UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549
                                   
                               FORM 10-K
                                   
  [X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
                         EXCHANGE ACT OF 1934
                                   
             For the fiscal year ended: November 30, 1996
                                   OR
                                   
    [   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                    SECURITIES EXCHANGE ACT OF 1934
                                   
                   Commission file number:  0-11763
                                   
                                   
                     COMMERCIAL PROPERTIES 2, L.P.
             (formerly Hutton/GSH Commercial Properties 2)
         Exact name of registrant as specified in its charter
                                   
                                   
           Virginia                                     13-3130258
State or other jurisdiction of incorporation               I.R.S.
                                                Employer Identification No.

3 World Financial Center, 29th Floor
New York, NY    ATTN:  Andre Anderson                       10285
(Address of principal executive offices)                 (Zip code)


Registrant's telephone number, including area code: (212) 526-3237

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:

                 UNITS OF LIMITED PARTNERSHIP INTEREST
                            Title of Class

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 shorter
period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

                         Yes  X      No

Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of the registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III
of this Form 10-K or any amendment to this Form 10-K.     X

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of Prospectus of registrant dated June 3, 1983 (included in
Amendment No. 2 to Registration Statement, No. 2-79072, of registrant
filed June 1, 1983) are incorporated by reference into Part III.

Portions of Parts I, II and IV are incorporated by reference to the
Registrant's Annual Report to Unitholders for the year ended
November 30, 1996 filed as an exhibit under Item 14.
                                PART I

Item 1.  Business

(a) General Development of Business

Commercial Properties 2, L.P. (the "Registrant" or the "Partnership")
(formerly known as Hutton/GSH Commercial Properties 2) is a Virginia
limited partnership organized pursuant to a Certificate and Agreement
of Limited Partnership dated September 1, 1983, of which Real Estate
Services VII, Inc. ("RE Services"), formerly Hutton Real Estate
Services VII, Inc. (see Item 10. "Certain Matters Involving
Affiliates"), and HS Advisors III, Ltd. ("HS Advisors") are the
general partners (collectively, the "General Partners").  Commencing
June 3, 1983, the Registrant began offering through E.F. Hutton &
Company Inc. up to a maximum of 100,000 units of limited partnership
interests (the "Units") at $500 per Unit.  The Units were registered
under the Securities Act of 1933, as amended, under Registration
Statement No. 2-79072, which Registration Statement was declared
effective on June 3, 1983.  The offering of Units was terminated on
September 1, 1983.  Upon the termination of the offering, the
Registrant had accepted subscriptions for 100,000 Units for an
aggregate of $50,002,000, including the General Partners' capital
contributions.  As of November 30, 1996, all of the proceeds available
for investment in real estate have been invested.

Since the inception of operations, the Registrant has acquired and
disposed of an interest as the general partner in the following
limited partnerships: (i) 14800 Quorum Associates, Ltd., a Texas
limited partnership formed to own and operate the Quorum I Office
Building; and (ii) First Trade Center Office Associates, a Maryland
limited partnership formed to own and operate the Maryland Trade
Center Building II.  The Registrant had also acquired interests in the
following joint ventures: (i) Two Financial Centre Associates Joint
Venture, an Arkansas joint venture partnership formed to own and
operate Two Financial Centre; (ii) Maitland Building C Joint Venture,
a Florida joint venture partnership formed to own and operate Maitland
Center Office Building C; and (iii) Gamma Building Associates Joint
Venture, a California joint venture partnership formed to own and
operate Swenson Business Park - Building C.  For further descriptions
of the properties, see Note 5 "Real Estate Investments" of the Notes
to the Consolidated Financial Statements of the Partnership's Annual
Report to Unitholders for the year ended November 30, 1996 filed as an
exhibit under Item 14.  (The three buildings described immediately
above are collectively referred to herein as the "Properties").  To
the extent that funds held as a working capital reserve have not been
expended (and have not otherwise been distributed to the limited
partners as a return of capital), the Registrant has invested such
funds in bank certificates of deposit, unaffiliated money market funds
or other highly liquid short-term investments where there is
appropriate safety of principal, in accordance with the Registrant's
investment objectives and policies.

(b) Financial Information About Industry Segment

The Registrant's sole business is the ownership and operation of the
Properties.  All of the Registrant's revenues, operating profit or
losses and assets relate solely to such industry segment.

