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-A
             (Exact name of registrant as specified in its charter)


         Massachusetts                                                4-2819912
(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 12

<PAGE>

<TABLE>
<CAPTION>

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


                                     INDEX                                                                           Page No.

Part I.       FINANCIAL INFORMATION

<S>           <C>                                                                                                    <C>
              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 the 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 - 10

Part II.      OTHER INFORMATION

              Items 1 - 6                                                                                                11

              Signature                                                                                                  12
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         Part I. FINANCIAL INFORMATION

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

                                 Balance Sheets

                                     Assets                                          (Unaudited)             (Audited)
                                                                                       9/30/95                12/31/94
Investment property, at cost:
<S>                                                                               <C>                    <C>            
   Computer equipment                                                             $             -        $     1,562,489
     Less accumulated depreciation                                                              -              1,382,982
                                                                                          -------              ---------
       Investment property, net                                                                 -                179,507

   Cash and cash equivalents                                                              109,758                382,960
   Marketable securities (notes 2 and 4)                                                   69,491                      -
   Rents receivable, net (note 2)                                                               -                 19,224
   Sales receivable, net (note 2)                                                               -                  8,835
   Accounts receivable - affiliates, net (notes 2 and 3)                                        -                      -
                                                                                          -------                 ------

     Total assets                                                                 $       179,249        $       590,526
                                                                                  =       =======        =       =======

                        Liabilities and Partners' Equity
Liabilities:
   Accounts payable and accrued expenses - affiliates (note 3)                   $              -        $        30,551
   Accounts payable and accrued expenses                                                        -                 44,935
   Unearned rental income                                                                       -                  5,500
                                                                                            -----                  -----

     Total liabilities                                                                          -                 80,986
                                                                                            -----                 ------

Partners' equity:
   General Partner:
     Capital contribution                                                                   1,000                  1,000
     Cumulative net income                                                                828,246                793,866
     Cumulative cash distributions                                                       (829,246)              (806,463)
                                                                                         --------               -------- 
                                                                                                -                (11,597)
                                                                                         --------                ------- 
   Limited Partners (24,737 Units):
     Capital contribution, net of offering costs                                       11,019,501             11,019,501
     Cumulative net income                                                              4,923,208              4,824,477
     Cumulative cash distributions                                                    (15,755,738)           (15,322,841)
                                                                                      -----------            ----------- 
                                                                                          186,971                521,137
                                                                                          -------                -------
     Unrealized losses on marketable securities (note 4)                                   (7,722)                     -
                                                                                           ------                -------
     Total partners' equity                                                               179,249                509,540
                                                                                          -------                -------

     Total liabilities and partners' equity                                       $       179,249        $       590,526
                                                                                  =       =======        =       =======
</TABLE>

                See accompanying notes to financial statements.


<PAGE>

<TABLE>
<CAPTION>

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
                     (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 (loss) income                     $    (19,249)      $    104,219         $    132,173        $    400,174
   Interest income                                 2,672              2,782                9,786               5,974
   Recovery of net unsecured
     pre-petition claim (note 4)                 115,118                  -              186,198                   -
   Net (loss) gain on sale
     of equipment                                (14,981)            42,717              (55,317)             46,562
                                                 -------             ------              -------              ------

       Total revenue                              83,560            149,718              272,840             452,710
                                                  ------            -------              -------             -------

Costs and expenses:
   Depreciation                                        -             64,254               64,077             205,538
   Interest                                            -                436                   43               3,398
   Related party expenses (note 3):
     Management fees                                (478)             7,981                5,498              24,301
     General and administrative                   37,741             14,826               71,618              42,219
   (Reversal of) provision for
     doubtful accounts                           (27,911)            (8,126)              (1,507)              6,708
                                                 -------             ------               ------               -----

       Total costs and expenses                    9,352             79,371              139,729             282,164
                                                   -----             ------              -------             -------

Net income                                  $     74,208       $     70,347         $    133,111        $    170,546
                                            =     ======       =     ======         =    =======        =    =======

Net income (loss) per Limited
   Partnership Unit                         $       2.81       $      (0.63)        $       4.00        $      (2.45)
                                            =       ====       =      =====         =       ====        =      ===== 
</TABLE>

                See accompanying notes to financial statements.


