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, 1997
                                   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, 1997 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, 1997, 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 in Dallas, Texas; (ii) First Trade Center Office Associates,
a Maryland limited partnership formed to own and operate the Maryland
Trade Center Building II; in Greenbelt, Maryland and (iii) Gamma
Building Associates Joint Venture, a California joint venture
partnership formed to own and operate Swenson Business Park - Building
C in San Jose, California.  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 in Little Rock, Arkansas; (ii) Maitland
Building C Joint Venture, a Florida joint venture partnership formed
to own and operate Maitland Center Office Building C in Maitland,
Florida.  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, 1997 filed as an exhibit under Item 14.  (The
two buildings described immediately above are collectively referred to
herein as the "Properties").

(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, 1997 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 are the Registrant's
objective's during its operational phase, while the preservation
and appreciation of capital are the Registrant's long-term
objectives.  Information regarding future distributions is
incorporated by referenced to the section entitled Message to
Investors in the Partnership's Annual Report to Unitholders for
the year ended November 30, 1997 filed as an exhibit under Item
14.  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.

The Registrant expects to sell its Properties in fiscal 1998, 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 Partner").  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, 1997 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,
became wholly-owned by the Partnership.

On November 10, 1997, the Partnership closed on the sale of Swenson
Business Park - Building C (the "Swenson Property").  The Swenson
Property was sold for net proceeds of $10,351,554 to WW&LJ Gateways,
LTD.  (the "Swenson Buyer"), which is unaffiliated with the
Partnership.  A complete description of the sale of the property and
distribution of proceeds is referred to in Item 7. "Management's
Discussion and Analysis of Financial Condition and Results of
Operations", contained herein.

On December 19, 1997, the Partnership closed on the sale of Maitland
Center Office Building C (the "Maitland Property").  The Maitland
Property was sold for net proceeds of $8,762,318 to CMD Realty
Investment Fund III, L.P., an Illinois limited partnership (the
"Maitland Buyer"), which is unaffiliated with the Partnership.  A
complete description of the sale of the property and distribution of
proceeds is referred to in Item 7. "Management's Discussion and
Analysis of Financial Condition and Results of Operations", contained
herein.

The Partnership is in the process of selecting a real estate brokerage
firm to assist with the efforts in marketing for sale the
Partnership's sole remaining property, Two Financial Centre.

(d) Competition

Two Financial Centre is subject to competition from similar types of
properties located in the same vicinity.  The business of owning and
operating commercial office buildings in the area where Two
Financial Centre is located is highly competitive, and the Partnership
competes with a number of established companies, some of which have
greater resources than the Partnership.  For a discussion of current
commercial real estate market conditions in the Little Rock area, see
the section entitled Message to Investors in the Partnership's Annual
Report to Unitholders for the year ended November 30, 1997 filed as an
exhibit under Item 14.

(e) Employees

The Registrant has no employees.


Item 2.  Properties

A description of the Partnership's remaining property, Two Financial
Centre, and its material leases is 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, 1997, filed as
an exhibit under Item 14, Note 5 "Real Estate Investments" and Note 7
"Rental Income Under Operating Leases" 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 1997.


                                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, 1997, the number of holders of Units was 3,577.

(c) Distributions

Cash distributions paid to the Limited Partners for the two years
ended November 30, 1997 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, 1997 filed as an
exhibit under Item 14.


Item 6.  Selected Financial Data

Incorporated by reference to the section entitled Financial Highlights
of the Partnership's Annual Report to Unitholders for the year ended
November 30, 1997 filed as an exhibit under Item 14.


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

Liquidity and Capital Resources

On November 10, 1997, the Partnership closed on the sale of Swenson
Business Park - Building C (the "Swenson Property").  The Swenson
Property was sold for net proceeds of $10,351,554 to WW&LJ Gateways,
LTD (the "Swenson Buyer"), which is unaffiliated with the Partnership.
The selling price was determined by arm's length negotiations between
the Partnership and the Swenson Buyer.  The transaction resulted in a
gain on sale of $4,756,962, which is reflected in the Partnership's
statement of operations for the period ending November 30, 1997.  On
December 19, 1997, the Partnership closed on the sale of Maitland
Center Office Building C (the "Maitland Property").  The Maitland
Property was sold for net proceeds of $8,762,318 to CMD Realty
Investment Fund III, L.P., an Illinois limited partnership (the
"Maitland Buyer"), which is unaffiliated with the Partnership.  The
selling price was determined by arm's length negotiations between the
Partnership and the Maitland Buyer.  The transaction resulted in a
gain on sale of approximately $3.2 million, which will be reflected in
the Partnership's statement of operations for the period ending
February 28, 1998.

