U. S. Securities and Exchange Commission

	Washington, DC 20549

	FORM 10-QSB
(Mark One)

(  X )	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934

For the quarterly period ended   March 31, 2001

(     )	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from 				 to
Commission File Number: 01-16874


          National Real Estate Limited Partnership Income Properties II
	(Exact name of small business issuer as specified in its charter)

           Wisconsin                             39-1553195
(State or other jurisdiction of               (I.R.S. Employer
incorporation or organization)                 Identification Number)

1155 Quail Court, Pewaukee, Wisconsin	53702-3703
(Address of principal executive offices)

	(262) 695-1400
	(Issuer's telephone number, including area code)

 - - - - - - - - - - - N/A - - - - - - - - - - - - - - - - - - -
	(Former name, former address and former fiscal year, if changed
        since last report)

Check whether the issuer (1) filed all reports required to be filed by
Sections 13 or 15(d) of the Exchange Act during the past 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




	NATIONAL REAL ESTATE LIMITED PARTNERSHIP INCOME PROPERTIES II


	INDEX


	Page

 PART I. FINANCIAL INFORMATION

Balance Sheet (Unaudited) March 31, 2001,
and December 31, 2000	2

Statement of Operations (Unaudited) - Three months
ended March 31, 2001, and 2000	3

Statement of Changes in Partners= Capital (Unaudited) -
Three months ended March 31, 2001, and 2000	4

Statement of Cash Flows (Unaudited) -
Three months ended March 31, 2001, and 2000	5

Notes to Financial Statements (Unaudited)	6-7

 	Management's Discussion and Analysis of Financial
Condition and Results of Operations	8


PART II. OTHER INFORMATION AND SIGNATURES
Item 1.  Legal Proceedings	9-10
Item 2.  Changes in Securities and Use of Proceeds	11
Item 3.  Defaults Upon Senior Securities	11
Item 4.  Submission of Matters to a Vote of Security Holders	11
Item 5.  Other Information	11
Item 6.  Exhibits and Reports on Form 8-K	11






PART I. FINANCIAL INFORMATION
NATIONAL REAL ESTATE LIMITED PARTNERSHIP INCOME PROPERTIES II

(A Wisconsin Limited Partnership)
BALANCE SHEET
(Unaudited)


           March  31,
           2001

      December 31,
    2000

ASSETS











Cash and cash equivalent

$233,143

$238,748

Escrow deposits and other assets

41,164

63,801


Investment properties, at cost





Land

516,590

516,590

Buildings and improvements

4,154,507

4,154,507









4,671,097

4,671,097







Less accumulated depreciation

1,838,420

1,804,893









2,832,677

2,866,204







Intangible Assets:





Debt issue costs, net of accumulated amortization of $23,737 as of March 31,
2001 and $20,790 as of December 31, 2000

8,843

11,790









$3,115,827

$3,180,543







LIABILITIES AND PARTNERS' CAPITAL











Liabilities:





Accrued expenses and other liabilities
Accrued real estate tax
$746
22,978

$30,429
29,015

Tenant security deposits

26,250

27,189

Mortgage notes payable (Note 5)

523,086

525,294

Deferred Rent

23,295

18,401









596,355

630,328





Partners' Capital:





General Partners

55,147

53,070

Limited Partners
                  (authorized C 40,000 Interests; issued C 20,653.69
                  Interests)

2,464,325

2,497,145








2,519,472

2,550,215

See notes to financial statements.

