UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, DC.  20549

                            FORM 10-Q

(Mark One)

[X]  QUARTERLY  REPORT PURSUANT TO SECTION 13  OR  15(d)  OF  THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended         September 30, 2002
                               ----------------------------------

                               or

[   ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)  OF  THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______________ to _______________

Commission file number                 0-14645
                        -----------------------------------------

                DIVERSIFIED HISTORIC INVESTORS II
-----------------------------------------------------------------
    (Exact name of registrant as specified in its charter)

Pennsylvania                                        23-2361261
--------------                                  -----------------
(State or other jurisdiction of                 (I.R.S. Employer
incorporation or organization)                 Identification No.)

           1521 Locust Street, Philadelphia, PA   19102
-----------------------------------------------------------------
     (Address of principal executive offices)    (Zip Code)

Registrant's telephone number, including area code (215) 557-9800
                                                   --------------

                              N/A
-----------------------------------------------------------------
(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
                                            ------     ------

<PAGE>

                    PART I - FINANCIAL INFORMATION

Item 1.	Financial Statements.

                   DIVERSIFIED HISTORIC INVESTORS II
                 (a Pennsylvania limited partnership)

                      CONSOLIDATED BALANCE SHEETS
                                 Assets

                               September 30, 2002    December 31, 2001
                               ------------------    -----------------
                                (Unaudited)
Rental properties, at cost:
 Land                               $   847,082          $   847,082
 Buildings and improvements          38,847,686           38,847,686
 Furniture and fixtures               3,720,093            3,664,871
                                    -----------          -----------
                                     43,414,861           43,359,639
Less - accumulated depreciation     (25,932,482)         (24,658,035)
                                    -----------          -----------
                                     17,482,379           18,701,604
Cash and cash equivalents               128,574              175,264
Restricted cash                       1,426,972              564,456
Accounts and notes receivable           211,066              195,916
Other assets (net of amortization
 of $534,472 and $495,163)            1,767,550            2,406,467
                                    -----------          -----------
	Total                         $21,016,541          $22,043,707
                                    ===========          ===========

                   Liabilities and Partners' Equity

Liabilities:
 Debt obligations                   $32,642,015          $32,739,177
 Accounts payable:
  Trade                               3,942,601            3,776,209
  Related parties                     1,559,665            2,751,080
 Interest payable                    13,561,592           13,459,354
 Tenant security deposits               324,090              284,087
 Accrued liabilities                  3,111,912            1,635,925
                                    -----------          -----------
	Total liabilities              55,141,875           54,645,832
Partners' deficit                   (34,125,334)         (32,602,125)
                                    -----------          -----------
	Total                         $21,016,541          $22,043,707
                                    ===========          ===========

The accompanying notes are an integral part of these financial statements.

<PAGE>

                   DIVERSIFIED HISTORIC INVESTORS II
                 (a Pennsylvania limited partnership)

                 CONSOLIDATED STATEMENTS OF OPERATIONS
                 -------------------------------------
                              (Unaudited)

                         Three months                Nine months
                      ended September 30,        ended September 30,
                      2002           2001        2002           2001
                      ----           ----        ----           ----
Revenues:
 Rental income     $1,458,932    $1,372,966   $4,206,588    $4,039,395
 Hotel income         343,789       352,119    1,251,107     1,197,037
 Interest income        3,244        13,517        7,181        32,865
                   ----------    ----------   ----------    ----------
  Total revenues    1,805,965     1,738,602    5,464,876     5,269,297
                   ----------    ----------   ----------    ----------
Costs and
 expenses:
 Rental operations    542,136       549,855    1,565,549     1,530,007
 Hotel operations     311,310       288,611      953,438       931,773
 Interest           1,046,164     1,128,846    3,155,342     3,190,325
 Depreciation and
  amortization        438,568       439,377    1,313,756     1,337,448
                   ----------    ----------   ----------    ----------
  Total costs and
   expenses         2,338,178     2,406,689    6,988,085     6,989,553
                   ----------    ----------   ----------    ----------
Net loss
 extraordinary
 item                (532,213)     (668,087)  (1,523,209)   (1,720,256)
Extraordinary gain
 on extinguishment
 of debt                    0             0            0        68,458
                   ----------    ----------   ----------    ----------
Net loss          ($  532,213)  ($  668,087) ($1,523,209)  ($1,651,798)
                   ==========    ==========  ===========    ==========

