FORM 10-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   (Mark One)

|X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                                    OF 1934

                    For the fiscal year ended March 31, 2001

                                       OR

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

           For the transition period from ____________ to ____________

                         Commission file number: 0-20057


                      WNC HOUSING TAX CREDIT FUND II, L.P.

             California                         33-0391979
      State or other  jurisdiction  of     (I.R.S.  Employer

        incorporation or organization     Identification No.)


              3158 Redhill Avenue, Suite 120, Costa Mesa, CA 92626

                                 (714) 662-5565

                    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

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.
Yes     No    X
----   -------

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 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|

\\CMANWPRD\SYS1\DATA\Audit\FINSTAT\WNC\2001\10k\CAL2K01.doc
                                       1
<PAGE>


State the aggregate market value of the voting and non-voting common equity held
by non-affiliates of the registrant.

                                  INAPPLICABLE


                       DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part
of the Form 10-K  (e.g.,  Part I, Part II,  etc.)  into  which the  document  is
incorporated:  (1) Any  annual  report  to  security  holders;  (2) Any proxy or
information  statement;  and (3) Any prospectus filed pursuant to Rule 424(b) or
(c) under the  Securities Act of 1933.  The listed  documents  should be clearly
described for identification  purposes (e.g.,  annual report to security holders
for fiscal year ended December 24, 1980).

                                      NONE


                                       2
<PAGE>


PART I.

Item 1.  Business

Organization

WNC California  Housing Tax Credits II, L.P. ("CHTC" or the  "Partnership") is a
California Limited  Partnership formed under the laws of the State of California
on September 13, 1990. The Partnership was formed to acquire limited partnership
interests in other limited  partnerships or limited liability  companies ("Local
Limited Partnerships") which own multifamily housing complexes that are eligible
for  low-income  housing  federal and, in certain cases,  California  income tax
credits ("Low Income Housing Credit").

The general  partner of the  Partnership is WNC Tax Credit  Partners,  L.P. (the
"General Partner"). WNC & Associates, Inc. ("Associates") and Wilfred N. Cooper,
Sr. are the general partners of WNC Tax Credit Partners, L.P. Wilfred N. Cooper,
Sr., through the Cooper Revocable Trust,  owns 66.8% of the outstanding stock of
Associates.  John  B.  Lester,  Jr.  was the  original  limited  partner  of the
Partnership and owns,  through the Lester Family Trust, 28.6% of the outstanding
stock of Associates.  Wilfred N. Cooper, Jr., President of Associates, owns 3.6%
of the  outstanding  stock of  Associates.  The business of the  Partnership  is
conducted primarily through  Associates,  as the Partnership has no employees of
its own.

Pursuant to a  registration  statement  filed with the  Securities  and Exchange
Commission,  on January 22, 1991, the Partnership commenced a public offering of
20,000 units of limited partnership  interest ("Units") at a price of $1,000 per
Unit.  As of the close of the public  offering on January 21,  1993,  a total of
17,726  Units  representing  $17,726,000  had been  sold.  Holders  of Units are
referred to herein as "Limited Partners."

Description of Business

The  Partnership's  principal  business  objective  is to  provide  its  Limited
Partners with Low Income Housing Credits.  The Partnership's  principal business
therefore  consists of investing as a limited partner or non-managing  member in
Local  Limited  Partnerships  each of which will own and operate a  multi-family
housing  complex (the "Housing  Complex")  which will qualify for the Low Income
Housing Credit.  In general,  under Section 42 of the Internal  Revenue Code, an
owner of low-income housing can receive the Low Income Housing Credit to be used
to reduce  Federal  taxes  otherwise due in each year of a ten-year  period.  In
general,  under Section 17058 of the  California  Revenue and Taxation  Code, an
owner of low-income housing can receive the Low Income Housing Credit to be used
against  California taxes otherwise due in each year of a four-year period.  The
Housing Complex is subject to a fifteen-year  compliance period (the "Compliance
Period"),  and under state law may have to be maintained  as low income  housing
for 30 or more years.

In general,  in order to avoid  recapture  of Low Income  Housing  Credits,  the
Partnership  does not  expect  that it will  dispose of its  interests  in Local
Limited Partnerships ("Local Limited Partnership Interests") or approve the sale
by any Local Limited  Partnership of its Housing Complex prior to the end of the
applicable  Compliance  Period.  Because  of  (i)  the  nature  of  the  Housing
Complexes,  (ii) the  difficulty of predicting  the resale market for low-income
housing  15 or more years in the  future,  and (iii) the  ability of  government
lenders to  disapprove  of transfer,  it is not possible at this time to predict
whether the liquidation of the  Partnership's  assets and the disposition of the
proceeds,  if any, in  accordance  with the  Partnership's  Agreement of Limited
Partnership,   as  amended  by  the   Supplements   thereto  (the   "Partnership
Agreement"),  will be able to be accomplished promptly at the end of the 15-year
period. If a Local Limited Partnership is unable to sell its Housing Complex, it
is anticipated  that the local general partner  ("Local  General  Partner") will
either  continue to operate such Housing  Complex or take such other  actions as
the Local  General  Partner  believes  to be in the best  interest  of the Local
Limited  Partnership.  Notwithstanding the preceding,  circumstances  beyond the
control of the General  Partner or the Local  General  Partners may occur during
the  Compliance  Period,  which  would  require the  Partnership  to approve the
disposition of a Housing Complex prior to the end thereof, possibly resulting in
recapture of Low Income Housing Credits.

                                       3
<PAGE>


As of March 31, 2001,  the  Partnership  had invested in fifteen  Local  Limited
Partnerships.  Each of these Local Limited  Partnerships  owns a Housing Complex
that is eligible  for the federal Low Income  Housing  Credit and twelve of them
were  eligible for the  California  Low Income  Housing  Credit.  Certain  Local
Limited Partnerships may also benefit from government programs promoting low- or
moderate-income housing.

The Partnership's  investments in Local Limited  Partnerships are subject to the
risks incident to the management and ownership of low-income  housing and to the
management and ownership of multi-unit  residential  real estate.  Some of these
risks  are that the Low  Income  Housing  Credit  could be  recaptured  and that
neither the  Partnership's  investments  nor the Housing  Complexes owned by the
Local Limited Partnerships will be readily marketable. To the extent the Housing
Complexes  receive  government  financing  or operating  subsidies,  they may be
subject to one or more of the following risks: difficulties in obtaining tenants
for the Housing Complexes; difficulties in obtaining rent increases; limitations
on cash distributions; limitations on sales or refinancing of Housing Complexes;
limitations on transfers of Local Limited Partnership Interests;  limitations on
removal of Local General Partners; limitations on subsidy programs; and possible
changes in applicable regulations. The Housing Complexes are subject to mortgage
indebtedness.  If a  Local  Limited  Partnership  does  not  make  its  mortgage
payments,  the lender could foreclose resulting in a loss of the Housing Complex
and Low Income Housing Credits.  As a limited partner or non-managing  member of
the Local Limited  Partnerships,  the Partnership  will have very limited rights
with respect to  management  of the Local  Limited  Partnerships,  and will rely
totally  on the  general  partners  or  managing  members  of the Local  Limited
Partnerships for management of the Local Limited Partnerships.  The value of the
Partnership's  investments  will be subject to  changes  in  national  and local
economic conditions,  including unemployment  conditions,  which could adversely
impact vacancy levels, rental payment defaults and operating expenses.  This, in
turn, could substantially  increase the risk of operating losses for the Housing
Complexes and the Partnership.  In addition,  each Local Limited  Partnership is
subject to risks relating to environmental hazards and natural disasters,  which
might be uninsurable.  Because the Partnership's operations will depend on these
and other  factors  beyond the  control  of the  General  Partner  and the Local
General  Partners,  there can be no assurance  that the  anticipated  Low Income
Housing Credits will be available to Limited Partners.

In addition,  Limited  Partners are subject to risks in that the rules governing
the Low Income  Housing  Credit are  complicated,  and the use of credits can be
limited.  The only  material  benefit from an investment in Units may be the Low
Income Housing Credits. There are limits on the transferability of Units, and it
is unlikely that a market for Units will  develop.  All  Partnership  management
decisions are made by the General Partner.

As a limited partner or non-managing  member,  the  Partnership's  liability for
obligations of each Local Limited Partnership is limited to its investment.  The
Local General Partners of each Local Limited  Partnership retain  responsibility
for developing,  constructing,  maintaining,  operating and managing the Housing
Complexes.

Item 2.  Properties

Through its investments in Local Limited  Partnerships,  the  Partnership  holds
limited  partnership  interests in the Housing  Complexes.  The following  table
reflects the status of the fifteen Housing Complexes as of the dates indicated:

                                      4

<PAGE>

<TABLE>
<CAPTION>

                                                                    ------------------------------ --------------------------------
                                                                        As of March 31, 2001              December 31, 2000
                                                                    ------------------------------ ---------------------------------
Partnership Name          Location         General Partner    Partnership's     Amount of                              Encumbrances
                                               Name          Total Investment  Investment                  Estimated Low    of Local
                                                             in Local Limited   Paid to    Number          Income Housing    Limited
                                                              Partnerships      Date      of Units  Occupancy  Credits  Partnerships
------------------------------------------------------------------------------------------------------------------------------------

<S>                       <C>              <C>                <C>          <C>              <C>     <C>   <C>           <C>

601 Main Street           Stockto          Daniels
Investors                 California       C. Louge            $ 1,656,000    $ 1,656,000    165    98%    $ 4,080,000  $  3,984,000

ADI Development           Delhi,           Anthony
Partners                  California       Donovan                 699,000        699,000     31    94%      1,757,000     1,214,000

Bayless Garden            Red Bluff,       Douglas W.
Apartments                California       Young                 1,110,000      1,110,000     46    91%      2,741,000     1,276,000
Investors

Blackberry                Lodi,            Bonita Homes
Oaks, Ltd                 California       Incorporated            463,000        463,000     42   100%      1,063,000     1,920,000


Jacob's Square            Exeter,          Philip R.
                          California       Hammond,
                                           Jr. and Diane M.
                                           Hammond               1,324,000      1,324,000     45    91%      2,933,000      1,580,00

Mecca Apartments II       Mecca,           Sam Jack, Jr. and
                          California       Sam Jack and
                                           Associates            2,200,000      2,200,000     60   100%      5,183,000     2,498,000

Nevada Meadows            Grass Valley,    Thomas G. Larson,
                          California       William H. Larson
                                           and Raymond L.
                                           Tetzlaff                459,000        459,000     34   100%      1,030,000     1,925,000

Northwest Tulare          Ivanhoe,         Philip R.
Associates                California       Hammond,
                                           Jr. and Diane M.
                                           Hammond               1,226,000      1,226,000     54    72%      2,950,000     1,768,000

                          Orland,          Richard E.
Orland Associates         California       Huffman and             432,000        432,000     40   100%        972,000     1,709,000
                                           Robert A. Ginno
</TABLE>
                                       5
<PAGE>


<TABLE>
<CAPTION>

                                                                    ----------------------------------------------------------------
                                                                        As of March 31, 2001              December 31, 2000
                                                                    ------------------------------ ---------------------------------
Partnership Name          Location         General Partner    Partnership's     Amount of                              Encumbrances
                                               Name          Total Investment  Investment                  Estimated Low    of Local
                                                             in Local Limited   Paid to    Number          Income Housing    Limited
                                                              Partnerships      Date      of Units  Occupancy  Credits  Partnerships
------------------------------------------------------------------------------------------------------------------------------------
<S>                       <C>              <C>                <C>

Pine Gate Limited         Ahoskie,         Regency Investment
Partnership               California       Associates, Inc.,
                                           Boyd Management,
                                           Inc. and Gordon L.
                                           Blackwell               272,000        272,000     56   100%        611,000     1,447,000

Silver Birch              Huron,           Philip R. Hammond,
Associates                California       Jr. and Diane M.
                                           Hammond                 378,000        378,000     35    97%      1,131,000     1,339,000

Twin Pines                Groveland,       Donald S. Kavanagh
Apartments                California       and John N. Brezzo    1,278,000      1,278,000     39    97%      3,055,000     1,788,000
Associates

Ukiah Terrace             Ukiah,           Thomas G. Larson,
                          California       William H. Larson
                                           and Raymond L.
                                           Tetzlaff                349,000        349,000     41   100%        825,000     1,770,000

Woodlake Garden           Woodlake,        David J. Michael
Apartments                California       and Pamela J.
                                           Michael                 548,000        548,000     48    92%      1,374,000     1,924,000

Yucca-Warren Vista        Joshua Tree,     WNC & Associates,
Associates                California       Inc.                    520,000        520,000     50   100%      1,251,000     2,156,000
                                                              ------------        -------     --   ----      ---------     ---------
                                                              $ 12,914,000    $12,914,000    786    94%   $ 30,956,000  $ 28,298,000
                                                     ============    ===========    ===    ===   ============  ============

</TABLE>



                                       6
<PAGE>


<TABLE>
<CAPTION>
                                             -----------------------------------------------------------------------
                                                              For the year ended December 31, 2000
                                             -----------------------------------------------------------------------
                                                                                                Low Income Housing
                                                                                                 Credits Allocated
                                                                                                  to Partnership
                 Partnership Name              Rental Income          Net Income (Loss)
      --------------------------------------------------------------------------------------------------------------

<S>                                             <C>                     <C>                             <C>
601 Main Street Investors                      $ 388,000               $(328,000)                      99%

ADI Development Partners                         121,000                 (52,000)                      90%

Bayless Garden Apartments Investors              176,000                 (96,000)                      99%

Blackberry Oaks, Ltd                             218,000                 (15,000)                      99%

Jacob's Square                                   193,000                (103,000)                      99%

Mecca Apartments II                              263,000                (177,000)                      99%

Nevada Meadows                                   196,000                 (41,000)                      99%

Northwest Tulare Associates                      168,000                (123,000)                      99%

Orland Associates                                202,000                 (22,000)                      99%

Pine Gate Limited Partnership                    226,000                  18,000                       99%

Silver Birch Associates                          139,000                 (42,000)                      99%

Twin Pines Apartments Associates                 134,000                (134,000)                      99%

Ukiah Terrace                                    185,000                 (60,000)                      99%

Woodlake Garden Apartments                       183,000                 (33,000)                      95%

Yucca-Warren Vista Associates, Ltd               219,000                  (8,000)                      99%
                                                 -------                  -------
                                             $ 3,011,000           $  (1,216,000)
                                             ===========           ==============
</TABLE>

                                       7

<PAGE>


Item 3.  Legal Proceedings

NONE

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

NONE

PART II.

