UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                   FORM 10-Q
                   Quarterly Report Under Section 13 or 15(d)
              of the United States Securities Exchange Act of 1934

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


For Quarter Ended September 30, 1995                Commission File No. 2-89177


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
             (Exact name of registrant as specified in its charter)


         Massachusetts                                               04-2819906
(State or other jurisdiction of                                (I.R.S. Employer
incorporation or organization)                              Identification No.)


One Financial Center, 21st Floor, Boston, MA                              02111
(Address of principal executive offices)                             (Zip Code)


Registrant's telephone number, including area code               (617) 482-8000
                               ----------------


                                 Not Applicable
              (Former name, former address and former fiscal year,
                         if changed since last report)

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 
                                     ___      ---

                             There are no Exhibits.

                                  Page 1 of 14

<PAGE>

<TABLE>
<CAPTION>

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)


                                   INDEX                                                                            Page No.

<S>           <C>                                                                                                   <C>
Part I.       FINANCIAL INFORMATION

              Financial Statements

                 Balance Sheets as of September 30, 1995 and December 31, 1994                                            3

                 Statements of Operations For the Quarters Ended
                      September 30, 1995 and 1994 and Nine Months Ended
                      September 30, 1995 and 1994                                                                         4

                 Statements of Cash Flows For the Nine Months Ended
                      September 30, 1995 and 1994                                                                         5

                 Notes to Financial Statements                                                                        6 - 8

              Management's Discussion and Analysis of Financial Condition
                 and Results of Operations                                                                           9 - 11

              Computer Equipment Portfolio                                                                               12

Part II.      OTHER INFORMATION

              Items 1 - 6                                                                                                13

              Signature                                                                                                  14
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         Part I. FINANCIAL INFORMATION

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                                 Balance Sheets

                                     Assets                                          (Unaudited)             (Audited)
                                                                                       9/30/95                12/31/94
Investment property, at cost (note 3):
<S>                                                                               <C>                    <C>            
   Computer equipment                                                             $     1,344,054        $     1,671,132
     Less accumulated depreciation                                                      1,264,738              1,475,854
                                                                                        ---------              ---------
       Investment property, net                                                            79,316                195,278

Cash and cash equivalents                                                                 406,700                571,038
Marketable securities (notes 2 and 5)                                                      99,576                      -
Rents receivable, net (note 2)                                                             30,416                 74,989
Accounts receivable - affiliates, net (notes 2 and 4)                                           -                  3,381
                                                                                          -------                -------

     Total assets                                                                 $       616,008        $       844,686
                                                                                  =       =======        =       =======

                        Liabilities and Partners' Equity
Liabilities:
   Current portion of long-term debt                                              $             -        $        58,821
   Accounts payable and accrued expenses - affiliates (note 4)                             21,885                 35,622
   Accounts payable and accrued expenses                                                   18,594                 22,082
   Distribution payable                                                                     8,343                      -
   Unearned rental revenue                                                                  8,301                 55,853
                                                                                            -----                 ------

     Total liabilities                                                                     57,123                172,378
                                                                                           ------                -------

Partners' equity:
   General Partner:
     Capital contribution                                                                   1,000                  1,000
     Cumulative net income                                                                764,124                706,097
     Cumulative cash distributions                                                       (765,124)              (736,758)
                                                                                         --------               -------- 
                                                                                                -                (29,661)
                                                                                         --------                ------- 
   Limited Partners (25,363 Units):
     Capital contribution, net of offering costs                                       11,298,475             11,298,475
     Cumulative net income                                                              3,809,037              3,402,094
     Cumulative cash distributions                                                    (14,537,563)           (13,998,600)
                                                                                      -----------            ----------- 
                                                                                          569,949                701,969
                                                                                          -------                -------
     Unrealized losses on marketable securities (note 5)                                  (11,064)                     -
                                                                                          -------                -------
     Total partners' equity                                                               558,885                672,308
                                                                                          -------                -------

     Total liabilities and partners' equity                                       $       616,008        $       844,686
                                                                                  =       =======        =       =======
</TABLE>

                See accompanying notes to financial statements.


