<PAGE>     1
                                      
                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                  FORM 10-Q




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

For  the  quarterly  period  ended  September  30,  1996

                                      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:    0-21480


                          JETFLEET AIRCRAFT II, L.P.
            (Exact name of registrant as specified in its charter)


                                CALIFORNIA
                     (State  or  other  jurisdiction
                  of  incorporation  or  organization)
                               94-3137154
                  (I.R.S. Employer Identification No.)

                    1440  CHAPIN  AVENUE,  SUITE  310
                          BURLINGAME,  CALIFORNIA
              (Address  of  principal  executive  office)

                                94010
                             (Zip  Code)

     Registrant's  telephone  number,  including area code:     (415) 696-3900




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 the
filing requirements for the past 90 days.          X      Yes           No


On  November  14,  1996,  693,505  Limited Partnership Units were outstanding.

<PAGE>
<TABLE>

<CAPTION>

PART  I.          FINANCIAL  INFORMATION
ITEM  1.          FINANCIAL  STATEMENTS


                            JetFleet Aircraft II, L.P.
                                 Balance Sheets


                                    ASSETS


                                    September  30,          December  31,
                                        1996                    1995
                                     (Unaudited)


<S>                                  <C>                   <C>

Current assets:

   Cash                              $  1,422,522          $   1,364,593
   Accounts receivable
     from affiliates                            -                 45,000
   Lease payments receivable              540,000                960,000
                                     ------------          -------------
     Total current assets               1,962,522              2,369,593

Aircraft and aircraft engines 
under operating leases and aircraft
held for operating leases, net of
accumulated depreciation of
$9,608,586 in 1996
and $7,213,339 in 1995                15,252,057             17,520,291

Lease payments receivable                300,000              1,275,000

Organization and offering costs, net
of accumulated amortization of
$115,160 in 1996 and $91,214 in 1995      40,877                 64,822
                                    ------------           ------------

                                    $ 17,555,456           $ 21,229,706
                                    ============           ============

LIABILITIES AND PARTNERS' CAPITAL

Current liabilities:

  Accounts payable                  $    87,037            $    119,254
  Accrued maintenance costs             370,492                 410,702
  Payable to affiliates                  29,378                  49,075
  Security deposits                     140,415                 140,415
  Unearned interest income              101,488                 287,373
  Prepaid rent received                  34,442                  15,000
                                    -----------            ------------
  Total current liabilities             763,252               1,021,819
Unearned interest income                 19,918                 174,032
                                    -----------            ------------
Total liabilities                       783,170               1,195,851

Partners' capital                    16,772,286              20,033,855
                                    -----------            ------------

                                    $17,555,456            $ 21,229,706
                                    ===========            ============

<FN>

See  accompanying  notes.
</TABLE>


                                      
<PAGE>
                                      
                                      
<TABLE>

<CAPTION>


                         JetFleet  Aircraft  II,  L.P.
                           Statements  of  Operations
                                 (Unaudited)



                      For  the  Nine  Months          For  the  Three  Months
                       Ended  September  30,          Ended  September  30,
                           1996         1995          1996          1995
Revenues:


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

  Rental income         $1,996,667     $1,976,103    $726,426      $688,580
  Gain / <loss> on
 sale of equipment          34,859       ( 46,090)          -             -
  Interest income          220,746        129,477      47,352        81,330
  Other income              94,081              -      94,081             -
                        ----------     ----------    --------      --------

                         2,346,353      2,059,490     867,859       769,910

Costs and expenses:

  Management fees          107,231         86,636      61,774        31,771
  Depreciation of 
  aircraft and
  aircraft engines       2,443,569      2,702,102     816,444       856,924
  Amortization of 
   organization and
   offering costs           23,946         23,944       7,983         7,981
  Maintenance costs        119,252        119,177      14,252             -
  General and
   administrative          234,442        155,293      63,071        43,253
                        ----------    -----------    --------    ----------
                         2,928,440      3,087,152     963,524       939,929
                        ----------    -----------    --------    ----------
Net loss                $( 582,087)   $(1,027,662)   $(95,665)   $( 170,019)
                        ==========    ===========    ========    ==========

Allocation of net loss:

  General partners      $ ( 29,104)   $  ( 51,383)   $( 4,783)   $ ( 8,501)
  Limited partners       ( 552,983)     ( 976,279)   ( 90,882)   ( 161,518)
                        ----------    -----------    ---------   ---------
                         ( 582,087)   $(1,027,662)   $(95,665)   $(170,019)
                        ==========    ===========    ========    =========

  Per Limited 
Partnership Unit        $   ( 0.80)   $    ( 1.41)   $ ( 0.13)   $  ( 0.23)
                        ==========    ===========    ========    =========

Limited Partnership
  Units outstanding        693,505        693,505     693,505      693,505
                        ==========    ===========    ========    =========





<FN>


See  accompanying  notes.
</TABLE>



<PAGE>


<TABLE>

<CAPTION>


                      JetFleet  Aircraft  II,  L.P.
                       Statements  of  Cash  Flows
                              (Unaudited)


                                                  For  the  Nine  Months
                                                   Ended  September  30,
                                                    1996          1995


<S>                                           <C>            <C>

Net cash provided by operating activities    $  1,482,888    $  2,505,718 

Investing activities:
  Payments received on capital lease            1,395,000      (1,875,000)
  Sale of interests in aircraft
    and aircraft engines                          211,000       5,089,344 
  Purchase of interests in aircraft
    and aircraft engines                        ( 351,477)    ( 2,058,846)
                                            -------------    ------------
Net cash provided by investing activities       1,254,523       1,155,498 

Financing activities -
Distributions                                ( 2,679,482)     ( 2,566,411)
                                           -------------     ------------

Net increase in cash                              57,929        1,094,805 

Cash, beginning of period                      1,364,593          370,310 
                                           -------------    -------------

Cash, end of period                        $   1,422,522    $   1,465,115 
                                           =============    ============= 
























<FN>


See  accompanying  notes.
</TABLE>



<PAGE>
                          JetFleet Aircraft II, L.P.
                        Notes to Financial Statements
                              September 30, 1996
                                 (Unaudited)

1.          Basis  of  Presentation

     JetFleet    Aircraft  II,  L.P.  ("JetFleet II ") is a California limited
partnership  formed  on June 24, 1991 for the purpose of acquiring a portfolio
of  aircraft  and aircraft engines, or interests therein, which are subject to
triple  net  leases.   The accompanying unaudited financial statements reflect
all  adjustments  (consisting of only normal recurring accruals) which are, in
the  opinion  of  CMA  Capital Group, the Corporate General Partner ("Group"),
necessary  for  a  fair presentation of the financial results.  The results of
operations  of  such  period  are  not  necessarily  indicative  of results of
operations for a full year.  The statements should be read in conjunction with
the  Summary  of  Significant Accounting Policies and other notes to financial
statements  included  in  JetFleet  II's    Annual Report on Form 10-K for the
period  ended  December  31,  1995.

2.          Equipment  Under  Operating  Leases

     Aircraft

     JetFleet  II    holds  75.53%  and  100.00%  undivided  interests  in two
deHavilland  DHC-7-103 aircraft, serial number 72 ("S/N 72") and serial number
11  ("S/N  11"),  respectively.    JetFleet  II   also holds 4.00% and 100.00%
undivided  interests  in  two deHavilland DHC-7-102 aircraft, serial number 57
("S/N  57")  and  serial  number  44  ("S/N 44"), respectively.  The remaining
undivided  interests in S/N 72 and S/N 57 are held by the seller and JetFleet 
Aircraft,  L.P.  ("JetFleet  "),  a  California  limited  partnership  and  an
affiliate  of  JetFleet  II    (collectively,  the  "Co-Owners").

     At  the  time  of purchase, all four deHavilland aircraft were subject to
triple  net leases with Johnson Controls World Services, Inc. ("JCWS") for two
year  terms, renewable in one year increments for an aggregate period of eight
years.    JCWS  operated  the  aircraft  under  an  eight year contract, which
commenced in 1986, with the United States Army for use in the Marshall Islands
at  the  site  of the Army's deep space research center where missile guidance
systems  are  tested.