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters

Item 5a.

(a)  The  Units  are not  traded on a public  exchange  but were sold  through a
     public offering.  It is not anticipated that any public market will develop
     for the  purchase  and  sale of any  Unit and  none  exists.  Units  can be
     assigned  only if certain  requirements  in the  Partnership  Agreement are
     satisfied.

(b)  At March 31, 2001, there were 1,286 Limited Partners.


(c)  The Partnership was not designed to provide cash distributions to Limited
     Partners in circumstances other than refinancing or disposition of its
     investments in Local Limited Partnerships.


(d)  No unregistered  securities  were sold by the  Partnership  during the year
     ended March 31, 2001.


Item 5b.

NOT APPLICABLE

Item 6.  Selected Financial Data

Selected balance sheet information for the Partnership is as follows:
<TABLE>
<CAPTION>

                                       March 31                                December 31
                         --------------------------------------    ------------------------------------

                               2001         2000           1999         1998         1997         1996
                         -----------  -----------  -------------  -----------  -----------  -----------

<S>                    <C>          <C>          <C>            <C>          <C>          <C>
ASSETS
Cash and cash
equivalents            $    281,525 $    314,630 $      364,853 $    379,754 $    377,378 $    517,151
Investments in
  limited
  partnerships, net       4,391,885    5,442,623      6,240,560    6,439,942    7,291,595    8,447,282
Due from affiliates          59,554       38,540              -            -            -            -
Other assets                      -            -              -            -            -       12,492
                         -----------  -----------   -------------  -----------  -----------  ----------


                       $  4,732,964 $  5,795,793 $    6,605,413 $  6,819,696 $  7,668,973 $  8,976,925
                         ===========  ===========   =============  ===========  ===========  ===========

LIABILITIES
Accrued fees and
  expenses due to
  general partner and
  affiliates           $  1,448,236 $  1,278,242 $    1,077,385 $  1,044,307 $    836,316 $    703,693


PARTNERS' EQUITY          3,284,728    4,517,551      5,528,028    5,775,389    6,832,657    8,273,232
                         -----------  -----------  -------------  -----------  -----------  -----------


                       $  4,732,964 $  5,795,793 $    6,605,413 $  6,819,696 $  7,668,973 $  8,976,925
                         ===========  ===========  =============  ===========  ===========  ===========
</TABLE>

                                       8

<PAGE>

<TABLE>
<CAPTION>

Selected results of operations, cash flows and other information for the
Partnership is as follows:

                                  For the             Three Months Ended                For the Years Ended
                                Years Ended
                                 March 31                  March 31                         December 31
                          ------------------------  ------------------------    -------------------------------------
                             2001         2000         1999          1998         1998         1997          1996
                          -----------  -----------   ----------    ---------    ----------  -----------   -----------
                                                                   (Unaudited)

<S>                     <C>           <C>           <C>           <C>           <C>           <C>          <C>
Loss from operations    $   (272,354) $   (273,480) $    (68,998) $    (65,161) $    (274,539)$  (284,989)  $    (264,807)
Equity in losses of
  limited partnerships      (960,469)     (736,997)     (178,363)     (241,600)      (782,729) (1,155,586)     (1,128,793)
                          -----------  -----------     ----------    ---------     ----------- -----------   ------------

Net loss                $ (1,232,823) $ (1,010,477) $   (247,361) $   (306,761) $  (1,057,268)$(1,440,575)  $  (1,393,600)
                          ===========  ===========  ============  ============= ============= ===========  ===============
Net loss allocated to:
   General partner      $    (12,328) $    (10,105) $     (2,474) $     (3,068) $     (10,573)$   (14,406) $      (13,936)
                          ===========  ===========  ============= ============= ============= ============  ==============

   Limited partners     $ (1,220,495) $ (1,000,372) $   (244,887) $   (303,693) $  (1,046,695)$(1,426,169) $   (1,379,664)
                          ===========  ===========  ============  ============= ============== ============ ==============

Net loss per limited
  partner unit          $     (68.85) $     (56.44) $     (13.82) $     (17.13) $      (59.05)$    (80.46) $       (77.83)
                          ===========  ===========  ============  ============= ==============  ==========  ==============
Outstanding weighted
  limited partner
  units                       17,726        17,726        17,726        17,726         17,726      17,726          17,726
                          ===========   ===========    ==========     =========     ==========  ===========   ===========
</TABLE>

<TABLE>
<CAPTION>
                                  For the            For the Three Months               For the Years Ended
                                Years Ended
                                 March 31               Ended March 31                      December 31
                          ------------------------  ------------------------    ------------------------------------

                             2001         2000         1999         1998          1998        1997          1996
                          -----------  -----------  -----------   ----------    ---------   ----------   -----------
                                                                  (Unaudited)

<S>                     <C>           <C>           <C>           <C>            <C>        <C>         <C>
Net cash provided by (used in):
   Operating
activities              $    (70,146) $    (57,948) $    (22,613) $     (1,469)  $  (13,320)$   (95,215)$    (46,174)
   Investing
activities                    37,041         7,725         7,712         3,606       15,696     (44,558)    (550,250)
                          -----------  -----------  -----------   ----------    ---------   ----------   -----------

Net change in cash
  and cash equivalents       (33,105)      (50,223)      (14,901)        2,137        2,376    (139,773)     (596,424)

Cash and cash
  equivalents,
  beginning of period        314,630       364,853       379,754       377,378      377,378     517,151     1,113,575
                          -----------   -----------   -----------    ----------    ---------   ----------   -----------

Cash and cash
  equivalents, end of
  period                $    281,525 $    314,630   $    364,853   $   379,515   $  379,754 $   377,378 $     517,151
                          ===========  ===========   ===========   ===========    =========   ==========   ===========
</TABLE>

Low Income Housing Credits per limited partner unit was as follows for the years
ended December 31:
<TABLE>
<CAPTION>
<S>                                <C>               <C>                <C>                <C>               <C>

                                        2000              1999               1998               1997              1996
                             ----------------   ---------------    ---------------   ----------------   ---------------

 Federal                           $     117         $     117          $     117          $     117         $     116
 State                                                       -
                                           -                                    9                 27                37
                             ----------------   ---------------    ---------------   ----------------   ---------------
 Total                             $     117         $     117          $     126          $     144         $     153
                             ================   ===============    ===============   ================   ===============
</TABLE>

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

Forward Looking Statements

With  the  exception  of  the  discussion  regarding   historical   information,
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"  and other  discussions  elsewhere in this Form 10-K contain forward
looking statements. Such statements are based on current expectations subject to
uncertainties  and other  factors
                                       9
<PAGE>

which may involve  known and unknown  risks that could cause  actual  results of
operations  to differ  materially  from those  projected  or  implied.  Further,
certain  forward-looking  statements  are based upon  assumptions  about  future
events which may not prove to be accurate.

Risks and uncertainties  inherent in forward looking statements include, but are
not  limited  to,  our  future  cash  flows and  ability  to  obtain  sufficient
financing, level of operating expenses, conditions in the low income housing tax
credit property market and the economy in general, as well as legal proceedings.
Historical  results are not necessarily  indicative of the operating results for
any future period.

Subsequent  written and oral forward  looking  statements  attributable to us or
persons  acting on our behalf  are  expressly  qualified  in their  entirety  by
cautionary  statements  in this Form 10-K and in other reports we filed with the
Securities and Exchange  Commission.  The following discussion should be read in
conjunction  with the  Consolidated  Financial  Statements and the Notes thereto
included elsewhere in this filing.

Financial Condition

The  Partnership's  assets at March 31, 2001 consisted  primarily of $281,525 in
cash and aggregate  investments  in the fifteen Local  Limited  Partnerships  of
$4,391,885.  Liabilities at March 31, 2001 primarily  consisted of $1,448,236 of
accrued annual management fees due to the General Partner.

Results of Operations

Year  Ended  March  31,  2001  Compared  to  Year  Ended  March  31,  2000.  The
Partnership's  net loss for the year  ended  March  31,  2001 was  $(1,233,000),
reflecting  an increase of $223,000 from the net loss  experienced  for the year
ended  December 31, 2000. The increase in net loss is primarily due to equity in
losses of Local  Partnerships  which increased by $223,000 to $(960,000) for the
year ended March 31, 2001 from $(737,000) for the year ended March 31, 2000. The
increase in equity in losses of limited  partnerships is due to the reduction of
the  respective  net  acquisition  fee component of investments in Local Limited
Partnerships to zero for those Local Limited  Partnerships which would otherwise
be below a zero  balance.  This  increase  was  offset  by the  Partnership  not
recognizing certain losses of the Local Limited Partnerships. The investments in
such Local  Limited  Partnerships  had reached $0 at March 31,  2001.  Since the
Partnership's  liability with respect to its  investments is limited,  losses in
excess of investments are not recognized.

Year  Ended  March 31,  2000  Compared  to Year Ended  December  31,  1998.  The
Partnership's  net loss for the year  ended  March  31,  2000 was  $(1,010,000),
reflecting  a decrease  of $47,000  from the net loss  experienced  for the year
ended  December 31, 1998.  The decline in net loss is primarily due to equity in
losses from limited partnerships which declined by $46,000 to $(737,000) for the
year ended March 31, 2000 from  $(783,000) for the year ended December 31, 1998.
This decrease was a result of the Partnership not recognizing  certain losses of
the  Local  Limited   Partnerships.   The  investments  in  such  Local  Limited
Partnerships had reached $0 at March 31, 2000. Since the Partnership's liability
with respect to its  investments is limited,  losses in excess of investment are
not recognized.

Three Months Ended March 31, 1999 Compared to Three Months Ended March 31, 1998.
The Partnership's net loss for the three months ended March 31, 1999 was
$(247,000), reflecting a decrease of $60,000 from the net loss experienced for
the three months ended March 31, 1998. The decline in net loss is primarily due
to equity in losses of limited partnerships which declined by $64,000 to
$(178,000) for the three months ended March 31, 1999 from $(242,000) for the
three months ended March 31, 1998. This decrease was a result of the Partnership
not recognizing certain losses of the Local Limited Partnerships. The
investments in such Local Limited Partnerships reached $0 during 1998. Since the
Partnership's liability with respect to its investments is limited, losses in
excess of investment are not recognized. The reduction in equity losses
recognized was partially offset by an increase in loss from operations of $4,000
to $(69,000) for the three months ended March 31, 1999 from $(65,000) for the
three months ended March 31, 1998, due to a comparable increase in operating
expense allocations.

Cash Flows

Year Ended March 31, 2001  Compared to Year Ended March 31, 2000.  Net cash used
during the year ended  March 31, 2001 was  $(33,000),  compared to net cash used
for the year ended March 31, 2000 of $(50,000).  The change was due primarily to
the   Partnership   advancing   approximately   $39,000  to  two  Local  Limited
Partnerships  to

                                       10
<PAGE>

cover  operating  cash  deficits  during  the  year  ended  March  31,  2000 and
approximately  $21,000  during the year ended March 31, 2001.  In addition,  the
Partnership  experienced  an increase  in cash paid to the  General  Partner for
annual   management  fees  of  $30,000  which  was  offset  by  an  increase  in
distributions received from Local Limited Partnerships of $29,000.

Year Ended March 31, 2000  Compared to Year Ended  December 31,  1998.  Net cash
used during the year ended March 31,  2000 was  $(50,000),  compared to net cash
increase  for the year ended  December  31,  1998 of $2,000.  The change was due
primarily  to the  Partnership  advancing  approximately  $39,000  to two  Local
Limited  Partnerships to cover  operating cash deficits,  which did not occur in
the year ended December 31, 1998. In addition,  the  Partnership  experienced an
increase  in cash paid to the  General  Partner  for annual  management  fees of
$10,000 and a decrease in distributions received from Local Limited Partnerships
of $8,000.

Three Months Ended March 31, 1999 Compared to Three Months Ended March 31, 1998.
Net cash used  during  the three  months  ended  March 31,  1999 was  $(15,000),
compared to a net  increase in cash for the three months ended March 31, 1998 of
$2,000.  The change was due primarily to an increase in cash paid to the general
partner or  affiliates  of $19,000,  and an increase in operating  costs paid to
third  parties of  $5,000,  partially  offset by an  increase  in  distributions
received from Local Limited Partnerships of $4,000.

The report of the independent  certified public  accountants with respect to the
financial  statements of one Local  Limited  Partnership  expressed  substantial
doubt as to the Local  Limited  Partnerships'  ability  to  continue  as a going
concern.  The  Partnership  had no remaining  investment  in such Local  Limited
Partnership at March 31, 2001 and 2000, respectively. The Partnership's original
investment in the Local Limited  Partnership  approximated  $1,278,000.  Through
December 31, 2000, the Local Limited  Partnership  has had recurring  losses and
working  capital  deficiencies.  In the event the Local Limited  Partnership  is
required  to  liquidate  or  sell  its  property,  the  net  proceeds  could  be
significantly less than the carrying value of such property.  As of December 31,
2000 and 1999,  the net carrying value of such property on the books and records
of  the  Local  Limited   Partnership   totaled   $2,267,000   and   $2,379,000,
respectively.

