FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

(Mark One)



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

For the quarterly period ended December 31, 2008



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        0-19443





BOSTON CAPITAL TAX CREDIT FUND II L.P.(Exact name of registrant as specified in its charter)



|Delaware                          | 04-3066791         
|--------------------------------- | -------------------
|(State or other jurisdiction      | (I.R.S. Employer   
|of incorporation or organization) | Identification No.)





One Boston Place, Suite 2100, Boston, Massachusetts  02108(Address of principal executive offices)           (Zip Code)

Registrant's telephone number, including area code (617)624-8900

Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

|Yes  | No ý
|----- | ----

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

|Yes  | No ý
|----- | ----

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 ý | Noo
|----- | ---

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definition of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act  (check one):

|Large accelerated filero | Accelerated filero         
|------------------------ | ---------------------------
|Non-accelerated filero   | Smaller reporting company ý

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

|Yeso | No ý
|---- | ----



BOSTON CAPITAL TAX CREDIT FUND II L.P.

QUARTERLY REPORT ON FORM 10-QFOR THE QUARTER ENDED December 31, 2008

TABLE OF CONTENTS

FOR THE QUARTER ENDED DECEMBER 31,2008

Balance Sheets	4

Balance Sheets Series 07	5

Balance Sheets Series 09	6

Balance Sheets Series 10	7

Balance Sheets Series 11	8

Balance Sheets Series 12	9

Balance Sheets Series 14	10

Three MONTHS ENDED December 31	11

Statements of Operations Series 07	12

Statements of Operations Series 09	13

Statements of Operations Series 10	14

Statements of Operations Series 11	15

Statements of Operations Series 12	16

Statements of Operations Series 14	17

NINE MONTHS ENDED December 31	18

Statements of Operations Series 07	19

Statements of Operations Series 09	20

Statements of Operations Series 10	21

Statements of Operations Series 11	22

Statements of Operations Series 12	23

Statements of Operations Series 14	24

statementS OF Changes in Partners' Capital (Deficit)	25

Changes in Partners' Capital (DEFICIT) Series 07	26

Changes in Partners' Capital (DEFICIT) Series 09	26

Changes in Partners' Capital (DEFICIT) Series 10	27

Changes in Partners' Capital (DEFICIT) Series 11	27

Changes in Partners' Capital (DEFICIT) Series 12	28

Changes in Partners' Capital (DEFICIT) Series 14	28

Statements of Cash Flows	29

Statements of Cash Flows Series 07	30

Statements of Cash Flows Series 09	31

Statements of Cash Flows Series 10	32

Statements of Cash Flows Series 11	33

Statements of Cash Flows Series 12	34

Statements of Cash Flows Series 14	35















Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS



|                                                 | December 31,
2008
(Unaudited)                                                                                                   | March 31,
2008
(Audited)
|------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------- | ------------------------
|ASSETS                                           |                                                                                                                                 |                         
|INVESTMENTS IN OPERATING
   PARTNERSHIPS(Note D) | $   1,743,060                                                                                                                   | $   2,010,067           
|                                                 |                                                                                                                                
|OTHER ASSETS                                     |                                                                                                                                
|                                                 | Cash and cash equivalents                                                                                                       | 1,677,794               
|                                                 | Deferred acquisition costs (Note B)                                                                                             | 478,378                 
|                                                 | Other assets                                                                                                                    | 15,700                  
|                                                 | $3,914,932                                                                                                                      | $3,613,953              
|                                                 |                                                                                                                                 |                         
|LIABILITIES                                      |                                                                                                                                 |                         
|                                                 | Accounts payable                                                                                                                | $      94,010           
|                                                 | Accounts payable affiliates (Note C)                                                                                            | 24,789,051              
|                                                 | Capital contributions payable (Note D)                                                                                          | 201,653                 
|                                                 | 25,084,714                                                                                                                      | 26,033,940              
|PARTNERS' CAPITAL (DEFICIT)                      |                                                                                                                                 |                         
|                                                 |                                                                                                                                 |                         
|Assignees                                        |                                                                                                                                 |                         
|                                                 | Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
18,679,738 issued and outstanding | (19,405,046)            
|                                                 |                                                                                                                                 |                         
|General Partner                                  | (1,764,736)                                                                                                                     | (1,777,239)             
|                                                 | (21,169,782)                                                                                                                    | (22,419,987)            
|                                                 | $3,914,932                                                                                                                      | $3,613,953              







The accompanying notes are an integral part of this statement



Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series7



|                                                 | December 31,
2008
(Unaudited)                                                                                                  | March 31,
2008
(Audited)
|------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------ | ------------------------
|ASSETS                                           |                                                                                                                                |                         
|INVESTMENTS IN OPERATING
   PARTNERSHIPS(Note D) | $        -                                                                                                                     | $       -               
|                                                 |                                                                                                                               
|OTHER ASSETS                                     |                                                                                                                               
|                                                 | Cash and cash equivalents                                                                                                      | 64,408                  
|                                                 | Deferred acquisition costs (Note B)                                                                                            | -                       
|                                                 | Other assets                                                                                                                   | -                       
|                                                 | $64,408                                                                                                                        | $157,566                
|                                                 |                                                                                                                                |                         
|LIABILITIES                                      |                                                                                                                                |                         
|                                                 |                                                                                                                                |                         
|                                                 | Accounts payable                                                                                                               | $        -              
|                                                 | Accounts payable affiliates (Note C)                                                                                           | 36,467                  
|                                                 | Capital contributions payable (Note D)                                                                                         | -                       
|                                                 | 36,467                                                                                                                         | 340,413                 
|                                                 |                                                                                                                                |                         
|PARTNERS' CAPITAL (DEFICIT)                      |                                                                                                                                |                         
|                                                 |                                                                                                                                |                         
|Assignees                                        |                                                                                                                                |                         
|                                                 | Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
1,036,100 issued and outstanding | 115,257                 
|                                                 |                                                                                                                                |                         
|General Partner                                  | (87,316)                                                                                                                       | (89,424)                
|                                                 | 27,941                                                                                                                         | (182,847)               
|                                                 | $64,408                                                                                                                        | $157,566                



The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETS

Series9



|                                                 | December 31,
2008
(Unaudited)                                                                                                  | March 31,
2008
(Audited)
|------------------------------------------------ | ------------------------------------------------------------------------------------------------------------------------------ | ------------------------
|ASSETS                                           |                                                                                                                                |                         
|INVESTMENTS IN OPERATING
   PARTNERSHIPS(Note D) | $          -                                                                                                                   | $         -             
|                                                 |                                                                                                                                |                         
|OTHER ASSETS                                     |                                                                                                                                |                         
|                                                 |                                                                                                                                |                         
|                                                 | Cash and cash equivalents                                                                                                      | 198,714                 
|                                                 | Deferred acquisition costs (Note B)                                                                                            | 5,314                   
|                                                 | Other assets                                                                                                                   | 14,138                  
|                                                 | $218,166                                                                                                                       | $169,363                
|                                                 |                                                                                                                                |                         
|LIABILITIES                                      |                                                                                                                                |                         
|                                                 |                                                                                                                                |                         
|                                                 | Accounts payable                                                                                                               | $      7,500            
|                                                 | Accounts payable affiliates (Note C)                                                                                           | 6,187,907               
|                                                 | Capital contributions payable (Note D)                                                                                         | -                       
|                                                 | 6,195,407                                                                                                                      | 6,336,662               
|                                                 |                                                                                                                                |                         
|PARTNERS' CAPITAL (DEFICIT)                      |                                                                                                                                |                         
|                                                 |                                                                                                                                |                         
|Assignees                                        |                                                                                                                                |                         
|                                                 | Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
4,178,029 issued and outstanding | (5,582,631)             
|                                                 |                                                                                                                                |                         
|General Partner                                  | (394,610)                                                                                                                      | (396,511)               
|                                                 |                                                                                                                                |                         
|                                                 | (5,977,241)                                                                                                                    | (6,167,299)             
|                                                 | $218,166                                                                                                                       | $169,363                



The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETSSeries 10



|                                                   | December 31,
2008
(Unaudited)                                                                                                   | March 31,
2008
(Audited)
|-------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------- | ------------------------
|ASSETS                                             |                                                                                                                                 |                         
|INVESTMENTS IN OPERATING 
   PARTNERSHIPS (Note D) | $    114,577                                                                                                                    | $    126,503            
|                                                   |                                                                                                                                 |                         
|OTHER ASSETS                                       |                                                                                                                                 |                         
|                                                   | Cash and cash equivalents                                                                                                       | 120,858                 
|                                                   | Deferred acquisition costs (Note B)                                                                                             | 28,328                  
|                                                   | Other assets                                                                                                                    | -                       
|                                                   | $263,763                                                                                                                        | $308,750                
|                                                   |                                                                                                                                 |                         
|LIABILITIES                                        |                                                                                                                                 |                         
|                                                   |                                                                                                                                 |                         
|                                                   | Accounts payable                                                                                                                | $          -            
|                                                   | Accounts payable affiliates (Note C)                                                                                            | 2,907,093               
|                                                   | Capital contributions payable (Note D)                                                                                          | -                       
|                                                   | 2,907,093                                                                                                                       | 2,939,833               
|                                                   |                                                                                                                                 |                         
|PARTNERS' CAPITAL (DEFICIT)                        |                                                                                                                                 |                         
|                                                   |                                                                                                                                 |                         
|Assignees                                          |                                                                                                                                 |                         
|                                                   | Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
2,428,925  issued and outstanding | (2,421,984)             
|                                                   |                                                                                                                                 |                         
|General Partner                                    | (221,346)                                                                                                                       | (221,224)               
|                                                   | (2,643,330)                                                                                                                     | (2,631,083)             
|                                                   | $263,763                                                                                                                        | $308,750                



The accompanying notes are an integral part of this statement



Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETSSeries 11



|                                                     | December 31,
2008
(Unaudited)                                                                                                  | March 31,
2008
(Audited)
|---------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------ | ------------------------
|ASSETS                                               |                                                                                                                                |                         
|INVESTMENTS IN OPERATING   
   PARTNERSHIPS (NOTE D) | $  1,024,691                                                                                                                   | $  1,172,660            
|                                                     |                                                                                                                                |                         
|OTHER ASSETS                                         |                                                                                                                                |                         
|                                                     | Cash and cash equivalents                                                                                                      | 510,638                 
|                                                     | Deferred acquisition costs (Note B)                                                                                            | 20,828                  
|                                                     | Other assets                                                                                                                   | 1,562                   
|                                                     | $1,557,719                                                                                                                     | $1,344,395              
|                                                     |                                                                                                                                |                         
|LIABILITIES                                          |                                                                                                                                |                         
|                                                     | Accounts payable                                                                                                               | $     32,010            
|                                                     | Accounts payable affiliates (Note C)                                                                                           | 3,026,097               
|                                                     | Capital contributions payable (Note D)                                                                                         | -                       
|                                                     | 3,058,107                                                                                                                      | 2,938,557               
|                                                     |                                                                                                                                |                         
|PARTNERS' CAPITAL (DEFICIT)                          |                                                                                                                                |                         
|                                                     |                                                                                                                                |                         
|Assignees                                            |                                                                                                                                |                         
|                                                     | Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
2,489,599 issued and outstanding | (1,270,699)             
|                                                     |                                                                                                                                |                         
|General Partner                                      | (229,689)                                                                                                                      | (230,627)               
|                                                     | (1,500,388)                                                                                                                    | (1,594,162)             
|                                                     | $1,557,719                                                                                                                     | $1,344,395              