(c) Narrative Description of Business

Incorporated by reference to Note 1 "Organization" of the Notes to the
Consolidated Financial Statements in the Partnership's Annual Report
to Unitholders for the year ended November 30, 1996 filed as an
exhibit under Item 14.

The Registrant's principal investment objectives with respect to the
Properties (in no particular order of priority) are:

1)  Capital appreciation;

2)  Distributions of net cash from operations attributable to rental
income; and

3)  Preservation and protection of capital.

Distributions of net cash from operations will be the Registrant's
objective during its operational phase, while the preservation and
appreciation of capital will be the Registrant's long-term
objective.  Future distributions will be made from rental
operations with respect to the Registrant's investment in the
Properties, as well as from interest on short-term investments and
net proceeds from sale of the Properties.  The attainment of the
Registrant's investment objectives will depend on many factors,
including future economic conditions in the United States as a
whole and, in particular, in the localities in which the
Properties are located, especially with regard to achievement of
capital appreciation.

From time to time the Registrant expects to sell its Properties,
taking into consideration such factors as market conditions, leasing
conditions, net sales proceeds to be realized, and the possible risks
of continued ownership.  No property will be sold, financed or
refinanced by the Registrant without the agreement of both General
Partners.  Proceeds from any future sale, financing or refinancing of
the Properties will be distributed to the partners to the extent there
is sufficient working capital to meet future operating expenses of the
Partnership.  As part of the payment for Properties sold, the
Registrant may receive purchase money obligations secured by mortgages
or deeds of trust.  In such cases, the amount of such obligations will
not be included in net proceeds from sale or refinancing
(distributable to the partners) until such obligations are realized in
cash, sold or otherwise liquidated.

On July 31, 1989, First Trade Center Office Associates Limited
Partnership sold the Maryland Trade Center II property to an
unaffiliated pension fund for an aggregate sale price of $22,400,000.
First Trade Center Office Associates was composed of the Registrant
and the developer of the property (the "Joint Venture Partners").  The
Registrant received proceeds in the amount of $17,427,548,
representing the total sales price net of closing costs and
distributions made to the Joint Venture Partner.  In addition, the
Registrant received $208,982 which represented cash held at the
property level.

During 1989, the Registrant loaned $7,201,320 in the form of a demand
promissory note to the Two Financial Centre Associates Joint Venture ("TFC") in
which the Registrant is the managing venturer.  The note was issued to enable
TFC to pay the mortgage on Two Financial Centre, which had been accelerated,
and to prevent foreclosure by the lender. On September 17, 1990, the demand
promissory note was reissued in the principal amount of $7,383,033 which
includes the original principal of $7,201,320 and accrued interest of $181,713.
Information pertaining to the loan to TFC is incorporated herein by reference
to Note 6 "Loan to Two Financial Centre Joint Venture" of the Notes to the
Consolidated Financial Statements of the Partnership's Annual Report to
Unitholders for the year ended November 30, 1996 filed as an exhibit under Item
14.

On April 4, 1991, the Registrant purchased the 2.5% joint venture
interest held by Boyle Investment Company, successor-in-interest to
Boyle Investment Company of Florida, Inc., in the Maitland Building C
Joint Venture.  As a result of this transaction, the Maitland
property, previously owned by the Maitland Building C Joint Venture,
is now wholly-owned by the Partnership.

(d) Competition

Incorporated by reference to the section entitled Property Profiles &
Leasing Update in the Partnership's Annual Report to Unitholders for
the year ended November 30, 1996 filed as an exhibit under Item 14.

(e) Employees

The Registrant has no employees.


Item 2.  Properties

Description of Properties and material leases is incorporated herein
by reference to the section entitled Property Profiles & Leasing
Update in the Partnership's Annual Report to Unitholders for the year
ended November 30, 1996 filed as an exhibit under Item 14 and Note 5
"Real Estate Investments" of the Notes to the Consolidated Financial
Statements.


Item 3.  Legal Proceedings

The Registrant is not subject to any material pending legal
proceedings.


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

No matter was submitted to a vote of Unitholders during the fourth
quarter of 1996.