In addition, the Partnership is in the process of selecting a real
estate brokerage firm to assist with the efforts in marketing for sale
the Partnership's sole remaining property, Two Financial Centre.
While it is currently anticipated that the property will be sold and
the Partnership liquidated in 1998, there can be no assurance that the
property will be sold within this time frame, or that any sale, if
completed, will result in a particular price.

The Partnership had cash and cash equivalents at November 30, 1997 of
$11,803,602 as compared with $1,739,498 at November 30, 1996.  The
increase is primarily a result of the net proceeds received from the
sale of the Swenson Property on November 10, 1997, in excess of cash
distributions.  Net cash provided by operations totaled $1,462,013 for
the year ended November 30, 1997 as compared with $2,265,698 for the
year ended November 30, 1996.  The decrease is primarily attributable
to the sale of the Swenson Property and higher property operating and
general and administrative expenses.  The Partnership had a restricted
cash balance of $65,600 at November 30, 1997 as compared with $166,795
for the year ended November 30, 1996.  The decrease is primarily due
to the transfer of tenant security deposits in connection with the
sale of the Swenson Property.  Prepaid expenses decreased to $16,811
at November 30, 1997 as compared with $312,834 at November 30, 1996,
primarily due to the reclassification of the Partnership's properties
to "Real estate assets held for disposition" and the subsequent sale
of the Swenson Property .  Deferred rent receivable totaled $0 at
November 30, 1997 as compared with $135,289 at November 30, 1996.  The
decrease is attributable to the reclassification of the Partnership's
properties to "Real estate assets held for disposition."

Accounts payable and accrued expenses decreased to $323,179 at
November 30, 1997 as compared to $405,275 a year earlier, primarily
due to the timing of payments.

A discussion of material leases at the Partnership's remaining
property, Two Financial Centre, is 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, 1997 filed as an exhibit under Item 14.

The Partnership paid or declared cash distributions to the Limited
Partners of $120.52 per Unit for the year ended November 30, 1997,
which includes net proceeds from the sale of the Swenson Property in
the amount of $103.52 per Unit.  Subsequent to November 30, 1997, the
Partnership also paid a cash distribution to Limited Partners
resulting from the net proceeds from the sale of the Maitland Property
in the amount of $87.62 per Unit.  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, 1997 filed as an
exhibit under Item 14.  Distribution payable at November 30, 1997 of
$10,780,847 represents an accrual of distribution proceeds from the
sale of the Swenson Property, as well as 1997 fourth quarter cash
flow.

Results of Operations

1997 Versus 1996

Partnership operations resulted in net income of $5,842,012 for the
year ended November 30, 1997 as compared to $739,910 for the year
ended November 30, 1996.  The increase is primarily due to a gain on
the sale of the Swenson Property in 1997.  Excluding the gain,
operating income totaled $1,085,050 in fiscal 1997 compared to
$739,910 for the year ended November 30, 1996.  The increase is
primarily due to a decrease in depreciation expense, due to the
reclassification of the Partnership's properties  to "Real estate
assets held for disposition", which was partially offset by a decrease
in total income and an increase in other expenses.

Rental income decreased to $3,471,538 for the year ended November 30,
1997 from $3,660,110 for the same period in 1996, primarily due to
lower occupancy levels at Two Financial Centre and Maitland Center
Office Building C and the sale of the Swenson Property in 1997.

Property operating expenses increased to $1,642,425 for the year ended
November 30, 1997, from $1,447,759 a year earlier, primarily due to
capital improvements being expensed due to the reclassification on the
Partnership's properties as "Real estate assets held for disposition."
Depreciation and amortization decreased to $490,359 for the year ended
November 30, 1997 versus $1,369,375 for the year ended November 30,
1996, due to the reclassification on the Partnership's properties as
"Real estate assets held for disposition."

General and administrative expenses (other) totaled $255,872 for the
year ended November 30, 1997 compared to $185,513 for the same period
in 1996.  The increase is primarily due to higher partnership
servicing fees and legal costs associated with the sale of Swenson
Business Park - Building C in 1997 and the impending sale of Maitland
Centre Office Building C in December 1997.