The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETSSeries 12



|                                                  | December 31,
2008
(Unaudited)                                                                                                  | March 31,
2008
(Audited)
|------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------ | ------------------------
|ASSETS                                            |                                                                                                                                |                         
|INVESTMENTS IN OPERATING
   PARTNERSHIPS (NOTE D) | $          -                                                                                                                   | $          -            
|                                                  |                                                                                                                                |                         
|OTHER ASSETS                                      |                                                                                                                                |                         
|                                                  | Cash and cash equivalents                                                                                                      | 302,643                 
|                                                  | Deferred acquisition costs (Note B)                                                                                            | 128,200                 
|                                                  | Other assets                                                                                                                   | -                       
|                                                  | $430,843                                                                                                                       | $240,270                
|                                                  |                                                                                                                                |                         
|LIABILITIES                                       |                                                                                                                                |                         
|                                                  |                                                                                                                                |                         
|                                                  | Accounts payable                                                                                                               | $     39,500            
|                                                  | Accounts payable affiliates (Note C)                                                                                           | 3,876,264               
|                                                  | Capital contributions payable (Note D)                                                                                         | 9,241                   
|                                                  | 3,925,005                                                                                                                      | 4,309,569               
|                                                  |                                                                                                                                |                         
|PARTNERS' CAPITAL (DEFICIT)                       |                                                                                                                                |                         
|                                                  |                                                                                                                                |                         
|Assignees                                         |                                                                                                                                |                         
|                                                  | Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
2,972,795 issued and outstanding | (3,208,089)             
|                                                  |                                                                                                                                |                         
|General Partner                                   | (286,073)                                                                                                                      | (291,824)               
|                                                  | (3,494,162)                                                                                                                    | (4,069,299)             
|                                                  | $430,843                                                                                                                       | $240,270                



The accompanying notes are an integral part of this statement



Boston Capital Tax Credit Fund II Limited Partnership
BALANCE SHEETSSeries 14



|                                                  | December 31,
2008
(Unaudited)                                                                                                  | March 31,
2008
(Audited)
|------------------------------------------------- | ------------------------------------------------------------------------------------------------------------------------------ | ------------------------
|ASSETS                                            |                                                                                                                                |                         
|INVESTMENTS IN OPERATING
   PARTNERSHIPS (NOTE D) | $    603,792                                                                                                                   | $    710,904            
|                                                  |                                                                                                                                |                         
|OTHER ASSETS                                      |                                                                                                                                |                         
|                                                  | Cash and cash equivalents                                                                                                      | 480,533                 
|                                                  | Deferred acquisition costs (Note B)                                                                                            | 295,708                 
|                                                  | Other assets                                                                                                                   | -                       
|                                                  | $1,380,033                                                                                                                     | $1,393,609              
|                                                  |                                                                                                                                |                         
|LIABILITIES                                       |                                                                                                                                |                         
|                                                  |                                                                                                                                |                         
|                                                  | Accounts payable                                                                                                               | $     15,000            
|                                                  | Accounts payable affiliates (Note C)                                                                                           | 8,755,223               
|                                                  | Capital contributions payable (Note D)                                                                                         | 192,412                 
|                                                  | 8,962,635                                                                                                                      | 9,168,906               
|                                                  |                                                                                                                                |                         
|PARTNERS' CAPITAL (DEFICIT)                       |                                                                                                                                |                         
|                                                  |                                                                                                                                |                         
|Assignees                                         |                                                                                                                                |                         
|                                                  | Units of limited partnership 
interest, $10 stated value per
BAC; 20,000,000 authorized BACs;
5,574,290 issued and outstanding | (7,036,900)             
|                                                  |                                                                                                                                |                         
|General Partner                                   | (545,702)                                                                                                                      | (547,629)               
|                                                  | (7,582,602)                                                                                                                    | (7,775,297)             
|                                                  | $1,380,033                                                                                                                     | $1,393,609              



The accompanying notes are an integral part of this statement









Boston Capital Tax Credit Fund II Limited PartnershipSTATEMENTS OF OPERATIONS Three Months Ended December 31,
(Unaudited)





|                                                              | 2008                                       | 2007       
|------------------------------------------------------------- | ------------------------------------------ | -----------
|                                                              |                                            |            
|Income                                                        |                                            |            
|                                                              | Interest income                            | $     3,619
|                                                              | Other income                               | 179,651    
|                                                              | 183,270                                    | 72,573     
|                                                              |                                            |            
|Share of income (loss) from Operating 
  Partnerships(Note D) | 1,592,247                                  | 448,503    
|                                                              |                                            |            
|Expenses                                                      |                                            |            
|                                                              |                                            |            
|                                                              | Professional Fees                          | 21,158     
|                                                              | Partnership management fee (Note C)        | 189,135    
|                                                              | Amortization                               | 8,698      
|                                                              | General and administrative expenses        | 47,632     
|                                                              | 266,623                                    | 331,207    
|                                                              |                                            |            
|NET INCOME (LOSS)                                             | $1,508,894                                 | $189,869   
|                                                              |                                            |            
|                                                              | Net income(loss) allocated to assignees    | $1,493,806 
|                                                              |                                            |            
|                                                              | Net income(loss) allocated general partner | $15,088    
|                                                              |                                            |            
|                                                              | Net income(loss) per BAC                   | $.08       
|                                                              |                                            |            















The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Three Months Ended December 31,

(Unaudited)

Series7



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $      291
|                                                              | Other income                               | 178,976   
|                                                              | 179,267                                    | 1,750     
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | -                                          | -         
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 1,280     
|                                                              | Partnership management fee (Note C)        | (300)     
|                                                              | Amortization                               | -         
|                                                              | General and administrative expenses        | 3,051     
|                                                              | 4,031                                      | 12,139    
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $175,236                                   | $(10,389) 
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $173,484  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $1,752    
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.17      
|                                                              |                                            |           





The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)

Series9



|                                                              | 2008                                       | 2007       
|------------------------------------------------------------- | ------------------------------------------ | -----------
|                                                              |                                            |            
|Income                                                        |                                            |            
|                                                              | Interest income                            | $       707
|                                                              | Other income                               | -          
|                                                              | 707                                        | 1,879      
|                                                              |                                            |            
|Share of income (loss) from Operating 
  Partnerships(Note D) | 68,554                                     | 32,292     
|                                                              |                                            |            
|Expenses                                                      |                                            |            
|                                                              |                                            |            
|                                                              | Professional Fees                          | 4,492      
|                                                              | Partnership management fee (Note C)        | (13,971)   
|                                                              | Amortization                               | 97         
|                                                              | General and administrative expenses        | 8,734      
|                                                              | (648)                                      | 73,596     
|                                                              |                                            |            
|NET INCOME (LOSS)                                             | $69,909                                    | $(39,425)  
|                                                              |                                            |            
|                                                              | Net income(loss) allocated to assignees    | $69,210    
|                                                              |                                            |            
|                                                              | Net income(loss) allocated general partner | $699       
|                                                              |                                            |            
|                                                              | Net income(loss) per BAC                   | $.02       
|                                                              |                                            |            

The accompanying notes are an integral part of this statement



























Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)Series 10



|                                                              | 2008                                       | 2007     
|------------------------------------------------------------- | ------------------------------------------ | ---------
|                                                              |                                            |          
|Income                                                        |                                            |          
|                                                              | Interest income                            | $     356
|                                                              | Other income                               | 150      
|                                                              | 506                                        | 47,847   
|                                                              |                                            |          
|Share of income (loss) from Operating 
  Partnerships(Note D) | (1,215)                                    | 106,279  
|                                                              |                                            |          
|Expenses                                                      |                                            |          
|                                                              |                                            |          
|                                                              | Professional Fees                          | 1,850    
|                                                              | Partnership management fee (Note C)        | 28,346   
|                                                              | Amortization                               | 515      
|                                                              | General and administrative expenses        | 6,260    
|                                                              | 36,971                                     | 23,571   
|                                                              |                                            |          
|NET INCOME (LOSS)                                             | $(37,680)                                  | $130,555 
|                                                              |                                            |          
|                                                              | Net income(loss) allocated to assignees    | $(37,303)
|                                                              |                                            |          
|                                                              | Net income(loss) allocated general partner | $(377)   
|                                                              |                                            |          
|                                                              | Net income(loss) per BAC                   | $(.02)   
|                                                              |                                            |          



The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)Series 11



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $      345
|                                                              | Other income                               | 26        
|                                                              | 371                                        | 12,981    
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | 316,894                                    | 280,923   
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 1,868     
|                                                              | Partnership management fee (Note C)        | 30,964    
|                                                              | Amortization                               | 379       
|                                                              | General and administrative expenses        | 6,301     
|                                                              | 39,512                                     | 33,803    
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $277,753                                   | $260,101  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $274,975  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $2,778    
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.11      
|                                                              |                                            |           

The accompanying notes are an integral part of this statement















Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)Series 12



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $      350
|                                                              | Other income                               | 499       
|                                                              | 849                                        | 4,921     
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | 620,976                                    | 5,872     
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 6,100     
|                                                              | Partnership management fee (Note C)        | 27,452    
|                                                              | Amortization                               | 2,331     
|                                                              | General and administrative expenses        | 7,799     
|                                                              | 43,682                                     | 56,182    
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $578,143                                   | $(45,389) 
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $572,362  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $5,781    
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.19      
|                                                              |                                            |           

The accompanying notes are an integral part of this statement





















Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Three Months Ended December 31,
(Unaudited)Series 14



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $    1,570
|                                                              | Other income                               | -         
|                                                              | 1,570                                      | 3,195     
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | 587,038                                    | 23,137    
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 5,568     
|                                                              | Partnership management fee (Note C)        | 116,644   
|                                                              | Amortization                               | 5,376     
|                                                              | General and administrative expenses        | 15,487    
|                                                              | 143,075                                    | 131,916   
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $445,533                                   | $(105,584)
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $441,078  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $4,455    
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.08      
|                                                              |                                            |           

The accompanying notes are an integral part of this statement



Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS 
Nine Months Ended December 31, 
(Unaudited)





|                                                              | 2008                                       | 2007       
|------------------------------------------------------------- | ------------------------------------------ | -----------
|                                                              |                                            |            
|Income                                                        |                                            |            
|                                                              | Interest income                            | $    14,398
|                                                              | Other income                               | 252,765    
|                                                              | 267,163                                    | 128,467    
|                                                              |                                            |            
|Share of income (loss) from Operating 
  Partnerships(Note D) | 2,093,133                                  | 1,476,030  
|                                                              |                                            |            
|Expenses                                                      |                                            |            
|                                                              |                                            |            
|                                                              | Professional Fees                          | 243,906    
|                                                              | Partnership management fee (Note C)        | 725,636    
|                                                              | Amortization                               | 26,093     
|                                                              | General and administrative expenses        | 114,456    
|                                                              | 1,110,091                                  | 1,231,110  
|                                                              |                                            |            
|NET INCOME (LOSS)                                             | $1,250,205                                 | $373,387   
|                                                              |                                            |            
|                                                              | Net income(loss) allocated to assignees    | $1,237,702 
|                                                              |                                            |            
|                                                              | Net income(loss) allocated general partner | $12,503    
|                                                              |                                            |            
|                                                              | Net income(loss) per BAC                   | $.07       
|                                                              |                                            |            