$3,115,827

$3,180,543





NATIONAL REAL ESTATE LIMITED PARTNERSHIP INCOME PROPERTIES II
(A Wisconsin Limited Partnership)
Statement of Operations




(Unaudited)



            Three Months Ended
           March 31 ,




2001

2000



INCOME







Operating income

$186,120

$187,496



Total income

186,120

187,496











OPERATING EXPENSES







Operating expenses

65,421

68,985



Administrative expenses

34,750

35,306



Depreciation and amortization
 36,474

34,429



Interest expense

10,968

11,174



Total expenses

147,613

149,894











Income  from Operations

38,507

37,602



Other Income (Expenses):







Interest income

3,038

6,976











Net Income

$41,545

$44,578











Net Income attributable to
General Partners (5%)

$2,077

$2,229



Net Income attributable to
Limited Partners (95%)

$39,468

$42,349



              Per Limited Partnership
             Interests outstanding-20,653.69

$1.91

$2.05




See notes to financial statements.



NATIONAL REAL ESTATE LIMITED PARTNERSHIP
INCOME PROPERTIES II
	(A Wisconsin Limited Partnership)
	Statement of Changes in Partners' Capital
	(Unaudited)
	Three Months Ended March 31





                          Limited             General
                          Partners            Partners            Total
March 31, 2001


Partners' Capital,
beginning of period     $2,497,145           $53,070          $2,550,215

Distributions              (72,288)               --             (72,288)

Net Income for the period   39,468             2,077              41,545

Partners' Capital,
       end of period    $2,464,325           $55,147          $2,519,472




March 31, 2000

Partners' Capital,
beginning of period    $2,975,999            $48,923          $3,024,922

Distributions            (402,747)                --            (402,747)

Net Income for
 the period                42,349              2,229              44,578

Partners' Capital,
 end of period         $2,615,601            $51,152          $2,666,753




See notes to financial statements.



NATIONAL REAL ESTATE LIMITED PARTNERSHIP
INCOME PROPERTIES II
(A Wisconsin Limited Partnership)
Statement of Cash Flows
(Unaudited)
Three Months Ended March 31








2001

2000

Operating Activities:





Net income  for the period

$41,545

$44,578

Adjustments to reconcile net income to net cash provided by operating
activities:





Depreciation

33,527

33,609

Amortization of debt issue costs

2,947

819







Changes in operating assets and liabilities:





Escrow deposits and other assets

22,637

532

Deferred rent

4,894

8,088

Accrued expenses, other liabilities and accrued
Real estate taxes

(35,720)

2,264

Tenant security deposits

(939)
(741)







              NET CASH PROVIDED BY OPERATING ACTIVITIES

68,891

89,149







Investing Activity:

0

0







Financing Activities:





Distributions to partners

(72,288)

(402,747)

Payments on mortgage payable

(2,208)

(2,001)







NET CASH USED IN FINANCING ACTIVITIES

(74,496)

(404,748)







DECREASE IN CASH

(5,605)

(315,599)







Cash and cash equivalents at beginning of period

238,748

599,280







CASH AND CASH EQUIVALENTS AT END OF PERIOD

$233,143

$283,681







See notes to financial statements.







NATIONAL REAL ESTATE LIMITED PARTNERSHIP INCOME PROPERTIES-II
	(A Wisconsin Limited Partnership)
	Notes to Financial Statements
	(Unaudited)
	March, 2001

 1.	In the opinion of the General Partners, the accompanying unaudited
 financial statements contain all adjustments (consisting of normal recurring
 accruals) which are necessary for a fair presentation. The statements, which
 do not include all of the information and footnotes required by generally
 accepted accounting principles for complete financial statements, should be
 read in conjunction with the National Real Estate Limited Partnership Income
 Properties-II annual report for the year ended December 31, 2000 (refer to
 the footnotes of those statements for additional details of the
 Partnership's financial condition). The operating results for the period
 ended March 31, 2001 may not be indicative of the operating results for the
 entire year.

 2.     National Real Estate Limited Partnership Income Properties-II (the
 "Partnership") was organized under the Wisconsin Uniform Limited Partnership
 Act pursuant to a Certificate of Limited Partnership dated June 5, 1986, to
 acquire primarily existing commercial and residential real properties and
 hotels. John Vishnevsky and National Development and Investment, Inc.,
 contributed the sum of $1,000 to the Partnership as General Partners. The
 Limited Partnership Agreement authorized the issuance of 40,000 Limited
 Partnership Interests (the AInterests@) at $250 per Interest with the
 offering period running from August 18, 1986 through August 18, 1988. On
 August 18, 1988, the Partnership concluded its offering and capital
 contributions totaled $5,163,031 for 20,653.69 Limited Partnership
 Interests.