During the years ended March 31, 2001 and 2000, the three months ended March 31,
1999 and the year ended December 31, 1998,  accrued  payables,  which consist of
related party management fees due to the General Partner, increased by $170,000,
$201,000,  $33,000 and  $208,000,  respectively.  The General  Partner  does not
anticipate  that  these  accrued  fees will be paid  until  such time as capital
reserves are in excess of future foreseeable working capital requirements of the
Partnership.

The Partnership  expects its future cash flows,  together with its net available
assets at March 31, 2001, to be  sufficient  to meet all  currently  foreseeable
future cash requirements.

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk

NOT APPLICABLE

Item 8.  Financial Statements and Supplementary Data

                                       11
<PAGE>



               Report of Independent Certified Public Accountants


To the Partners
WNC California Housing Tax Credits II, L.P.


We have audited the  accompanying  balance sheets of WNC California  Housing Tax
Credits II, L.P. (a California  Limited  Partnership) (the  "Partnership") as of
March 31, 2001 and 2000,  and the related  statements of  operations,  partners'
equity (deficit) and cash flows for the years ended March 31, 2001 and 2000, the
three  months ended March 31, 1999 and the year ended  December 31, 1998.  These
financial statements are the responsibility of the Partnership's management. Our
responsibility  is to express an opinion on these financial  statements based on
our audits.  A significant  portion of the  financial  statements of the limited
partnerships in which the Partnership is a limited partner were audited by other
auditors  whose reports have been furnished to us. As discussed in Note 2 to the
financial  statements,  the Partnership  accounts for its investments in limited
partnerships   using  the  equity  method.  The  portion  of  the  Partnership's
investment in limited partnerships audited by other auditors represented 71% and
74% of the total  assets of the  Partnership  at March  31,  2001 and 2000.  Our
opinion,  insofar  as it  relates  to the  amounts  included  in  the  financial
statements for the limited  partnerships  which were audited by others, is based
solely on the reports of the other auditors.

We conducted our audits in accordance with auditing standards generally accepted
in the  United  States of  America.  Those  standards  require  that we plan and
perform the audit to obtain  reasonable  assurance  about  whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial statement presentation.  We believe that our audits and the reports of
the other auditors provide a reasonable basis for our opinion.

In our opinion,  based on our audits and the reports of the other auditors,  the
financial statements referred to above present fairly, in all material respects,
the  financial  position  of WNC  California  Housing  Tax  Credits  II, L.P. (a
California  Limited  Partnership) as of March 31, 2001 and 2000, and the results
of its  operations  and its cash flows for the years  ended  March 31,  2001 and
2000,  the three  months  ended March 31, 1999 and the year ended  December  31,
1998, in conformity with accounting  principles generally accepted in the United
States of America.




                                           /S/ BDO SEIDMAN, LLP
                                               BDO SEIDMAN, LLP
Orange County, California
May 11, 2001


                                       12

<PAGE>


                   WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.
                       (A California Limited Partnership)

                                 BALANCE SHEETS


                 See accompanying notes to financial statements


<TABLE>
<CAPTION>
                                                                                   March 31
                                                                         ------------------------------

                                                                             2001             2000
                                                                         -------------    -------------


<S>                                                                    <C>              <C>
ASSETS

Cash and cash equivalents                                              $      281,525   $      314,630
Investments in limited partnerships, net (Note 2)                           4,391,885        5,442,623
Due from affiliates (Note 2)                                                   59,554           38,540
                                                                         -------------    -------------

                                                                       $    4,732,964   $    5,795,793
                                                                         =============    =============

LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

Liabilities:
   Accrued fees and expenses  due to General  Partner and  affiliates
     (Note 3)                                                          $    1,448,236   $    1,278,242
                                                                         -------------    -------------

Commitments and contingencies

Partners' equity (deficit):
    General partner                                                          (132,415)        (120,087)
    Limited  partners (20,000 units  authorized;  17,726 units issued
     and outstanding)                                                       3,417,143        4,637,638
                                                                         -------------    -------------

      Total partners' equity (deficit)                                      3,284,728        4,517,551
                                                                         -------------    -------------

                                                                       $    4,732,964   $    5,795,793
                                                                         =============    =============
</TABLE>



                                       13

<PAGE>


                   WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.
                       (A California Limited Partnership)

                            STATEMENTS OF OPERATIONS




<TABLE>
<CAPTION>

                                                                            For the

                                                   For the               Three Months       For the Year
                                                 Years Ended              Ended March          Ended
                                                   March 31                   31            December 31
                                         -----------------------------   --------------    ---------------

                                             2001            2000             1999              1998
                                         -------------    ------------   ---------------   ---------------


<S>                                    <C>              <C>            <C>               <C>
Interest income                        $       16,193   $      16,614  $          4,060  $         16,353
Distribution income                             1,500           1,500                 -                 -
                                         -------------    ------------   ---------------   ---------------

   Total income                                17,693          18,114             4,060            16,353
                                         -------------    ------------   ---------------   ---------------

Operating expenses:
   Amortization (Note 2)                       53,228          53,215            13,307            53,228
   Asset management fees (Note 3)             210,084         210,084            52,521           210,084
   Other                                       26,735          28,295             7,230            27,580
                                         -------------    ------------   ---------------   ---------------

    Total operating expenses                  290,047         291,594            73,058           290,892
                                         -------------    ------------   ---------------   ---------------

Loss from operations                         (272,354)       (273,480)          (68,998)         (274,539)

Equity in losses of limited
    partnerships (Note 2)                    (960,469)       (736,997)         (178,363)         (782,729)
                                         -------------    ------------   ---------------   ---------------


Net loss                               $   (1,232,823)  $  (1,010,477) $       (247,361) $     (1,057,268)
                                         =============    ============    ===============    ===============

Net loss allocated to:
   General partner                     $      (12,328)  $     (10,105) $          (2,474) $       (10,573)
                                         =============    ============   ===============   ===============

   Limited partners                    $   (1,220,495)  $  (1,000,372) $        (244,887) $    (1,046,695)
                                         =============    ============    ===============   =============
Net loss per limited partner unit      $       (68.85) $       (56.44) $          (13.82) $        (59.05)
                                         =============    ============   ===============   ===============

Outstanding     weighted     limited
  partner units                                17,726          17,726            17,726            17,726
                                         =============    ============   ===============   ===============

</TABLE>


                                       14

<PAGE>


                   WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.
                       (A California Limited Partnership)

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)

                  For the Years Ended March 31, 2001 and 2000,
                  For the Three Months Ended March 31, 1999 and
                      For the Year Ended December 31, 1998

<TABLE>
<CAPTION>

                                                               General             Limited
                                                               Partner             Partners            Total
                                                            ---------------     ---------------    ---------------

<S>                                                       <C>                <C>                <C>
Partners' equity (deficit) at January 1, 1998             $        (96,935)  $       6,929,592   $     6,832,657

Net loss                                                           (10,573)         (1,046,695)       (1,057,268)
                                                            ---------------     ---------------    ---------------

Partners' equity (deficit) at December 31, 1998                   (107,508)          5,882,897         5,775,389

Net loss                                                            (2,474)           (244,887)         (247,361)
                                                            ---------------     ---------------    ---------------

Partners' equity (deficit) at March 31, 1999                      (109,982)          5,638,010         5,528,028

Net loss                                                           (10,105)         (1,000,372)       (1,010,477)
                                                            ---------------     ---------------    ---------------

Partners' equity (deficit) at March 31, 2000                      (120,087)          4,637,638         4,517,551

Net loss                                                           (12,328)         (1,220,495)       (1,232,823)
                                                            ---------------      ---------------    ---------------
Partners' equity (deficit) at March 31, 2001              $       (132,415) $        3,417,143   $     3,284,728
                                                            ===============     ===============    ===============
</TABLE>

                                       15

<PAGE>


                   WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.
                       (A California Limited Partnership)

                            STATEMENTS OF CASH FLOWS



<TABLE>
<CAPTION>


                                                   For the Years                For the           For the
                                                                             Three Months
                                                                              Ended March       Year Ended
                                                  Ended March 31                  31            December 31
                                           ------------------------------    --------------    --------------

                                              2001             2000               1999             1998
                                           ------------    --------------     -------------    --------------


Cash                                                   flows from operating
                                                       activities: )
<S>                                       <C>            <C>                 <C>             <C>
   Net loss                               $  (1,232,823) $      (1,010,477)  $     (247,361 )$     (1,057,268)
   Adjustments  to  reconcile  net loss
     to
     net cash used in operating
     activities:
     Amortization                                53,228            53,215            13,307            53,228
     Equity in losses of limited
       partnerships                             960,469           736,997           178,363           782,729
     Change in due from affiliates              (21,014)          (38,540)                -                 -
     Increase in accrued fees and
       expenses due to General Partner
       and affiliates                           169,994           200,857            33,078           207,991
                                           ------------    --------------     -------------    --------------

Net cash used in operating activities          (70,146)           (57,948)          (22,613)          (13,320)
                                           ------------    --------------     -------------    --------------

Cash flows from investing activities:
   Distributions      from      limited
    partnerships                                37,041              7,725             7,712            15,696
                                           ------------    --------------     -------------    --------------

Net  cash   provided   by   (used   in)
    investing activities                        37,041              7,725             7,712            15,696
                                           ------------    --------------     -------------    --------------

Net increase (decrease) in cash and
  cash equivalents                             (33,105)           (50,223)          (14,901)            2,376

Cash and cash equivalents, beginning
  of period                                    314,630            364,853           379,754           377,378
                                           ------------    --------------     -------------    --------------

Cash and cash equivalents, end of
  period                                 $     281,525    $       314,630    $      364,853   $       379,754
                                           ============     ==============     =============    ==============


SUPPLEMENTAL DISCLOSURE OF
     CASH FLOW INFORMATION:
    Taxes paid                           $         800    $           800    $            -   $           800
                                           ============     ==============     =============    ==============
</TABLE>



                                       16
<PAGE>


                   WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.
                       (A California Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS

                  For the Years Ended March 31, 2001 and 2000,
                  For the Three Months Ended March 31, 1999 and
                      For the Year Ended December 31, 1998


                                       24
NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization
------------

WNC  California  Housing Tax Credits II, L.P. a California  Limited  Partnership
(the  "Partnership"),  was formed on  September  13,  1990 under the laws of the
State of California.  The  Partnership  was formed to invest  primarily in other
limited  partnerships (the "Local Limited  Partnerships")  which own and operate
multi-family housing complexes (the "Housing Complex") that are eligible for low
income  housing tax credits.  The local  general  partners  (the "Local  General
Partners")  of  each  Local  Limited   Partnership  retain   responsibility  for
maintaining, operating and managing the Housing Complex.

The general partner is WNC Tax Credit  Partners,  L.P. (the "General  Partner").
WNC & Associates, Inc. ("WNC") and Wilfred N. Cooper are the general partners of
WNC Tax  Credit  Partners,  L.P.  Wilfred  N.  Cooper  Sr.,  through  the Cooper
Revocable Trust owns 66.8% of the outstanding stock of WNC. John B. Lester,  Jr.
was the original limited partner of the Partnership and owns, through the Lester
Family Trust,  28.6% of the outstanding  stock of WNC.  Wilfred N. Cooper,  Jr.,
President of WNC, owns 2.1% of the outstanding stock of WNC.

The Partnership  shall continue in full force and effect until December 31, 2045
unless  terminated  prior to that date pursuant to the partnership  agreement or
law.

The financial  statements  include only activity relating to the business of the
Partnership,  and do not give  effect to any assets that the  partners  may have
outside of their interests in the Partnership, or to any obligations,  including
income taxes, of the partners.

The  Partnership  Agreement  authorized the sale of up to 20,000 units at $1,000
per Unit  ("Units").  The  offering of Units  concluded in January 1993 at which
time 17,726 Units, representing subscriptions in the amount of $17,726,000,  had
been accepted.  The General  Partner has a 1% interest in operating  profits and
losses,  taxable  income and losses,  cash available for  distribution  from the
Partnership  and tax credits of the  Partnership.  The limited  partners will be
allocated the  remaining  99% of these items in  proportion to their  respective
investments.

After the limited  partners  have received  proceeds from a sale or  refinancing
equal to their capital  contributions and their return on investment (as defined
in the  Partnership  Agreement)  and the General  Partner has received  proceeds
equal  to its  capital  contribution  and a  subordinated  disposition  fee  (as
described in Note 3) from the  remainder,  any  additional  sale or  refinancing
proceeds will be distributed 90% to the limited partners (in proportion to their
respective investments) and 10% to the General Partner.

Change in Reporting Year End
----------------------------

In 1999, the Partnership  elected to change its year end for financial reporting
purposes from December 31 to March 31. All  financial  information  reflected in
the financial statements and related footnotes has been adjusted for this change
in year end except for the combined condensed financial  information relating to
the Local Limited Partnerships included in Note 2.