The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,

(Unaudited)

Series 7



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $    1,611
|                                                              | Other income                               | 180,296   
|                                                              | 181,907                                    | 6,567     
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | 57,760                                     | 168,901   
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 15,315    
|                                                              | Partnership management fee (Note C)        | 4,308     
|                                                              | Amortization                               | -         
|                                                              | General and administrative expenses        | 9,256     
|                                                              | 28,879                                     | 37,066    
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $210,788                                   | $138,402  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $208,680  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $2,108    
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.20      
|                                                              |                                            |           





The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)

Series 9



|                                                              | 2008                                       | 2007       
|------------------------------------------------------------- | ------------------------------------------ | -----------
|                                                              |                                            |            
|Income                                                        |                                            |            
|                                                              | Interest income                            | $     2,050
|                                                              | Other income                               | 1,367      
|                                                              | 3,417                                      | 8,097      
|                                                              |                                            |            
|Share of income (loss) from Operating 
  Partnerships(Note D) | 337,054                                    | 134,647    
|                                                              |                                            |            
|Expenses                                                      |                                            |            
|                                                              |                                            |            
|                                                              | Professional Fees                          | 39,382     
|                                                              | Partnership management fee (Note C)        | 90,166     
|                                                              | Amortization                               | 290        
|                                                              | General and administrative expenses        | 20,575     
|                                                              | 150,413                                    | 262,210    
|                                                              |                                            |            
|NET INCOME (LOSS)                                             | $190,058                                   | $(119,466) 
|                                                              |                                            |            
|                                                              | Net income(loss) allocated to assignees    | $188,157   
|                                                              |                                            |            
|                                                              | Net income(loss) allocated general partner | $1,901     
|                                                              |                                            |            
|                                                              | Net income(loss) per BAC                   | $.05       
|                                                              |                                            |            

The accompanying notes are an integral part of this statement



























Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)Series 10



|                                                              | 2008                                       | 2007       
|------------------------------------------------------------- | ------------------------------------------ | -----------
|                                                              |                                            |            
|Income                                                        |                                            |            
|                                                              | Interest income                            | $     1,924
|                                                              | Other income                               | 52,245     
|                                                              | 54,169                                     | 56,024     
|                                                              |                                            |            
|Share of income (loss) from Operating 
  Partnerships(Note D) | 70,895                                     | 322,386    
|                                                              |                                            |            
|Expenses                                                      |                                            |            
|                                                              |                                            |            
|                                                              | Professional Fees                          | 37,018     
|                                                              | Partnership management fee (Note C)        | 82,875     
|                                                              | Amortization                               | 1,545      
|                                                              | General and administrative expenses        | 15,873     
|                                                              | 137,311                                    | 91,632     
|                                                              |                                            |            
|NET INCOME (LOSS)                                             | $(12,247)                                  | $286,778   
|                                                              |                                            |            
|                                                              | Net income(loss) allocated to assignees    | $(12,125)  
|                                                              |                                            |            
|                                                              | Net income(loss) allocated general partner | $(122)     
|                                                              |                                            |            
|                                                              | Net income(loss) per BAC                   | $(.00)     
|                                                              |                                            |            



The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)Series 11



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $    1,720
|                                                              | Other income                               | 211       
|                                                              | 1,931                                      | 19,491    
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | 265,682                                    | 856,210   
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 34,133    
|                                                              | Partnership management fee (Note C)        | 123,116   
|                                                              | Amortization                               | 1,136     
|                                                              | General and administrative expenses        | 15,454    
|                                                              | 173,839                                    | 191,602   
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $93,774                                    | $684,099  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $92,836   
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $938      
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.04      
|                                                              |                                            |           

The accompanying notes are an integral part of this statement















Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)Series 12



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $    1,519
|                                                              | Other income                               | 7,168     
|                                                              | 8,687                                      | 17,886    
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | 730,856                                    | 64,650    
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 45,142    
|                                                              | Partnership management fee (Note C)        | 93,472    
|                                                              | Amortization                               | 6,993     
|                                                              | General and administrative expenses        | 18,799    
|                                                              | 164,406                                    | 180,465   
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $575,137                                   | $(97,929) 
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $569,386  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $5,751    
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.19      
|                                                              |                                            |           

The accompanying notes are an integral part of this statement





















Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF OPERATIONS
Nine Months Ended December 31,
(Unaudited)Series 14



|                                                              | 2008                                       | 2007      
|------------------------------------------------------------- | ------------------------------------------ | ----------
|                                                              |                                            |           
|Income                                                        |                                            |           
|                                                              | Interest income                            | $    5,574
|                                                              | Other income                               | 11,478    
|                                                              | 17,052                                     | 20,402    
|                                                              |                                            |           
|Share of income (loss) from Operating 
  Partnerships(Note D) | 630,886                                    | (70,764)  
|                                                              |                                            |           
|Expenses                                                      |                                            |           
|                                                              |                                            |           
|                                                              | Professional Fees                          | 72,916    
|                                                              | Partnership management fee (Note C)        | 331,699   
|                                                              | Amortization                               | 16,129    
|                                                              | General and administrative expenses        | 34,499    
|                                                              | 455,243                                    | 468,135   
|                                                              |                                            |           
|NET INCOME (LOSS)                                             | $192,695                                   | $(518,497)
|                                                              |                                            |           
|                                                              | Net income(loss) allocated to assignees    | $190,768  
|                                                              |                                            |           
|                                                              | Net income(loss) allocated general partner | $1,927    
|                                                              |                                            |           
|                                                              | Net income(loss) per BAC                   | $.03      
|                                                              |                                            |           

The accompanying notes are an integral part of this statement













Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Nine Months Ended December 31, 
(Unaudited)



|                                                   | Assignees     | GeneralPartner | Total         
|-------------------------------------------------- | ------------- | -------------- | --------------
|                                                   |               |                |               
|Partners' capital 
 (deficit)
  April 1, 2008      | $(20,642,748) | $ (1,777,239)  | $ (22,419,987)
|                                                   |               |                |               
|Net income (loss)                                  | 1,237,702     | 12,503         | 1,250,205     
|                                                   |               |                |               
|Partners' capital 
 (deficit),
  December 31, 2008 | $(19,405,046) | $(1,764,736)   | $ (21,169,782)
|                                                   |               |                |               

The accompanying notes are an integral part of this statement







Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31,
(Unaudited)



|                                                  | Assignees    | GeneralPartner | Total       
|------------------------------------------------- | ------------ | -------------- | ------------
|Series7                                           |              |                |             
|Partners' capital 
 (deficit)
  April 1, 2008     | $   (93,423) | $   (89,424)   | $  (182,847)
|                                                 
|Net income (loss)                                 | 208,680      | 2,108          | 210,788     
|                                                  |              |                |             
|Partners' capital 
 (deficit)
  December 31, 2008 | $115,257     | $(87,316)      | $27,941     
|                                                  |             
|Series9                                           |              |                |             
|Partners' capital 
 (deficit)
  April 1, 2008     | $(5,770,788) | $ (396,511)    | $(6,167,299)
|                                                 
|Net income (loss)                                 | 188,157      | 1,901          | 190,058     
|                                                  |              |                |             
|Partners' capital 
 (deficit)
  December 31, 2008 | $(5,582,631) | $(394,610)     | $(5,977,241)
|                                                  |              |                |             















The accompanying notes are an integral part of these statements.

























Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31,
(Unaudited)



|                                                  | Assignees     | GeneralPartner | Total        
|------------------------------------------------- | ------------- | -------------- | -------------
|Series 10                                         |               |                |              
|Partners' capital 
 (deficit)
  April 1, 2008     | $ (2,409,859) | $ (221,224)    | $ (2,631,083)
|                                                 
|Net income (loss)                                 | (12,125)      | (122)          | (12,247)     
|                                                  |               |                |              
|Partners' capital 
 (deficit)
  December 31, 2008 | $(2,421,984)  | $(221,346)     | $(2,643,330) 
|                                                 
|Series 11                                         |               |                |              
|Partners' capital 
 (deficit)
  April 1, 2008     | $ (1,363,535) | $ (230,627)    | $ (1,594,162)
|                                                 
|Net income (loss)                                 | 92,836        | 938            | 93,774       
|                                                  |               |                |              
|Partners' capital 
 (deficit)
  December 31, 2008 | $(1,270,699)  | $(229,689)     | $(1,500,388) 
|                                                  |               |                |              

The accompanying notes are an integral part of this statement















Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
Nine Months Ended December 31,
(Unaudited)



|                                                  | Assignees    | GeneralPartner | Total       
|------------------------------------------------- | ------------ | -------------- | ------------
|Series 12                                         |              |                |             
|Partners' capital 
 (deficit)
  April 1, 2008     | $(3,777,475) | $  (291,824)   | $(4,069,299)
|                                                 
|Net income (loss)                                 | 569,386      | 5,751          | 575,137     
|                                                  |              |                |             
|Partners' capital 
 (deficit)
  December 31, 2008 | $(3,208,089) | $(286,073)     | $(3,494,162)
|                                                  |              |                |             
|Series 14                                         |              |                |             
|Partners' capital 
 (deficit)
  April 1, 2008     | $(7,227,668) | $  (547,629)   | $(7,775,297)
|                                                 
|Net income (loss)                                 | 190,768      | 1,927          | 192,695     
|                                                  |              |                |             
|Partners' capital 
 (deficit)
  December 31, 2008 | $(7,036,900) | $(545,702)     | $(7,582,602)
|                                                  |              |                |             

The accompanying notes are an integral part of this statement







Boston Capital Tax Credit Fund II Limited PartnershipSTATEMENTS OF CASH FLOWSNine Months Ended December 31,
(Unaudited)



|                                                                                                  | 2008         | 2007        
|------------------------------------------------------------------------------------------------- | ------------ | ------------
|Cash flows from operating activities:                                                             |              |             
|                                                                                                  |              |             
|Net Income(Loss)                                                                                  | $  1,250,205 | $    373,387
|Adjustments to reconcile net income
(loss) to net cash (used in) provided
by operating activities |              |             
|Distributions from Operating
        Partnerships                                                 | 40,587       | 66,148      
|Amortization                                                                                      | 26,093       | 26,093      
|Share of (Income)Loss from Operating
        Partnerships                                         | (2,093,133)  | (1,476,030) 
|Changes in assets and liabilities                                                                 |              |             
|(Decrease) Increase in accounts
        payable and accrued expenses                              | 83,341       | (5,000)     
|Decrease (Increase) in other assets                                                               | (1,562)      | 249,278     
|(Decrease) Increase in accounts
        payable affiliates                                        | (1,032,567)  | (1,568,033) 
|                                                                                                  |              |             
|Net cash (used in) provided by 
        operating activities                                      | (1,727,036)  | (2,334,157) 
|                                                                                                  |              |             
|                                                                                                  |              |             
|Cash flows from investing activities:                                                             |              |             
|                                                                                                  |              |             
|Proceeds from sale of operating
Limited Partnerships                                              | 2,319,553    | 1,587,986   
|                                                                                                  |              |             
|Net cash (used in) provided by
     investing activities                                          | 2,319,553    | 1,587,986   
|                                                                                                  |              |             
|INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                                          | 592,517      | (746,171)   
|                                                                                                  |              |             
|Cash and cash equivalents, beginning                                                              | 1,085,277    | 2,005,864   
|                                                                                                  |              |             
|Cash and cash equivalents, ending                                                                 | $1,677,794   | $1,259,693  