                               PART II

Item 5.  Market for Registrant's Limited Partnership Units and Related
Unitholder Matters

(a) Market Information

No established public trading market has developed for the Units, and
it is not anticipated that such a market will develop in the future.

(b) Holders

As of November 30, 1996, the number of holders of Units was 3,718.

(c) Distributions

Cash distributions paid to the Limited Partners for the two years
ended November 30, 1996 and 1995 are incorporated herein by reference
to the section entitled Message to Investors in the Partnership's
Annual Report to Unitholders for the year ended November 30, 1996
filed as an exhibit under Item 14.


Item 6.  Selected Financial Data

(dollars in thousands, except per Unit data)

                                   1996      1995      1994      1993      1992
Total Income                    $ 3,781   $ 3,605   $ 3,660   $ 3,345   $ 2,954
Net Income                          740       597       674       396        90
Total Assets at Year End         20,369    22,201    23,169    25,905    29,076
Net Cash From Operations          2,266     1,878     1,983     1,438     1,247
Net Income per
  Limited Partnership Unit:        7.33      5.91      6.67      3.92       .89
Cash Distributions per
  Limited Partnership Unit:       27.00@   315.75#   234.00*    17.00*    30.00*

*  Represent returns of capital associated with the sale of the
Maryland Trade Center in 1989.

#  Includes returns of capital associated with the sale of the
Maryland Trade Center in 1989 in the amount of    $3.64 per Unit.

@  Includes a special cash distribution in the amount $10 per Unit
paid on August 15, 1996.


Item 7.  Management's Discussion and Analysis of Financial Condition
and Results of Operations

Liquidity and Capital Resources
The Registrant had cash and cash equivalents at November 30, 1996 of
$1,739,498 as compared with $2,461,901 at November 30, 1995.  The
decrease is a result of the payment of cash distributions and capital
expenditures in the amounts of $2,727,273 and $260,828, respectively,
in excess of net cash provided by operations.  Net cash provided by
operations totaled $2,265,698 for the year ended November 30, 1996 as
compared with $1,877,809 for the year ended November 30, 1995.  The
increase is primarily attributable to an increase in rental income,
accounts payable and accrued expenses.  The Registrant had a
restricted cash balance of $166,795 at November 30, 1996 which is
primarily made up of security deposits.  Prepaid expenses decreased to
$312,834 at November 30, 1996 as compared with $396,567 for the
comparable period in 1995, primarily due to the amortization of leasing
commissions in 1996.  Deferred rent receivable totaled $135,289 at
November 30, 1996 as compared with $168,625 at November 30, 1995.  The
decrease is attributable to the straight-line amortization of base
rental income at Swenson Business Park.  The Registrant expects
sufficient cash flow from operations to be generated by the Properties
to meet its current operating requirements.

Accounts payable and accrued expenses increased to $405,275 at
November 30, 1996 as compared to $256,461 a year earlier, primarily
due to the timing of real estate tax payments at Maitland Center
Office Building C.

A discussion of material leases at all of the Partnership's properties
is incorporated herein by reference to the sections entitled Message
to Investors and Property Profiles & Leasing Update contained in the
Partnership's Annual Report to Unitholders for the year ended November
30, 1996 filed as an exhibit under Item 14.

The Registrant paid cash distributions to the Limited Partners of $27
per Unit for the year ended November 30, 1996, including a distribution
of $4.25 per Unit for the fourth quarter of the 1996 fiscal year, which
was paid on January 15, 1997.  Also included in this amount is a special
cash distribution in the amount of $10 per Unit paid by the Partnership
on August 15, 1996, which was funded from the Partnership's cash reserves.
Further details regarding cash distributions are incorporated herein by
reference to the section entitled Message to Investors contained in
the Partnership's Annual Report to Unitholders for the year ended
November 30, 1996 filed as an exhibit under Item 14.

On March 15, 1996, based upon, among other things, the advice of legal
counsel, Skadden, Arps, Slate, Meagher & Flom, the General Partners
adopted a resolution that states, among other things, if a Change of
Control (as defined below) occurs, the General Partners may distribute
the Partnership's cash balances not required for its ordinary course
day-to-day operations.  "Change of Control" means any purchase or
offer to purchase more than 10% of the Units that is not approved in
advance by the General Partners.  In determining the amount of the
distribution, the General Partners may take into account all material
factors.  In addition, the Partnership will not be obligated to make
any distribution to any partner, and no partner will be entitled to
receive any distribution, until the General Partners have declared the
distribution and established a record date and distribution date for
the distribution.