Net loss per
 limited
 partnership unit:
 Before
  extraordinary
  item            ($    25.59)  ($    32.12) ($    75.75)  ($    82.69)
 Extraordianry
  gain on
  extinguishment
  of debt                   0             0            0          3.29
                   ----------    ----------   ----------    ----------
Net loss          ($    25.59)  ($    32.12) ($    75.75)  ($    79.40)
                   ==========    ==========  ===========    ==========

The accompanying notes arean integral part of these financial statements.

<PAGE>

                   DIVERSIFIED HISTORIC INVESTORS II
                 (a Pennsylvania limited partnership)

                 CONSOLIDATED STATEMENTS OF CASH FLOWS
                 -------------------------------------
                              (Unaudited)

                                               Nine months ended
                                                 September 30,
                                              2002	       2001
                                              ----           ----

Cash flows from operating activities:
 Net loss                                ($1,523,209)   ($1,651,798)
 Adjustments to reconcile net loss to
  net cash used in operating
  activities:
  Depreciation and amortization            1,313,756      1,337,447
  Extraordinary gain on extinguishment
   of debt                                         0        (68,458)
  Changes in assets and liabilities:
   Increase in restricted cash              (862,516)      (248,230)
   (Increase) decrease in accounts
    receivable                               (15,150)         5,769
   Decrease (increase) in other assets       599,608       (167,825)
   Increase in accounts payable - trade      166,391         83,963
   (Decrease) increase in accounts
    payable - related parties             (1,191,415)        73,205
   Increase in interest payable              102,238        720,157
   Increase in accrued liabilities         1,475,987         79,672
   Increase in tenant security deposits       40,004         18,051
                                          ----------     ----------
Net cash provided by operating activities    105,694        181,953
                                          ----------     ----------
Net cash used in investing activities:
 Capital expenditures                        (55,222)      (201,551)
                                          ----------     ----------
Net cash used in investing activities        (55,222)      (201,551)
                                          ----------     ----------
Cash flows from financing activities:
 Borrowings under debt obligations                 0        147,972
 Principal payments under debt obligations   (97,162)      (115,969)
                                          ----------     ----------
Net cash (used in) provided by
 financing activities                        (97,162)        32,003
                                          ----------     ----------
(Decrease) increase in cash and cash
 equivalents                                 (46,690)        12,405
Cash and cash equivalents at beginning
 of period                                   175,264         23,681
                                          ----------     ----------
Cash and cash equivalents at end of
 period                                   $  128,574     $   36,086
                                          ==========     ==========


The accompanying notes are an integral part of these financial statements.

<PAGE>



                   DIVERSIFIED HISTORIC INVESTORS II
                 (a Pennsylvania limited partnership)

              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              (Unaudited)


NOTE 1 - BASIS OF PRESENTATION

The   unaudited  consolidated  financial  statements  of   Diversified
Historic  Investors II (the "Registrant") and related notes have  been
prepared  pursuant to the rules and regulations of the Securities  and
Exchange  Commission.  Accordingly, certain information  and  footnote
disclosures  normally  included in financial  statements  prepared  in
accordance  with  generally accepted accounting principles  have  been
omitted  pursuant  to  such rules and regulations.   The  accompanying
consolidated financial statements and related notes should be read  in
conjunction with the audited financial statements, and notes  thereto,
in Form 10-K of the Registrant, for the year ended December 31, 2001.

The  information furnished reflects, in the opinion of management, all
adjustments, consisting of normal recurring accruals, necessary for  a
fair presentation of the results of the interim periods presented.