The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited PartnershipSTATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)Series 7





|                                                                                                  | 2008         | 2007        
|------------------------------------------------------------------------------------------------- | ------------ | ------------
|Cash flows from operating activities:                                                             |              |             
|                                                                                                  |              |             
|Net Income(Loss)                                                                                  | $    210,788 | $    138,402
|Adjustments to reconcile net income
(loss) to net cash (used in) provided
by operating activities |              |             
|Distributions from Operating
        Partnerships                                                 | -            | -           
|Amortization                                                                                      | -            | -           
|Share of (Income)Loss from Operating
        Partnerships                                         | (57,760)     | (168,901)   
|Changes in assets and liabilities                                                                 |              |             
|(Decrease) Increase in accounts
        payable and accrued expenses                              | (381)        | -           
|Decrease (Increase) in other assets                                                               | -            | 326,920     
|(Decrease) Increase in accounts
        payable affiliates                                        | (303,565)    | (496,120)   
|                                                                                                  |              |             
|Net cash (used in) provided by 
        operating activities                                      | (150,918)    | (199,699)   
|                                                                                                  |              |             
|                                                                                                  |              |             
|Cash flows from investing activities:                                                             |              |             
|                                                                                                  |              |             
|Proceeds from sale of operating
Limited Partnerships                                              | 57,760       | 168,901     
|                                                                                                  |              |             
|Net cash (used in) provided by
     investing activities                                          | 57,760       | 168,901     
|                                                                                                  |              |             
|INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                                          | (93,158)     | (30,798)    
|                                                                                                  |              |             
|Cash and cash equivalents, beginning                                                              | 157,566      | 187,030     
|                                                                                                  |              |             
|Cash and cash equivalents, ending                                                                 | $64,408      | $156,232    
|                                                                                                  |              |             

The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited PartnershipSTATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)Series 9



|                                                                                                  | 2008         | 2007       
|------------------------------------------------------------------------------------------------- | ------------ | -----------
|Cash flows from operating activities:                                                             |              |            
|                                                                                                  |              |            
|Net Income(Loss)                                                                                  | $    190,058 | $ (119,466)
|Adjustments to reconcile net income
(loss) to net cash (used in) provided
by operating activities |              |            
|Distributions from Operating
        Partnerships                                                 | -            | -          
|Amortization                                                                                      | 290          | 290        
|Share of (Income) Loss from Operating
        Partnerships                                        | (337,054)    | (134,647)  
|Changes in assets and liabilities                                                                 |              |            
|(Decrease) Increase in accounts
        payable and accrued expenses                              | 7,119        | -          
|Decrease (Increase) in other assets                                                               | -            | (10,908)   
|(Decrease) Increase in accounts
        payable affiliates                                        | (148,374)    | 176,811    
|                                                                                                  |              |            
|Net cash (used in) provided by 
        operating activities                                      | (287,961)    | (87,920)   
|                                                                                                  |              |            
|                                                                                                  |              |            
|Cash flows from investing activities:                                                             |              |            
|                                                                                                  |              |            
|Proceeds from sale of operating
Limited Partnerships                                              | 337,054      | 102,355    
|                                                                                                  |              |            
|Net cash (used in) provided by
     investing activities                                          | 337,054      | 102,355    
|                                                                                                  |              |            
|INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                                          | 49,093       | 14,435     
|                                                                                                  |              |            
|Cash and cash equivalents, beginning                                                              | 149,621      | 141,756    
|                                                                                                  |              |            
|Cash and cash equivalents, ending                                                                 | $198,714     | $156,191   
|                                                                                                  |              |            

The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited PartnershipSTATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)

Series 10



|                                                                                                  | 2008       | 2007        
|------------------------------------------------------------------------------------------------- | ---------- | ------------
|Cash flows from operating activities:                                                             |            |             
|                                                                                                  |            |             
|Net Income(Loss)                                                                                  | $ (12,247) | $    286,778
|Adjustments to reconcile net income
(loss) to net cash (used in) provided
by operating activities |            |             
|Distributions from Operating
        Partnerships                                                 | 9,101      | 13,020      
|Amortization                                                                                      | 1,545      | 1,545       
|Share of (Income)Loss from Operating
        Partnerships                                         | (70,895)   | (322,386)   
|Changes in assets and liabilities                                                                 |            |             
|(Decrease) Increase in accounts
        payable and accrued expenses                              | (381)      | -           
|Decrease (Increase) in other assets                                                               | -          | (23,498)    
|(Decrease) Increase in accounts
        payable affiliates                                        | (32,359)   | (401,090)   
|                                                                                                  |            |             
|Net cash (used in) provided by 
        operating activities                                      | (105,236)  | (445,631)   
|                                                                                                  |            |             
|                                                                                                  |            |             
|Cash flows from investing activities:                                                             |            |             
|                                                                                                  |            |             
|Proceeds from sale of operating
Limited Partnerships                                              | 73,720     | 336,814     
|                                                                                                  |            |             
|Net cash (used in) provided by
     investing activities                                          | 73,720     | 336,814     
|                                                                                                  |            |             
|INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                                          | (31,516)   | (108,817)   
|                                                                                                  |            |             
|Cash and cash equivalents, beginning                                                              | 152,374    | 312,676     
|                                                                                                  |            |             
|Cash and cash equivalents, ending                                                                 | $120,858   | $203,859    
|                                                                                                  |            |             

The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited PartnershipSTATEMENTS OF CASH FLOWS
Nine Months Ended December 31, 
(Unaudited)Series 11



|                                                                                                  | 2008        | 2007        
|------------------------------------------------------------------------------------------------- | ----------- | ------------
|Cash flows from operating activities:                                                             |             |             
|                                                                                                  |             |             
|Net Income(Loss)                                                                                  | $    93,774 | $    684,099
|Adjustments to reconcile net income
(loss) to net cash (used in) provided
by operating activities |             |             
|Distributions from Operating
        Partnerships                                                 | 10,262      | 14,680      
|Amortization                                                                                      | 1,136       | 1,136       
|Share of (Income)Loss from Operating
        Partnerships                                         | (265,682)   | (856,210)   
|Changes in assets and liabilities                                                                 |             |             
|(Decrease) Increase in accounts
        payable and accrued expenses                              | 31,599      | (5,000)     
|Decrease (Increase) in other assets                                                               | (1,562)     | (18,900)    
|(Decrease) Increase in accounts
        payable affiliates                                        | 87,951      | (689,840)   
|                                                                                                  |             |             
|Net cash (used in) provided by 
        operating activities                                      | (42,522)    | (870,035)   
|                                                                                                  |             |             
|                                                                                                  |             |             
|Cash flows from investing activities:                                                             |             |             
|                                                                                                  |             |             
|Proceeds from sale of operating
Limited Partnerships                                              | 403,389     | 808,417     
|                                                                                                  |             |             
|Net cash (used in) provided by
     investing activities                                          | 403,389     | 808,417     
|                                                                                                  |             |             
|INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                                          | 360,867     | (61,618)    
|                                                                                                  |             |             
|Cash and cash equivalents, beginning                                                              | 149,771     | 211,850     
|                                                                                                  |             |             
|Cash and cash equivalents, ending                                                                 | $510,638    | $150,232    
|                                                                                                  |             |             

The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited PartnershipSTATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)Series 12



|                                                                                                  | 2008       | 2007        
|------------------------------------------------------------------------------------------------- | ---------- | ------------
|Cash flows from operating activities:                                                             |            |             
|                                                                                                  |            |             
|Net Income(Loss)                                                                                  | $  575,137 | $   (97,929)
|Adjustments to reconcile net income
(loss) to net cash (used in) provided
by operating activities |            |             
|Distributions from Operating
        Partnerships                                                 | -          | -           
|Amortization                                                                                      | 6,993      | 6,993       
|Share of (Income) Loss from Operating
        Partnerships                                        | (730,856)  | (64,650)    
|Changes in assets and liabilities                                                                 |            |             
|(Decrease) Increase in accounts
        payable and accrued expenses                              | 31,599     | -           
|Decrease (Increase) in other assets                                                               | -          | (9,370)     
|(Decrease) Increase in accounts
        payable affiliates                                        | (416,163)  | (261,964)   
|                                                                                                  |            |             
|Net cash (used in) provided by 
        operating activities                                      | (533,290)  | (426,920)   
|                                                                                                  |            |             
|                                                                                                  |            |             
|Cash flows from investing activities:                                                             |            |             
|                                                                                                  |            |             
|Proceeds from sale of operating
Limited Partnerships                                              | 730,856    | 128,550     
|                                                                                                  |            |             
|Net cash (used in) provided by
     investing activities                                          | 730,856    | 128,550     
|                                                                                                  |            |             
|INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                                          | 197,566    | (298,370)   
|                                                                                                  |            |             
|Cash and cash equivalents, beginning                                                              | 105,077    | 502,693     
|                                                                                                  |            |             
|Cash and cash equivalents, ending                                                                 | $302,643   | $204,323    
|                                                                                                  |            |             

The accompanying notes are an integral part of this statement





Boston Capital Tax Credit Fund II Limited Partnership
STATEMENTS OF CASH FLOWS
Nine Months Ended December 31,
(Unaudited)Series 14



|                                                                                                  | 2008        | 2007       
|------------------------------------------------------------------------------------------------- | ----------- | -----------
|Cash flows from operating activities:                                                             |             |            
|                                                                                                  |             |            
|Net Income(Loss)                                                                                  | $   192,695 | $ (518,497)
|Adjustments to reconcile net income
(loss) to net cash (used in) provided
by operating activities |             |            
|Distributions from Operating
        Partnerships                                                 | 21,224      | 38,448     
|Amortization                                                                                      | 16,129      | 16,129     
|Share of (Income)Loss from Operating
        Partnerships                                         | (630,886)   | 70,764     
|Changes in assets and liabilities                                                                 |             |            
|(Decrease) Increase in accounts
        payable and accrued expenses                              | 13,786      | -          
|Decrease (Increase) in other assets                                                               | -           | (14,966)   
|(Decrease) Increase in accounts
        payable affiliates                                        | (220,057)   | 104,170    
|                                                                                                  |             |            
|Net cash (used in) provided by 
        operating activities                                      | (607,109)   | (303,952)  
|                                                                                                  |             |            
|                                                                                                  |             |            
|Cash flows from investing activities:                                                             |             |            
|                                                                                                  |             |            
|Proceeds from sale of operating
Limited Partnerships                                              | 716,774     | 42,949     
|                                                                                                  |             |            
|Net cash (used in) provided by
     investing activities                                          | 716,774     | 42,949     
|                                                                                                  |             |            
|INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                                          | 109,665     | (261,003)  
|                                                                                                  |             |            
|Cash and cash equivalents, beginning                                                              | 370,868     | 649,859    
|                                                                                                  |             |            
|Cash and cash equivalents, ending                                                                 | $480,533    | $388,856   
|                                                                                                  |             |            

The accompanying notes are an integral part of this statement









Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2008

(Unaudited)

NOTE A - ORGANIZATION

Boston Capital Tax Credit Fund II Limited Partnership (the "Partnership") was
formed under the laws of the State of Delaware as of September 28, 1989, for the purpose of acquiring, holding, and disposing of limited partnership interests in operating partnerships which will acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Partnerships"). Effective as of June 1, 2001 there was a restructuring, and as a result, the Partnership's general partner was reorganized as follows.  The general partner of the Partnership continues to be Boston Capital Associates II Limited Partnership, a Delaware limited partnership.  The general partner of the general partner is BCA Associates Limited Partnership, a Massachusetts limited partnership, whose sole general partner is C&M Management, Inc., a Massachusetts corporation and whose limited partners are Herbert F. Collins and John P. Manning.  Mr. Manning is the principal of Boston Capital Partners, Inc. The limited partner of the general partner is Capital Investment Holdings, a general partnership whose partners are certain officers and employees of Boston Capital Partners, Inc. and its affiliates. The assignor limited partner is BCTC II Assignor Corp., a Delaware corporation which is now wholly-owned by John P. Manning.