Results of Operations

1996 Versus 1995
Partnership operations resulted in net income of $739,910 for the year
ended November 30, 1996 as compared to $596,558 for the year ended
November 30, 1995.  The increase of $143,352 is primarily due to
higher rental income in 1996.

Rental income increased to $3,660,110 for the year ended November 30,
1996 from $3,450,755 for the same period in 1995, primarily due to
higher average occupancy at both Two Financial Centre and Maitland
Center Office Building C during 1996.  Interest income decreased to
$116,034 for the year ended November 30, 1996 from $149,624 a year
earlier as a result of the Partnership's lower average cash balance
during 1996.

Property operating expenses totaled $1,447,759 for the year ended
November 30, 1996, relatively unchanged from $1,465,964 a year
earlier.  Depreciation and amortization totaled $1,369,375 for the
year ended
November 30, 1996 versus $1,347,080 for the year ended November 30,
1995.

As of November 30, 1996, occupancy levels at each of the properties
were as follows: Two Financial Centre - 97%; Maitland Center Office
Building C - 100%; and Swenson Business Park, Building C - 100%.

1995 Versus 1994
Partnership operations resulted in net income of $596,558 for the year
ended November 30, 1995 as compared to $673,843 for the year ended
November 30, 1994.  The decrease of $77,285 was primarily due to lower
rental income largely resulting from lower average occupancy at Two
Financial Centre in 1995.  Interest income increased to $149,624 for
the year ended November 30, 1995 from $116,399 a year earlier as a
result of the Partnership's higher average cash balance during 1995.

Property operating expenses totaled $1,465,964 for the year ended
November 30, 1995, relatively unchanged from $1,427,276 a year
earlier.  Depreciation and amortization totaled $1,347,080 for the
year ended November 30, 1995 versus $1,369,956 for the year ended
November 30, 1994.

As of November 30, 1995, occupancy levels at each of the properties
were as follows: Two Financial Centre - 95%; Maitland Center Office
Building C - 94%; and Swenson Business Park - Building C - 100%.


Item 8.  Financial Statements and Supplementary Data

Incorporated by reference to the Partnership's Annual Report to
Unitholders for the year ended
November 30, 1996 filed as an exhibit under Item 14.


Item 9.  Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure

None.




                               PART III

Item 10.  Directors and Executive Officers of the Registrant

The Registrant has no officers and directors.  Real Estate Services
VII, Inc. and HS Advisors III Ltd., the co-General Partners of the
Registrant, jointly manage and control the affairs of the Registrant
and have general responsibility and authority in all matters affecting
its business.

The directors and executive officers of Real Estate Services VII, Inc.
and HS Advisors III Ltd., are listed respectively below:

Real Estate Services VII, Inc.
Real Estate Services VII, Inc., formerly known as Hutton Real Estate
Services VII, Inc., is a Delaware corporation formed on August 2, 1982
and is an indirect, wholly-owned subsidiary of Lehman Brothers Inc.
("Lehman").  See the section captioned "Certain Matters Involving
Affiliates" below for a description of the sale of certain of Shearson
Lehman Brothers, Inc.'s ("Shearson") domestic retail brokerage and
asset management businesses to Smith Barney, Harris Upham & Co
Incorporated, which resulted in a change in the general partner's
name.  The names and ages of, as well as the positions held by, the
directors and executive officers of Real Estate Services VII, Inc. are
set forth below.  There are no family relationships between any
officer or director and any other officer or director.

Certain officers and directors of Real Estate Services VII, Inc. are
now serving (or in the past have served) as officers and directors of
entities which act as general partners of a number of real estate
limited partnerships which have sought protection under the provisions
of the Federal Bankruptcy Code.  The partnerships which have filed
bankruptcy petitions own real estate which has been adversely affected
by the economic conditions in the markets in which such real estate is
located and, consequently, the partnerships sought the protection of
the bankruptcy laws to protect the partnership's assets from loss
through foreclosure.