                                       17
<PAGE>


                   WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.
                       (A California Limited Partnership)

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                  For the Years Ended March 31, 2001 and 2000,
                  For the Three Months Ended March 31, 1999 and
                      For the Year Ended December 31, 1998


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

Risks and Uncertainties
-----------------------

The Partnership's  investments in Local Limited  Partnerships are subject to the
risks incident to the management and ownership of low-income  housing and to the
management and ownership of multi-unit  residential  real estate.  Some of these
risks  are that the low  income  housing  credit  could be  recaptured  and that
neither the  Partnership's  investments  nor the Housing  Complexes owned by the
Local Limited Partnerships will be readily marketable. To the extent the Housing
Complexes  receive  government  financing  or operating  subsidies,  they may be
subject to one or more of the following risks: difficulties in obtaining tenants
for the Housing Complexes; difficulties in obtaining rent increases; limitations
on cash distributions; limitations on sales or refinancing of Housing Complexes;
limitations on transfers of Local Limited Partnership Interests;  limitations on
removal of Local General Partners; limitations on subsidy programs; and possible
changes in applicable regulations.  The Housing Complexes are or will be subject
to  mortgage  indebtedness.  If a Local  Limited  Partnership  does not make its
mortgage payments, the lender could foreclose resulting in a loss of the Housing
Complex  and low  income  housing  credits.  As a limited  partner  of the Local
Limited Partnerships, the Partnership will have very limited rights with respect
to management of the Local  Limited  Partnerships,  and will rely totally on the
Local General  Partners of the Local Limited  Partnerships for management of the
Local Limited Partnerships.  The value of the Partnership's  investments will be
subject  to  changes  in  national  and  local  economic  conditions,  including
unemployment  conditions,  which could adversely  impact vacancy levels,  rental
payment  defaults and operating  expenses.  This, in turn,  could  substantially
increase  the  risk of  operating  losses  for  the  Housing  Complexes  and the
Partnership.  In addition,  each Local Limited  Partnership  is subject to risks
relating  to  environmental   hazards  and  natural  disasters  which  might  be
uninsurable. Because the Partnership's operations will depend on these and other
factors  beyond  the  control  of the  General  Partner  and the  Local  General
Partners,  there can be no assurance  that the  anticipated  low income  housing
credits will be available to Limited Partners.

In addition,  Limited  Partners are subject to risks in that the rules governing
the low income  housing  credit are  complicated,  and the use of credits can be
limited.  The only  material  benefit from an investment in Units may be the low
income housing credits. There are limits on the transferability of Units, and it
is unlikely that a market for Units will develop.  All management decisions will
be made by the General Partner.

Method of Accounting For Investments in Limited Partnerships
------------------------------------------------------------

The Partnership  accounts for its investments in limited  partnerships using the
equity method of  accounting,  whereby the  Partnership  adjusts its  investment
balance for its share of the Local Limited  Partnership's  results of operations
and for any distributions received. The accounting policies of the Local Limited
Partnerships are consistent with those of the Partnership. Costs incurred by the
Partnership  in  acquiring  the  investments  are  capitalized  as  part  of the
investment account and are being amortized over 30 years (see Note 2).

Losses from limited  partnerships for the year ended December 31, 1998 have been
recorded  by the  Partnership  based on reported  results  provided by the Local
Limited  Partnerships.  Losses from  limited  partnerships  for the three months
ended March 31,  1999 have been  estimated  by  management  of the  Partnership.
Losses  from  limited  partnerships  for the years ended March 31, 2001 and 2000
have been recorded by the Partnership  based on nine months of reported  results
provided  by the Local  Limited  Partnerships  and on three  months  of  results
estimated  by  management  of  the   Partnership.   Losses  from  Local  Limited
Partnerships  allocated to the Partnership are not recognized to the extent that
the investment balance would be adjusted below zero.

                                       18

<PAGE>


NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued

Offering Expenses
-----------------

Offering  expenses consist of underwriting  commissions,  legal fees,  printing,
filing and  recordation  fees,  and other costs  incurred  with selling  limited
partnership  interests in the  Partnership.  The General Partner is obligated to
pay all  offering  and  organization  costs in  excess of 15%  (including  sales
commissions) of the total offering proceeds.  Offering expenses are reflected as
a reduction of limited  partners'  capital and amounted to $2,389,519 at the end
of all periods presented.

Use of Estimates
----------------

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent assets and liabilities at the date of the financial  statements,  and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could materially differ from those estimates.

Cash and Cash Equivalents
-------------------------

The  Partnership   considers  all  highly  liquid   investments  with  remaining
maturities of three months or less when purchased to be cash equivalents.  As of
March 31, 2001 and 2000, the Partnership had no cash equivalents.

Concentration of Credit Risk
----------------------------

At March  31,  2001,  the  Partnership  maintained  cash  balances  at a certain
financial institution in excess of the federally insured maximum.

Net Loss Per Limited Partner Unit
---------------------------------

Net loss per  limited  partner  unit is  calculated  pursuant  to  Statement  of
Financial  Accounting  Standards No. 128,  Earnings Per Share. Net loss per unit
includes no dilution  and is computed  by  dividing  loss  available  to limited
partners by the weighted average number of units outstanding  during the period.
Calculation of diluted net loss per unit is not required.

Reporting Comprehensive Income
------------------------------

In June 1997,  the FASB  issued  Statement  of  Financial  Accounting  Standards
("SFAS") No. 130, Reporting  Comprehensive  Income.  This statement  establishes
standards for reporting the components of comprehensive income and requires that
all items that are  required to be  recognized  under  accounting  standards  as
components of comprehensive  income be included in a financial statement that is
displayed with the same prominence as other financial statements.  Comprehensive
income  includes net income as well as certain items that are reported  directly
within a separate  component  of  partners'  equity and bypass net  income.  The
Partnership  adopted the  provisions of this  statement in 1998. For the periods
presented,  the Partnership has no elements of other  comprehensive  income,  as
defined by SFAS No. 130.


                                       19
<PAGE>


NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS
--------------------------------------------

As of the periods  presented,  the Partnership has acquired limited  partnership
interests in fifteen Local Limited  Partnerships  each of which owns one Housing
Complex  consisting  of an  aggregate of 786  apartment  units.  The  respective
general  partners  of the  Local  Limited  Partnerships  manage  the  day to day
operations  of the entities.  Significant  Local  Limited  Partnership  business
decisions require approval from the Partnership.  The Partnership,  as a limited
partner,  is  generally  entitled  to 99%,  as  specified  in the Local  Limited
Partnership agreements,  of the operating profits and losses, taxable income and
losses and tax credits of the Limited Partnerships.

The  Partnership's  investments  in Local Limited  Partnerships  as shown in the
balance  sheets  at March 31,  2001 and 2000 are  approximately  $2,279,000  and
$2,155,000, respectively, greater than the Partnership's equity at the preceding
December  31 as shown  in the  Local  Limited  Partnerships  combined  financial
statements  presented  below.  This  difference  is primarily  due to unrecorded
losses,  as discussed below, and acquisition,  selection and other costs related
to the  acquisition  of the  investments  which  have  been  capitalized  in the
Partnership's  investment  account.  The Partnership's  investment is also lower
than  the  Partnership's  equity  as shown in the  Local  Limited  Partnership's
combined  financial  statements  due to the  estimated  losses  recorded  by the
Partnership for the three month period ended March 31.

Equity  in  losses  of the  Local  Limited  Partnerships  is  recognized  in the
financial  statements until the related  investment account is reduced to a zero
balance. Losses incurred after the investment account is reduced to zero are not
recognized. If the Local Limited Partnerships report net income in future years,
the  Partnership  will resume applying the equity method only after its share of
such net  income  equals  the share of net  losses  not  recognized  during  the
period(s) the equity method was suspended.

Distributions  received by limited  partners are accounted for as a reduction of
the investment balance.  Distributions received after the investment has reached
zero are recognized as income.

At March 31, 2001 and 2000,  the  investment  accounts in certain  Local Limited
Partnerships  have  reached  a zero  balance.  Consequently,  a  portion  of the
Partnership's estimate of its share of losses for the years ended March 31, 2001
and 2000, and the three months ended March 31, 1999,  amounting to approximately
$443,391,  $556,141 and $166,072,  respectively,  have not been recognized.  The
Partnership's  share of losses during the year ended December 31, 1998 amounting
to approximately  $567,892,  has not been recognized.  As of March 31, 2001, the
aggregate  share of net losses not  recognized  by the  Partnership  amounted to
$1,886,271.

Following is a summary of the equity method activity of the investments in Local
Limited Partnerships for the periods presented:
<TABLE>
<CAPTION>

                                                           For the Years Ended         For the Three        For the
                                                                                        Months Ended      Year Ended
                                                                March 31                  March 31        December 31
                                                     --------------------------------  ---------------   --------------

                                                          2001             2000              1999            1998
                                                     ---------------  ---------------   ---------------  --------------

<S>                                                <C>               <C>              <C>              <C>
Investments per balance sheet, beginning of period $       5,442,623 $     6,240,560  $      6,439,942 $     7,291,595
Distributions received                                       (37,041)         (7,725)           (7,712)        (15,696)
Equity in losses of limited partnerships                    (960,469)       (736,997)         (178,363)       (782,729)
Amortization of paid acquisition fees and costs              (53,228)        (53,215)          (13,307)        (53,228)
                                                     ---------------  ---------------   ---------------  --------------

Investments per balance sheet, end of period       $      4,391,885 $      5,442,623  $      6,240,560 $     6,439,942
                                                     ===============  ===============   ===============  ==============
</TABLE>

                                       20
<PAGE>


NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS, continued
-------------------------------------------------------

The financial  information from the individual financial statements of the Local
Limited Partnerships include rental and interest subsidies. Rental subsidies are
included in total revenues and interest  subsidies are generally  netted against
interest expense.  Approximate combined condensed financial information from the
individual financial statements of the Local Limited Partnerships as of December
31 and for the years then ended is as follows:

                        COMBINED CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                                     2000               1999
                                                                                ---------------    ---------------

<S>                                                                           <C>                <C>
ASSETS

Buildings and improvements,(net of accumulated
   depreciation for 2000 and 1999 of $10,331,000 and
   $9,065,000, respectively)                                                  $     28,951,000   $     30,062,000
Land                                                                                 2,465,000          2,465,000
Other assets                                                                         2,895,000          2,813,000
                                                                                ---------------    ---------------

                                                                              $     34,311,000   $     35,340,000
                                                                                ===============    ===============

LIABILITIES

Mortgage and construction loans payable                                       $     28,298,000   $     28,410,000
Due to related parties                                                                 757,000            715,000
Other liabilities                                                                    2,944,000          2,657,000
                                                                                ---------------    ---------------

                                                                                    31,999,000         31,782,000
                                                                                ---------------    ---------------

PARTNERS' CAPITAL

WNC California Housing Tax Credits II, L.P.                                          2,113,000          3,288,000
Other partners                                                                         199,000            270,000
                                                                                ---------------    ---------------

                                                                                     2,312,000          3,558,000
                                                                                ---------------    ---------------

                                                                              $     34,311,000   $     35,340,000
                                                                                ===============    ===============
</TABLE>



                                       21

<PAGE>


NOTE 2 - INVESTMENTS IN LIMITED PARTNERSHIPS, continued
-------------------------------------------------------

                   COMBINED CONDENSED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>

                                                                 2000                1999               1998
                                                            ---------------     ---------------    ---------------

<S>                                                       <C>                 <C>                <C>
Revenues                                                  $      3,194,000    $      3,077,000   $      3,034,000
                                                            ---------------     ---------------    ---------------

Expenses:
  Operating expenses                                             2,210,000           2,252,000          2,220,000
  Interest expense                                                 907,000             924,000            924,000
  Depreciation and amortization                                  1,293,000           1,286,000          1,284,000
                                                            ---------------     ---------------    ---------------

   Total expenses                                                4,410,000           4,462,000          4,428,000
                                                            ---------------     ---------------    ---------------

Net loss                                                  $     (1,216,000)   $     (1,385,000) $      (1,394,000)
                                                            ===============     ===============    ===============

Net loss allocable to the Partnership                     $     (1,156,000)   $     (1,310,000) $      (1,351,000)
                                                            ===============     ===============    ===============

Net loss recorded by the Partnership                      $       (960,000)   $       (737,000) $        (783,000)
                                                            ===============     ===============    ===============
</TABLE>

Certain Local Limited  Partnerships have incurred  significant  operating losses
and  have  working  capital  deficiencies.  In the  event  these  Local  Limited
Partnerships continue to incur significant operating losses,  additional capital
contributions  by the  Partnership  may be required to sustain the operations of
such Local Limited  Partnerships.  If additional  capital  contributions are not
made when they are  required,  the  Partnership's  investment in certain of such
Local Limited Partnerships could be impaired.

The report of the independent  certified public  accountants with respect to the
financial  statements of one Local  Limited  Partnership  expressed  substantial
doubt as to the Local  Limited  Partnerships'  ability  to  continue  as a going
concern.  The  Partnership  had no remaining  investment  in such Local  Limited
Partnership at March 31, 2001 and 2000, respectively. The Partnership's original
investment in the Local Limited  Partnership  approximated  $1,278,000.  Through
December 31, 2000, the Local Limited  Partnership  has had recurring  losses and
working  capital  deficiencies.  In the event the Local Limited  Partnership  is
required  to  liquidate  or  sell  its  property,  the  net  proceeds  could  be
significantly less than the carrying value of such property.  As of December 31,
2000 and 1999,  the net carrying value of such property on the books and records
of  the  Local  Limited   Partnership   totaled   $2,267,000   and   $2,379,000,
respectively.

The  Partnership  has  advanced  approximately  $60,000 to three  Local  Limited
Partnerships  as of March 31, 2001 to cover  operating cash  deficits,  which is
presented as Due from Affiliates in the accompanying 2001 balance sheet.

NOTE 3 - RELATED PARTY TRANSACTIONS
-----------------------------------

Under the terms of the  Partnership  Agreement,  the  Partnership has paid or is
obligated to the General Partner or its affiliates for the following items:

       Acquisition fees equal to 9% of the gross proceeds from the sale of Units
       as compensation for services  rendered in connection with the acquisition
       of Local Limited Partnerships.  At the end of all periods presented,  the
       Partnership   incurred   acquisition  fees  of  $1,595,340.   Accumulated
       amortization of these  capitalized  costs was $755,966 and $417,850 as of
       March 31, 2001 and 2000,  respectively.  Of the accumulated  amortization
       recorded on the balance sheet at March 31, 2001,  $286,112 of the related
       expense was reflected as equity in losses of limited  partnerships on the
       statement of operations during the fourth quarter of the year ended March
       31,  2001 to reduce the  respective  net  acquisition  fee  component  of
       investments in Local Limited Partnerships to zero for those Local Limited
       Partnerships which would otherwise be below a zero balance.