General and administrative expenses (affiliates) for the year ended
November 30, 1997, totaled $156,766 compared with $38,395, for the
same period in 1996.  During the 1997 period, certain expenses
incurred by Real Estate Services VII, Inc. and its affiliates in
servicing the Partnership, which were voluntarily absorbed by
affiliates of Real Estate Services VII, Inc. in prior periods, were
reimbursable to Real Estate Services VII, Inc. and its affiliates.

As of November 30, 1997, the occupancy level at Two Financial Centre
was 76%.  As discussed above, Maitland Center Office Building C was
sold on December 19, 1997.

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, largely 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%.


Item 8.  Financial Statements and Supplementary Data

Incorporated by reference to the Partnership's Annual Report to
Unitholders for the year ended November 30, 1997 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
      Jeffrey C. Carter   Director, President and Chief Financial Officer
      Michael T. Marron   Vice President

Rocco F. Andriola, 39, 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.

Jeffrey C. Carter, 52, is a Senior Vice President of Lehman Brothers
in the Diversified Asset Group.  Mr. Carter joined Lehman Brothers in
September 1988.  From 1972 to 1988, Mr. Carter held various positions
with Helmsley-Spear Hospitality Services, Inc. and Stephen W. Brener
Associates, Inc. including Director of Consulting Services at both
firms. From 1982 through 1987, Mr. Carter was President of Keystone
Hospitality Services, an independent hotel consulting and brokerage
company.  Mr. Carter received his B.S. degree in Hotel Administration
from Cornell University and an M.B.A. degree from Columbia University.

Michael T. Marron, 34, 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 and an M.B.A.
degree from Columbia University and is a Certified Public Accountant.

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, 44, 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., 54, 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, 43, 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, 1997.

(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, 1997.

(c)  Changes In Control

None.


Item 13.  Certain Relationships and Related Transactions

Pursuant to the Certificate and Agreement of Limited Partnership of
the Registrant, $58,420 of the Registrant's net income was allocated
to the General Partners ($29,210 to RE Services and $29,210 to HS
Advisors) for the year ended November 30, 1997.  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.
Effective as of January 1, 1997, the Partnership began reimbursing
certain expenses incurred by Real Estate Services VII, Inc. and its
affiliates in servicing the Partnership to the extent permitted by the
Partnership Agreement.  Such amounts totaled $120,933 for the fiscal
year ended November 30, 1997.  In prior years, affiliates of Real
Estate Services VII, Inc. had voluntarily absorbed these expenses.
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, 1997,
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, 1997 and 1996                                (1)

       Consolidated Statements of Partners'
       Capital (Deficit) -For the years ended
       November 30, 1997, 1996 and 1995                             (1)

       Consolidated Statements of Operations -
       For the years ended November 30, 1997, 1996 and 1995         (1)

       Consolidated Statements of Cash Flows -
       For the years ended November 30, 1997, 1996 and 1995         (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, 1997, 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, 1997.

(23)     Consent of Independent Auditors

(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:

         On January 8, 1998 the Partnership filed a Form 8-K reporting
         that on November 10, 1997, the Partnership executed a sale of
         Swenson Business Park - Building C.

         On January 2, 1998 the Partnership filed a Form 8-K reporting
         that on December 19, 1997, the Partnership executed a sale of
         Maitland Center Office Building C.



                           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 27, 1998   BY:    /s/Mark P. Mikuta
                                Mark P. Mikuta
                                President


                         BY:  Real Estate Services VII, Inc.
                              General Partner


Date:February 27, 1998   BY:    /s/Jeffrey C. Carter
                                Jeffrey C. Carter
                                Director, President 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 27, 1998   BY:  /s/Rocco F. Andriola
                              Rocco F. Andriola
                              Director



Date:February 27, 1998   BY:  /s/Jeffrey C. Carter
                              Jeffrey C. Carter
                              Director, President and Chief
                              Financial Officer


Date:February 27, 1998
                         BY:  /s/Michael T. Marron
                              Michael T. Marron
                              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 27, 1998
                         BY:  /s/Mark P. Mikuta
                              Mark P. Mikuta
                              President of Hogan Stanton
                              Investment, Inc., as general
                              partner of HS Advisors III, Ltd.




Date:February 27, 1998   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 27, 1998   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.