Pursuant to the Escrow Agreement with First Wisconsin Trust Company,
Milwaukee, Wisconsin, until the minimum number of Interests (4,850) and
investors (100) were subscribed, payments were impounded in a special
interest-bearing escrow account. On February 2, 1987, the Partnership
received the required minimum capital contributions and $1,332,470,
representing 5,329.88 Interests, and the funds were released to the
Partnership.

3.	National Realty Management, Inc. (NRMI): The Partnership incurred
property management fees of $10,367 under an agreement with NRMI for the
three month period ended March 31, 2001. The Partnership also incurred
$3,802 in the first three months of 2001 for the reimbursement of accounting
and administrative expenses incurred by NRMI on behalf of the Partnership.

The Partnership subleases a portion of common area office space from NRMI
under terms of a lease which expires on August 31, 2002. During the first
three months of 2001, the Partnership incurred lease fees totaling $1,861,
which represents the Partnership=s prorata portion, based upon space
occupied, of NRMI's monthly rental obligation.

4.	National Development and Investment, Inc. (NDII): The Partnership
incurred $33,263 for the reimbursement of administrative expenses incurred
by NDII on behalf of the Partnership for the first three months of 2001.

5.	The mortgage note payable is secured by the Amberwood Apartments.
The loan bears interest at a variable rate of interest (based on five year
treasury securities) plus 2.25% adjusting to 2.35% on May 1, 2002. Monthly
payments of principal and interest are due based on a twenty five year
amortization schedule, which also adjusts on May 1, 2002. All unpaid
principal and interest is due on April 1, 2007. Maturities for the remainder
of 2001 to 2004 are: $6,046, $8,971, $9,765,  and $10,506 respectively.
Maturities from 2005 and thereafter are $487,798.

6.	In 1992, the Partnership purchased 12 units of Amberwood
Condominiums from National Real Estate Limited Partnership VI (NRELP VI), an
affiliated partnership. The Partnership is contingently liable to pay NRELP
VI proceeds from a future sale of the Amberwood Condominiums as set forth in
a Future Interest Proceeds Agreement. Upon the future sale of Amberwood
Condominiums, NRELP VI is entitled to receive 50% of the net sales price
above $57,500 per unit (reduced by normal selling costs) until the
Partnership earns a cumulative return of 20% on its investment. After that,
NRELP VI will receive 60% of the net sales price above $57,500 per unit.




NATIONAL REAL ESTATE LIMITED PARTNERSHIP INCOME PROPERTIES-II
	(A Wisconsin Limited Partnership)
	Management's Discussion and Analysis of
	Financial Condition and Results of Operations
	March 31, 2001


The Partnership owns and operates two investment properties: a portion of
Cave Creek Lock-It Lockers, containing 38,679 of 46,283 net rentable square
feet, located in Phoenix, Arizona, and Amberwood Apartments, a 56-unit
apartment complex in Holland, Michigan.

National Real Estate Limited Partnership Income Properties (ANRELP-IP@) owns
the remaining portion of Cave Creek Lock-It Lockers. NRELP-IP is a Wisconsin
limited partnership, affiliated with the General Partners.

Amberwood's average occupancy rate for the first quarter of 2001 was 95.39%.
Cave Creek Lock-It Lockers' average occupancy during the same period was
90.88% based on net rentable square footage. During the comparable period in
2000, occupancy rates were 98.39% for Amberwood and 90.10% for Cave Creek
Lock-It Lockers.