<PAGE>

<TABLE>
<CAPTION>

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
                     (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                                                                         $     133,111            $      170,546
                                                                                      -     -------            -      -------

   Adjustments  to  reconcile  net  income  to net cash  provided  by  operating
     activities:
       Depreciation                                                                          64,077                   205,538
       (Reversal of) provision for doubtful accounts                                         (1,507)                    6,708
       Net loss (gain) on sale of equipment                                                  55,317                   (46,562)
       Net (increase) decrease in current assets                                            (47,647)                   39,984
       Net decrease in current liabilities                                                  (80,986)                  (11,795)
                                                                                            -------                   ------- 

         Total adjustments                                                                  (10,746)                  193,873
                                                                                            -------                   -------

         Net cash provided by operating activities                                          122,365                   364,419
                                                                                            -------                   -------

Cash flows from investing activities:
   Purchase of investment property                                                                -                    (2,250)
   Proceeds from sales of investment property                                                60,113                    92,655
                                                                                             ------                    ------

         Net cash provided by investing activities                                           60,113                    90,405
                                                                                             ------                    ------

Cash flows from financing activities:
   Principal payments on long-term debt                                                           -                  (149,528)
   Cash distributions to partners                                                          (455,680)                 (292,937)
                                                                                           --------                  -------- 

         Net cash used in financing activities                                             (455,680)                 (442,465)
                                                                                           --------                  -------- 

Net (decrease) increase in cash and cash equivalents                                       (273,202)                   12,359

Cash and cash equivalents at beginning of period                                            382,960                   141,087
                                                                                            -------                   -------

Cash and cash equivalents at end of period                                            $     109,758            $      153,446
                                                                                      =     =======            =      =======

Supplemental cash flow information:
   Interest paid during the period                                                    $       1,120            $        4,546
                                                                                      =       =====            =        =====
</TABLE>

                See accompanying notes to financial statements.


<PAGE>


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

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

(1)   Organization and Partnership Matters

The foregoing financial statements of Wellesley Lease Income Limited Partnership
II-A (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.

In the fourth quarter of 1994, the General  Partner  announced its intentions of
winding  down  the  operations  of the  Partnership  beginning  in  1995.  As of
September  30,  1995,  all  assets  have  been sold  with the  exception  of the
marketable  securities and the unsecured  pre-petition  claim,  and the proceeds
have been  accumulated to settle all  outstanding  liabilities  and make a final
distribution.  The  Partnership  will  not be  terminated  until  the  unsecured
pre-petition  claim against CIS has been settled and the remaining proceeds have
been distributed to the Partners (see note 4 for further discussion).

(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 $27,911 and
$1,042,   respectively,   and  $0  and  $465   included  in  sales   receivable,
respectively.   The  allowance  for  doubtful   accounts  included  in  accounts
receivable  -  affiliates  was $75,114 and  $194,623 at  September  30, 1995 and
December 31,  1994,  respectively,  all of which is related to the  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 4).



<PAGE>


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

                         Notes to Financial Statements
                                  (Unaudited)

Reclassifications

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

(3)   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                             $      5,498              $     24,301
      Reimbursable expenses paid                        47,457                    17,009
                                                        ------                    ------

                                                  $     52,955              $     41,310
                                                  =     ======              =     ======
</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 operations of the Partnership.

(4)   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 $7,722.

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                                         $ 77,213       $ 69,491      $       -          $        -
                                                                       ========       ========      =========          ==========
</TABLE>



<PAGE>


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

                         Notes to Financial Statements
                                  (Unaudited)

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.

(5)   Bankruptcy of Continental Information Systems Corporation

As was  discussed in the Form 10-Q for the quarter  ended June 30, 1995,  note 5
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  $108,985  and 2,453  shares of common  stock in
Continental  Information  Systems  Corporation  with a carrying value of $6,133.
Following the Trustee's second distribution, the Partnership has a remaining net
unsecured pre-petition claim of $75,114 as of July 20, 1995 (see note 6).

(6)   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  $3,269  and 2,083  shares  of common  stock in
Continental Information Systems Corporation with a carrying value of $5,208. 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 $61,300 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-A
                     (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
1994.

The  Partnership  realized  net income of $74,208 and  $70,347 for the  quarters
ended  September  30,  1995 and  1994,  respectively.  Rental  income  decreased
$123,468 between the three month periods.  The decrease in rental income relates
to a sale of  equipment  previously  on lease to  Shared  Medical.  The sale was
executed  in July,  1995 with a sale date of  December,  1994  causing a $77,700
adjustment to the current  quarter rental income.  Accordingly,  the Partnership
experienced a rental loss of $19,249 for the current quarter as a result of that
adjustment.  The sale of the entire  equipment  portfolio and the related leases
did not occur until  September,  1995;  thus,  there was no direct impact of the
sale on current  quarter rental  revenue.  The net loss on the sale of equipment
between the two periods is primarily  due to the current year sale of the entire
equipment  portfolio,  of which some equipment carried high net book values. 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  $70,019 or 88% during the third  quarter of
1995 primarily due to the $64,254 decrease in depreciation expense offset by the
$22,915 increase in general and administrative expenses. The Partnership did not
recognize any  depreciation  expense in the current  quarter due to a portion of
the equipment portfolio becoming fully depreciated and the sale of the equipment
portfolio.   General  and   administrative   expenses   increased   due  to  the
establishment  and  satisfaction  of  outstanding  liabilities  related  to  the
liquidation of the Partnership in 1995. For example,  the Partnership will still
need to cover costs relating to investor  reports,  Schedule K-1 preparation and
mailings,  etc.  Management  fees have  decrease in  relation to the  adjustment
related  to the  Shared  Medical  lease and the  decline  in rental  income,  as
discussed above.  The reversal of provision for doubtful  accounts of $27,911 is
due to successful collection efforts on delinquent rents receivable.