                                       22
<PAGE>


Reimbursement  of costs  incurred  by an  affiliate  of the  General  Partner in
connection   with  the   acquisition  of  Local  Limited   Partnerships.   These
reimbursements  have not exceeded 1.7% of the gross  proceeds.  As of the end of
all periods  presented,  the Partnership  incurred  acquisition  costs of $1,520
which have been included in  investments  in limited  partnerships.  Accumulated
amortization was insignificant for the periods presented.

An  annual  management  fee  equal to 0.5% of the  invested  assets of the Local
Limited  Partnerships,  including  the  Partnership's  allocable  share  of  the
mortgages.  Management  fees of $210,084 and $210,084 were  incurred  during the
years ended March 31, 2001 and 2000,  respectively,  $52,521 was incurred during
the three months ended March 31, 1999, and $210,084 was incurred during the year
ended  December 31, 1998 of which $40,000 and $10,000 were paid during the years
ended March 31, 2001 and 2000,  respectively,  $19,400 was paid during the three
months ended March 31, 1999,  and $0 was paid during the year ended December 31,
1998.

A  subordinated  disposition  fee in an amount equal to 1% of the sales price of
real estate sold.  Payment of this fee to the General Partner is subordinated to
the  limited  partners  who  receive a 6%  preferred  return (as  defined in the
Partnership  Agreement)  and is  payable  only  if the  General  Partner  or its
affiliates render services in the sales effort.

An affiliate of the General Partner provides  management services for two of the
properties in the Local Limited Partnerships. Management fees were earned by the
affiliate  in the amount of $25,391  and  $26,186  for the years ended March 31,
2001 and 2000 and $7,300 for the three months ended March 31, 1999,  and $40,513
for the year ended  December 31, 1998. In May 1999, the affiliate of the General
Partner  refunded  $14,503 and $2,076 of the management fees related to 1998 and
1997, respectively, in accordance with the Partnership's prospectus.

The accrued fees and expenses due to General Partner and affiliates consist of
the following:
<TABLE>
<CAPTION>

                                                                                    March 31
                                                                         --------------------------------

                                                                             2001              2000
                                                                         --------------    --------------

<S>                                                                    <C>               <C>
Reimbursement for expenses paid by the General Partner
  or an affiliate                                                      $             -   $            90

Asset management fee payable                                                 1,448,236         1,278,152
                                                                         --------------    --------------

Total                                                                  $     1,448,236   $     1,278,242
                                                                         ==============    ==============
</TABLE>

The General  Partner does not anticipate that these accrued fees will be paid in
full  until such time as capital  reserves  are in excess of future  foreseeable
working capital requirements of the Partnership.

NOTE 4 - INCOME TAXES
---------------------

No provision  for income taxes has been recorded in the  accompanying  financial
statements as any  liability for income taxes is the  obligation of the partners
of the Partnership.


                                       23
<PAGE>

<TABLE>
<CAPTION>

NOTE 5 - QUARTERLY RESULTS OF OPERATIONS (UNAUDITED)

The following is a summary of the quarterly operations for the years ended March
31, 2001 and 2000 (in thousands, except for per share data).

                                           June 30           September 30       December 31           March 31
                                        ---------------     ---------------    ---------------     ---------------

               2001

<S>                                   <C>                 <C>                <C>                 <C>
Income                                $          4,331    $          4,054   $          4,204    $          5,104

Operating expenses                              71,481              77,950             69,944              70,672

Equity in losses of limited
     partnerships                             (183,073)           (183,072)          (183,072)           (411,252)

Net loss                                      (250,223)           (256,968)          (248,812)           (476,820)

Loss available to limited partners            (247,721)           (254,398)          (246,324)           (472,052)

Loss per limited partner unit                      (14)                (14)               (14)                (27)

               2000

Income                                $          3,947    $          4,187   $          4,299    $          5,681

Operating expenses                              74,228              74,214             71,290              71,862

Equity in losses of limited
     partnerships                             (178,363)           (178,363)          (178,363)           (201,908)

Net loss                                      (248,644)           (248,390)          (245,354)           (268,089)

Loss available to limited partners            (246,158)           (245,906)          (242,900)           (265,408)

Loss per limited partner unit                      (14)                (14)               (14)                (14)

</TABLE>




                                       24

<PAGE>



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

NOT APPLICABLE

PART III.

Item 10.  Directors and Executive Officers of the Registrant

Directors of Registrant

The Partnership has no directors or executive officers of its own. The following
biographical  information is presented for the directors and executive  officers
of Associates which has principal responsibility for the Partnership's affairs.

Directors and Executive Officers of WNC & Associates, Inc.

The directors of WNC & Associates,  Inc. are Wilfred N. Cooper,  Sr., who serves
as Chairman of the Board,  John B.  Lester,  Jr.,  David N.  Shafer,  Wilfred N.
Cooper, Jr. and Kay L. Cooper.  The principal  shareholders of WNC & Associates,
Inc. are trusts established by Wilfred N. Cooper, Sr. and John B. Lester, Jr.

Wilfred N.  Cooper,  Sr.,  age 70, is the  founder,  Chairman,  Chief  Executive
Officer  and a Director  of WNC &  Associates,  Inc.,  a Director of WNC Capital
Corporation,  and a general partner in some of the programs previously sponsored
by the  Sponsor.  Mr.  Cooper has been  involved in real estate  investment  and
acquisition  activities  since 1968.  Previously,  during 1970 and 1971,  he was
founder and principal of Creative Equity Development Corporation,  a predecessor
of WNC & Associates,  Inc., and of Creative  Equity  Corporation,  a real estate
investment firm. For 12 years prior to that, Mr. Cooper was employed by Rockwell
International  Corporation,  last  serving as its  manager of housing  and urban
developments where he had  responsibility  for factory-built  housing evaluation
and project  management  in urban  planning  and  development.  Mr.  Cooper is a
Director of the  National  Association  of Home  Builders  (NAHB) and a National
Trustee  for NAHB's  Political  Action  Committee,  a Director  of the  National
Housing  Conference  (NHC)  and a member  of  NHC's  Executive  Committee  and a
Director of the National Multi-Housing Council (NMHC). Mr. Cooper graduated from
Pomona College in 1956 with a Bachelor of Arts degree.

John B.  Lester,  Jr.,  age 67,  is  Vice-Chairman,  a  Director,  member of the
Acquisition  Committee of WNC & Associates,  Inc., and a Director of WNC Capital
Corporation.   Mr.  Lester  has  27  years  of  experience  in  engineering  and
construction  and has been involved in real estate  investment  and  acquisition
activities since 1986 when he joined the Sponsor. Previously, he was Chairman of
the Board and Vice President or President of E & L Associates,  Inc., a provider
of engineering and construction  services to the oil refinery and  petrochemical
industries,  which  he  co-founded  in  1973.  Mr.  Lester  graduated  from  the
University of Southern  California in 1956 with a Bachelor of Science  degree in
Mechanical Engineering.

Wilfred N.  Cooper,  Jr.,  age 38, is  President,  Chief  Operating  Officer,  a
Director and a member of the Acquisition Committee of WNC & Associates,  Inc. He
is President of, and a registered  principal  with, WNC Capital  Corporation,  a
member firm of the NASD, and is a Director of WNC  Management,  Inc. He has been
involved in investment and  acquisition  activities  with respect to real estate
since he joined the  Sponsor  in 1988.  Prior to this,  he served as  Government
Affairs  Assistant with Honda North America in Washington,  D.C. Mr. Cooper is a
member of the Advisory Board for LIHC Monthly Report,  a Director of NMHC and an
Alternate  Director of NAHB. He graduated  from The American  University in 1985
with a Bachelor of Arts degree.

David N.  Shafer,  age 49, is  Executive  Vice  President,  a Director,  General
Counsel,  and a member of the Acquisition  Committee of WNC & Associates,  Inc.,
and a  Director  and  Secretary  of WNC  Management,  Inc.  Mr.  Shafer has been
involved in real estate investment and acquisition  activities since 1984. Prior
to joining the Sponsor in 1990, he was  practicing  law with a specialty in real
estate and taxation.  Mr.  Shafer is a Director and President of the  California
Council of Affordable  Housing and a member of the State Bar of California.  Mr.
Shafer graduated from the University of California at Santa Barbara in 1978 with
a Bachelor of Arts  degree,  from the New  England  School of Law in 1983 with a
Juris  Doctor  degree (cum laude) and from the  University  of San Diego in 1986
with a Master of Law degree in Taxation.

                                       25

<PAGE>


Thomas J. Riha, age 46, became Chief Financial  Officer  effective January 2001.
Prior to his  appointment  as Chief  Financial  Officer he was Vice  President -
Asset Management and a member of the Acquisition  Committee of WNC & Associates,
Inc. and a Director and Chief Executive Officer of WNC Management, Inc. Mr. Riha
has been involved in acquisition and investment  activities with respect to real
estate since 1979.  Prior to joining the Sponsor in 1994,  Mr. Riha was employed
by Trust Realty Advisor, a real estate acquisition and management company,  last
serving as Vice  President - Operations.  Mr. Riha graduated from the California
State  University,  Fullerton in 1977 with a Bachelor of Arts degree (cum laude)
in Business Administration with a concentration in Accounting and is a Certified
Public  Accountant  and a member of the American  Institute of Certified  Public
Accountants.

Sy P. Garban,  age 55, is Vice  President - National  Sales of WNC & Associates,
Inc.  and has been  employed by the  Sponsor  since  1989.  Mr.  Garban has been
involved in real estate  investment  activities since 1978. Prior to joining the
Sponsor he served as  Executive  Vice  President  of MRW,  Inc.,  a real  estate
development  and management  firm.  Mr. Garban is a member of the  International
Association of Financial  Planners.  He graduated from Michigan State University
in 1967 with a Bachelor of Science degree in Business Administration.

N. Paul Buckland,  age 38, is Vice President - Acquisitions  and a member of the
Acquisition  Committee of WNC &  Associates,  Inc. He has been  involved in real
estate  acquisitions and investments since 1986 and has been employed with WNC &
Associates, Inc. since 1994. Prior to that, he served on the development team of
the Bixby Ranch that  constructed  apartment  units and Class A office  space in
California and neighboring  states,  and as a land acquisition  coordinator with
Lincoln  Property   Company  where  he  identified  and  analyzed   multi-family
developments. Mr. Buckland graduated from California State University, Fullerton
in 1992 with a Bachelor of Science degree in Business Finance.

David Turek, age 46, is Vice President - Originations of WNC & Associates,  Inc.
He has been involved with real estate  investment and finance  activities  since
1976 and has been employed by WNC & Associates,  Inc.  since 1996.  From 1995 to
1996,  Mr. Turek served as a consultant  for a national Tax Credit sponsor where
he was responsible for on-site feasibility studies and due diligence analyses of
Tax Credit properties.  From 1990 to 1995, he was involved in the development of
conventional  and tax credit  multi-family  housing.  He is a Director  with the
Texas Council for Affordable Rural Housing and graduated from Southern Methodist
University in 1976 with a Bachelor of Business Administration degree.

Kay L. Cooper,  age 64, is a Director of WNC & Associates,  Inc. Mrs. Cooper was
the founder and sole  proprietor  of Agate 108, a  manufacturer  and retailer of
home  accessory  products,  from 1975 until 1998.  She is the wife of Wilfred N.
Cooper,  Sr.,  the mother of Wilfred  N.  Cooper,  Jr. and the sister of John B.
Lester,  Jr. Ms. Cooper graduated from the University of Southern  California in
1958 with a Bachelor of Science degree.



                                       26
<PAGE>


Item 11.  Executive Compensation

The Partnership has no officers,  employees,  or directors.  However,  under the
terms of the  Partnership  Agreement the Partnership is obligated to the General
Partner or its  affiliates  during the current or future years for the following
fees:

(a)  Annual Asset  Management  Fee. An annual asset  management fee in an amount
     equal  to 0.5% of the  Invested  Assets  of the  Partnership,  as  defined.
     "Invested  Assets" means the sum of the  Partnership's  Investment in Local
     Limited Partnership Interests and the Partnership's  allocable share of the
     amount of the  mortgage  loans on and other  debts  related to, the Housing
     Complexes  owned by such Local Limited  Partnerships.  Fees of $210,084 and
     $210,084,  $52,521 and $210,084 were incurred  during the years ended March
     31, 2001 and 2000, the three months ended March 31, 1999 and the year ended
     December 31, 1998,  respectively.  The Partnership paid the General Partner
     or its affiliates,  $40,000,  $10,000,  $19,400 and $0 of those fees during
     the year ended March 31, 2001 and 2000,  the three  months  ended March 31,
     1999 and the year ended December 31, 1998, respectively.

(b)  Subordinated  Disposition Fee. A subordinated  disposition fee in an amount
     equal to 1% of the  sale  price  received  in  connection  with the sale or
     disposition  of a Housing  Complex or Local Limited  Partnership  Interest.
     Subordinated  disposition  fees will be subordinated to the prior return of
     the Limited  Partners'  capital  contributions and payment of the Preferred
     Return on investment to the Limited Partners.  "Preferred  Return" means an
     annual,  cumulative but not  compounded,  "return" to the Limited  Partners
     (including Low Income Housing Credits) as a class on their adjusted capital
     contributions  commencing  for each Limited  Partner on the last day of the
     calendar quarter during which the Limited Partner's capital contribution is
     received by the  Partnership,  calculated at the following  rates:  (i) 16%
     through  December 31, 2001, and (ii) 6% for the balance of the Partnerships
     term. No disposition fees have been paid.

(c)  Operating  Expense.  The Partnership  reimbursed the General Partner or its
     affiliates for operating expenses of approximately $23,500, $16,000, $0 and
     $1,000  during the years ended March 31,  2001 and 2000,  the three  months
     ended March 31, 1999 and the year ended December 31, 1998, respectively.