     During  1994,  the  leases  with  JCWS for S/N 57, S/N 11 and S/N 44 were
extended  through  September 30, 1995, at reduced rent of $46,000, $48,000 and
$46,000,  respectively,  of  which JetFleet II's  share is $1,840, $48,000 and
$46,000,  respectively.    (S/N  72,  as discussed below, was returned by JCWS
during  1993).    A  new  contract  with  the  United States Army commenced on
February 15, 1995 for a term of two years with three two-year renewal options.
The  contract  was  awarded  to  Range  Systems  Engineering,  a subsidiary of
Raytheon  Service Company ("Raytheon").  JetFleet II's  management anticipates
that  the  leases  will  continue  for  as  long  as the underlying government
contract  continues,  although  there  is  no  contractual requirement to this
effect.    During  1995 the lease was extended through September 30, 1996.  An
agreement recently has been reached to extend the lease for S/N 57, S/N 11 and
S/N  44 through September 30, 1998 at reduced rental rates of $38,500, $41,000
and $38,500 per month, respectively, of which JetFleet  II's share is $36,921,
$41,000,  and  $38,500.



<PAGE>
                          JetFleet Aircraft II, L.P.
                        Notes to Financial Statements
                              September 30, 1996
                                 (Unaudited)

2.          Equipment  Under  Operating  Leases  (continued)

     Aircraft  (continued)

     S/N  72, which, at the time of purchase, was subject to the same contract
with JCWS as S/N 57, S/N 44 and S/N 11 was returned by JCWS during June 1993. 
In  August  1993, S/N 72 was leased to Eclipse Airlines.  Upon its return from
Eclipse,  S/N  72  was  leased to The AGES Group, L.P. ("AGES") for the period
December  22,  1993  through  September  1,  1994  at a monthly rental rate of
$38,800.   Upon its return by AGES, S/N 72 underwent scheduled maintenance and
other  repair  work.

     On  March  31, 1995, S/N 72 was leased to the National Airline Commission
of Papua New Guinea (trading as Air Niugini) ("Air Niugini") for a term of six
months  at  a monthly rental rate of $35,000 to be paid to the Co-Owners based
upon  their  pro  rata ownership of the aircraft.  Air Niugini paid a security
deposit  of  $105,000.   The lease was subsequently extended until October 31,
1995.   JetFleet  collected a total of $189,581 in monthly lease payments from
Air  Niugini  during  the  term  of  the lease.  In addition, Air Niugini paid
JetFleet    its  pro-rata  share  of  maintenance costs of $121,058.  Upon its
return  by  Air  Niugini,  S/N  72 underwent certain scheduled maintenance and
other  repair  work.

     On  April  25, 1996, S/N 72 was leased to Air Tindi Limited ("Air Tindi")
for a term of thirty-six months at a monthly rental rate of $47,500 to be paid
to  the  Co-Owners  based  upon their pro rata ownership of the aircraft.  Air
Tindi  has  provided a letter of credit in the amount of $142,000 which serves
as  a  security deposit under the lease.  In addition, Air Tindi pays JetFleet
II    its  pro-rata  share  of maintenance costs of $265.00 per hour of usage,
which  amount  is  to be applied for scheduled overhauls and inspections.  Air
Tindi  is  a  regional  airline  headquartered  in  Yellowknife,  Northwest
Territories,  Canada  and  provides  charter  and  regularly scheduled flights
throughout  the  Northwest  Territories.

     On April 12, 1995, JetFleet II  purchased a 100.00% undivided interest in
a  deHavilland DHC-6-310, serial number 666 ("S/N 666") using a portion of the
initial  payment  received  from  AGES  (see  Engines,  below).    S/N 666 was
purchased  from JetFleet  Management Corp. ("JMC"), an affiliate of Group, for
$850,000,  the  same price that JMC paid for the aircraft.  In connection with
the  acquisition  of  S/N  666,  JetFleet  II    reimbursed  JMC  $27,997  for
acquisition  costs.    JetFleet II  also paid an acquisition fee of $12,926 to
Group.    As  part  of  the  purchase  of  the aircraft from JMC, JetFleet II 
acquired  all  of  JMC's  rights  and assumed all of JMC's obligations under a
Lease  Agreement  with  Loganair  Limited, dated January 31, 1995, for S/N 666
(the  "Loganair  Lease").  The Loganair Lease is a triple net lease which runs
through  January  1998.    JetFleet II  receives monthly rent in the amount of
$15,000  from  the  Loganair  Lease.

