurance
  that the control system's objectives will be met. Further, the design of a control
  system must reflect the fact that there are resource constraints, and the benefits
  of controls must be considered relative to their costs. Because of the inherent
  limitations in all control systems, no evaluation of controls can provide absolute
  assurance that all control issues and instances of fraud, if any, within the
  Partnership have been detected. These inherent limitations include the realities
  that judgments in decision-making can be faulty, and that breakdowns can occur
  because of simple error or mistake. Controls can also be circumvented by the
  individual acts of some persons, by collusion of two or more people, or by management
  override of the controls. The design of any system of controls is based in part
  upon certain assumptions about the likelihood of future events, and there can
  be no assurance that any design will succeed in achieving its stated goals under
  all potential future conditions. Over time, controls may become inadequate because
  of changes in conditions or deterioration in the degree of compliance with its
  policies or procedures. Because of the inherent limitations in a cost-effective
  control system, misstatements due to error or fraud may occur and not be detected.

The evaluation of the Partnership’s Disclosure Controls
  and Internal Controls included a review of the controls' objectives and design,
  the Partnership's implementation of the controls and the effect of the controls
  on the information generated for use in this Quarterly Report. In the course
  of the Controls Evaluation, management sought to identify data errors, controls
  problems or acts of fraud and confirm that appropriate corrective actions, including
  process improvements, were being undertaken. This type of evaluation is performed
  on a quarterly basis so that the conclusions of management, including the President
  and the Vice President, concerning controls effectiveness can be reported in
  the Partnership’s Quarterly Reports on Form 10-Q and Annual Report on
  Form 10-K. The Partnership’s Internal Controls are also evaluated by the
  independent auditors who evaluate them in connection with determining their
  auditing procedures related to their report on the annual financial statements
  and not to provide assurance on Internal Controls. The overall goals of these
  various evaluation activities are to monitor Disclosure Controls and Internal
  Controls, and to modify them as necessary. The Partnership intends to maintain
  the Disclosure Controls and the Internal Controls as dynamic systems that change
  as conditions warrant.

From the date of the Controls Evaluation to the date of this
  Quarterly Report, there have been no significant changes in Internal Controls
  or in other factors that could significantly affect Internal Controls, including
  any corrective actions with regard to significant deficiencies and material
  weaknesses.

Based upon the Controls Evaluation, the President and the
  Vice President have concluded that, subject to the limitations noted above,
  the Disclosure Controls are effective to ensure that material information relating
  to Gulledge Realty Investors II, L.P. is made known to management, including
  the President and the Vice President, particularly during the period when the
  periodic reports are being prepared, and that the Internal Controls are effective
  to provide reasonable assurance that the financial statements are fairly presented
  in conformity with generally accepted accounting principles.







GULLEDGE REALTY INVESTORS II, L.P.
  (A Limited Partnership)
  For the Three Months Ended March 31, 2003 and 2002



PART II-OTHER INFORMATION



Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

Exhibits

(a)	99(i)     President, Secretary, Treasurer and Director
  Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
  Section 906 of the Sarbanes-Oxley Act of 2002.

99(ii)     Vice President
  and Assistant Treasurer Certification Pursuant to 18 U.S.C. Section 1350,
  as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

(b)		Reports on Form 8-K - There were no reports filed on Form 8-K for
  the quarter ended March 31, 2003.





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.





|                    | GULLEDGE REALTY INVESTORS II, L.P.
|------------------- | ----------------------------------
|                    |                                   
|                    | By:  GULL-AGE Properties, Inc.    
|                    | Managing General Partner          
|                    |                                   
|                    |                                   
|                    |                                   
|                    |                                   
|Date:  May 13, 2003 | By:   /s/Douglas L. Kelly         
|                    | Douglas L. Kelly                  
|                    | President, Secretary,             
|                    | Treasurer and Director            