(d)  Interest  in  Partnership.   The  General   Partners   receive  1%  of  the
     Partnership's  allocated Low Income Tax Housing Credits, which approximated
     $21,000,  $21,000 and  $22,000 for the General  Partner for the years ended
     December 31, 2000, 1999 and 1998,  respectively.  The General  Partners are
     also  entitled  to  receive  1%  of  cash  distributions.   There  were  no
     distributions  of cash to the General Partners during the years ended March
     31, 2001 and 2000,  the three months ended March 31, 1999 or the year ended
     December 31, 1998.

Item 12  Security Ownership of Certain Beneficial Owners and Management

(a)      Security Ownership of Certain Beneficial Owners

         No person is known to own beneficially in excess of 5% of the
         outstanding Units.

(b)      Security Ownership of Management

         Neitherthe General Partner, its affiliates, nor any of the officers or
         directors  of the General  Partner or its  affiliates  own directly or
         beneficially any Units in the Partnership.

(c)      Changes in Control

         The management and control of the General Partner may be changed at any
         time in accordance with its organizational documents, without the
         consent or approval of the Limited Partners. In addition, the
         Partnership Agreement provides for the admission of one or more
         additional and successor General Partners in certain circumstances.


                                       27
<PAGE>


     First,   with  the   consent   of  any  other   General   Partners   and  a
     majority-in-interest  of the  Limited  Partners,  any  General  Partner may
     designate  one or  more  persons  to be  successor  or  additional  General
     Partners. In addition,  any General Partner may, without the consent of any
     other General Partner or the Limited Partners,  (i) substitute in its stead
     as General  Partner  any  entity  which has,  by merger,  consolidation  or
     otherwise,  acquired  substantially  all  of its  assets,  stock  or  other
     evidence of equity interest and continued its business, or (ii) cause to be
     admitted to the Partnership an additional General Partner or Partners if it
     deems such  admission to be necessary or desirable so that the  Partnership
     will be classified a partnership for Federal income tax purposes.  Finally,
     a  majority-in-interest  of the Limited Partners may at any time remove the
     General Partner of the Partnership and elect a successor General Partner.

Item 13.  Certain Relationships and Related Transactions

The General Partner manages all of the Partnership's  affairs.  The transactions
with  the  General  Partner  are  primarily  in the  form  of  fees  paid by the
Partnership for services  rendered to the Partnership and the General  Partner's
interest in the  Partnership,  as  discussed  in Item 11 and in the notes to the
Partnership's financial statements.

                                       28
<PAGE>


PART IV.

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

(a)(1) Financial statements included in Part II hereof:

      Report of Independent  Certified Public Accountants
      Balance Sheets, March 31, 2001 and 2000
      Statements of Operations for the years ended March 31,
      2001 and 2000,  the three  months ended March 31, 1999 and the year ended
      December  31, 1998
      Statements  of  Partners'  Equity for the years ended
      March 31, 2001 and 2000,  the three  months  ended March 31, 1999 and the
      year ended December 31, 1998
      Statements of Cash Flows for the years ended
      March 31, 2001 and 2000,  the three  months  ended March 31, 1999 and the
      year ended December 31, 1998
      Notes to Financial Statements

(a)(2) Financial statement schedules included in Part IV hereof:

       Report of Independent Certified Public Accountants on Financial Statement
       Schedules Schedule III - Real Estate Owned by Local Limited Partnerships

(b)    Reports on Form 8-K.

       None

(c)    Exhibits.

3.1    Agreement of Limited Partnership dated as of September 13, 1990, included
       as Exhibit  28.1 to the Form 10-K filed for the year ended  December  31,
       1992, is hereby incorporated herein as Exhibit 3.1.

10.1   Amended  and  Restated   Agreement  of  Limited   Partnership  of  Orland
       Associates  dated June 15, 1991 filed as exhibit  10.1 to Form 10-K dated
       December 31, 1992 is hereby  incorporated  herein by reference as exhibit
       10.1.

10.2   Amended and Restated Agreement of Limited  Partnership of Ukiah Terrace a
       California Limited  Partnership dated June 15, 1991 filed as exhibit 10.2
       to Form 10-K dated  December  31, 1992 is hereby  incorporated  herein by
       reference as exhibit 10.2.

10.3   Amended and Restated Agreement of Limited Partnership of Northwest Tulare
       Associates  dated July 3, 1991  filed as exhibit  10.3 to Form 10-K dated
       December 31, 1992 is hereby  incorporated  herein by reference as exhibit
       10.3.

10.4   Second  Amended and Restated  Agreement of Limited  Partnership  of Yucca
       Warren Vista, Ltd. dated July 15, 1991 filed as exhibit 10.4 to Form 10-K
       dated  December  31, 1992 is hereby  incorporated  herein by reference as
       exhibit 10.4.

10.5   Amended and Restated Agreement of Limited  Partnership of Woodlake Garden
       Apartments  dated July 17, 1991 filed as exhibit  10.5 to Form 10-K dated
       December 31, 1992 is hereby  incorporated  herein by reference as exhibit
       10.5.

10.6   Amended and Restated Agreement of Limited  Partnership of 601 Main Street
       Investors  dated  December  22,  1991 filed as exhibit  10.6 to Form 10-K
       dated  December  31, 1992 is hereby  incorporated  herein by reference as
       exhibit 10.6.

                                       29
<PAGE>

10.7   Amended and Restated Agreement of Limited  Partnership of ADI Development
       Partners  dated  January 2, 1992 filed as exhibit 10.7 to Form 10-K dated
       December 31, 1992 is hereby  incorporated  herein by reference as exhibit
       10.7.

10.8   Amended and Restated  Agreement of Limited  Partnership of Bayless Garden
       Apartment  Investors  dated January 2, 1992 filed as exhibit 10.8 to Form
       10-K dated December 31, 1992 is hereby  incorporated  herein by reference
       as exhibit 10.8.

10.9   Third Amended and Restated Agreement of Limited Partnership of Twin Pines
       Apartment  Associates dated January 2, 1992 filed as exhibit 10.9 to Form
       10-K dated December 31, 1992 is hereby  incorporated  herein by reference
       as exhibit 10.9.

10.10  Amended and Restated Agreement of Limited Partnership of Blackberry Oaks,
       Ltd.  dated  January 15,  1992 filed as exhibit  10.10 to Form 10-K dated
       December 31, 1992 is hereby  incorporated  herein by reference as exhibit
       10.10.

10.11  Amended and Restated Agreement of Limited Partnership of Mecca Apartments
       II dated  January  15,  1992  filed as  exhibit  10.11 to Form 10-K dated
       December 31, 1992 is hereby  incorporated  herein by reference as exhibit
       10.11.

10.12  Amended and  Restated  Agreement of Limited  Partnership  of Silver Birch
       Limited  Partnership  dated  November 23, 1992 filed as exhibit  10.12 to
       Form  10-K  dated  December  31,  1992 is hereby  incorporated  herein by
       reference as exhibit 10.12.

10.13  Amended and Restated  Agreement of Limited  Partnership of Jacob's Square
       dated  January 2, 1992 filed as exhibit 10.1 to Form 10-K dated  December
       31, 1993 is hereby incorporated herein by reference as exhibit 10.13.

10.14  Amended and Restated Limited  Partnership  Agreement of Nevada Meadows, A
       California  Limited  Partnership  as  exhibit  10.2  to Form  10-K  dated
       December 31, 1993 is hereby  incorporated  herein by reference as exhibit
       10.14.

21.1   Financial Statements of Mecca Apartments II, for the years ended December
       31, 2000 and 1999 together with  Independent  Auditors Report thereon;  a
       significant subsidiary of the Partnership.

(d)    Financial  statement  schedules follow, as set forth in subsection (a)(2)
       hereof.

                                       30
<PAGE>


   Report of Independent Certified Public Accountants on Financial Statement
   Schedules




To the Partners
California Housing Tax Credits II, L.P.


The audits  referred to in our report  dated May 11, 2001  relating to the 2001,
2000, 1999 and 1998 financial  statements of WNC California  Housing Tax Credits
II, L.P. (the  "Partnership"),  which are contained in Item 8 of this Form 10-K,
included  the  audit of the  accompanying  financial  statement  schedules.  The
financial  statement  schedules  are  the  responsibility  of the  Partnership's
management.  Our  responsibility  is to express  an  opinion on these  financial
statement schedules based upon our audits.

In our opinion,  such  financial  statement  schedules  present  fairly,  in all
material respects, the financial information set forth therein.



                                           /s/BDO SEIDMAN, LLP
                                              BDO SEIDMAN, LLP

Orange County, California
May 11, 2001







                                       31
<PAGE>




WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2001
<TABLE>
<CAPTION>
                                                        -------------  ------------------------------------------------------------
                                                          As of March 31, 2001                As of December 31, 2000
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
------------------------------------------------------------------------------------------------------------------------------------

<S>                               <C>                  <C>           <C>          <C>          <C>          <C>          <C>

601 Main Street Investors         Stockton,
                                  California           $ 1,656,00    $ 1,656,000  $ 3,984,000  $ 5,559,000  $ 1,693,000  $ 3,866,000

ADI Development                   Delhi,
Partners                          California              699,000        699,000    1,214,000    1,904,000      437,000    1,467,000

Bayless Garden                    Red Bluff,
Apartments Investors              California            1,110,000      1,110,000    1,276,000    2,576,000      849,000    1,727,000

Blackberry Oaks,                  Lodi,
 Ltd                              California              463,000        463,000    1,920,000    2,443,000      464,000    1,979,000

Jacob's Square                    Exeter,
                                  California            1,324,000      1,324,000    1,580,000    2,860,000      697,000    2,163,000

Mecca Apartments II               Mecca,
                                  California            2,200,000      2,200,000    2,498,000    4,361,000      669,000    3,692,000

Nevada Meadows                    Grass Valley,
                                  California              459,000        459,000    1,925,000    2,599,000      416,000    2,183,000

Northwest Tulare                  Ivanhoe,
Associates                        California            1,226,000      1,226,000    1,768,000    2,967,000      954,000    2,013,000

Orland Associates                 Orland,
                                  California              432,000        432,000    1,709,000    2,259,000      481,000    1,778,000

Pine Gate Limited                 Ahoskie,
Partnership                       California              272,000        272,000    1,447,000    1,873,000      293,000    1,580,000
</TABLE>

                                       32
<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2001
<TABLE>
<CAPTION>
                                                       -------------  -------------------------------------------------------------
                                                          As of March 31, 2001                As of December 31, 2000
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
------------------------------------------------------------------------------------------------------------------------------------

<S>                               <C>                 <C>           <C>             <C>        <C>          <C>          <C>
Silver Birch Associates           Huron,
                                  California              378,000        378,000     1,339,000   1,714,000      491,000    1,223,000

Twin Pines Apartments             Groveland,
Associates                        California            1,278,000      1,278,000     1,788,000   3,332,000    1,065,000    2,267,000

Ukiah Terrace                     Ukiah,
                                  California              349,000        349,000     1,770,000   2,301,000      752,000    1,549,000

Woodlake Garden                   Woodlake,
Apartments                        California              548,000        548,000     1,924,000   2,471,000      552,000    1,919,000

Yucca-Warren Vista                Joshua Tree,
Associates                        California              520,000        520,000     2,156,000   2,529,000      518,000    2,011,000
                                                          -------        -------     ---------   ---------      -------    ---------
                                                      $12,914,000  $  12,914,000   $28,298,000 $41,748,000  $10,331,000  $31,417,000
                                                      ===========  =============   =========== ===========   ==========  ===========
</TABLE>


                                       33
<PAGE>




WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2001

<TABLE>
<CAPTION>
                                                  ----------------------------------------------------------------------------------
                                                             For the year ended December 31,2000
                                   -------------------------------------------------------------------------------------------------
                                                                                Year Investment                    Estimated Useful
          Partnership Name         Rental Income     Net Income\(Loss)          Acquired            Status             Life (Years)
----------------------------------------------------------------------------------------------------------------------------------
<S>                                <C>                 <C>                  <C>              <C>                      <C>
601 Main Street Investors              $ 388,000           $ (328,000)          1991             Completed                  39

ADI Development Partners                 121,000              (52,000)          1991             Completed                  40

Bayless Garden
Apartments Investors                     176,000              (96,000)          1992             Completed                27.5

Blackberry Oaks, Ltd.                    218,000              (15,000)          1992             Completed                  40

Jacob's Square                           193,000             (103,000)          1993             Completed                27.5

Mecca Apartments II                      263,000             (177,000)          1993             Completed                  40

Nevada Meadows                           196,000              (41,000)          1993             Completed                  40

Northwest Tulare Associates              168,000             (123,000)          1991             Completed                27.5

Orland Associates                        202,000              (22,000)          1991             Completed                  40

Pine Gate Limited Partnership            226,000               18,000           1994             Completed                  50

Silver Birch Associates                  139,000              (42,000)          1992             Completed                27.5

Twin Pines Apartments Associates         134,000             (134,000)          1991             Completed                27.5

Ukiah Terrace                            185,000              (60,000)          1991             Completed                27.5

Woodlake Garden Apartments               183,000              (33,000)          1991             Completed                  40

Yucca-Warren Vista
Associates, Ltd.                         219,000               (8,000)          1991             Completed                  50
                                        --------                ------
                                   $   3,011,000          $(1,216,000)
                                   =============          ============
</TABLE>

                                       34
<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2000
<TABLE>
<CAPTION>
                                                       -------------  -------------------------------------------------------------
                                                          As of March 31, 2000                As of December 31, 1999
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                 <C>            <C>           <C>           <C>          <C>        <C>

601 Main Street Investors         Stockton,
                                  California          $ 1,656,000    $ 1,656,000   $ 3,997,000   $ 5,553,000  $ 1,496,000$ 4,057,000

ADI Development Partners          Delhi,
                                  California              699,000        699,000     1,220,000     1,904,000      392,000  1,512,000