      Name                Office
      Rocco F. Andriola   Director, President, Chief Executive Officer,
                          Chief Operating Officer and Chief Financial Officer
      Michael Marron      Vice President
      John H. Ng          Vice President
      Kenneth Zakin       Director, Vice President
      William Caulfield   Vice President

Rocco F. Andriola, 38, is a Managing Director of Lehman Brothers in
its Diversified Asset Group and has held such position since October
1996..  Since joining Lehman in 1986, Mr. Andriola has been involved
in a wide range of restructuring and asset management activities
involving real estate and other direct investment transactions.  From
June 1991 through September 1996, Mr. Andriola held the position of
Senior Vice President in Lehman's Diversified Asset Group.  From June
1989 through May 1991, Mr. Andriola held the position of First Vice
President in Lehman's Capital Preservation and Restructuring Group.
From 1986 to 1989, Mr. Andriola served as a Vice President in the
Corporate Transactions Group of Shearson Lehman Brothers' office of
the general counsel.  Prior to joining Lehman, Mr. Andriola practiced
corporate and securities law at Donovan Leisure Newton & Irvine in New
York.  Mr. Andriola received a B.A. from Fordham University, a J.D.
from New York University School of Law, and an LL.M in Corporate Law
from New York University's Graduate School of Law.

Michael T. Marron, 33, is a Vice President of Lehman Brothers and has
been a member of the Diversified Asset Group since 1990 where he has
actively managed and restructured a diverse portfolio of syndicated
limited partnerships.  Prior to joining Lehman Brothers, Mr. Marron
was associated with Peat Marwick Mitchell & Co. serving in both its
audit and tax divisions from 1985 to 1989.  Mr. Marron received a B.S.
degree from the State University of New York at Albany in 1985 and is
a Certified Public Accountant.

John H. Ng, 46, is a Vice President of Lehman Brothers Inc. and has
been employed by Lehman since November 1977.  He is an asset manager
of the Diversified Asset Group of Lehman and has held such position
since 1985.  From 1980 to 1985, Mr. Ng served as Senior Financial
Analyst in the Corporate Planning and Development Department and from
1977 to 1980 he was an analyst in the Controller's Department.  Prior
to joining Lehman, he served as a Teaching Assistant in Finance and
Economics at the University of Minnesota.  Mr. Ng received an M.B.A.
with a concentration in Corporate Finance from the University of
Minnesota in 1977 and a B.A. magna cum laude in Economics with a
specialization in Monetary Economics from Moorhead State University in
1975.

Kenneth L. Zakin, 48, is a Senior Vice President of Lehman Brothers
and has held such title since November 1988.  He is currently a senior
manager in Lehman's Diversified Asset Group and was formerly group
head of the Commercial Property Division of Shearson Lehman Brothers'
Direct Investment Management Group responsible for the management and
restructuring of limited partnerships owning commercial properties
throughout the United States.  From January 1985 through November
1988, Mr. Zakin was a Vice President of Shearson Lehman Brothers Inc.
Mr. Zakin is a director of Lexington Corporate Properties, Inc.  He is
a member of the Bar of the State of New York and previously practiced
as an attorney in New York City from 1973 to 1984 specializing in the
financing, acquisition, disposition, and restructuring of real estate
transactions.  Mr. Zakin is a member of the Real Estate Lender's
Association and is currently an associate member of the Urban Land
Institute and a member of the New York District Council Advisory
Services Committee.  He received a Juris Doctor degree from St. John's
University School of Law in 1973 and a B.A. degree from Syracuse
University in 1969.


William Caulfield, 36, is a Vice President of Lehman Brothers and is
responsible for investment management of commercial real estate in the
Diversified Asset Group.  Prior to the Shearson/Hutton merger in 1988,
Mr. Caulfield was a Senior Analyst with E.F. Hutton since October 1986
in Hutton's Partnership Administration Group.  Before joining Hutton,
Mr. Caulfield was a Business Systems Analyst at Eaton Corp. from 1985
to 1986.  Prior to Eaton, he was an Assistant Treasurer with National
Westminster Bank USA.  Mr. Caulfield holds a B.S. degree in Finance
from St. John's University and an M.B.A. from Long Island University -
C.W. Post Campus.