NOTE 2 - EXTRAORDINARY GAIN

Effective as of March, 22 2001 Washington Square was foreclosed by the
holder  of  the mortgage and the judgment. As a result, the Registrant
recognized an extraordinary gain on the extinguishment of debt in  the
amount  of  $68,458 which is the difference between the  debt  of  the
property and the net book value of the assets.


NOTE 3 - SUBSEQUENT EVENT

The  Registrant  has determined that it is insolvent because  (i)  the
amount  of its liabilities exceeds the fair market value of its assets
and  (ii)  it  is  unable  to  pay  its  debts  as  they  become  due.
Accordingly,  pursuant  to its partnership agreement,  Registrant  has
begun the process of dissolution. In connection therewith, on June 30,
2003,  the Registrant transferred its interest in Tindeco Wharf to  an
affiliate  of  the owner of the second mortgage loan  secured  by  the
property  of  Tindeco Wharf. At transfer, the liabilities  of  Tindeco
Wharf exceeded the value of Registrant's interest in Tindeco Wharf. In
exchange  for such interest, Registrant's cost of dissolution,  up  to
$100,000, will be paid by the holder of such second mortgage loan.

Item 2.	Management's Discussion and Analysis of
		Financial Condition and Results of Operations.

		(1)	Liquidity

			As of September 30, 2002, Registrant had  cash    of
$128,574.  Cash  generated from operations is used primarily  to  fund
operating  expenses  and  debt service.  If cash  flow  proves  to  be
insufficient,   the   Registrant  will  attempt  to   negotiate   loan
modifications with the various lenders in order to remain  current  on
all  obligations.   The  Registrant is not  aware  of  any  additional
sources of liquidity.

		As of September 30, 2002, Registrant had  restricted cash
of $1,426,972 consisting primarily of funds held as security deposits,
replacement  reserves  and  escrows for taxes  and  insurance.   As  a
consequence  of the restrictions as to use, Registrant does  not  deem
these funds to be a source of liquidity.

		In recent years the Registrant has realized significant
losses,  including  the  foreclosure  of  one  property,  due  to  the
properties'  inability to generate sufficient cash flow to  pay  their
operating  expenses and debt service.  At the present  time,  the  two
remaining properties are able to pay their operating expenses and debt
service  but  it  is unlikely that any cash will be available  to  the
Registrant  to pay its general and administrative expenses. Washington
Square  was  foreclosed by the holder of a mortgage and a judgment  on
March 22, 2001. In the legal proceeding involving Morrison Clark  Inn,
if  Capital Bank executes its $1,800,000 judgment with respect to  the
Registrant, it is expected to have a significant adverse impact on the
Registrant  since  there is insufficient available  cash  to  pay  the
judgment.   Any such execution could result in a forced  sale  of  the
Registrant's  remaining  properties.  See  Part  II.  Item  1.   Legal
Proceedings.

		It is the Registrant's intention to continue to hold
the  remaining  properties until they can  no  longer  meet  the  debt
service  requirements (or, as described above, Capital  Bank  executes
its   judgment  against  the  Registrant),  and  the  properties   are
foreclosed, or the market value of the properties increases to a point
where  they  can be sold at a price which is sufficient to  repay  the
underlying indebtedness (principal plus accrued interest).


		In 2003, the Registrant determined that it is insolvent
because  (i)  the  amount of its liabilities exceeds the  fair  market
value  of  its assets and (ii) it is unable to pay its debts  as  they
become  due.  Accordingly,  pursuant  to  its  partnership  agreement,
Registrant  has  begun  the  process  of  dissolution.  In  connection
therewith,  on June 30, 2003, the Registrant transferred its  interest
in  Tindeco Wharf to an affiliate of the owner of the second  mortgage
loan  secured  by  the  property of Tindeco Wharf.  At  transfer,  the
liabilities  of  Tindeco  Wharf exceeded  the  value  of  Registrant's
interest in Tindeco Wharf. In exchange for such interest, Registrant's
cost  of  dissolution, up to $100,000, will be paid by the  holder  of
such second mortgage loan.