Pursuant to the Securities Act of 1933, the Partnership filed a Form S-11
Registration Statement with the Securities and Exchange Commission, effective
October 25, 1989, which covered the offering (the "Public Offering") of the
Partnership's beneficial assignee certificates ("BACs") representing
assignments of units of the beneficial interest of the limited partnership
interest of the assignor limited partner.  The Partnership registered
20,000,000 BACs at $10 per BAC for sale to the public in six series.  The
Partnership sold 1,036,100 of Series 7 BACs, 4,178,029 of Series 9 BACs,
2,428,925 of Series 10 BACs, 2,489,599 of Series 11 BACs, 2,972,795 of Series
12 BACs, and 5,574,290 of Series 14 BACs. The Partnership issued the
last BACs in Series 14 on January 27, 1992.  This concluded the Public
Offering of the Partnership.

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES

The condensed financial statements included herein as of December 31, 2008
and for the nine months then ended have been prepared by the Partnership, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission.  No BACs with respect to Series 8 and Series 13 were offered.  The Partnership accounts for its investments in Operating Partnerships using the equity method, whereby the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.



Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)



December 31, 2008

(Unaudited)

NOTE - B ACCOUNTING AND FINANCIAL REPORTING POLICIES - CONTINUED

Costs incurred by the Partnership in acquiring the investments in Operating Partnerships were capitalized to the investment account.  The Partnership's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations.  Such adjustments are of a normal recurring nature.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in the Partnership Annual Report on Form 10-K.

On July 1, 1995, the Partnership began amortizing unallocated acquisition
costs over 330 months from April 1, 1995.  As of December 31, 2008, the
Partnership has accumulated unallocated acquisition amortization totaling
$478,378. The breakdown of accumulated unallocated acquisition amortization
within the Partnership as of December 31, 2008 for Series 9, Series 10,
Series 11, Series 12, and Series 14 is $5,314, $28,328, $20,828, $128,200, and
$295,708, respectively.



NOTE C - RELATED PARTY TRANSACTIONS

The Partnership has entered into several transactions with various affiliates of the general partner, including Boston Capital Holdings, L.P. and Boston Capital Asset Management Limited Partnership, or BCAMLP, as follows:

Accounts payable - affiliates at December 31, 2008 and 2007 represents
accrued general and administrative expenses, accrued partnership management fees, and advances from an affiliate of the general partner, which are payable to Boston Capital Holdings, L.P. and Boston Capital Asset Management Limited
Partnership.

An annual partnership management fee based on .5 percent of the aggregate
cost of all apartment complexes owned by the Operating Partnerships has been
accrued to Boston Capital Asset Management Limited Partnership.  Since reporting fees collected by the series were added to reserves and not paid to Boston Capital Asset Management Limited Partnership, the amounts accrued are not net of reporting fees received.





Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

December 31, 2008

(Unaudited)

NOTE C - RELATED PARTY TRANSACTIONS (continued)

The partnership management fee accrued for the quarters ended December 31, 2008 and 2007 are as follows:



|          | 2008         | 2007       
|--------- | ------------ | -----------
|Series 7  | $          - | $     3,474
|Series 9  | 64,227       | 72,960     
|Series 10 | 29,148       | 39,086     
|Series 11 | 52,466       | 53,873     
|Series 12 | 41,572       | 49,662     
|Series 14 | 130,606      | 143,957    
|          |              |            
|          | $   318,019  | $   363,012

The partnership management fee paid for the quarters ended December 31, 2008 and 2007 are as follows:



|          | 2008         | 2007        
|--------- | ------------ | ------------
|Series 7  | $          - | $          -
|Series 9  | 325,000      | 25,000      
|Series 10 | 50,000       | 175,000     
|Series 11 | 50,000       | 50,000      
|Series 12 | 500,000      | 125,000     
|Series 14 | 575,000      | 75,000      
|          |              |             
|          | $  1,500,000 | $   450,000 



The partnership management fee paid for the nine months ended December 31, 2008 and 2007 are as follows:



|          | 2008         | 2007       
|--------- | ------------ | -----------
|Series 7  | $     22,687 | $   512,501
|Series 9  | 350,000      | 50,000     
|Series 10 | 125,000      | 524,512    
|Series 11 | 75,000       | 879,677    
|Series 12 | 550,000      | 349,835    
|Series 14 | 625,000      | 333,277    
|          |              |            
|          | $  1,747,687 | $ 2,649,802





Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)  
December 31, 2008

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS

At December 31, 2008 and 2007 the Partnership had limited partnership interests in 159 and 194 Operating Partnerships, respectively, which own apartment complexes. The number of Operating Partnerships in which the Partnership had limited partnership interests at December 31, 2008 and 2007 by series is as follows:



|          | 2008 | 2007
|--------- | ---- | ----
|Series 7  | -    | 3   
|Series 9  | 28   | 33  
|Series 10 | 18   | 24  
|Series 11 | 21   | 26  
|Series 12 | 27   | 33  
|Series 14 | 65   | 75  
|          |      |     
|          | 159  | 194 
|          |      |     



Under the terms of the Partnership's investment in each Operating Partnership, the Partnership is required to make capital contributions to the Operating Partnerships.  These contributions are payable in installments over several years upon each Operating Partnership achieving specified levels of construction and/or operations.

The contributions payable at December 31, 2008 and 2007 by series are as
follows:



|          | 2008     | 2007    
|--------- | -------- | --------
|Series 7  | $      - | $      -
|Series 9  | -        | -       
|Series 10 | -        | -       
|Series 11 | -        | 22,528  
|Series 12 | 9,241    | 11,405  
|Series 14 | 192,412  | 202,412 
|          |          |         
|          | $201,653 | $236,345
|          |          |         





Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)  
December 31, 2008

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS - Continued

During the nine months ended December 31, 2008 the Partnership disposed of thirty-one of the Operating Partnerships.  A summary of the dispositions by Series for December 31, 2008 is as follows:



|          | Operating Partnership Interest Transferred |  | Sale of Underlying Operating Partnership |  | Partnership Proceeds from Disposition |           | Gain/(Loss) on Disposition
|--------- | ------------------------------------------ |  | ---------------------------------------- |  | ------------------------------------- | --------- | --------------------------
|Series 7  | 3                                          |  | -                                        |  | $                                     | 57,760    |                           
|Series 9  | 4                                          |  | -                                        |  |                                       | 337,054   |                           
|Series 10 | 4                                          |  | -                                        |  |                                       | 73,720    |                           
|Series 11 | 4                                          |  | -                                        |  |                                       | 403,389   |                           
|Series 12 | 6                                          |  | -                                        |  |                                       | 730,856   |                           
|Series 14 | 10                                         |  | -                                        |  |                                       | 716,774   |                           
|Total     | 31                                         |  | -                                        |  | $                                     | 2,319,553 |                           



The gain (loss) described above is for financial statement purposes only.  There are significant differences between the equity method of accounting and the tax reporting of income and losses from operating partnership investments. The largest difference is the ability, for tax purposes, to deduct losses in excess of the Partnership's investment in the Operating Partnership.  As such, the amount of gain recognized for tax purposes may be significantly higher than the gain recorded in the financial statements.



Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)  
December 31, 2008

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS - Continued

During the nine months ended December 31, 2007 the Partnership disposed of thirty-three of the Operating Partnerships.  A summary of the dispositions by Series for December 31, 2007 is as follows:



|          | Operating Partnership Interest Transferred |  | Sale of Underlying Operating Partnership |  | Partnership Proceeds from Disposition |           | Gain/(Loss) on Disposition
|--------- | ------------------------------------------ |  | ---------------------------------------- |  | ------------------------------------- | --------- | --------------------------
|Series 7  | 2                                          |  | 2                                        |  | $                                     | 168,901   |                           
|Series 9  | 3                                          |  | 2                                        |  |                                       | 102,355   |                           
|Series 10 | 2                                          |  | 7                                        |  |                                       | 336,814   |                           
|Series 11 | -                                          |  | 8                                        |  |                                       | 808,417   |                           
|Series 12 | 1                                          |  | 3                                        |  |                                       | 128,550   |                           
|Series 14 | -                                          |  | 3                                        |  |                                       | 42,949    |                           
|Total     | 8                                          |  | 25                                       |  | $                                     | 1,587,986 |                           



Partnership proceeds from disposition does not include the following amounts recorded as receivable at December 31, 2007, $32,292 for Series 9, $86,338 for Series 10, $191,286 for Series 11, $5,872 for Series 12, and $24,746 for Series 14.

The gain (loss) described above is for financial statement purposes only.  There are significant differences between the equity method of accounting and the tax reporting of income and losses from operating partnership investments. The largest difference is the ability, for tax purposes, to deduct losses in excess of the Partnership's investment in the Operating Partnership.  As such, the amount of gain recognized for tax purposes may be significantly higher than the gain recorded in the financial statements.

The Partnership's fiscal year ends March 31 of each year, while all the Operating Partnerships' fiscal years are the calendar year. Pursuant to the provisions of each Operating Partnership Agreement, financial results for each of the Operating Partnerships are provided to the Partnership within 45 days after the close of each Operating Partnership's quarterly period. Accordingly, the current financial results available for the Operating Partnerships are for the nine months ended September 30, 2008.







Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2008

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,

(Unaudited)





|         | 2008                                                                         | 2007         
|-------- | ---------------------------------------------------------------------------- | -------------
|         |                                                                              |              
|Revenues |                                                                              |              
|         | Rental                                                                       | $  24,745,120
|         | Interest and other                                                           | 748,596      
|         | 25,493,716                                                                   | 30,011,922   
|         |                                                                              |              
|Expenses |                                                                              |              
|         | Interest                                                                     | 4,640,599    
|         | Depreciation and amortization                                                | 6,466,001    
|         | Operating expenses                                                           | 17,724,218   
|         | 28,830,818                                                                   | 33,749,245   
|         |                                                                              |              
|NET LOSS | $(3,337,102)                                                                 | $(3,737,323) 
|         |                                                                              |              
|         | Net loss allocated to Boston Capital Tax Credit Fund II Limited
Partnership* | $(3,303,731) 
|         |                                                                              |              
|         |                                                                              |              
|         | Net loss allocated to other partners                                         | $(33,371)    
|         |                                                                              |              

*Amounts include $3,077,311 and $3,439,988 for 2008 and 2007, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.











Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS

December 31, 2008

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,

(Unaudited)

Series7



|         | 2008                                                                         | 2007        
|-------- | ---------------------------------------------------------------------------- | ------------
|         |                                                                              |             
|Revenues |                                                                              |             
|         | Rental                                                                       | $          -
|         | Interest and other                                                           | -           
|         | -                                                                            | 506,707     
|         |                                                                              |             
|Expenses |                                                                              |             
|         | Interest                                                                     | -           
|         | Depreciation and amortization                                                | -           
|         | Operating expenses                                                           | -           
|         | -                                                                            | 667,415     
|         |                                                                              |             
|NET LOSS | $-                                                                           | $(160,708)  
|         |                                                                              |             
|         | Net loss allocated to Boston Capital Tax Credit Fund II Limited
Partnership* | $-          
|         |                                                                              |             
|         |                                                                              |             
|         | Net loss allocated to other partners                                         | $-          
|         |                                                                              |             

*Amounts include $0 and $159,101 for 2008 and 2007, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.









Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series9



|         | 2008                                                                         | 2007        
|-------- | ---------------------------------------------------------------------------- | ------------
|         |                                                                              |             
|Revenues |                                                                              |             
|         | Rental                                                                       | $  4,893,180
|         | Interest and other                                                           | 26,759      
|         | 4,919,939                                                                    | 5,541,233   
|         |                                                                              |             
|Expenses |                                                                              |             
|         | Interest                                                                     | 856,137     
|         | Depreciation and amortization                                                | 1,350,095   
|         | Operating expenses                                                           | 3,366,495   
|         | 5,572,727                                                                    | 6,271,388   
|         |                                                                              |             
|NET LOSS | $(652,788)                                                                   | $(730,155)  
|         |                                                                              |             
|         | Net loss allocated to Boston Capital Tax Credit Fund II Limited
Partnership* | $(646,260)  
|         |                                                                              |             
|         |                                                                              |             
|         | Net loss allocated to other partners                                         | $(6,528)    
|         |                                                                              |             

*Amounts include $646,260 and $722,853 for 2008 and 2007, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.











Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 10

|         | 2008                                                                         | 2007        
|-------- | ---------------------------------------------------------------------------- | ------------
|         |                                                                              |             
|Revenues |                                                                              |             
|         | Rental                                                                       | $  2,256,069
|         | Interest and other                                                           | 84,050      
|         | 2,340,119                                                                    | 3,208,333   
|         |                                                                              |             
|Expenses |                                                                              |             
|         | Interest                                                                     | 383,494     
|         | Depreciation and amortization                                                | 613,856     
|         | Operating expenses                                                           | 1,617,919   
|         | 2,615,269                                                                    | 3,724,386   
|         |                                                                              |             
|NET LOSS | $(275,150)                                                                   | $(516,053)  
|         |                                                                              |             
|         | Net loss allocated to Boston Capital Tax Credit Fund II Limited
Partnership* | $(272,398)  
|         |                                                                              |             
|         |                                                                              |             
|         | Net loss allocated to other partners                                         | $(2,752)    
|         |                                                                              |             

*Amounts include $269,573 and $506,391 for 2008 and 2007, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.





































Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 11



|         | 2008                                                                         | 2007        
|-------- | ---------------------------------------------------------------------------- | ------------
|         |                                                                              |             
|Revenues |                                                                              |             
|         | Rental                                                                       | $  4,094,734
|         | Interest and other                                                           | 185,441     
|         | 4,280,175                                                                    | 5,071,417   
|         |                                                                              |             
|Expenses |                                                                              |             
|         | Interest                                                                     | 693,272     
|         | Depreciation and amortization                                                | 1,008,723   
|         | Operating expenses                                                           | 2,862,906   
|         | 4,564,901                                                                    | 5,658,520   
|         |                                                                              |             
|NET LOSS | $(284,726)                                                                   | $(587,103)  
|         |                                                                              |             
|         | Net loss allocated to Boston Capital Tax Credit Fund II Limited
Partnership* | $(281,879)  
|         |                                                                              |             
|         |                                                                              |             
|         | Net loss allocated to other partners                                         | $(2,847)    
|         |                                                                              |             

*Amounts include $144,172 and $464,231 for 2008 and 2007, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.











Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 12

|         | 2008                                                                         | 2007        
|-------- | ---------------------------------------------------------------------------- | ------------
|         |                                                                              |             
|Revenues |                                                                              |             
|         | Rental                                                                       | $  2,991,110
|         | Interest and other                                                           | 150,550     
|         | 3,141,660                                                                    | 4,049,730   
|         |                                                                              |             
|Expenses |                                                                              |             
|         | Interest                                                                     | 675,062     
|         | Depreciation and amortization                                                | 601,180     
|         | Operating expenses                                                           | 2,403,239   
|         | 3,679,481                                                                    | 4,584,414   
|         |                                                                              |             
|NET LOSS | $(537,821)                                                                   | $(534,684)  
|         |                                                                              |             
|         | Net loss allocated to Boston Capital Tax Credit Fund II Limited
Partnership* | $(532,443)  
|         |                                                                              |             
|         |                                                                              |             
|         | Net loss allocated to other partners                                         | $(5,378)    
|         |                                                                              |             

*Amounts include $532,443 and $529,337 for 2008 and 2007, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.

































Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS
December 31, 2008
(Unaudited)
NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)
COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 14

|         | 2008                                                                         | 2007         
|-------- | ---------------------------------------------------------------------------- | -------------
|         |                                                                              |              
|Revenues |                                                                              |              
|         | Rental                                                                       | $  10,510,027
|         | Interest and other                                                           | 301,796      
|         | 10,811,823                                                                   | 11,634,502   
|         |                                                                              |              
|Expenses |                                                                              |              
|         | Interest                                                                     | 2,032,634    
|         | Depreciation and amortization                                                | 2,892,147    
|         | Operating expenses                                                           | 7,473,659    
|         | 12,398,440                                                                   | 12,843,122   
|         |                                                                              |              
|NET LOSS | $(1,586,617)                                                                 | $(1,208,620) 
|         |                                                                              |              
|         | Net loss allocated to Boston Capital Tax Credit Fund II Limited
Partnership* | $(1,570,751) 
|         |                                                                              |              
|         |                                                                              |              
|         | Net loss allocated to other partners                                         | $(15,866)    
|         |                                                                              |              

*Amounts include $1,484,863 and $1,058,075 for 2008 and 2007, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.





Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 2008
(Unaudited)

NOTE E - TAXABLE LOSS

The taxable loss for the calendar year ended December 31, 2008 is expected to differ from its loss for financial reporting purposes. This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods. No provision or benefit for income taxes has been included in these financial statements since taxable income or loss passes through to, and is reportable by, the partners and assignees individually.

NOTE F - SUBSEQUENT EVENT

As of the report date, the Partnership has entered into agreements to sell interests in seven Operating Partnerships.  The estimated sales price and other terms for the disposition of the Operating Partnerships have been determined.  The estimated proceeds to be received for these seven Operating Partnerships are $1,190,471.  The estimated gain on sales of the Operating Partnerships is $1,042,533, of which $1,042,533 is expected to be recognized in the first or third quarter of fiscal year 2010.

Item 2.   Management's Discussion and Analysis of Financial
               Condition and Results of Operations

This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements including our intentions, hopes, beliefs, expectations, strategies and predictions of our future activities, or other future events or conditions. These statements are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbors created by these acts. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including, for example, the factors identified in Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31, 2008. Although we believe that the assumptions underlying these forward-looking statements are reasonable, any of the assumptions could be inaccurate, and there can be no assurance that the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved.



Liquidity
The Partnership's primary source of funds was the proceeds of its Public Offering.  Other sources of liquidity include (i) interest earned on capital contributions unpaid for the nine months ended December 31, 2008 or on working capital reserves and (ii) cash distributions from operations of the Operating Partnerships in which the Partnership has invested.  These sources of liquidity, along with the Partnership's working capital reserve, are available to meet the obligations of the Partnership.  The Partnership does not anticipate significant cash distributions from operations of the Operating Partnerships.

The Partnership has recognized other income for the nine months ended December 31, 2008 in the amount of $252,765. Of which $178,826 represents a write-off of accounts payable due to an affiliate of the general partner for Series 7.  The remaining balance represents distributions received from Operating Partnerships, which the Partnership normally records as a decrease in the Investment in Operating Partnerships. Due to the equity method of accounting, the Partnership has recorded these distributions as other income.

The Partnership is currently accruing the partnership management fee.  Partnership management fees accrued during the quarter ended December 31, 2008 were $318,019 and total partnership management fees accrued as of December 31, 2008 were $24,327,277. During the quarter and nine months ended December 31, 2008 $1,500,000 and $1,747,687 of accrued partnership management fees was paid. Pursuant to the Partnership Agreement, these liabilities will be deferred until the Partnership receives proceeds from sales of the Operating Partnerships, which will be used to satisfy these liabilities.  The Partnership's working capital and sources of liquidity coupled with affiliated party liability accruals allow sufficient levels of liquidity to meet the third party obligations of the Partnership.  The Partnership is currently unaware of any trends that would create insufficient liquidity to meet future third party obligations of the Partnership.

As of December 31, 2008, an affiliate of the general partner of the Partnership advanced a total of $461,774 to the Partnership to pay some operating expenses of the Partnership, and to make advances and/or loans to Operating Partnerships. These advances are included in Accounts payable-affiliates.  During the quarter ended December 31, 2008 the Partnership did not receive any advances. Below is a summary, by series, of the total advances made to date.



|          | Current Quarter | Total   
|--------- | --------------- | --------
|Series 7  | $      -        | $36,467 
|Series 11 | -               | 99,461  
|Series 12 | -               | 153,188 
|Series 14 | -               | 172,658 
|          | $-              | $461,774
|          |                 |         

All payables to affiliates will be paid, without interest, from available cash flow or the proceeds of sales or refinancing of the Partnership's interests in Operating Partnerships.  During the nine months ended December 31, 2008, Series 7 paid $107,320 to an affiliate of the general partner and wrote-off the remaining balance of $178,826.

Capital Resources

The Partnership offered BACs in a Public Offering declared effective by the Securities and Exchange Commission on October 25, 1989.  The Partnership received and accepted subscriptions for $186,337,017 representing 18,679,738 BACs from investors admitted as BAC holders in Series 7 through Series 14 of the Partnership.

As of December 31, 2008 the Partnership had $1,677,794 remaining in cash and cash equivalents.  Below is a table, which provides, by series, the equity raised, number of BACs sold, final date BACs were offered, number of properties acquired, and cash and cash equivalents.

|Series | Equity       | BACs       | Final Close Date | Number of
Properties | Cash and Cash Equivalents
|------ | ------------ | ---------- | ---------------- | -------------------- | -------------------------
|7      | $ 10,361,000 | 1,036,100  | 12/29/89         | -                    | $    64,408              
|9      | 41,574,018   | 4,178,029  | 05/04/90         | 28                   | 198,714                  
|10     | 24,288,997   | 2,428,925  | 08/24/90         | 18                   | 120,858                  
|11     | 24,735,002   | 2,489,599  | 12/27/90         | 21                   | 510,638                  
|12     | 29,710,003   | 2,972,795  | 04/30/91         | 27                   | 302,643                  
|14     | 55,728,997   | 5,574,290  | 01/27/92         | 65                   | 480,533                  
|       |              |            |                  |                      |                          
|       | $186,398,017 | 18,679,738 |                  | 159                  | $1,677,794               
|       |              |            |                  |                      |                          

Reserve balances are remaining proceeds less outstanding capital contribution obligations, which have not been advanced or loaned to the Operating Partnerships.  The reserve balances for Series 7,9,10,11,12 and 14 as of December 31, 2008 are $64,408, $198,714, $120,858, $510,638, $293,402 and $288,121, respectively.