HS Advisors III, Ltd.
HS Advisors is a California limited partnership formed on August 11,
1982, the sole general partner of which is Hogan Stanton Investment,
Inc. ("HS Inc."), a wholly-owned subsidiary of Goodman Segar Hogan,
Inc. ("GSH").  The names and ages of, as well as the positions held
by, the directors and executive officers of HS Inc. are as set forth
below.  There are no family relationships between or among any officer
and any other officer or director.


      Name                     Office
      Mark P. Mikuta           President
      Donald T. Herrick, Jr.   Vice President and Treasurer
      Julie R. Adie            Vice President and Secretary

Mark P. Mikuta, 43, is Senior Vice President of Goodman Segar Hogan,
Inc. and is Vice President and Controller of Dominion Capital, Inc., a
wholly-owned subsidiary of Dominion Resources.  Mr. Mikuta joined
Dominion Resources in 1987.  Prior to joining Dominion Resources, he
was an internal auditor with Virginia Commonwealth University in
Richmond, Virginia from 1980 - 1987 and an accountant with Coopers &
Lybrand from 1977 - 1980.  Mr. Mikuta earned a bachelor of science
degree in accounting from the University of Richmond in 1977.  He is a
Certified Public Accountant (CPA) and Certified Financial Planner
(CFP) in the state of Virginia and a member of the American Institute
of Certified Public Accountants.

Donald T. Herrick, Jr., 53, is President of Goodman Segar Hogan, Inc.
He is also President of Dominion Lands, Inc. and Vice President of
Dominion Capital, Inc., both of which are wholly-owned subsidiaries of
Dominion Resources, Inc.  Mr. Herrick joined Dominion Resources in
1970.  He earned a Bachelor of Business Administration degree from the
University of Michigan in 1965 and a Masters of Business
Administration from American University in 1969.  Mr. Herrick has
completed all course work towards the M.A.I. designation.

Julie R. Adie, 42, is a Vice President of Goodman Segar Hogan, Inc.
and Senior Vice President of Goodman Segar Hogan Hoffler, L.P.
("GSHH").  She is responsible for investment management of a
commercial real estate portfolio for the company's Asset Management
Division.  Prior to GSHH, Ms. Adie was an asset manager with Aetna
Real Estate Investors from 1986 to 1988.  Ms. Adie practiced as an
attorney from 1978 through 1984 and is currently a member of the
Virginia Bar Association.  She holds a B.A. Degree from Duke
University, a Juris Doctor from University of Virginia and an M.B.A.
from Dartmouth College.

Certain Matters Involving Affiliates
On July 31, 1993 Shearson Lehman Brothers Inc. sold certain of its
domestic retail brokerage and asset management businesses to Smith
Barney, Harris Upham & Co. Incorporated ("Smith Barney").  Subsequent
to the sale, Shearson Lehman Brothers Inc. changed its name to Lehman
Brothers Inc.  The transaction did not affect the ownership of the
General Partners.  However, the assets acquired by Smith Barney
included the name "Hutton."  Consequently, Hutton Real Estate Services
VII, Inc., a General Partner, changed its name to Real Estate Services
VII,  Inc.  Additionally, effective August 3, 1995, the Partnership
changed its name to Commercial Properties 2, L.P., to delete any
reference to "Hutton."

On August 1, 1993, GSH transferred all of its leasing, management and
sales operations to Goodman Segar Hogan Hoffler, L.P., a Virginia
limited partnership ("GSHH").  On that date, the leasing, management
and sales operations of a portfolio of properties owned by the
principals of Armada/Hoffler ("HK") were also obtained by GSHH.  The
General Partner of GSHH is Goodman Segar Hogan Hoffler, Inc., a
Virginia corporation ("GSHH Inc."), which has a 1% interest in GSHH.
The stockholders of GSHH Inc. are GSH with a 62% interest and H.K.
Associates, L.P., an affiliate of HK, with a 38% interest.  The
remaining interests in GSHH are limited partnership interests owned by
GSH, HK and 23 employees of GSHH.  The transaction did not affect the
ownership of the General Partners.
Item 11.  Executive Compensation

Neither of the General Partners nor any of their directors and
officers received any compensation from the Registrant.  See Item 13
below with respect to a description of certain transactions of the
General Partners and their affiliates with the Registrant.