     On  June  30, 1995, JetFleet II  purchased a 100% undivided interest in a
Fairchild Metro III SA-227-AC aircraft, serial number AC-576 ("S/N 576"), at a
cost of $1,140,000.  In connection with the purchase, JetFleet II  paid $8,500
in  chargeable  acquisition  costs  to third parties and an acquisition fee of
$17,250  to  Group.    At the time of purchase, S/N 576 was subject to a lease
with  Merlin  Express,  Inc.,  a subsidiary of Fairchild Aircraft Incorporated
("Merlin"),  for  a term expiring on July 18, 1999 at a monthly rental rate of
$15,000  (the  "Merlin  Lease").    The  Merlin  Lease  contains a guaranty by
Fairchild  Aircraft  Incorporated  for basic rent in an amount not to exceed a
total  aggregate  amount  of $90,000.  As part of the purchase of S/N 576, the
seller,  Air  Metro  III,  Inc.  ("Air  Metro")  assigned  the Merlin Lease to
JetFleet  II .  Merlin also pays, on a monthly basis, maintenance costs of $27
per  hour  of  usage.    JetFleet  II  holds a security deposit from Merlin of
$45,000.


<PAGE>
                         JetFleet  Aircraft II, L.P.
                        Notes to Financial Statements
                              September 30, 1996
                                 (Unaudited)

2.          Equipment  Under  Operating  Leases  (continued)

     Aircraft  (continued)

     On  February 27, 1996, JetFleet II  purchased a 50% undivided interest in
a  Fairchild  SA226-TC  aircraft,  serial  number  TC-370,  for $341,750 ("S/N
TC-370")  from  Air Metro.  CMA Capital Management, Inc. ("CMA"), a subsidiary
of  CMA  Consolidated,  Inc., purchased the remaining 50% interest at the same
time  (and has subsequently resold its interest to JetFleet III , a subsidiary
of  JMC  and  an  affiliate  of  JetFleet II ).  JetFleet II  reimbursed Group
$4,533  for  costs incurred in connection with the acquisition of the interest
in  the  S/N  TC-370.   JetFleet II  also paid an acquisition fee of $5,194 to
Group.

     At  the  time  S/N  TC-370  was purchased, it was subject to a lease with
Sunbird Air Services, Ltd. for a term expiring September 30, 2000 at a monthly
rate  of  $9,500,  of  which  JetFleet II  is entitled to $4,750 (the "Sunbird
Lease").  The Sunbird Lease contains a guaranty by Air Metro for basic rent in
an amount not to exceed a total aggregate amount of $29,250 (which guaranty is
shared  equally  by  JetFleet  II    and CMA).  As part of the purchase of S/N
TC-370  from Air Metro, Air Metro assigned its interests and obligations under
the  Sunbird  Lease  to  JetFleet II .  Sunbird also pays, on a monthly basis,
maintenance  costs  of  $18  per  hour  of  usage.

     Engines

     JetFleet  II    holds  100.00%  undivided  interests  in twenty five used
aircraft  engines  consisting  of twenty three Pratt & Whitney PT6 engines and
two  Allison  A-250-C30P  engines  (collectively,  the  "Airwork  Engines").

     The  Airwork  Engines  acquired  by  JetFleet  II  are leased back to the
seller  ("Airwork")  pursuant  to a master lease (the "Airwork Lease") between
Airwork  and JetFleet II .  The Airwork Lease is a triple net lease and has an
initial  seven-year  term, and Airwork has two two-year renewal options.  Upon
the  purchase  of  each  engine by JetFleet II , Airwork was required to pay a
security  deposit  equal  to one month of rent.  JetFleet II  receives monthly
rent  in  the  amount  of  $73,615  from  the  Airwork  Lease.

     During  January 1996, Airwork notified JetFleet II  of the loss of one of
the  Airwork  Engines  (the "First Lost Airwork Engine").  Rather than replace
the  First  Lost Airwork Engine, Airwork chose to pay $211,000 to JetFleet II 
(the  stipulated  loss  value  as  stated  in  the  Airwork  Lease).

     During  June  1996,  Airwork notified JetFleet II  of the loss of another
one  of  the  Airwork Engines (the "Second Lost Airwork Engine").  Airwork has
replaced the Second Lost Airwork Engine with an engine of equal value, utility
and  operating  condition.