<PAGE>

<TABLE>
<CAPTION>

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                            Statements of Operations
                                  (Unaudited)

                                                     Quarters Ended                         Nine Months Ended
                                                      September 30,                           September 30,
                                                      -------------                           -------------
                                                 1995              1994                1995                1994
                                                 ----              ----                ----                ----
Revenue:
<S>                                         <C>                <C>                  <C>                 <C>         
   Rental income                            $     89,721       $    173,290         $    286,750        $    508,953
   Interest income                                 5,511              2,361               19,650               5,195
   Net gain on sale
     of equipment                                    573             22,294               45,847              50,495
   Recovery of net unsecured
     pre-petition claim (note 6)                 150,631                  -              249,479                   -
                                                 -------            -------              -------             -------

       Total revenue                             246,436            197,945              601,726             564,643
                                                 -------            -------              -------             -------

Costs and expenses:
   Depreciation                                   33,962             85,327              108,862             260,153
   (Reversal of) provision for
     doubtful accounts                                 -             11,278              (48,160)             30,992
   Interest                                          132              2,012                1,984               7,502
   Related party expenses (note 4):
     Management fees                               4,737              9,048               22,957              27,245
     General and administrative                   16,083             16,506               51,113              53,453
                                                  ------             ------               ------              ------

       Total costs and expenses                   54,914            124,171              136,756             379,345
                                                  ------            -------              -------             -------

Net income                                  $    191,522       $     73,774         $    464,970        $    185,298
                                            =    =======       =     ======         =    =======        =    =======

Net income per Limited
   Partnership Unit                         $       7.22       $       0.65         $      16.04        $       0.29
                                            =       ====       =       ====         =      =====        =       ====
</TABLE>

                See accompanying notes to financial statements.


<PAGE>

<TABLE>
<CAPTION>

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                            Statements of Cash Flows
             For the Nine Months Ended September 30, 1995 and 1994
                                  (Unaudited)

                                                                                           1995                      1994
                                                                                           ----                      ----
Cash flows from operating activities:
<S>                                                                                    <C>                      <C>          
   Net income                                                                          $    464,970             $     185,298
                                                                                       -    -------             -     -------

   Adjustments  to  reconcile  net  income  to net cash  provided  by  operating
     activities:
       Depreciation                                                                         108,862                   260,153
       (Reversal of) provision for doubtful accounts                                        (48,160)                   30,992
       Net gain on sale of equipment                                                        (45,847)                  (50,495)
       Net increase in current assets                                                       (14,526)                  (20,174)
       Net (decrease) increase in current liabilities                                       (64,777)                   11,614
                                                                                            -------                    ------

         Total adjustments                                                                  (64,448)                  232,090
                                                                                            -------                   -------

         Net cash provided by operating activities                                          400,522                   417,388
                                                                                            -------                   -------

Cash flows from investing activities:
   Proceeds from sales of investment property                                                52,947                    69,903
                                                                                             ------                    ------

         Net cash provided by investing activities                                           52,947                    69,903
                                                                                             ------                    ------

Cash flows from financing activities:
   Principal payments on long-term debt                                                     (58,821)                  (63,968)
   Cash distributions to partners                                                          (558,986)                 (400,467)
                                                                                           --------                  -------- 

         Net cash used in financing activities                                             (617,807)                 (464,435)
                                                                                           --------                  -------- 

Net (decrease) increase in cash and cash equivalents                                       (164,338)                   22,856

Cash and cash equivalents at beginning of period                                            571,038                    96,504
                                                                                            -------                    ------

Cash and cash equivalents at end of period                                             $    406,700             $     119,360
                                                                                       =    =======             =     =======

Supplemental cash flow information:
   Interest paid during the period                                                     $      3,061             $       7,987
                                                                                       =      =====             =       =====
</TABLE>

                See accompanying notes to financial statements.