		(2)	Capital Resources

		Any capital expenditures needed are generally replacement
items  and  are  funded  out  of cash from operations  or  replacement
reserves,  if  any.  The Registrant is not aware of any factors  which
would cause historical capital expenditure levels not to be indicative
of  capital  requirements  in the future  and  accordingly,  does  not
believe  that  it  will have to commit material resources  to  capital
investment for the foreseeable future.

		(3)	Results of Operations

		During the third quarter of 2002, Registrant incurred a
net loss of $532,213 ($25.59 per limited partnership unit) compared to
a  net loss of $668,087 ($32.12 per limited partnership unit) for  the
same  period  in  2001.   For  the first  nine  months  of  2002,  the
Registrant  incurred  a  net loss of $1,523,209  ($73.23  per  limited
partnership  unit)  compared to a net loss of $1,651,798  ($79.40  per
limited partnership unit) for the same period in 2001.

		Rental income increased $85,966 from $1,372,966   in   the
third  quarter of 2001 to $1,458,932 in the same period of  2002,  and
for  the first nine months increased $167,193 from $4,039,395 in  2001
to  $4,206,588  in  the same period of 2002. The  increase  in  rental
income from the third quarter and the first nine months of 2001 to the
same  period  in  2002 is due to an increase in average  occupancy  at
Tindeco  Wharf  for the third quarter (90% to 95%) and for  the  first
nine  months  (90%  to  94%).  Rental  income  from  commercial  units
increased  at the River Street Inn/Factors Walk during the first  nine
months due to an increase in average rental rates.

		Hotel income decreased $8,330 from $352,119 in  the  third
quarter  of 2001 to $343,789 in the same period in 2002.  The decrease
in  hotel  income  is due to a decrease in average occupancy  (65%  to
61%).

		Hotel income increased $54,071 from $1,197,037   in   the
first  nine months of 2001 to $1,251,108 in the same period  of  2002.
The increase in hotel income from the first nine months of 2001 to the
same  period  in  2002 is due to an increase in average  nightly  room
rates.

		Rental operations expense decreased $7,719  from  $549,855
in  the third quarter of 2001 to $542,136 in the same period of  2002.
The  decrease in rental operations expense from the third  quarter  of
2001  to  the  same period in 2002 is due to a decrease in maintenance
expense  and  accounting services, partially offset by an increase  in
insurance  expense  at  Tindeco Wharf.  The  decrease  in  maintenance
expense is due to a decrease in HVAC repairs combined with an increase
in  plumbing  and  electrical  expenses. The  decrease  in  accounting
services  is  due  to a decrease in accounting software  expense.  The
increase in insurance expense is due to insurance market conditions.


		Rental operations  expense increased  $35,542     from
$1,530,007  for  the first nine months of 2001 to $1,565,549  for  the
same  period  in 2002. The increase in rental operations expense  from
the first nine months of 2001 to the same period in 2002 is due to  an
increase  in  maintenance expense, insurance expense  and  advertising
expense, partially offset by a decrease in accounting services.

		Hotel operations expense increased $22,699 from   $288,611
in  the  third quarter of 2001 to $311,310 in the same period of  2002
and  increased $21,665 from $931,773 for the first nine months of 2001
to  $953,438  for  the  same period in 2002.  The  increase  in  hotel
operations expense is due to an increase in wages and salaries expense
and  an  increase in insurance expense, partially offset by a decrease
in  utility charges. The increase in wages and salaries expense is due
to  an  increase in housekeeping salaries. The increase  in  insurance
expense is due to insurance market conditions. The decrease in utility
charges is due to a decrease in commercial unit average occupancy (54%
to  57%)  for  the third quarter and (64% to 61%) for the  first  nine
months.

 		Interest expense decreased $82,682 from $1,128,846 in  the
third  quarter of 2001 to $1,046,164 for the same period in  2002  and
decreased $34,983 from $3,190,325 in the first nine months of 2001  to
$3,155,342  for  the  same period in 2002. The  decrease  in  interest
expense  at Tindeco Wharf is due to a decrease in the prime rate  used
to calculate interest expense on a note payable.