**CERTIFICATION**

I, Douglas L. Kelly, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Gulledge Realty Investors II, L.P.;
2. Based on my knowledge, this quarterly report does not contain any untrue
  statement of a material fact or omit to state a material fact necessary to make
  the statements made, in light of the circumstances under which such statements
  were made, not misleading with respect to the period covered by this quarterly
  report;
3. Based on my knowledge, the financial statements, and other financial information
  included in this quarterly report, fairly present in all material respects the
  financial condition, results of operations and cash flows of the registrant
  as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officer and I are responsible for establishing
    and maintaining disclosure controls and procedures (as defined in Exchange
    Act Rules 13a-14 and 15d-14) for the registrant and have:designed such disclosure controls and procedures to ensure that material
	information relating to the registrant, including its consolidated subsidiaries,
	is made known to us by others within those entities, particularly during the
	period in which this quarterly report is being prepared;
   evaluated the effectiveness of the registrant's disclosure controls and
	procedures as of a date within 90 days prior to the filing date of this quarterly
	report (the “Evaluation Date”); and
   presented in this quarterly report our conclusions about the effectiveness
	of the disclosure controls and procedures based on our evaluation as of the
	Evaluation Date;
5. designed such disclosure controls and procedures to ensure that material
	information relating to the registrant, including its consolidated subsidiaries,
	is made known to us by others within those entities, particularly during the
	period in which this quarterly report is being prepared;
6. evaluated the effectiveness of the registrant's disclosure controls and
	procedures as of a date within 90 days prior to the filing date of this quarterly
	report (the “Evaluation Date”); and
7. presented in this quarterly report our conclusions about the effectiveness
	of the disclosure controls and procedures based on our evaluation as of the
	Evaluation Date;
8. The registrant's other certifying officers and I have disclosed, based on
  our most recent evaluation, to the registrant's auditors and the audit committee
  of registrant's board of directors (or persons performing the equivalent function):all significant deficiencies in the design or operation of internal controls
	which could adversely affect the registrant's ability to record, process,
	summarize and report financial data and have identified for the registrant's
	auditors any material weaknesses in internal controls; and
   any fraud, whether or not material, that involves management or other employees
	who have a significant role in the registrant's internal controls; and
9. all significant deficiencies in the design or operation of internal controls
	which could adversely affect the registrant's ability to record, process,
	summarize and report financial data and have identified for the registrant's
	auditors any material weaknesses in internal controls; and
10. any fraud, whether or not material, that involves management or other employees
	who have a significant role in the registrant's internal controls; and
11. The registrant's other certifying officer and I have indicated in this quarterly
    report whether there were significant changes in internal controls or in other
    factors that could significantly affect internal controls subsequent to the
    date of our most recent evaluation, including any corrective actions with
    regard to significant deficiencies and material weaknesses.
  Date: May 13, 2003

| | /s/ Douglas L. Kelly  
| | ----------------------
| | Douglas L. Kelly      
| | President, Secretary, 
| | Treasurer and Director



CERTIFICATION

I, Joseph G. Porter, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Gelledge Realty Investors II, L.P.;
2. Based on my knowledge, this quarterly report does not contain any untrue
  statement of a material fact or omit to state a material fact necessary to make
  the statements made, in light of the circumstances under which such statements
  were made, not misleading with respect to the period covered by this quarterly
  report;
3. Based on my knowledge, the financial statements, and other financial information
  included in this quarterly report, fairly present in all material respects the
  financial condition, results of operations and cash flows of the registrant
  as of, and for, the periods presented in this quarterly report;
4. The registrant's other certifying officer and I are responsible for establishing
    and maintaining disclosure controls and procedures (as defined in Exchange
    Act Rules 13a-14 and 15d-14) for the registrant and have:designed such disclosure controls and procedures to ensure that material
	information relating to the registrant, including its consolidated subsidiaries,
	is made known to us by others within those entities, particularly during the
	period in which this quarterly report is being prepared;
   evaluated the effectiveness of the registrant's disclosure controls and
	procedures as of a date within 90 days prior to the filing date of this quarterly
	report (the “Evaluation Date”); and
   presented in this quarterly report our conclusions about the effectiveness
	of the disclosure controls and procedures based on our evaluation as of the
	Evaluation Date;
5. designed such disclosure controls and procedures to ensure that material
	information relating to the registrant, including its consolidated subsidiaries,
	is made known to us by others within those entities, particularly during the
	period in which this quarterly report is being prepared;
6. evaluated the effectiveness of the registrant's disclosure controls and
	procedures as of a date within 90 days prior to the filing date of this quarterly
	report (the “Evaluation Date”); and
7. presented in this quarterly report our conclusions about the effectiveness
	of the disclosure controls and procedures based on our evaluation as of the
	Evaluation Date;
8. The registrant's other certifying officers and I have disclosed, based on
  our most recent evaluation, to the registrant's auditors and the audit committee
  of registrant's board of directors (or persons performing the equivalent function):all significant deficiencies in the design or operation of internal controls
	which could adversely affect the registrant's ability to record, process,
	summarize and report financial data and have identified for the registrant's
	auditors any material weaknesses in internal controls; and
   any fraud, whether or not material, that involves management or other employees
	who have a significant role in the registrant's internal controls; and
9. all significant deficiencies in the design or operation of internal controls
	which could adversely affect the registrant's ability to record, process,
	summarize and report financial data and have identified for the registrant's
	auditors any material weaknesses in internal controls; and
10. any fraud, whether or not material, that involves management or other employees
	who have a significant role in the registrant's internal controls; and
11. The registrant's other certifying officer and I have indicated in this quarterly
    report whether there were significant changes in internal controls or in other
    factors that could significantly affect internal controls subsequent to the
    date of our most recent evaluation, including any corrective actions with
    regard to significant deficiencies and material weaknesses.
  Date: May 13, 2003

| | /s/ Joseph G. Porter                  
| | --------------------------------------
| | Joseph G. Porter                      
| | Vice President and Assistant Treasurer