<PAGE>


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                         Notes to Financial Statements
             For the Nine Months Ended September 30, 1995 and 1994
                                  (Unaudited)

(1)   Organization and Partnership Matters

The foregoing financial statements of Wellesley Lease Income Limited Partnership
II-B (the  "Partnership")  have been prepared in  accordance  with the rules and
regulations of the Securities and Exchange  Commission for Form 10-Q and reflect
all  adjustments  which are, in the opinion of management,  necessary for a fair
presentation of the results for the interim periods presented.  Pursuant to such
rules and  regulations,  certain note  disclosures  which are normally  required
under  generally  accepted  accounting  principles  have  been  omitted.  It  is
recommended  that these  financial  statements be read in  conjunction  with the
Partnership's Annual Report on Form 10-K for the year ended December 31, 1994.

(2)   Significant Accounting Policies

Allowance for Doubtful Accounts

The financial  statements  include allowances for estimated losses on receivable
balances.  The  allowances  for  doubtful  accounts  are based on past write off
experience  and an evaluation  of potential  uncollectible  accounts  within the
current  receivable  balances.  Receivable  balances  which are determined to be
uncollectible  are charged against the allowance and subsequent  recoveries,  if
any, are credited to the allowance. At September 30, 1995 and December 31, 1994,
the allowance for doubtful  accounts included in rents receivable was $1,952 and
$50,112,  respectively. The allowance for doubtful accounts included in accounts
receivable  -  affiliates  was $69,481 and  $228,555 at  September  30, 1995 and
December  31,  1994,  respectively,  which  was  related  to the  net  unsecured
pre-petition bankruptcy claim.

Marketable Securities

The marketable securities are stated at fair value at the balance sheet date and
consist of common stock in Continental  Information Systems Corporation received
by the Partnership in the distributions made December 27, 1994 and July 20, 1995
by the  Trustee  of the  Liquidating  Estate  of CIS  Corporation,  et al  ("the
Trustee"),  with respect to the  outstanding net unsecured  pre-petition  claim.
During the second quarter of 1995, the stock began trading, thereby providing an
objective  valuation  measure for establishing the cost basis.  Unrealized gains
and losses are  recorded  directly in  partners'  equity  except those gains and
losses that are deemed to be other than  temporary,  which would be reflected in
income or loss (see note 5).

Reclassifications

Certain prior year financial  statement items have been  reclassified to conform
with the current year's financial statement presentation.

(3)   Investment Property

At  September  30,  1995,  the  Partnership  owned  computer  equipment  with  a
depreciated cost basis of $40,071, subject to existing leases and equipment with
a depreciated cost basis of $39,245 in inventory, awaiting re-lease or sale. All
purchases of computer  equipment are subject to a 3% acquisition fee paid to the
General Partner.


<PAGE>


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                         Notes to Financial Statements
                                  (Unaudited)

(4)   Related Party Transactions

Fees,  commissions  and other expenses paid or accrued by the Partnership to the
General  Partner or affiliates of the General  Partner for the nine months ended
September 30, 1995 and 1994 are as follows:

<TABLE>
<CAPTION>
                                                      1995                      1994
                                                      ----                      ----

      <S>                                         <C>                       <C>         
      Management fees                             $     22,957              $     27,245
      Reimbursable expenses paid                        48,146                    43,416
                                                        ------                    ------

                                                  $     71,103              $     70,661
                                                  =     ======              =     ======
</TABLE>

Under the terms of the Partnership Agreement, the General Partner is entitled to
an equipment acquisition fee of 3% of the purchase price paid by the Partnership
for the  equipment.  The General  Partner is also  entitled to a management  fee
equal to 7% of the monthly rental  billings  collected.  Also,  the  Partnership
reimburses the General Partner and its affiliates for certain expenses  incurred
by them in connection with the operation of the Partnership.