		Losses incurred during the quarter at   the   Registrant's
properties  were  approximately $441,000 compared to  a  loss  at  the
Registrants  properties of approximately $585,000 for the same  period
in  2001.   For  the  first  nine months  of  2002,  the  Registrant's
properties incurred a loss of approximately $1,247,000 compared  to  a
loss at the Registrants properties of approximately $1,460,000 for the
same period in 2001.

		In  the third quarter of 2002, Registrant incurred  a  net
loss  of  $257,000 at Tindeco Wharf including $320,000 of depreciation
and  amortization  expense, compared to a loss of $354,000,  including
$321,000  of  depreciation  and amortization  expense,  in  the  third
quarter  of  2001.  For  the  first nine months  of  2002,  Registrant
incurred  a  loss of $604,000 at Tindeco Wharf including  $958,000  of
depreciation and amortization expense, compared to a loss of $883,000,
including $952,000 of depreciation and amortization expense,  for  the
same  period  in 2001. The decrease in net loss for the third  quarter
and the first nine months of 2001 to the same period in 2002 is due to
an  increase  in  rental income and a decrease  in  interest  expense,
partially  offset  by  an increase in rental operations  expense.  The
increase  in rental income is due to an increase in average occupancy.
Average  occupancy  increased (90% to 95%) for the third  quarter  and
(90%  to  94%)  for  the first nine months. The decrease  in  interest
expense  at Tindeco Wharf is due to a decrease in the prime rate  used
to calculate interest expense on a note payable.
The  increase  in rental operations expense is due to an  increase  in
insurance  expense  and  adverting  expense,  partially  offset  by  a
decrease in accounting services. Advertising expense increased due  to
the  increase  in  marketing  at  the  building.  Accounting  services
decreased  due  to  a  decrease in accounting  software  expense.  The
increase in insurance expense is due to insurance market conditions.

		On June 30, 2003, the Registrant transferred its  interest
in  Tindeco Wharf to an affiliate of the owner of the second  mortgage
loan  secured  by  the  property of Tindeco Wharf.  At  transfer,  the
liabilities  of  Tindeco  Wharf exceeded  the  value  of  Registrant's
interest in Tindeco Wharf. In exchange for such interest, Registrant's
cost  of  dissolution, up to $100,000, will be paid by the  holder  of
such second mortgage loan.

		In the third quarter of 2002, Registrant incurred a   loss
of  $257,000 at The River Street Inn/Factor's Walk including  $105,000
of  depreciation  expense, compared to a loss  of  $231,000  including
$105,000  of  depreciation expense in the third quarter of  2001.  The
increase in loss from the third quarter of 2001 to the same period  in
2002  is  due to a decrease in hotel income and rental income combined
with  an  increase in hotel operations expense. The decrease in  hotel
income  is  due to a decrease in average occupancy (65% to  61%).  The
decrease in rental income is due to a decrease commercial unit average
occupancy  (64% to 57%). The increase in hotel operations  expense  is
due  to  an  increase  in  wages and salaries  expense  and  insurance
expense,  partially  offset  by a decrease  in  utility  charges.  The
increase  in  wages  and salaries expense is due  to  an  increase  in
housekeeping  salaries. The increase in insurance expense  is  due  to
insurance market conditions. The decrease in utility charges is due to
a  decrease  in average occupancy for both hotel rooms and  commercial
units at the property.

		For the first nine months of 2002, Registrant incurred   a
loss  of  $604,000  at  The River Street Inn/Factor's  Walk  including
$315,000  of  depreciation expense, compared to a  loss  of  $656,000,
including  $315,000 of depreciation expense, for the  same  period  in
2001.  The decrease in the loss from the first nine months of 2001  to
the  same  period in 2002 is due to an increase in rental income.  The
increase  in  rental income is due to an increase in  commercial  unit
average rental rates.