     During  1993 and 1994, JetFleet II  purchased 100.00% undivided interests
in  three  Pratt  &  Whitney JT8D-217A engines (the "AGES Engines").  The AGES
Engines  were  leased  to GPA Group plc ("GPA") under a lease expiring on June
15,  1999  (the  "GPA  Lease").    GPA  in turn sub-leased the AGES Engines to
Aerovias de Mexico, S.A. de C.V. ("AeroMexico").  JetFleet II  was entitled to
monthly  rent  of  $75,000  in  connection  with the GPA Lease.  GPA's payment
obligations  under  its lease with JetFleet II  were guaranteed by AGES to the
extent  that  a default in GPA's payment obligations in the GPA Lease were not
due  to  a  default  by  AeroMexico  in  its  payments  to  GPA.

<PAGE>
                         JetFleet  Aircraft II, L.P.
                        Notes to Financial Statements
                              September 30, 1996
                                 (Unaudited)

2.          Equipment  Under  Operating  Leases  (continued)

     Engines  (continued)

     At  the time the AGES Engines were purchased, AGES assigned its rights as
lessor  under  the  GPA  Lease to JetFleet II .  The assignment was contingent
upon  AGES  obtaining  the  consents  of GPA and AeroMexico to the transfer of
ownership.   If such consents were not obtained by certain deadlines, JetFleet
II    could require AGES to repurchase the AGES Engines.  Because AGES did not
obtain  such consents, JetFleet II  and AGES agreed to rescind the entire AGES
Engines  purchase  transaction on April 7, 1995.  The rescission price for the
AGES  Engines  of  $5,089,344 was based on the original purchase price paid by
JetFleet  II  , decreased by the amount of rent paid since the purchase of the
AGES  Engines,  and  increased  by  the cost incurred by AGES in borrowing the
purchase  funds.  JetFleet II  received a total of $5,089,344 in proceeds from
the  rescission  during  the  first  and  second  quarters  of  1995.

     JetFleet  II   used a portion of the AGES rescission proceeds to purchase
interests in a deHavilland DHC-6-310 aircraft, a Fairchild Metro III SA-227-AC
aircraft  and  a Fairchild SA226-TC aircraft (discussed above) and to purchase
two  DC-9  aircraft  (discussed  in  Note  3).

     JetFleet II  also holds a 100.00% undivided interest in a Pratt & Whitney
PT6A-50  aircraft  engine  (the  "AEI  Engine").  The AEI Engine is one of two
engines  purchased from AEI in December 1993.  The two engines had been leased
back  to AEI for a term of eight months with ten three-month renewal options. 
During  1994,  both engines were returned to JetFleet II  by AEI.  On December
1,  1994,  JetFleet  II    sold  one  of  the engines to deHavilland, Inc. for
$190,000.   The remaining AEI Engine is currently being held in inventory as a
spare,  and  JetFleet  II    management  is  negotiating  lease  and/or  sale
arrangements  for  it.

3.          Investment  in  Capital  Leases

     McDonnell  Douglas  DC-9  Aircraft

     JetFleet  II    owns  a  50.00%  interest in a McDonnell Douglas DC-9-32,
serial number 47236 (the "Initial DC-9").  JetFleet  owns the remaining 50.00%
interest  in the Initial DC-9.  The Initial DC-9 is leased back to the seller,
Interglobal,  Inc.  ("Interglobal") for thirty-six months at a monthly rate of
$30,000  (the  "Initial  DC-9  Lease"),  of  which JetFleet II  is entitled to
$15,000.    The  Initial DC-9 is currently sub-leased to and being operated by
Aero  California  S.A.  de  CV.    Interglobal  assigned  its rights under the
sublease  to  the Co-Owners.  JetFleet II's  investment in the Initial DC-9 is
being accounted for as a capital lease.  Interglobal has a purchase option for
a  nominal  amount  which may be exercised upon expiration of the Initial DC-9
Lease.    During  the  three  months and nine months ended September 30, 1996,
JetFleet  II    recorded $10,018 and $34,968, respectively, of interest income
attributable  to  the  Initial  DC-9  Lease.