(5)   Fair Values of Financial Instruments

Pursuant to Statement of Financial  Accounting  Standards  No. 115 ("SFAS 115"),
"Accounting  for  Certain  Investments  in Debt and  Equity  Securities,"  which
requires  investments in debt and equity  securities  other than those accounted
for under the equity  method to be carried at fair value or  amortized  cost for
debt securities expected to be held to maturity,  the Partnership has classified
its investments in equity securities as available for sale. Accordingly, the net
unrealized  gains and losses computed in marking these  securities to market are
reported  as a  component  of  partners'  equity.  At  September  30,  1995  the
difference  between the fair value and the original cost of these  securities is
an unrealized loss of $11,064.

The fair value is based on currently  quoted market prices.  The carrying amount
and estimated  fair value of the  Partnership's  marketable  securities  for the
quarters ended September 30, 1995 and 1994 are as follows:

<TABLE>
<CAPTION>
                                                                                1995                          1994
                                                                                ----                          ----
                                                                       Carrying       Fair          Carrying           Fair
                                                                       Amount         Value         Amount             Value

Investment in Continental Information
     <S>                                                               <C>            <C>           <C>                <C>       
     Systems Corporation Stock                                         $110,640       $ 99,576      $       -          $        -
                                                                       ========       ========      =========          ==========
</TABLE>

As was discussed in note 2,  Marketable  Securities,  the  Partnership  received
stock in Continental Information Systems Corporation as part of the December 27,
1994 and July 20,  1995  distributions  from the  Trustee,  with  respect to the
outstanding net unsecured pre-petition claim. The receivables comprising the net
unsecured  pre-petition  claim had been fully reserved during prior years; thus,
during the second  quarter of 1995 when the stock began  actively  trading,  the
carrying  amount  for the stock  was  established  to be $2.50  per share  which
approximated fair value at June 30, 1995.



<PAGE>


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                         Notes to Financial Statements
                                  (Unaudited)

(6)   Bankruptcy of Continental Information Systems Corporation

As was  discussed in the Form 10-Q for the quarter  ended June 30, 1995,  note 6
Subsequent  Events,  the Partnership  received the second  distribution from the
Trustee, with respect to the net unsecured  pre-petition claim. The distribution
consisted  of cash  proceeds of  $138,838  and 4,717  shares of common  stock in
Continental  Information  Systems  Corporation with a carrying value of $11,793.
Following the Trustee's second distribution, the Partnership has a remaining net
unsecured pre-petition claim of $69,481 as of September 30, 1995 (see note 7).

(7)   Subsequent Events

On October 20, 1995, the Partnership  received the third  distribution  from the
Trustee, with respect to the net unsecured  pre-petition claim. The distribution
consisted  of cash  proceeds  of  $3,026  and 1,929  shares  of common  stock in
Continental Information Systems Corporation with a carrying value of $4,823. The
cash and stock will be  reflected  in the  financial  statements  for the fourth
quarter of 1995.  Following the Trustee's third  distribution  and an additional
charge off made during the year, the  Partnership  has a remaining net unsecured
pre-petition  claim  balance  of $56,756 as of October  20,  1995.  The  General
Partner  anticipates that the Liquidating Estate will make future  distributions
on the remaining outstanding claim balance,  although it is not possible at this
time to determine when these distributions will be made.




<PAGE>


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                    Management's Discussion and Analysis of
                 Financial Condition and Results of Operations
                                  (Unaudited)

Results of Operations

The following discussion relates to the Partnership's operations for the quarter
and nine months ended  September  30, 1995 in  comparison to the same periods in
the prior year.