Item 12.  Security Ownership of Certain Beneficial Owners and
Management

(a)  Security Ownership of Certain Beneficial Owners

No person (including any "group" as that term is used in Section
13(d)(3) of the Securities Exchange Act of 1934) is known to the
Registrant to be the beneficial owner of more than five percent of the
outstanding Units as of November 30, 1996.

(b)  Security Ownership of Management

No officer or director of the General Partners beneficially owned or
owned of record directly or indirectly any Units of the Registrant as
of November 30, 1996.

(c)  Changes In Control

None.


Item 13.  Certain Relationships and Related Transactions

Pursuant to the Certificate and Agreement of Limited Partnership of
the Registrant, for the year ended November 30, 1996, $7,399 of the
Registrant's net income was allocated to the General Partners
($3,699.50 to RE Services and $3,699.50 to HS Advisors).  For a
description of the share of Net Cash from Operations and the
allocation of income and loss to which the General Partners are
entitled, reference is made to the material contained on pages 75
through 78 of the Prospectus of Registrant dated June 3, 1983 (the
"Prospectus"), contained in Amendment No. 2 to Registrant's
Registration Statement No. 2-79072, under the section captioned
"Profits and Losses and Cash Distributions," which section is
incorporated herein by reference thereto.

The Registrant may enter into one or more property management
agreements with GSH pursuant to which GSH will provide certain
property management services with respect to certain Properties owned
by the Registrant or its joint ventures.  Services with respect to
which GSH is entitled to receive a management fee are described under
the section captioned "Investment Objectives and Policies - Management
of Properties" on page 36 of the Prospectus, which section is
incorporated herein by reference thereto.

Pursuant to Section 12(g) of the Registrant's Certificate and
Agreement of Limited Partnership, the General Partners and certain of
their affiliates may be reimbursed by the Registrant for certain costs
as described on page 16 of the Prospectus, which description is
incorporated herein by reference thereto.  First Data Investor
Services Group (formerly The Shareholder Services Group) ("FDISG")
provides partnership accounting and investor relations services for
the Registrant.  Prior to May 1993, these services were provided by an
affiliate of one of the General Partners.  The Registrant's transfer
agent and certain tax reporting services are provided by Service Data
Corporation ("SDC").  Both FDISG and SDC are unaffiliated companies.
Disclosure relating to amounts paid to the General Partners or their
affiliates during the past three years is incorporated herein by
reference to Note 4 "Transactions with Related Parties" of Notes to
the Consolidated Financial Statements contained in the Partnership's
Annual Report to Unitholders for the year ended November 30, 1996
filed as an exhibit under Item 14.
                               PART IV

Item 14.  Exhibits, Financial Statements, Schedules and Reports on
Form 8-K

  (a)  The following documents are filed as part of this report:
                                                                        Page
                                                                       Number
     (1)  Financial Statements:

       Report of Independent Auditors                                   (1)

       Consolidated Balance Sheets - At November 30, 1996 and 1995      (1)

       Consolidated Statements of Partners' Capital (Deficit) -
         For the years ended November 30, 1996, 1995 and 1994           (1)

       Consolidated Statements of Operations -
         For the years ended November 30, 1996, 1995 and 1994           (1)

       Consolidated Statements of Cash Flows -
         For the years ended November 30, 1996, 1995 and 1994           (1)

       Notes to the Consolidated Financial Statements                   (1)

     (2)  Financial Statement Schedules:

       Schedule III - Real Estate and Accumulated Depreciation          F-1

       No other schedules are presented because either the information
       is not applicable or is included in the consolidated financial
       statements or notes thereto.

(1)  Incorporated by reference to the Partnership's Annual Report to
  Unitholders for the year ended November 30, 1996, which is filed as
  an exhibit under Item 14.

    (a)(3) See Exhibit Index contained herein.

    (4)(A)
         Certificate and Agreement of Limited Partnership (included
         as, and incorporated herein by reference to, Exhibit A to
         the Prospectus of Registrant dated June 3, 1983, contained
         in Amendment No. 2 to the Registration Statement, No.
         2-79072, of Registrant filed June 1, 1983).


    (4)(B)
         Subscription Agreement and Signature Page (included as, and
         incorporated herein by reference to, Exhibit 3.1 to
         Amendment No. 1 to Registration Statement No. 2-79072 of
         Registrant filed May 25, 1983).