Item 3. 	Quantitative and Qualitative Disclosures
		About Market Risk

	All  of  our  assets  and  liabilities  are  denominated  in   U.S.
dollars, and as a result, we do not have exposure to currency exchange
risks.

	We   do   not  engage  in  any  interest  rate,  foreign   currency
exchange  rate  or  commodity price-hedging  transactions,  and  as  a
result, we do not have exposure to derivatives risk.


Item 4.	Controls and Procedures

	We   maintain   disclosure  controls  and   procedures   that   are
designed  to ensure that information required to be disclosed  in  our
Securities  Exchange  Act  of  1934 reports  is  recorded,  processed,
summarized and reported within the time periods specified in the SEC's
rules  and  forms,  and  that  such  information  is  accumulated  and
communicated  to  our  management, including  our  managing  partner's
principal  executive  officer  and  principal  financial  officer,  as
appropriate, to allow timely decisions regarding required  disclosure.
In  designing  and evaluating the disclosure controls and  procedures,
our  management recognized that any controls and procedures, no matter
how  well designed and operated, can provide only reasonable assurance
of  achieving  the  desired  control objectives,  and  our  management
necessarily was required to apply its judgment in evaluating the cost-
benefit relationship of possible controls and procedures.

	Under   the   supervision  of  our  managing  partner's   principal
executive officer and principal financial officer we have carried  out
an  evaluation of the effectiveness of our adopted disclosure controls
and  procedures  as of the end of the period covered by  this  report.
Based  upon  that  evaluation, our managing  partner's  president  and
treasurer  concluded that our disclosure controls and  procedures  are
effective.

	There   have   been  no  significant  changes   in   our   internal
controls over financial reporting that has materially affected, or  is
reasonably  likely  to  materially affect, our internal  control  over
financial reporting during our most recent fiscal quarter.

<PAGE>





                      PART II - OTHER INFORMATION

Item 1.	Legal Proceedings

	In  May 1992, a  Partnership   69%  owned  by   the   Registrant
filed  a  reorganization petition pursuant to Chapter 11 of  the  U.S.
Bankruptcy Code in order to forestall foreclosure by a lender  on  the
property  owned by it.  In addition, the lender filed a claim  against
the  Registrant on its guaranty of payment of its debt.   In  February
1993,  the lender, with permission of the bankruptcy court, foreclosed
on  the property.  In November 1993, the lender obtained a judgment in
the matter of Capital Bank, N.A. v. Diversified Historic Investors  II
in  the amount of $1,800,000.  This judgment has not been executed  by
the lender.

Item 4.	Submission of Matters to a Vote of Security Holders

	No  matter  was  submitted during  the   quarter   covered   by
this report to a vote of security holders.

Item 6.	Exhibits and Reports on Form 8-K

		(a) Exhibit Number  Document
                --------------  --------
                3               Registrant's    Amended     and
                                Restated Certificate of Limited
                                Partnership  and  Agreement  of
                                Limited Partnership, previously
                                filed as part of Amendment  No.
                                2  of Registrant's Registration
                                Statement  on  Form  S-11,  are
                                incorporated     herein      by
                                reference.

               21               Subsidiaries of the  Registrant
                                are    listed   in   Item    2.
                                Properties   on   Form    10-K,
                                previously      filed       and
                                incorporated     herein      by
                                reference.

               31               General Partners Opinion
                                Certification


               32               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:
            No  reports  were  filed on Form 8-K  during  the  quarter
            ended September 30, 2002.


<PAGE>
                              SIGNATURES

        Pursuant to the requirements of the Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.