The  Partnership  realized  net income of $191,522  and $73,774 for the quarters
ended September 30, 1995 and 1994, respectively. Rental income decreased $83,569
or 48% due to lower rental  rates  obtained on equipment  lease  extensions  and
remarketings  resulting  after  the  initial  lease  term  expires  and due to a
decrease  in the  overall  size  of the  equipment  portfolio.  Interest  income
increased in 1995 as a result of higher average short-term  investment  balances
held  during  the  three  month  periods.  The  decrease  in net gain on sale of
equipment is  attributed  to the  reduction of sales of equipment in the current
quarter. The recovery of the net unsecured  pre-petition claim was the result of
the  second  distribution  from the  Trustee  of the  Liquidating  Estate of CIS
Corporation,  et al, (the  "Trustee"),  with  respect to the  outstanding  claim
balance.

Total costs and expenses  decreased 56% during the three month periods primarily
due to the significant  decrease in depreciation  expense.  Depreciation expense
decreased  $51,365 or 60% between the three  month  periods due to an  increased
portion  of  the  equipment  portfolio  becoming  fully  depreciated  and to the
reduction in the equipment portfolio.  The reduction in total costs and expenses
is also  impacted by the prior  quarter's  provision  for  doubtful  accounts of
$11,278.  The  Partnership  has not had to  establish a provision in the current
quarter due to fewer delinquent accounts receivable.  Interest expense decreased
between  the three  month  periods  due to the payoff of  long-term  debt in the
current quarter.  Management fees decreased in relation to the decline in rental
income. General and administrative expenses remained relatively constant.

The Partnership realized net income of $464,970 and $185,298 for the nine months
ended September 30, 1995 and 1994, respectively. The Partnership realized rental
income of $286,750 and $508,953 for the nine months ended September 30, 1995 and
1994 respectively.  As discussed above in the quarter analysis,  the decrease in
rental  income can be  attributed  to the  re-lease of equipment at lower rental
rates and the decrease in the equipment  portfolio.  Interest  income  increased
$14,455 in 1995 due to the higher average  short-term  investment  balances held
during the first nine months of 1995.  As mentioned  above,  the recovery of the
net  unsecured  pre-petition  claim was the result of the third  quarter of 1995
receipt of the Trustee's July 20, 1995 second distribution along with the second
quarter of 1995 establishment of the carrying value of the stock received in the
December  27,  1994  distribution.  The  receivables  associated  with the stock
settlement had been fully reserved in a prior year; accordingly, the Partnership
was able to show a recovery on those  receivables  as of June 30, 1995, at which
time an objective  stock value could be  determined  due to the stock's  trading
activities.



<PAGE>


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                    Management's Discussion and Analysis of
                 Financial Condition and Results of Operations
                                  (Unaudited)

Total costs and expenses  decreased 64% in 1995 due to the significant  decrease
in depreciation of $151,291 combined with the reversal of provision for doubtful
accounts of $48,160. As mentioned above,  depreciation expense decreased between
the nine month periods due to the equipment portfolio becoming fully depreciated
and to the reduction of the Partnership's  equipment portfolio.  The reversal of
provision  for doubtful  accounts was  generated  due to  successful  collection
efforts of delinquent  accounts.  Interest  expense  decreased $5,518 due to the
current year payoff of  long-term  debt.  As  discussed in the quarter  analysis
above,  management  fees declined as a result of the decrease in rental  income.
General and administrative expenses remained fairly constant.

The  Partnership  recorded  net  income per  Limited  Partnership  Unit of $7.22
and  $16.04  for   the  quarter  and  nine  months  ended  September  30,  1995,
respectively.

Liquidity and Capital Resources

For the nine months ended September 30, 1995,  rental revenue generated from the
operating  leases  was the  primary  source  of funds  for the  Partnership.  As
equipment leases terminate, the General Partner determines if the equipment will
be extended to the same lessee,  remarketed to another lessee,  or if it is less
marketable,  sold.  This  decision is made upon  analyzing  which  option  would
generate the most favorable results.