Three Months Ended March 31, 2001 and 2000

Partnership net income decreased $3,033 from $44,578 for the quarter ended
March 31, 2000, to $41,545 for the quarter ended March 31, 2001. The
decrease was primarily attributed to a decrease in interest income of
$3,938.

Interest income decreased $3,938 due to a significant reduction in funds
carried in the money market.  The reduced funds were the result of a large
cash distribution paid in the first quarter of 2000 for the purpose of
complying with the stipulation of settlement agreement.  These distributions
are required to be allocated 100% to the limited partners, as outlined in
the prospectus.

The decrease in cash during the first quarter of 2001 was $5,605, compared
to the decrease in cash during the first quarter of 2000 of $315,599.  The
difference of $309,994 was due to, in part, the difference between
distributions of $402,747 in 2000 and $72,288 in 2001, netted with a $20,258
decrease in cash generated by operating activities.

Amortization of debt issue costs was re-evaluated at December 31, 2000, and
the decision was made to fully amortize the remaining balance by December 31,
2001.  As a result, amortization expense increased from $819 in the first
quarter of 2000, to $2,947 in the first quarter of 2001, an increase of
$2,128 in amortization expense.

Cash provided by accrued expenses, other liabilities, and accrued real
estate taxes decreased $37,984 primarily due to $29,902 in accounts payable
existing at December 31, 2000 paid by March 31, 2001.

Cash provided by escrow deposits and other assets increased $22,105 in the
first quarter of 2001, compared to the first quarter 2000.  This increase
was due to the net effect of capitalization of $6,764 in cost of property
sales in 2001, and a $23,216 reduction in the salary escrow account from
December 31, 2000 to March 31, 2001, due to severance salaries paid in
February of 2001 and funds subsequently released from escrow.

PART II. OTHER INFORMATION AND SIGNATURES

Item 1.  Legal Proceedings


On May 25, 1999, the general partners, the property management company
(NRMI), and other entities and individuals were named as defendants in a
lawsuit (the "Vishnevsky Defendants").  The Partnership (along with another
partnership, collectively the "Partnerships") was not included in the
original lawsuit but was later added to the action as a nominal defendant.
The plaintiffs sought to have this action certified as a class action
lawsuit.  In the complaint, the plaintiffs alleged wrongdoing against the
Vishnevsky Defendants in connection with two basic areas.  First,
allegations involving various vote solicitations alleged by the plaintiffs
to be an effort to perpetuate the Partnerships and avoid liquidation.
Second, allegations involving the taking and use of Partnership funds and
property, including excessive fees and unauthorized expenses.  On March 14,
2000, the parties to the litigation with the exception of the defendant Wolf
& Company entered into a Stipulation of Settlement.

Based upon the Stipulation, on April 27, 2000, the Circuit Court of Waukesha
County held a hearing which certified the case as a class action and approved
terms of a settlement.  The more significant terms of the Stipulation of
Settlement are as follows:

An independent marketing agent (the "Partnerships' Representative") was
appointed to market and sell the Partnership investment property (the
"Property").  However, no offer to purchase the Property will be accepted
without first obtaining approval from a majority interest of the limited
partners.  Final distributions of the net proceeds received from a sale of
the Property will be made in accordance with the terms of the Partnership's
limited partnership agreement and prospectus, and upon providing 20-day
notice to the plaintiff's attorney.  Net proceeds will first be applied to
pay plaintiffs' counsel's legal fees, expenses and costs, with interest
thereon.  The Partnerships' Representative has prepared and distributed an
Offering Memorandum for marketing the Property.

Interim distributions to limited partners will continue to be made in
accordance with the limited partnership agreement.  However, upon final
approval of the Settlement, distributions were increased to the extent that
sufficient reserves were established to support normal partnership operations
and the wind-up of Partnership affairs upon the sale of the Property.  Any
such additional distributions were made within 30 days of the final approval
of the Settlement.