<PAGE>
                         JetFleet  Aircraft II, L.P.
                        Notes to Financial Statements
                              September 30, 1996
                                 (Unaudited)

3.          Investment  in  Capital  Leases  (continued)

     McDonnell  Douglas  DC-9  Aircraft  (continued)

     On  July  13,  1995,  JetFleet  II    purchased  a  100.00% interest in a
McDonnell  Douglas  DC-9-14 aircraft, serial number 45702 (the "Second DC-9"),
for  $800,000.    In  connection  with  the acquisition of the interest in the
Second DC-9, JetFleet II  reimbursed Group for acquisition costs and also paid
an acquisition fee of $12,100 to Group.  The Second DC-9 is subject to a lease
and  sub-lease  with  terms identical to those of the Initial DC-9. During the
three  months  and nine months ended September 30, 1996, JetFleet II  recorded
$28,350  and  $93,999,  respectively,  of  interest income attributable to the
Second  DC-9  Lease.

     On  August  31,  1995,  JetFleet  II    purchased a 100.00% interest in a
McDonnell  Douglas  DC-9-32  aircraft, serial number 47553 (the "Third DC-9"),
for $800,000.  In connection with the acquisition of the interest in the Third
DC-9,  JetFleet  II    reimbursed Group for acquisition costs and also paid an
acquisition  fee  of  $12,100  to Group.  The Third DC-9 was also subject to a
lease  and sub-lease with terms identical to those of the Initial DC-9. During
the  three  months  and  nine  months  ended  September 30, 1996, JetFleet II 
recorded $3,548 and $71,951, respectively,  of interest income attributable to
the  Third  DC-9  Lease.

     During  the  second  quarter  of  1996,  JetFleet  II  agreed to sell its
interest  in  the  Third  DC-9  to  Interglobal,  the  party from which it was
purchased, for $735,000.  JetFleet II  also agreed to terminate the lease with
Interglobal,  reassign  the  sublease  with Aero California S.A. de CV back to
Interglobal  and  issue  a Bill of Sale to Interglobal.  Payments collected on
the capital lease, including the sale proceeds, totalled $1,035,000.  JetFleet
II   management is currently negotiating investment opportunities for the sale
proceeds.

<PAGE>
ITEM  2.          MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF
          FINANCIAL  CONDITION  AND  RESULTS  OF  OPERATIONS

Capital  Resources  and  Liquidity

     At  the  end of the third quarter of 1996, JetFleet II  had cash balances
of $1,422,522.  A portion of this amount was held for the distribution made to
the  Unitholders  in  October  1996  and  to  pay  for  accrued expenses.  The
remainder  of the cash balance is a result of the prepayment of the Third DC-9
financing  lease  (discussed  in  Note  3).

     During the quarter, JetFleet II's  primary sources of liquidity were cash
flows  from  leasing  operations,  capital  lease payments and the sale of the
Third  DC-9.   JetFleet II's  liquidity will vary in the future, increasing to
the  extent  cash  flows  from  operations  exceed expenses, and decreasing as
distributions  are  made  to the Unitholders and to the extent expenses exceed
cash  flows  from  leases.

     JetFleet  II  uses substantially all its operating cash flow to make cash
distributions  to its Unitholders.  Since JetFleet II's  leases are triple net
leases  (the  lessee  pays  operating  and maintenance expenses, insurance and
taxes),  JetFleet  II    does  not  anticipate  that it will incur significant
operating  expenses  in connection with its ownership interest in the Aircraft
as long they remain on lease.  However, JetFleet II  has incurred repair costs
in  1996  for S/N 72 which are approximately $119,000 in excess of the amounts
collected  from  lessees.    These  repair costs are the result of maintenance
performed  to  enhance  the  aircraft's  marketability.

     JetFleet  II    currently  has  available  adequate  reserves to meet its
immediate  cash  requirements.

     From  January  1995 through July 1995, JetFleet II  made distributions at
an  annualized  rate of 10%.  From August 1995 through December 1995, JetFleet
II    made  distributions at an annualized rate of 8% primarily because of the
decreased  monthly  rents  on  S/N  57, S/N 44 and S/N 11, and because S/N 72,
which  had  come  off  lease  in  September  1995, had not been re-leased.  In
addition,  although JetFleet II  has reinvested the net proceeds received as a
result  of  the  AGES Engine rescission, it did so on a staged basis which was
not completed until early 1996.  The level of monthly rent received from these
new  assets  did not approximate the rent JetFleet II  had been receiving from
the  AGES  Engines until late 1995.  Since January 1996, JetFleet II  has made
distributions  at  an annualized rate of 10% primarily because the rent on the
assets  purchased using the AGES Engine rescission proceeds is now higher than
the rent received prior to the rescission.  Additionally, S/N 72 was delivered
to  Air  Tindi  on  April  25,  1996  for  a  thirty-six  month  term.