Bayless Garden                    Red Bluff,
Apartments Investors              California            1,110,000      1,110,000     1,284,000     2,570,000      754,000  1,816,000

Blackberry Oaks, Ltd              Lodi,
                                  California              463,000        463,000     1,930,000     2,430,000      403,000  2,027,000

Jacob's Square                    Exeter,
                                  California            1,324,000      1,324,000     1,586,000     2,860,000      597,000  2,263,000

Mecca Apartments II               Mecca,
                                  California            2,200,000      2,200,000     2,512,000     4,361,000      553,000  3,808,000

Nevada Meadows                    Grass Valley,
                                  California              459,000        459,000     1,778,000     2,599,000      354,000  2,245,000

Northwest Tulare                  Ivanhoe,
Associates                        California            1,226,000      1,226,000     1,933,000     2,959,000      856,000  2,103,000

Orland Associates                 Orland,
                                  California              432,000        432,000     1,714,000     2,250,000      425,000  1,825,000

Pine Gate Limited                 Ahoskie,
Partnership                       California              272,000        272,000     1,452,000     1,803,000      243,000  1,560,000

</TABLE>
                                       35
<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2000

<TABLE>
<CAPTION>
                                                      ---------------  -----------------------------------------------------------
                                                          As of March 31, 2000               As of December 31, 1999
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
-----------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                 <C>            <C>           <C>           <C>          <C>        <C>

Silver Birch Associates           Huron,
                                  California              378,000        378,000     1,343,000     1,714,000     431,000   1,283,000

Twin Pines Apartments             Groveland,
Associates                        California            1,278,000      1,278,000     1,788,000     3,316,000     938,000   2,378,000

Ukiah Terrace                     Ukiah,
                                  California              349,000        349,000     1,775,000     2,301,000     673,000   1,628,000

Woodlake Garden                   Woodlake,
Apartments                        California              548,000        548,000     1,936,000     2,458,000     481,000   1,977,000

Yucca-Warren Vista                Joshua Tree,
Associates                        California              520,000        520,000     2,162,000     2,514,000     469,000   2,045,000
                                                          -------        -------     ---------     ---------     -------   ---------

                                                      $12,914,000    $12,914,000   $28,410,000   $41,592,000  $9,065,000 $32,527,000
                                                      ===========    ===========   ===========   ===========  ==========  ==========

</TABLE>

                                       36
<PAGE>




WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 2000
<TABLE>
<CAPTION>


                                   -------------------------------------------------------------------------------------------------
                                                             For the year ended December 31,1999
                                   -------------------------------------------------------------------------------------------------
                                                                                Year Investment                    Estimated Useful
          Partnership Name         Rental Income     Net Income\(Loss)          Acquired            Status             Life (Years)
------------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                  <C>                  <C>              <C>                       <C>

601 Main Street Investors             $ 360,000            $ (351,000)          1991             Completed                 39

ADI Development Partners                121,000               (56,000)          1991             Completed                 40

Bayless Garden
Apartments Investors                    163,000              (124,000)          1992             Completed               27.5

Blackberry Oaks, Ltd.                   214,000               (19,000)          1992             Completed                 40

Jacob's Square                          186,000              (109,000)          1993             Completed               27.5

Mecca Apartments II                     261,000              (158,000)          1993             Completed                 40

Nevada Meadows                          195,000               (37,000)          1993             Completed                 40

Northwest
Tulare Associates                       171,000              (123,000)          1991             Completed               27.5

Orland Associates                       202,000               (11,000)          1991             Completed                 40

Pine Gate
Limited Partnership                     226,000                 8,000           1994             Completed                 50

Silver Birch Associates                 134,000               (29,000)          1992             Completed               27.5

Twin Pines
Apartments Associates                    99,000              (236,000)          1991             Completed               27.5

Ukiah Terrace                           184,000               (56,000)          1991             Completed               27.5

Woodlake
Garden Apartments                       182,000               (59,000)          1991             Completed                 40

Yucca-Warren
Vista Associates, Ltd.                  223,000               (25,000)          1991             Completed                 50
                                       --------               --------
                                     $2,921,000           $(1,385,000)
                                     ==========           ============

</TABLE>

                                       37
<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 1999
<TABLE>
<CAPTION>
                                                 -----------------------------------------------------------------------------------
                                                          As of March 31, 1999               As of December 31, 1998
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
-------------------------------------------------------------------------------------------------------
<S>                               <C>                  <C>            <C>           <C>          <C>          <C>         <C>

601 Main Street Investors         Stockton,
                                  California           $1,656,000     $1,656,000    $4,011,000   $5,553,000   $1,294,000  $4,259,000

ADI Development Partners          Delhi,
                                  California              699,000        699,000     1,226,000    1,898,000      348,000   1,550,000

Bayless Garden                    Red Bluff,
Apartments Investors              California            1,110,000      1,110,000     1,291,000    2,560,000      655,000   1,905,000

Blackberry Oaks, Ltd              Lodi,
                                  California              463,000        463,000     1,934,000    2,419,000      344,000   2,075,000

Jacob's Square                    Exeter,
                                  California            1,324,000      1,324,000     1,717,000    2,860,000      497,000   2,363,000

Mecca Apartments II               Mecca,
                                  California            2,200,000      2,200,000     2,519,000    4,361,000      436,000   3,925,000

Nevada Meadows                    Grass Valley,
                                  California              459,000        459,000     1,940,000    2,593,000      292,000   2,301,000

Northwest Tulare Associates       Ivanhoe,
                                  California            1,226,000      1,226,000     1,787,000    2,952,000      754,000   2,198,000

Orland Associates                 Orland,
                                  California              432,000        432,000     1,718,000    2,246,000      371,000   1,875,000

Pine Gate Limited Partnership     Ahoskie,
                                  California              272,000        272,000     1,458,000    1,801,000      204,000   1,597,000

</TABLE>

                                       38
<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 1999
<TABLE>
<CAPTION>
                                                       ---------------------------------------------------------------------------
                                                          As of March 31, 1999               As of December 31, 1998
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                    <C>
Silver Birch Associates           Huron,
                                  California               378,000       378,000       1,347,000    1,714,000    368,000   1,346,000

Twin Pines Apartments             Groveland,
Associates                        California             1,278,000     1,278,000       1,789,000    3,285,000    812,000   2,473,000

Ukiah Terrace                     Ukiah,
                                  California               349,000       349,000       1,779,000    2,280,000    596,000   1,684,000

Woodlake Garden                   Woodlake,
Apartments                        California               548,000       548,000       1,943,000    2,423,000    412,000   2,011,000

Yucca-Warren Vista                Joshua Tree,
Associates                        California               520,000       520,000       2,167,000    2,513,000    410,000   2,103,000
                                                           -------       -------       ---------    ---------    -------   ---------

                                                       $12,914,000   $12,914,000     $28,626,000  $41,458,000$ 7,793,000 $33,665,000
                                                       ===========   ===========     ===========   ========== ==========  ==========



</TABLE>
                                       39

<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
March 31, 1999
<TABLE>
<CAPTION>

                                           ----------------------------------------------------------------------------------------
                                                             For the year ended December 31,1998
                                   -------------------------------------------------------------------------------------------------
                                                                                Year Investment                    Estimated Useful
          Partnership Name         Rental Income            Net  Loss           Acquired            Status             Life (Years)
------------------------------------------------------------------------------------------------------------------------------------
<S>                                    <C>                  <C>                 <C>             <C>                     <C>

601 Main Street Investors              $366,000             $(353,000)          1991            Completed                 39

ADI Development Partners                119,000               (44,000)          1991            Completed                 40

Bayless Garden
Apartments Investors                    168,000               (99,000)          1992            Completed               27.5

Blackberry Oaks, Ltd.                   206,000               (17,000)          1992            Completed                 40

Jacob's Square                          183,000              (109,000)          1993            Completed               27.5

Mecca Apartments II                     252,000              (164,000)          1993            Completed                 40

Nevada Meadows                          192,000               (20,000)          1993            Completed                 40

Northwest
Tulare Associates                       183,000              (117,000)          1991            Completed               27.5

Orland Associates                       187,000               (21,000)          1991            Completed                 40

Pine Gate
Limited Partnership                     225,000                (6,000)          1994            Completed                 50

Silver Birch Associates                 129,000               (36,000)          1992            Completed               27.5

Twin Pines
Apartments Associates                    95,000              (263,000)          1991            Completed               27.5

Ukiah Terrace                           179,000               (54,000)          1991            Completed               27.5

Woodlake Garden Apartments              181,000               (52,000)          1991            Completed                 40

Yucca-Warren
Vista Associates, Ltd.                  214,000               (39,000)          1991            Completed                 50
                                        -------               --------
                                    $ 2,879,000          $ (1,394,000)
                                    ===========           ============

</TABLE>

                                       40
<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
December 31, 1998
<TABLE>
<CAPTION>
                                                 ---------------------------------------------------------------------------------
                                                                 As of   December 31,1998
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
------------------------------------------------------------------------------------------------------------------------------------
<S>                               <C>                  <C>            <C>           <C>          <C>         <C>          <C>

601 Main Street Investors         Stockton,
                                  California           $1,656,000     $1,656,000    $4,011,000   $5,553,000  $1,294,000   $4,259,000

ADI Development Partners          Delhi,
                                  California              699,000        699,000     1,226,000    1,898,000     348,000    1,550,000

Bayless Garden                    Red Bluff,
Apartments Investors              California            1,110,000      1,110,000     1,291,000    2,560,000     655,000    1,905,000

Blackberry Oaks, Ltd              Lodi,
                                  California              463,000        463,000     1,934,000    2,419,000     344,000    2,075,000

Jacob's Square                    Exeter,
                                  California            1,324,000      1,324,000     1,717,000    2,860,000     497,000    2,363,000

Mecca Apartments II               Mecca,
                                  California            2,200,000      2,200,000     2,519,000    4,361,000     436,000    3,925,000

Nevada Meadows                    Grass Valley,
                                  California              459,000        459,000     1,940,000    2,593,000     292,000    2,301,000

Northwest Tulare Associates       Ivanhoe,
                                  California            1,226,000      1,226,000     1,787,000    2,952,000     754,000    2,198,000

Orland Associates                 Orland,
                                  California              432,000        432,000     1,718,000    2,246,000     371,000    1,875,000

Pine Gate Limited                 Ahoskie,
Partnership                       California              272,000        272,000     1,458,000    1,801,000     204,000    1,597,000

</TABLE>

                                       41
<PAGE>


WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
December 31, 1998
<TABLE>
<CAPTION>
                                                        ----------------------------------------------------------------------------
                                                                 As of   December 31,1998
                                                  ----------------------------------------------------------------------------------
                                                  Total Investment   Amount of     Encumbrances of
                                                  in Local Limited InvestmentPaid  Local Limited  Property and  Accumulated Net Book
         Partnership Name         Location           Partnerships    to Date       Partnerships   Equipment     Depreciation  Value
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>          <C>            <C>          <C>          <C>        <C>

Silver Birch Associates           Huron,
                                  California                378,000      378,000      1,347,000    1,714,000    368,000    1,346,000
Twin Pines Apartments             Groveland,
Associates                        California              1,278,000    1,278,000      1,789,000    3,285,000    812,000    2,473,000

Ukiah Terrace                     Ukiah,
                                  California                349,000      349,000      1,779,000    2,280,000    596,000    1,684,000

Woodlake Garden                   Woodlake,
Apartments                        California                548,000      548,000      1,943,000    2,423,000    412,000    2,011,000

Yucca-Warren                      Joshua Tree,
Vista Associates                  California                520,000      520,000      2,167,000    2,513,000    410,000    2,103,000
                                                            -------      -------      ---------    ---------    -------    ---------
                                                        $12,914,000  $12,914,000    $28,626,000  $41,458,000 $7,793,000  $33,665,000
                                                        ===========  ===========    ===========  =========== ==========  ===========

</TABLE>

                                       42
<PAGE>






WNC California Housing Tax Credits II, L.P.
Schedule III
Real Estate Owned by Local Limited Partnerships
December 31, 1998


<TABLE>
<CAPTION>
                                  -------------------------------------------------------------------------------------------------
                                                            For the year ended December 31,1998
                                   -------------------------------------------------------------------------------------------------
                                                                                Year Investment                    Estimated Useful
          Partnership Name         Rental Income              Net  Loss         Acquired            Status             Life (Years)
-----------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>                 <C>                    <C>              <C>                   <C>

601 Main Street Investors               $366,000            $(353,000)          1991             Completed               39

ADI Development Partners                 119,000              (44,000)          1991             Completed               40

Bayless Garden
Apartments Investors                     168,000              (99,000)          1992             Completed             27.5

Blackberry Oaks, Ltd.                    206,000              (17,000)          1992             Completed               40

Jacob's Square                           183,000             (109,000)          1993             Completed             27.5

Mecca Apartments II                      252,000             (164,000)          1993             Completed               40

Nevada Meadows                           192,000              (20,000)          1993             Completed               40

Northwest
Tulare Associates                        183,000             (117,000)          1991             Completed             27.5

Orland Associates                        187,000              (21,000)          1991             Completed               40

Pine Gate
Limited Partnership                      225,000               (6,000)          1994             Completed               50

Silver Birch Associates                  129,000              (36,000)          1992             Completed             27.5

Twin Pines
Apartments Associates                     95,000             (263,000)          1991             Completed             27.5

Ukiah Terrace                            179,000              (54,000)          1991             Completed             27.5

Woodlake Garden Apartments               181,000              (52,000)          1991             Completed               40

Yucca-Warren Vista
Associates, Ltd.                         214,000              (39,000)          1991             Completed               50
                                         -------              --------
                                     $ 2,879,000         $ (1,394,000)
                                     ===========         =============
</TABLE>

                                       43

<PAGE>



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.


WNC CALIFORNIA HOUSING TAX CREDITS II, L.P.