NRMI and the general partners shall continue to provide management and
consulting services to the Partnership on the same terms and conditions
currently provided under existing contracts until the Property is sold and
assets liquidated and the Partnership entity dissolved.  NRMI will also be
the listing broker for the sale of the Property.

The plaintiffs' claims made against NRMI, the general partners, and other
related parties for excessive charging of expenses to the Partnerships,
including the Partnership, will be settled through binding arbitration.  Any
such expenses disallowed through arbitration shall be reimbursed to the
Partnerships.

At the April 27, 2000 hearing, the lawsuit was certified as a non-opt out
class action, in which all limited partners of the Partnership other than
the Vishnevsky Defendants are required to be included in the settlement of
this litigation.  Furthermore, the Court ruled that plaintiffs' counsel's
attorneys fees would be equal to one-third of the difference between the
secondary market value of the Partnership interests and the total funds
available for distribution to the limited partners after payment of all
Partnership obligations.  The Court allowed the Vishnevsky Defendants sixty
days thereafter to present their evidence regarding secondary market value.

On June 20, 2000, the Court entered a judgment based upon its April 27th
decision.  Thereafter, on July 21, 2000, the Court held a hearing on the
plaintiffs' Motion for Enforcement of the Court Approved Settlement and in
Support of Sanctions.  The outcome of the hearing was that the Court granted
sanctions totaling $437,000.00 against the Vishnevsky Defendants and their
counsel for delaying the appointment of the Partnerships' Representative and
the arbitrators.  The Court took under advisement the remaining open issue
regarding the secondary market value for computing the plaintiffs' counsel's
attorneys fees until the arbitration proceedings are completed and the
Partnerships' properties are sold.  A Motion for Reconsideration of the
sanctions was filed with the Court and was denied on September 25, 2000.
The Vishnevsky Defendants filed a motion with the Court to stay payment of
the sanctions pending appeal.  That motion was also denied.

On August 2, 2000, the Vishnevsky Defendants filed an appeal from that
portion of the judgment determining the method for computing the plaintiffs'
counsel's attorneys fees.  On October 10, 2000 the Vishnevsky Defendants and
their counsel filed a second appeal from the order granting the sanctions.
A motion to consolidate the two appeals has been granted.  No decision has
been made in either appeal.  The arbitration panel has been selected and
discovery is proceeding.  No date has been set for the arbitration hearing.
Based on the events to date, it is not possible to determine the final
outcome of the litigation, or the amount of any potential monetary impact to
the Partnership.  Therefore, no provision for any such financial impact
arising from the lawsuit has been made in these financial statements.


Item 2.  Changes in Securities and Use of Proceeds

None

Item 3.  Defaults Upon Senior Securities

None

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

None

Item 5.  Other Information

None

Item 6.  Exhibits and Reports on Form 8-K

None



SIGNATURES



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



 National Real Estate Limited Partnership
           Income Properties-II
              (Registrant)




Date           May 11, 2001            _______ __  /S/John Vishnevsky
                                                 John Vishnevsky
                                      President and Chief Operating and
                                        Executive Officer
                                      National Development and
                                        Investment, Inc.
                                      Corporate General Partner


Date          May 11, 2001            _________  /S/John Vishnevsky
                                                John Vishnevsky
                                      Chief Financial and Accounting Officer



Date          May 11, 2001            _________ /S/Stephen P. Kotecki
                                                Stephen P. Kotecki
                                         President
                                      EC Corp, Corporate General Partner








SIGNATURES



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



National Real Estate Limited Partnership
            Income Properties II
 (Registrant)




Date           May 11, 2001
                                                   John Vishnevsky
                                              President and Chief Operating
                                                and Executive Officer
                                    National Development and Investment, Inc.
                                              Corporate General Partner



Date           May 11, 2001
                                                  John Vishnevsky
                                      Chief Financial and Accounting Officer



Date           May 11, 2001
                                                Stephen P. Kotecki
                                                     President
                                                      EC Corp
                                              Corporate General Partner