Rental income will continue to decrease due to two factors.  The first factor is
the rate obtained when the original  leases expire and are remarketed at a lower
rate.  Typically  the  remarketed  rates are lower due to the decrease in useful
life of the  equipment.  Secondly,  the  increasing  change of technology in the
computer  industry  usually  decreases  the  demand  for older  equipment,  thus
increasing the possibility of obsolescence.  Both of these factors together will
cause  remarketed  rates to be lower than original  rates and will cause certain
leases to terminate upon expiration.  This decrease,  however, should not affect
the Partnership's  ability to meet its future cash  requirements.  To the extent
that  future  cash  flows  should  be  insufficient  to meet  the  Partnership's
operating  expenses and liabilities,  additional funds could be obtained through
the sale of equipment, or a reduction in the rate of cash distributions.  Future
rental  revenues  amount to $165,740 and are to be received  over the next three
years.

In the  first  nine  months  of 1995,  the  Partnership's  investing  activities
resulted in equipment sales with a depreciated cost basis of $7,552,  generating
$52,947  in  proceeds.  Associated  with the  equipment  sales were $452 of loss
charge offs against the reserve, initially set up in prior periods for estimated
losses on the ultimate disposition of equipment. The Partnership has no material
capital expenditure commitments and will not purchase equipment in the future as
the Partnership has reached the end of its reinvestment period.

The  Partnership's  financing  activities  resulted in  the  payoff on long-term
debt of $58,821 for the nine months ended September 30, 1995.



<PAGE>


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                    Management's Discussion and Analysis of
                 Financial Condition and Results of Operations
                                  (Unaudited)

Cash  distributions  are  currently  at  an  annual  level  of  5%  per  Limited
Partnership  Unit, or $6.25 per Limited  Partnership  Unit on a quarterly basis.
For the quarter  ended  September  30,  1995,  the  Partnership  declared a cash
distribution  of $166,862,  of which $8,343 is allocated to the General  Partner
and $158,519 is allocated to the Limited Partners. The distribution will be made
on November 28, 1995. The Partnership expects to continue paying at or near this
level in the future.  The effects of inflation have not been  significant to the
Partnership and are not expected to have any material impact in future periods.


<PAGE>


                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)

                    Computer Equipment Portfolio (Unaudited)
                               September 30, 1995

Lessee

Allied Signal Corporation
Blue Cross and Blue Shield of Maryland, Incorporated
Emerson Electric Company, Incorporated
FAX International, Incorporated
Halliburton Company
Hughes Aircraft Company, Incorporated
Lamson & Sessions, Incorporated
Metropolitan Edison Company, Incorporated

<TABLE>
<CAPTION>
Equipment Description                                                                Acquisition Price

<S>                                                                                    <C>             
Computer peripherals                                                                   $        862,882
Processors & upgrades                                                                             6,720
Telecommunications                                                                               60,484
Other                                                                                           413,968
                                                                                                -------

                                                                                       $      1,344,054
                                                                                              =========            
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                           PART II. OTHER INFORMATION

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-B
                     (A Massachusetts Limited Partnership)


<S>            <C>
Item 1.        Legal Proceedings
               Response:  None

Item 2.        Changes in the Rights of the Partnership's Security Holders
               Response:  None

Item 3.        Defaults by the Partnership on its Senior Securities
               Response:  None

Item 4.        Results of Votes of Security Holders
               Response:  None

Item 5.        Other Information
               Response:  None

Item 6.        Exhibits and Reports on Form 8-K
               Response:

               A.  None

               B.  None
</TABLE>


<PAGE>


                                   SIGNATURE

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.

WELLESLEY LEASE INCOME LIMITED
PARTNERSHIP II-B
(Registrant)

By:  Wellesley Leasing Partnership,
its General Partner

By:  TLP Leasing Programs, Inc.,
one of its Corporate General Partners

By:  Arthur P. Beecher
     President


Date: November 14, 1995
      -----------------