(Series 8)  No BACs with respect to Series 8 were offered.

(Series 13)  No BACs with respect to Series 13 were offered.













































Results of Operations

As of December 31, 2008 and 2007 the Partnership held limited partnership interests in 159 and 194 Operating Partnerships, respectively.  In each instance the apartment complex owned by the applicable Operating Partnership is eligible for the federal housing tax credit.  Initial occupancy of a unit in each apartment complex which initially complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the rent restriction test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to as "Qualified Occupancy."  Each of the Operating Partnerships and each of the respective apartment complexes are described more fully in the Prospectus or applicable report on Form 8-K.  The general partner believes that there is adequate casualty insurance on the properties.

The Partnership incurs an annual partnership management fee to the general partner of the Partnership and/or its affiliates in an amount equal to 0.5% of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of various partnership management and reporting fees paid by the Operating Partnerships. The partnership management fees incurred and the reporting fees paid by the Operating Partnerships for the three and nine months ended December 31, 2008 are as follows:

|          | 3 Months
Management Fee Net of Reporting Fee | 3 MonthsReporting Fee | 9 Months
Management Fee Net of Reporting Fee | 9 MonthsReporting Fee
|--------- | -------------------------------------------- | --------------------- | -------------------------------------------- | ---------------------
|Series 07 | (300)                                        | 300                   | 4,308                                        | 960                  
|Series 09 | (13,971)                                     | 78,198                | 90,166                                       | 111,460              
|Series 10 | 28,346                                       | 802                   | 82,875                                       | 9,766                
|Series 11 | 30,964                                       | 21,502                | 123,116                                      | 39,835               
|Series 12 | 27,452                                       | 14,120                | 93,472                                       | 40,365               
|Series 14 | 116,644                                      | 13,962                | 331,699                                      | 73,244               
|          | $ 189,135                                    | $ 128,884             | $ 725,636                                    | $ 275,630            



The Partnership's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested.  The Partnership's investments in Operating Partnerships have been made principally with a view towards realization of federal housing tax credits for allocation to its partners and BAC holders.



(Series 7)

As of December 31, 2007, the average Qualified Occupancy for the series was 100%.  The series did not have any properties as of December 31, 2008.

For the periods ended December 31, 2008 and 2007, Series 7 reflects net loss from Operating Partnerships of $0 and $(160,708), respectively, which includes depreciation and amortization of $0 and $72,625, respectively. This is an interim period estimate; it is not indicative of the final year end results.

In July 2007, the investment general partner entered into an agreement to transfer its interest in Deer Hill II Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,431,974 and cash proceeds to the investment partnership of $140,000.  Of the total proceeds received, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $132,500 will be returned to cash reserves held by Series 7.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $132,500 as of August 31, 2007.

In August 2007, the investment general partner entered into an agreement to transfer its interest in Oakview Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,092,000 and cash proceeds to the investment limited partners of $32,760.  Of the total proceeds received, $1,130 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,579 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $24,051 will be returned to cash reserves held by the investment limited partnership.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $24,051 as of August 31, 2007.

In July 2007, the investment general partner entered into an agreement to transfer its interest in Westwood Square Apartments Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,363,362 and cash proceeds to the investment partnerships of Series 7 and Series 9 of $15,200 and $24,800, respectively.  Of the total proceeds received, $2,850 and $4,650, respectively, were paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $12,350 and $20,150 for Series 7 and Series 9, respectively, will be returned to cash reserves held by Series 7 and Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnerships' investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $12,350 and $20,150 for Series 7 and Series 9, respectively, as of August 31, 2007.

In December 2006, the investment general partner transferred the interest of Boston Capital Tax Credit Fund I LP Series 6 and Series 7 in Hillandale Commons Limited Partnership to an entity affiliated with the operating general partner, for its assumption of the outstanding mortgage balance and cash proceeds of $863,000.  In accordance with Agreement of Purchase and Sale an initial payment of $67,200 and $52,800 was paid in December 2006 and an outstanding note payable of $416,080 and $326,920 was paid in July 2007 to Series 6 and Series 7, respectively. Of the gross proceeds received, $16,800 and $13,200 represent reporting fees due to an affiliate, and $4,200 and $3,300 was paid to BCAMLP for expenses of the sale, which includes third party legal costs, for Series 6 and Series 7, respectively.  Of the remaining proceeds, $462,280 and $363,220 for Series 6 and Series 7, respectively, will be returned to cash reserves.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid partnership management fees, and accrued but unpaid expenses of the investment limited partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnerships' investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. The sale proceeds, previously recorded as receivable, in the amount of $416,080 and $326,920 for Series 6 and Series 7, respectively, were received as of July 31, 2007.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the expense and overhead reimbursement, has been recorded in the amount of $462,280 and $363,220, for Series 6 and Series 7, respectively, as of December 31, 2006.



In November 2006, the investment general partner transferred 50% of its interest in Creekside Apartments, a Pennsylvania limited partnership to an entity affiliated with the operating general partner for its assumption of half the outstanding mortgage balance of approximately $622,287 and cash proceeds to the investment limited partner of $6,821. Of the proceeds received, $3,071 represented reporting fees due to an affiliate of the investment limited partnership and $3,750 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs. No proceeds were returned to the cash reserves held by Series 7.  In December 2007, the investment general partner transferred its remaining 50% investment limited partner interest in the Operating Partnership to an entity affiliated with the operating general partner for its assumption of the remaining half the outstanding mortgage balance of approximately $620,109 and cash proceeds to the investment limited partner of $6,821.  Of the total proceeds received, $3,071 represents reporting fees due to an affiliate of the investment limited partnership and $3,750 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs. No proceeds were returned to the cash reserves held by Series 7. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partner investment in the Operating Partnership to zero.  Accordingly, no gain or loss on the partial transfer of the investment limited partner interest has been recorded.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Briarwood Apartments, LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $601,350 and cash proceeds to the investment partnership of $25,680.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $20,680 will be returned to cash reserves held by Series 7.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $20,680 as of September 30, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Lebanon Properties II LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $555,337 and cash proceeds to the investment partnership of $25,680.    Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $20,680 will be returned to cash reserves held by Series 7.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $20,680 as of September 30, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Oak Grove Estates LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $466,923 and cash proceeds to the investment partnership of $21,400.    Of the total proceeds received,  $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $16,400 will be returned to cash reserves held by Series 7.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $16,400 as of September 30, 2008.

(Series 9)

As of December 31, 2008 and 2007, the average Qualified Occupancy for the series was 99.9%.  The series had a total of 28 properties at December 31, 2008, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2008 and 2007, Series 9 reflects loss from Operating Partnerships of $(652,788) and $(730,155), respectively, which includes depreciation and amortization of $1,350,095 and $1,364,836, respectively. This is an interim period estimate; it is not indicative of the final year end results.

Blanco Seniors Apartments Ltd (Blanco Seniors Apartments) is a 20-unit elderly development located in Blanco, Texas.  Despite occupancy averaging 99% in 2007, the property operated below breakeven due to insufficient rental rates.  Operating expenses declined approximately $122 per unit from 2006 to 2007.  Additionally, the accounts payable balance was paid down throughout the year.  The operating general partner has not been able to implement a rent increase because the elderly tenants have limited income and an increase would cause additional turnover and vacancy loss.  Occupancy has remained strong averaging 99% for 2008.  Management anticipates the complex will breakeven for the year.  The investment general partner will continue to monitor the property's operations and implementation of future rent increase(s), if any.  The operating general partner continues to fund deficits as the guarantee is unlimited in time and amount.  All real estate tax, mortgage, and insurance payments are current.

In August 2007, the investment general partner entered into an agreement to transfer its interest in Brooklyn Limited to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,079,144 and cash proceeds to the investment limited partners of $32,374.  Of the total proceeds received, $7,579 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $24,795 will be returned to cash reserves held by the investment limited partnership.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $24,795 as of August 31, 2007.

In May 2007, the investment general partner of School Street II LP approved an agreement to sell the property and the transaction closed on July 10, 2007. The sales price of the property was $875,000, which includes the outstanding mortgage balance of approximately $625,716. After the payment of all costs related to the sale of the property, including the brokerage commission, legal fees, satisfaction of the outstanding mortgage balance, and repayment of previous advances to the operating general partner in accordance with the Operating Partnership agreement, cash proceeds to the investment limited partner were $0. As part of the purchase agreement, the buyer was required to maintain the property as affordable housing through the end of the tax credit compliance period which ended December 31, 2007. In addition, the operating general partner has provided a recapture bond on behalf of the investment limited partner to avoid the recapture of the tax credits that have been taken. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, no gain on the sale of the Operating Partnership was been recorded.



Fountain Green Apartments, Limited (Fountain Green Apartments) is a 24-unit property located in Crestview, FL.  The property's operations were strong in 2007, with an average occupancy of 94%.  Through the fourth quarter of 2008, occupancy has averaged 94% and the property continues to operate above breakeven. All insurance, real estate taxes, and mortgage payments are current.  Tax credit delivery ended in 2002 and the compliance period expired in 2007.

In July 2007, the investment general partner entered into an agreement to transfer its interest in Westwood Square Apartments Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,363,362 and cash proceeds to the investment partnerships of Series 7 and Series 9 of $15,200 and $24,800, respectively.  Of the total proceeds received, $2,850 and $4,650, respectively, was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $12,350 and $20,150 for Series 7 and Series 9, respectively, will be returned to cash reserves held by Series 7 and Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnerships' investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $12,350 and $20,150 for Series 7 and Series 9, respectively, as of August 31, 2007.

Glenwood Hotel Investors (Glenwood Hotel) is a 36-unit single room occupancy development, located in Porterville, CA. Average physical occupancy remained strong and stable at 97% in 2007. Despite the strong average occupancy in 2007 the property continued to operate below breakeven due to low rental rates. Through the third quarter, average physical occupancy was strong and stable at 98%. However, despite strong occupancy, this property is not able to breakeven. To maintain a high occupancy level and to be competitive in the market, the management feels it is necessary to keep rental rates low. The management agent continues to market the available units to the housing authority, as well as performing various outreach efforts to attract qualified residents and to maintain high occupancy levels.  The operating general partner continues to support the Operating Partnership financially. The operating general partner funded an operating deficit of $20,804 in 2007. The mortgage, insurance and payables are current. The tax credit compliance period for this Operating Partnership ended on December 31, 2005.

In June 2007, the investment general partner transferred the investment partnership's interest in Twin Oaks Associates Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,110,415 and cash proceeds to the investment partnership of $43,873.  Of the total proceeds received $2,550 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $33,823 will be returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expense reimbursement, has been recorded in the amount of $33,823 as of June 30, 2007.

In June 2007, the investment general partner transferred the investment partnership's interest in Old Stage Road Associates Limited to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,225,662 and cash proceeds to the investment partnership of $31,999.  Of the total proceeds received, $912 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $23,587 will be returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expense reimbursement, has been recorded in the amount of $23,587 as of June 30, 2007.