   (10)(A)
         Funding Commitment relating to Maitland Center Office
         Building C, and the exhibits thereto (included as, and
         incorporated herein by reference to, Exhibit (10)(A) to the
         Registrant's Annual Report on Form 10-K filed
         February 28, 1984).

   (10)(B)
         Agreement for Purchase and Sale relating to Quorum I Office
         Building, and the exhibits thereto (included as, and
         incorporated herein by reference to, Exhibit 28 to the
         Registrant's Current Report on Form 8-K filed on or about
         February 22, 1984).

   (10)(C)
         Agreements relating to Maryland Trade Center Building II
         (included as, and incorporated herein by reference to,
         Exhibit (10)(C) to the Registrant's Annual Report on Form
         10-K filed February 28, 1985 (the "1984 Annual Report")).

   (10)(D)
         Funding Commitment relating to Swenson Business Park
         Building C (included as, and incorporated herein by
         reference to, Exhibit (10)(D) to the 1984 Annual Report).

   (10)(E)
         Agreements relating to Two Financial Centre Office Building
         (included as, and incorporated herein by reference to,
         Exhibit (10)(E) to the 1984 Annual Report).

   (13)
         Annual Report to the Unitholders for the year ended November 30, 1996.

   (27)  Financial Data Schedule

   (28)
         Portions of Prospectus of Registrant dated June 3, 1983
         (included as, and incorporated herein by reference to,
         Exhibit (28) to the Registrant's Annual Report on Form 10-K
         filed February 27, 1988).

  (b)(3) Reports on Form 8-K:

         No reports on Form 8-K were filed in the fourth quarter of
the fiscal year 1996.


                           SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.




                              COMMERCIAL PROPERTIES 2, L.P.

                              BY:  HS Advisors III, Ltd.
                                   General Partner

                              BY:  Hogan Stanton Investment, Inc.
                                   General Partner
                       


Date:   February 28, 1997
                              BY:    /s/Mark P. Mikuta
                                     Mark P. Mikuta
                                     President

                       

                              BY:  Real Estate Services VII, Inc.
                                   General Partner


                       
Date:   February 28, 1997
                             BY:         /s/Rocco F. Andriola
                             Name:     Rocco F. Andriola
                             Title:    Director, President, Chief
                                       Executive Officer, Chief
                                       Operating Officer and Chief
                                       Financial Officer


                           SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the Registrant in the capabilities and on the dates
indicated.

                         REAL ESTATE SERVICES VII, INC.
                         A General Partner




Date:   February 28, 1997
                               BY:   /s/Rocco F. Andriola
                                     Rocco F. Andriola
                                     Director, President, Chief
                                     Executive Officer, Chief
                                     Operating Officer and Chief
                                     Financial Officer




Date:   February 28, 1997
                              BY:    /s/Kenneth L. Zakin
                                     Kenneth L. Zakin
                                     Director, Vice President
                                 


Date:   February 28, 1997
                              BY:    /s/Michael T. Marron
                                     Michael T. Marron
                                     Vice President

                                 

Date:   February 28, 1997
                              BY:    /s/John H. Ng
                                     John H. Ng
                                     Vice President

                                 

Date:   February 28, 1997
                              BY:    /s/William Caulfield
                                     William Caulfield
                                     Vice President


                           SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons
on behalf of the Registrant in the capabilities and on the dates
indicated.

                         HS ADVISORS III, LTD.
                         A General Partner


Date:   February 28, 1997
                              BY:    /s/Mark P. Mikuta
                                     Mark P. Mikuta
                                     President of Hogan Stanton
                                     Investment, Inc., as general
                                     partner of HS Advisors III, Ltd.




Date:   February 28, 1997
                              BY:   /s/Donald T. Herrick, Jr.
                                    Donald T. Herrick, Jr.
                                    Vice President and Treasurer of
                                    Hogan Stanton Investment, Inc.,
                                    as general partner of
                                    HS Advisors III, Ltd.




Date:  February 28, 1997
                              BY:   /s/Julie R. Adie
                                    Julie R. Adie
                                    Vice President and Secretary of
                                    Hogan Stanton Investments, Inc.
                                    as general partner of HS Advisors III, Ltd.