     1996  versus  1995

     Cash  flows  from  operations  decreased  by  approximately  $1,000,000
primarily  due  to decreases in accrued maintenance costs, unearned income and
depreciation, the effects of which were only partially offset by a decrease in
net  loss.

     Cash  flows  from investing activities increased approximately $99,000 in
1996  due  to  the  proceeds  received  from  the AGES Engines rescission, the
stipulated  loss  value of the First Lost Airwork Engine and the payments from
the DC-9 financing leases, the total of which was only partially offset by the
reinvestment  of  the  AGES  Engines  and  First Lost Airwork Engine proceeds.

     In  1996  and  1995,  there  were  no  financing  sources  of cash.  Cash
distributions  to  Unitholders were approximately $113,000 higher in 1996 than
in  1995  because  of  the lower distribution rate during August and September
1995,  discussed  above.

<PAGE>

Results  of  Operations

     JetFleet  II    recorded  net  losses  of  ($582,087) and ($1,027,662) or
($0.80)  and  ($1.41)  per  Limited  Partnership  Unit outstanding in the nine
months  ended  September  30,  1996  and 1995, respectively, and net losses of
($95,665)  and  ($170,019)  or  ($0.13)  and ($0.23) in the three months ended
September  30,  1996 and 1995, respectively. The decreased losses from 1995 to
1996  during  both  the  nine  and  three month periods are primarily due to a
decrease in depreciation due to the AGES Engines rescission (JetFleet II  does
not  incur  depreciation  related  to  the  DC-9  financing  leases which were
purchased  using  a  portion  of  the  AGES  Engines rescission proceeds).  In
addition,  income  from  the  DC-9  financing  leases  increased.

     1996  versus  1995

     Rental  income  increased  approximately $38,000 and $21,000 in the three
months and nine months ended September 30, 1996, respectively, versus the same
periods  in  1995.  The  increase  from  year to year was primarily due to the
additional  rent  received as a result of the reinvestment of the AGES Engines
rescission  proceeds which was not completed until the first quarter of 1996. 
Interest  income  associated  with  the  DC-9  financing  leases  decreased
approximately  $34,000  and $92,000 in the three month and nine month periods.

     During  July  1996, JetFleet II recognized approximately $94,000 of other
income  in  connection with the prepayment  of the Third DC-9 financing lease.

     Depreciation for the nine and three month periods decreased approximately
$258,000  and  $40,000,  respectively, primarily because JetFleet II  does not
incur  depreciation  related to the DC-9 financing leases which were purchased
using  a  portion  of  the  AGES  Engines  rescission  proceeds.

     Management  fees  for  the  three  and  nine  month  periods  increased
approximately  $26,000  and  $21,000, respectively.  This was primarily due to
the  increased  payments received from leases of assets acquired with the AGES
Engines  rescission  proceeds.

     General  and administrative expenses for the nine and three month periods
increased  approximately  $79,000  and $20,000, respectively, due to increased
costs  associated  with  the  ongoing  management of JetFleet II's  portfolio,
specifically  the  maintenance,  supervision and remarketing of S/N 72 and the
assets  purchased  using  the  AGES  Engines  rescission  proceeds,  and  the
negotiation  with  Raytheon regarding rents for S/N 57, S/N 44 and S/N 11.  As
mentioned  above,  JetFleet II  has incurred maintenance costs in 1996 for S/N
72  which  are  approximately $119,000 in excess of the amounts collected from
lessees,  approximately  the  same  as  in  1995.


<PAGE>
                                 SIGNATURES
<TABLE>

<CAPTION>

     Pursuant  to  the requirements of the Securities Act of 1934, this report
has  been signed below by the following persons in the capacities indicated on
November  14,  1996.

     Signature          Title



<S>                     <C>


/s/ Neal D. Crispin     Chief Executive and Chief Financial
----------------------  Officer and Chairman of the Board of
Neal D. Crispin          the Managing General Partner



/s/ Richard D. Koehler  Executive Vice President and
----------------------  Director of the Managing General
Richard D. Koehler      Partner


</TABLE>






















                                          11
<PAGE>     13

                                    EXHIBIT INDEX

Exhibit No.                     Description                       Page No.
-----------                     -----------                       --------
EX-27                           Financial Data Schedule