By:  WNC Tax Credit Partners, L.P., General Partner

By:  WNC & Associates, Inc., General Partner


By:  /s/ Wilfred N. Cooper, Jr.
Wilfred N. Cooper, Jr., President-Chief
Operating Officer of WNC & Associates, Inc.

Date: June 21, 2001


By:  /s/ Thomas J. Riha
Thomas J. Riha, Vice-President - Chief Financial
Officer of WNC & Associates, Inc.

Date: June 21, 2001

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 and
in the capacities and on the dates indicated.


By  /s/ Wilfred N. Cooper, Sr.
Wilfred N. Cooper, Sr., Chairman of the Board of WNC & Associates, Inc.

Date: June 21, 2001


By: /s/ John B. Lester, Jr.
John B. Lester, Jr., Director of WNC & Associates, Inc.

Date June 21, 2001


By:  /s/ David N. Shafer
David N Shafer, Director of WNC & Associates, Inc.

Date: June 21, 2001

                                       44
<PAGE>


Exhibit
Number Exhibit Description

EX-21.1Financial  Statements  of  Mecca  Apartments  II,  for  the  years  ended
       December 31, 2000 and 1999  together  with  Independent  Auditors  Report
       thereon; a significant subsidiary of the Partnership.


                                       45
<PAGE>


                               Mecca Apartments II

                                Table of Contents

                                                                    Page
Independent Auditors' Report                                          48

Financial Statements

         Balance Sheet                                                49
         Statement of Income                                          50
         Statement of Cash Flows                                      52
         Notes to Financial Statements                                53



                                       46
<PAGE>



                               Mecca Apartments II
                       (A California Limited Partnership)









                              Financial Statements
                 For The Years Ended December 31, 2000 and 1999


47

<PAGE>


                                                             January 22, 2001

To the Partners of
Mecca Apartments II

                          Independent Auditor's Report

         We have audited the accompanying balance sheets of Mecca Apartments II,
as of December 31, 2000, and 1999, and the related statements of income and
changes in partners' capital and cash flows for the years then ended. These
financial statements are the responsibility of the project's management. Our
responsibility is to express an opinion on these financial statements based on
our audit.

         We conducted our audit in accordance with generally accepted auditing
standards, Government Auditing Standards issued by the Comptroller General of
the United States. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.

         In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Mecca Apartments II,
as of December 31, 2000, and 1999, and the results of its operations and its
cash flows for the years then ended in conformity with generally accepted
accounting principles.

         Our audit was conducted for the purposes of forming an opinion on the
basic financial statements taken as a whole. The supporting information included
in the report are presented for the purposes of additional analysis and are not
a required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the financial statements taken as a whole.

                                                     ROBERT G. CLAPHAM
                                                     ACCOUNTANCY CORPORATION

                                                     By

                                                     President

                                       48
<PAGE>



                               Mecca Apartments II
                               -------------------
                                 BALANCE SHEETS
                                 --------------
                         At December 31, 2000, and 1999
                         ------------------------------
<TABLE>
<CAPTION>
<S>                                              <C>                 <C>                <C>             <C>


                Assets                                    2000                                          1999
                ------                                    ----                                          ----
Cash    - on hand                                $         100                              100
        - revenue accounts                             135,914          136,014         159,497         159,597
                                                       -------                          -------
Accounts receivable
        - tenants                                                         6,272                             520

Prepaid expenses and deposits                                             4,007                           3,160

Deposits for taxes and insurance                                          9,247                          10,059

Tenants' security deposits                                               24,446                          22,453
                                                                         ------                          -------
                Total current assets                                    179,986                         195,789


Replacement reserve                                                      80,761                          65,119

Operating reserve                                                        87,691                          77,522


Land                                                    259,698                         259,698
Buildings and improvements                            3,961,851                       3,961,851
Furniture and equipment                                 139,749                         139,749
                                                        -------                         -------
                                                      4,361,298                       4,361,298
Less accumulated depreciation                           669,164       3,692,134         552,809       3,808,489
                                                        -------                         -------
Deferred organization and financing
          costs, less accumulated amortization                          177,179                         191,284
                                                                        -------                         -------
                                                                     $4,217,751                       4,338,203
                                                                     ==========                       =========
</TABLE>

                                    The accompanying notes are an integral part
                                            of the financial statements
                                       49
<PAGE>






                               Mecca Apartments II
                               -------------------
                                 BALANCE SHEETS
                                 --------------
                         At December 31, 2000, and 1999
                         ------------------------------






                Liabilities                        2000              1999
                -----------                                            ----
Accounts payable, trade                          $     7,207              14,138
Accrued interest                                       5,328               5,379
Tenant's security deposits                            23,438              22,680
Prepaid rent                                           1,396              22,261
Portion of notes payable
       due within one year                             7,341               6,694
                                                       -----               -----
           Total current liabilities                  44,710              51,152



Deferred laundry income                                                    1,500

Notes payable, secured by real property   2,505,729          2,512,423

Less current portion due within one year      7,341 2,498,388    6,694 2,505,729
                                              -----              ------
Deferred interest                                     379,750            307,813

Pertners'capital                                    1,294,903          1,472,009
                                                    ---------          ---------
                                                    4,417,751          4,338,203
                                                    =========          =========
                                       50
<PAGE>







                               Mecca Apartments II

                               STATEMENT OF INCOME

                 For the Years ended December 31, 2000, and 1999


<TABLE>
<CAPTION>
<S>     <C>                                <C>           <C>           <C>       <C>                  <C>

                                                         2000                    1999
        Tenants' rent, gross potential                   $263,784                       263,784
        Less vacancy loss                                     610      263,174            2,677        261,107
                                                              --       -------            -----        -------
        Laundry concession                                 10,601                        10,206
        Interest income                                    10,948                         8,924
        Other income                                        3,167       24,716            4,244        23,374
                                                            -----       ------            ------       ------
                                                                       287,890                        284,481
            Salaries                                       22,171       --------         21,540
            Office expenses                                 3,413                         3,475
            Management fee                                 14,080                           454
            Telephone                                       1,715                           494
            Legal                                           -                               325
            Auditing                                        5,800                         5,800
            Bad debts                                          78                           650
            Other                                           5,480       52,737            2,995        35,733
            Utilities                                       -----                         -----
            Electricity                                     6,119                         5,908
            Water and sewer                                11,044                        11,454
            Gas                                             1,989       19,152            1,853        19,215
        Operating and Maintenance                           -----                         -----
            Exterminating                                   1,434                         1,091
            Rubbish                                         9,736                        10,108
            Grounds                                        12,454                        13,387
            Materials and supplies                         10,299                         3,097
            Repairs contract and payroll                   18,174                        38,785
            Painting and decorating                         7,591       59,688            3,693        70,161
        Depreciation                                        -----      116,355            -----           116,675



</TABLE>



                                    The accompanying notes are an integral part
                                           of the financial statements

                                       51
<PAGE>


<TABLE>
<CAPTION>
<S>                                                        <C>      <C>                   <C>      <C>





                                                             2000                                    1999

        Taxes and Insurance
            Real property taxes                            14,263                         13,731
            Other taxes                                     3,944                          4,070
            Insurance                                      13,119      31,326             11,320     29,121
                                                           ------                         ------
        Interest                                                      136,157                       136,751

        Amortization                                                   14,105                        34,332
                                                                      -------                        ------
                                                                      429,520                       441,988
        Net operating los  for the year                               -------
                                                                     (141,630)                     (157,507)
        Partners' fees                                                 35,000                          -
        Net (loss) for the year                                        ------                       --------
                                                                    $(176,630)                     (157,507)
                                                                    ==========                      ========

</TABLE>



                                       52
<PAGE>


                                                 Mecca Apartments II

                                               STATEMENT OF CASH FLOWS
<TABLE>
<CAPTION>
                                   For the Years ended December 31, 2000, and 1999
<S>                                                        <C>          <C>              <C>              <C>


                                                             1999                   2000
Cash Flows provided by (Used for)
Operating Activities
       Cash collected from tenants
           and concessionaires                             $264,401                        272,891
       Cash paid to suppliers and employees                (200,499)                     (141,762)
       Interest paid - mortgage                             (64,271)                      (64,861)
       Interest collected                                    10,948                         8,924
       Withdrawals from (deposits to)
            restricted cash, net                             (1,181)                        8,241
       Net cash flows provided by (used
           for) operating activities                                        9,398                         83,433
Cash Flows Provided by (Used for)
Financing Activities
       Payments on loans                                     (6,694)                       (6,106)
       Distributions                                           (476)                            -
       Net cash flows provided by (used                     ---------                      ---------
           for) financing activities                                       (7,170)                        (6,106)
Cash Flows Provided by (Used for)
Investing Activities
       Deposits to restricted cash                          (25,811)                      (24,937)
       Net cash flows provided by (used
           for) investing activities                                      (25,811)                       (24,937)
                                                                          --------                       ---------
Increase (decrease) in cash    -                                          (23,583)                        52,390
Unrestricted cash, beginning of year                                      159,597                        107,207
                                                                          -------                       ----------
Unrestricted cash, end of year                                          $ 136,014                        159,597
                                                                        ==========                       =========
</TABLE>




                                     The accompanying notes are an integral part
                                             of the financial statements

                                       53
<PAGE>



<TABLE>
<CAPTION>
                                                        2000                     1999
                                                       ------                    ------
<S>                                                <C>         <C>     <C>         <C>
Reconcilation of Net Income eith Cash
Provided by(Used for) Operating Activities


     Net incom(loss) for the year                  $(176,630)          (157,507)
     Add deprciation and amortization                130,460            151,007
     Deferred interest                                71,937             71,937
     Deferred income                                  (1,500)   24,267   (1,920)   63,517
                                                     --------            -------   ------


     (Increase) decrease in assets:
         Accounts receivable                          (5,752)               203
         Prepaid expenses and deposits                  (847)               218
         Restricted cash                              (1,181)             8,241

     Increase (decrease)in liabilities:
        Accounts payable and
           accrued liabilities                        (6,982)             8,469
        Other libilities                                 107   (14,869)   2,785    19,916
                                                      -------  --------   -----    -------

Cash flows provided by(used for) operating activisies          $ 9,398             83,433
                                                               =======             =======
</TABLE>

                                       54

<PAGE>


                               Mecca Apartments II

                          NOTES TO FINANCIAL STATEMENTS

                                December 31, 2000



Note 1.  Organization
         The partnership was organized to develop and operate low-income housing
in the City of Mecca, California. The property included in the financial
statements consists of sixty units of rental housing placed in service in 1995.
The partnership has entered into an agreement with the State of California Tax
Credit Allowance Committee; under the terms of which the partnership will be
allocated federal low-income housing credits which will be passed through to the
partners for the ten year period following initial occupancy of the housing. The
credits are to be 8.72% of the eligible basis up to a maximum credit of $387,873
per year. Agreements with the Tax Credit Allocation Committee and the lender
place substantial restrictions on the use and operation of the housing,
including restrictions on rents, expenditures and withdrawals and requirements
that various restricted cash deposits be maintained.
Note 2.  Accounting Principles
         The partnership uses the accrual basis, in that income is recorded as
earned and expenses as they are incurred.
         Income from rents is recorded at the gross potential amount, with
losses due to vacancy of bad debts shown as reductions of income and free or
reduced-rate occupancy by on-site employees is shown as an expense. Losses from
bad debts are recorded at the time a tenant vacates a unit owing more than the
amount of the security deposit.
         Expenses incurred that expire over a period of time are pro-rated over
the time period.
         Property and equipment is recorded at cost; depreciation is provided
using the straight-line method over estimated lives of 40 years for the building
and 5 to 7 years for furnishings. Repairs and routine replacement of assets will
be recorded as a current expense. Major renovations or replacements of a
significant part of a group of assets are recorded as additions to property and
disposal of the assets being replaced.


                                       55
<PAGE>


         Estimates are used to determine amounts in financial statements. Actual
         results may vary from those estimates. Expenses being incurred during
         the construction period related to financing have been deferred. These
         costs will be
amortized over a thirty-year period on the straight-line.
Note 3.  Accounts Receivable
         The details of accounts receivable are presented in the supplementary
data following the financial statements.
Note 4.  Prepaid Expenses and Deposits
         At December 31, 2000, prepaid expenses consisted of the following:
                Insurance                         $4,006
Note 5.  Replacement Reserve Deposits
         The partnership is required to make deposits of $1,193 per month to a
savings account at Southern California Bank to accumulate funds for the
replacement of assets, and $554 to another account as an operating reserve. A
schedule of the activity in these reserve accounts is included in the
supplementary data.
Note 6.  Notes Payable
         The notes payable consist of a loan with an original balance of
$715,000 payable in monthly installments of $5,914, including interest at 9.25%
per annum, due January 1, 2026, a loan with a balance of $500,000 from the
County of Riverside Home Funds, payable together with accumulated simple
interest of 6.5% per annum, over a fifteen-year period beginning May, 2010, in
monthly payments of $8,469 including interest at 6.5% per annum, and a loan with
a balance of $1,314,577 from the Rental Housing construction program of the
State of California Department of Housing and Community Development, bearing
simple interest at 3% per annum, on which payments of interest and principal
will be deferred, unless the operation of the property generates surplus cash in
excess of allowable distributions. The amounts of principal due in each of the
five years after December 31, 2000, except for payments that might be required
from surplus cash, and the amount due after five years are as follows:
             2001                                         $  7,341
             2002                                            8,050
             2003                                            8,827
             2004                                            9,679
             2005                                           10,612
             Total thereafter                            2,461,220




                                      56
<PAGE>



Note 7.  Property Taxes
         The managing general partner is Indio Housing Development Corporation,
an organization exempt from income taxes under the provisions of Internal
Revenue Code Section 501(c)(3). As a provider of rental housing to qualifying
low income families, the partnership qualifies for a welfare exemption from a
portion of the property taxes assessed by the County of Riverside.


                                       57