The Partnership realized net income of $133,111 and $170,546 for the nine months
ended  September  30,  1995 and  1994,  respectively.  Rental  income  decreased
$268,001  or 67%  between  the nine month  periods.  As  discussed  above in the
quarter analysis,  the decrease in rental income is primarily due to the $77,700
adjustment  to rental  income  in the third  quarter  of 1995.  Interest  income
increased as a result of higher  average  short-term  investment  balances.  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.  s mentioned above, the net loss
on the  sale  of  equipment  is  primarily  due to the  current  year  sales  of
equipment, of which some equipment carried high net book values.



<PAGE>


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

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

Total costs and expenses  decreased $142,435 or 50% during the first nine months
of 1995  primarily  as a result  of lower  depreciation  expense  exceeding  the
increase in general  and  administrative  expenses.  As  discussed  above in the
quarter analysis, depreciation expense decreased $141,461 due to a large portion
of the  equipment  portfolio  becoming  fully  depreciated  and the  sale of the
equipment portfolio.  General and administrative  expenses increased $29,399 due
to the establishment and satisfaction of outstanding  liabilities related to the
liquidation of the  Partnership  in 1994, as discussed  above.  Management  fees
expense decreased $18,803 as a result of the current quarter  adjustment related
to the Shared  Medical lease and the decline in rental  income.  The reversal of
provision  for  doubtful  accounts  for the  nine  months  is due to  successful
collection efforts on delinquent rents receivable, as mentioned above.

During the quarter and nine months ended  September  30, 1995,  the  Partnership
allocated   profits  and  losses  resulting  in  $2.81  and  $4.00  per  Limited
Partnership Unit, respectively.

Liquidity and Capital Resources

During the fourth quarter of 1994, the General Partner  announced its intentions
of winding down the  operations  of the  Partnership  beginning  in 1995.  As of
September 30, 1995, substantially all of the assets have been liquidated and the
proceeds have been accumulated to settle all outstanding  liabilities and make a
final  distribution.  As discussed in note 6 Subsequent  Events, the Partnership
received the third distribution from the Trustee,  with respect to the unsecured
pre-petition  claim. The  distribution  consisted of cash proceeds of $3,269 and
2,083 shares of common stock in Continental Information Systems Corporation with
a  carrying  value of  $5,208.  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  unsecured  pre-petition claim balance of $61,300 as
of October 20, 1995.

The stock  cannot be sold  immediately  by the  Partnership  due to  limitations
imposed by the Securities Exchange Act of 1933 (the "Exchange Act"). Because TLP
Leasing Programs, Inc., one of the Corporate General Partners, is a wholly-owned
subsidiary  of  Continental   Information  Systems  Corporation   ("CIS"),   the
Partnership is considered an "Affiliate" of CIS.  Accordingly,  in order for the
Partnership  to  sell  the  shares,   the  Partnership   must  comply  with  the
restrictions  imposed  by  Rule  144 of the  Exchange  Act.  In  doing  so,  the
Partnership  anticipates  selling the stock and distributing the proceeds to the
investors in the form of a final distribution within the next twelve months.

The Partnership's investing activities for the nine months resulted in the sales
of its entire  equipment  portfolio  with a  depreciated  cost basis of $165,430
generating  $60,113 in sales proceeds.  Also associated with the equipment sales
were $50,000 of loss charge offs against the reserve,  initially set up in prior
periods for estimated losses on the ultimate disposition of equipment.

Cash  distributions  are  currently  at  an  annual  level  of  3%  per  Limited
Partnership Unit or $3.75 per Limited Partnership Unit on a quarterly basis. For
the quarter ended September 30, 1995, the Partnership declared a distribution of
$97,646,  of which $4,882 is  allocated  to the General  Partners and $92,764 is
allocated to the Limited Partners. The distribution will be made on November 28,
1995.  As  discussed   above,  the  Partnership  is  accumulating  its  cash  in
anticipation  of a final  distribution.  The effects of inflation  have not been
significant to the Partnership and are not expected to have a material impact in
future periods.


<PAGE>

<TABLE>
<CAPTION>

                           PART II. OTHER INFORMATION

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP II-A
                     (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-A
(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 
      ------------------