 Date: June 8, 2004        DIVERSIFIED HISTORIC INVESTORS II
       ------------
                           By: Dover Historic Advisors, its General
                               Partner

                               By:  EPK, Inc., Managing Partner

                                    By:  /s/ Spencer Wertheimer
                                         ----------------------
                                         SPENCER WERTHEIMER
                                         President (principal executive
                                          officer, principal financial
                                          officer)



<PAGE>


                                                            Exhibit 31

                             CERTIFICATION

  I, Spencer Wertheimer, certify that:

1.  I  have  reviewed  this quarterly report  on  Form  10-Q  for  the
 quarterly  period ended September 30th, 2002 of Diversified  Historic
 Investors II;

2.	  Based  on my knowledge, this 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 report;

3.	  Based  on  my  knowledge,  the financial  statements,  and  other
 financial information included in this 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 report;

4.  I  am  responsible  for  establishing and  maintaining  disclosure
 controls  and procedures (as defined in Exchange Act Rules  13a-15(e)
 and  15d-15(e))  [Omission in accordance with SEC  Release  Nos.  33-
 8238,  34-47986  and IC-26068 (June 5, 2003)] for the registrant  and
 have:

  (a)	Designed  such  disclosure controls and  procedures,  or  caused
    such  disclosure controls and procedures to be designed  under  my
    supervision, to ensure that material information relating  to  the
    registrant,  including  its  consolidated  subsidiaries,  is  made
    known  to me by others within those entities, particularly  during
    the period in which this report is being prepared;

  (b)	[Omitted  in  accordance  with SEC  Release  Nos.  33-8238,  34-
    47986 and IC-26068 (June 5, 2003)];

  (c)	Evaluated  the  effectiveness  of  the  registrant's  disclosure
    controls   and  procedures  and  presented  in  this   report   my
    conclusions  about  the effectiveness of the  disclosure  controls
    and  procedures,  as  of  the end of the period  covered  by  this
    report based on such evaluation; and

  (d)	Disclosed   in  this  report  any  change  in  the  registrant's
    internal  control  over financial reporting that  occurred  during
    the  registrant's  most  recent fiscal quarter  (the  registrant's
    fourth  fiscal quarter in the case of an annual report)  that  has
    materially   affected,  or  is  reasonably  likely  to  materially
    affect,   the   registrant's  internal  control   over   financial
    reporting; and

5.	   I  have  disclosed,  based  on  my  most  recent  evaluation  of
 internal  control  over  financial  reporting,  to  the  registrant's
 auditors  and  the  audit  committee of  the  registrant's  board  of
 directors (or persons performing the equivalent functions):

  (a)	All  significant  deficiencies and material  weaknesses  in  the
    design  or  operation of internal control over financial reporting
    which  are  reasonably likely to adversely affect the registrant's
    ability   to  record,  process,  summarize  and  report  financial
    information; and

  (b)	Any  fraud,  whether or not material, that  involves  management
    or   other   employees  who  have  a  significant  role   in   the
    registrant's internal control over financial reporting.



Date:  June 8, 2004                        /s/ Spencer Wertheimer
       ------------                 Name:  ----------------------
                                           Spencer Wertheimer
                                    Title: President(principal executive
					              officer, principal financial
                                            officer) of the registrant's
                                            managing partner, EPK, Inc.

<PAGE>






                                                            Exhibit 32

                       CERTIFICATION PURSUANT TO
                        18 U.S.C. SECTION 1350,
                        AS ADOPTED PURSUANT TO
             SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

  In  connection  with  the Quarterly Report of  Diversified  Historic
Investors  II  (the "Company") on Form 10-Q for the  quarterly  period
ended  September 30th, 2002 as filed with the Securities and  Exchange
Commission  on the date hereof (the "Report"), I, Spencer  Wertheimer,
President and Treasurer of the Company's managing partner, EPK,  Inc.,
certify,  pursuant to 18 U.S.C. Section 1350, as adopted  pursuant  to
Section 906 of the Sarbanes-Oxley Act of 2002, that:

  (1) The Report fully complies with the requirements of section 13(a)
or 15(d) of the Securities Exchange Act of 1934, and

  (2)  The information contained in the Report fairly presents, in all
material  respects, the financial condition and results of  operations
of the Company.


Date:  June 8, 2004                        /s/ Spencer Wertheimer
       ------------                 Name:  ----------------------
                                           Spencer Wertheimer
                                    Title: President(principal executive
					              officer, principal financial
                                            officer) of the registrant's
                                            managing partner, EPK, Inc.

<PAGE>