In June 2007, the investment general partner of Grand Princess Manor Limited Partnership approved an agreement to sell the property and the transaction is anticipated to close in December 2009.  The anticipated sales price for the property is $1,638,630, which includes the outstanding mortgage balance of approximately $1,453,630 and cash proceeds to the investment partnership of $140,000.  Of the total proceeds anticipated to be received, $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $125,000 are anticipated to be returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

In June 2007, the investment general partner of Grand Princess Villas Limited Partnership approved an agreement to sell the property and the transaction is anticipated to close in December 2009.  The anticipated sales price for the property is $1,637,660, which includes the outstanding mortgage balance of approximately $1,452,660 and cash proceeds to the investment partnership of $140,000.  Of the total proceeds anticipated to be received, $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $125,000 are anticipated to be returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

In January 2008, the investment general partner transferred its interest in Rainbow Garden Apartments Limited to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,168,553 and cash proceeds to the investment partnership of $42,068. Of the total proceeds received, $1,517 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $15,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $25,551 will be returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expense reimbursement, has been recorded in the amount of $25,551 as of March 31, 2008.

In December 2007, the investment general partner of Series 9 entered into an agreement to transfer 99% of its interest in Haines City Apartments Limited to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,374,226 and cash proceeds to the investment partnership of $48,000.  Of the total proceeds received, $8,208 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $32,292 was returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expense reimbursement, has been recorded in the amount of $32,292 as of December 31, 2007. The transfer of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008. The sale of the remaining 1% investment partnership interest in the Operating Partnership closed in December 2008 for the purchaser's assumption of the outstanding mortgage balance of approximately $13,881 and cash proceeds of $10,000. The remaining proceeds of $10,000 will be be returned to cash reserves held by Series 9.

In December 2007, the investment general partner of Westside Associates Limited Partnership approved an agreement to sell the property. The transaction was anticipated to close in February 2008; however, the buyer was unable to consummate the sale and the agreement expired in February 2008. The Operating Partnership's 15-year low income housing tax credit compliance period expired on December 31, 2004.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

In September 2007, the investment general partner of Blakely Properties LP approved an agreement to sell the property and the transaction closed on September 26, 2008.  The sales price for the property was $1,495,446, which includes the outstanding mortgage balance of approximately $993,951 and cash proceeds to the investment limited partner of $294,000.  Of the total proceeds received, $18,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds,  $7,500 was paid to BCAMLP for expenses related to the sale, which include third party legal costs.  The remaining proceeds from the sale of $268,500 will be returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $268,500 as of September 30, 2008.

In October 2008, the investment general partner of Boston Capital Tax Credit Fund I - Series 6 and Series 9, respectively, entered into an agreement to transfer its interest in Hacienda Villa Associates LP to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $5,943,874 and cash proceeds to the investment limited partnerships of $103,200 and $111,800 to Series 6 and Series 9, respectively.  Of the total proceeds received, $47,520 and $51,480 to Series 6 and Series 9, respectively, represents reporting fees due to an affiliate of the investment partnerships and the balance represents proceeds from the transfer.  Of the remaining proceeds, $12,000 and $13,000 from Series 6 and Series 9, respectively, was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $43,680 and $47,320 will be returned to cash reserves held by Series 6 and Series 9, respectively.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expense reimbursement, has been recorded in the amount of $43,680 and $47,320 to Series 6 and Series 9, respectively, as of December 31, 2008.

In December 2008, the investment general partner of Putney First entered into an agreement to transfer its interest to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,381,477 and cash proceeds to the investment limited partner of $41,444.  Of the total proceeds received, $22,710 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer.  Of the remaining proceeds, $7,500 will be paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $11,234 will be returned to cash reserves held by Series 9.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $11,324 as of December 31, 2008.

(Series 10)

As of December 31, 2008 and 2007, the average Qualified Occupancy for the series was 100%.  The series had a total of 18 properties at December 31, 2008, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2008 and 2007, Series 10 reflects net loss from Operating Partnerships of $(275,150) and $(516,053), respectively, which includes depreciation and amortization of $613,856 and $921,936, respectively. This is an interim period estimate; it is not indicative of the final year end results.

Stratford Square LP (Stratford Square Apartments) is a 24-unit elderly community located in Brundidge, Alabama.  Historically, the property has operated with high occupancy and has been able to generate cash flow. After a poor 2006 performance, operations improved to above breakeven in 2007 with occupancy averaging 94%. The property continues to operate well in 2008, averaging 93% occupancy year to date. All mortgage, tax and insurance payments are current. The operating deficit guarantee is unlimited in time and amount. On December 31, 2007, the 15-year low income housing tax credit compliance period expired with respect to Stratford Square Apartments.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

In the fourth quarter of 2006, the investment general partner of Dallas Apartments II approved an agreement to sell the property and the transaction closed on April 25, 2007.  The sales price for the property was $1,695,800, which includes the outstanding mortgage balance of approximately $1,387,536 and cash proceeds to the investment partnership of $76,998, $14,876, and $62,122 for Series 10, Series 11, and Series 12, respectively.  Of the total proceeds received, $5,000, $966, and $4,034 for Series 10, Series 11, and Series 12, respectively, represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds received, $3,750, $725, and $3,025 for Series 10, Series 11, and Series 12, respectively, was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $68,248, $13,185, and $55,063, for Series 10, Series 11, and Series 12, respectively, will be returned to cash reserves.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $68,248, $13,185, and $55,063, for Series 10, Series 11, and Series 12, respectively, as of June 30, 2007.  On August 21, 2007, additional sale proceeds of $3,036 were received after the liquidation of the Operating Partnership was finalized. **The additional proceeds of $1,518, $293 and $1,225 for Series 10, 11, and 12, respectively, were recorded as a gain on the transfer of the Operating Partnership and were returned to the cash reserves as of September 30, 2007**.

In the fourth quarter of 2006, the investment general partner of Newnan Apartments II LP approved an agreement to sell the property and the transaction closed on April 25, 2007. The sales price for the property was $2,190,000, which includes the outstanding mortgage balance of approximately $1,784,003 and cash proceeds to the investment partnership of $102,514, $28,212, and $74,302, for Series 10, Series 11, and Series 12, respectively.  Of the total proceeds received, $2,500, $688, and $1,812, for Series 10, Series 11, and Series 12, respectively, represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds received, $3,750, $1,032, and $2,718, for Series 10, Series 11, and Series 12, respectively, was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $96,264, $26,492, and $69,772, for Series 10, Series 11, and Series 12, respectively, will be returned to cash reserves.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. The remaining proceeds from the sale of $96,264, $26,492, and $69,772, for Series 10, Series 11, and Series 12, respectively, which were applied against the remaining balance in the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  As a result, no gain or loss on the transfer of the Operating Partnership was recorded as of June 30, 2007.  On August 21, 2007, additional sale proceeds of $6,875 were received after the liquidation of the Operating Partnership was finalized. **The additional proceeds of $3,438, $947 and $2,490 for Series 10, 11, and 12, respectively, were recorded as a gain on the transfer of the Operating Partnership and were returned to the cash reserves as of September 30, 2007**.

Great Falls Properties Limited Partnership(Melrose Lane Apartments) is a 24-unit family development located in Great Falls, SC.  The property continues to compete against other affordable housing developments in the area that offer rental assistance.  The market area remains soft due to loss of industry.  As a result, management struggles to maintain occupancy levels at or above 90%.  In 2007 and 2008, occupancy averaged 89% and 86%, respectively.  The property continues to operate below breakeven status.  Management has made several unsuccessful attempts to gain a reduction in the real estate taxes or a tax abatement for the property.  Additionally, management has worked with the State to obtain project-based Section 8 subsidies; however, to date, no awards have been made. An approved workout plan is in effect to replenish the replacement reserve account, which continues to be substantially under-funded.  All insurance, real estate tax and mortgage payments are current.  To date the operating general partner has funded the operating deficit by accruing management fees due to an affiliated company combined with cash advances totaling $18,278.  On December 31, 2007, the 15-year low income housing tax credit compliance period expired with respect to Great Falls Properties Limited Partnership.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

In October 2008, the investment general partner of Great Falls Properties LP approved an agreement to sell the property and the transaction is anticipated to close in April 2009.  The anticipated sales price for the property is $957,441, which includes the outstanding mortgage balance of approximately $857,441 and cash proceeds to the investment limited partners of $62,611.  Of the total proceeds anticipated to be received, $14,048 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, it is anticipated that $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds of $33,563 are anticipated to be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

In November 2005, the investment general partner of Briarwood of Middleburg Limited Partnership approved an agreement to sell the property and the transaction closed on November 2, 2007.  The sales price of the property was $1,524,779, which includes the outstanding mortgage balance of approximately $1,439,571 and cash proceeds to the investment limited partner of $28,952.  Of the total proceeds received, $9,000 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $19,952 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $19,952 as of December 31, 2007.

In July 2006, the investment general partner of Morgantown Properties Limited approved an agreement to sell the property and the transaction closed on May 30, 2007.  The sales price of the property was $956,492, which includes the outstanding mortgage balance of approximately $750,000 and cash proceeds to the investment partnership of $135,000.  Of the total proceeds received, $11,250 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $116,250 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  In addition to the $135,000 of sales proceeds received by the investment partnership, BCAMLP has agreed to write down $25,500 of accrued but unpaid asset management fees.  The investment partnership was originally scheduled to receive $160,500 from the sale of Morgantown.  However, due to an appraisal which valued the property significantly below the mortgage balance, the investment partnership agreed to receive reduced proceeds totaling $135,000 in order for the sale to occur.  Proceeds to the investment limited partnership of $135,000 and a write down of $25,500 will have the same effect on the investment partnership as if the investment partnership received the original proceeds of $160,500. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $116,250 as of June 30, 2007.

In June 2007, the investment general partner transferred the investment partnership's interest in Cloverleaf Associates Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $830,406 and cash proceeds to the investment partnership of $36,595.  Of the total proceeds received, $10,628 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $18,467 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $18,467 as of June 30, 2007.

In June 2007, the investment general partner transferred the investment partnership's interest in Cloverleaf Associates, Phase II Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $844,558 and cash proceeds to the investment partnership of $33,177.  Of the total proceeds received, $13,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $12,677 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $12,677 as of June 30, 2007.

In November 2007, the investment general partner entered into an agreement to transfer its interest in Baytree Associates, Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $928,758 and cash proceeds to the investment limited partner of $43,595.  Of the total proceeds to be received, $8,009 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs.  The remaining proceeds of $28,086 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $28,086 as of December 31, 2007. The transfer of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In November 2007, the investment general partner entered into an agreement to transfer its interest in Benchmark Associates, Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,079,731 and cash proceeds to the investment limited partner of $57,614.  Of the total proceeds to be received, $8,483 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs.  The remaining proceeds of $41,631 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $41,631 as of December 31, 2007. The transfer of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In November 2007, the investment general partner entered into an agreement to transfer its interest in Longview Associates Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $845,762 and cash proceeds to the investment limited partner of $31,127.  Of the total proceeds to be received, $7,006 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs.  The remaining proceeds of $16,621 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $16,621 as of December 31, 2007. The transfer of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In January 2008, the investment general partner transferred its interest in Pine View Apartments RRH, Limited to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $929,798 and cash proceeds to the investment partnership of $37,192. Of the total proceeds received, $8,160 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $15,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $14,032 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $14,032 as of March 31, 2008.

In January 2008, the investment general partner transferred its interest in Charlton Court of Folkston to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,158,800 and cash proceeds to the investment partnership of $46,352. Of the total proceeds received, $1,495 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $15,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $29,857 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $29,857 as of March 31, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Ironton Estates LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $596,371 and cash proceeds to the investment partnership of $25,680.  Of the total proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $20,680 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $20,680 as of September 30, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Stockton Estates, LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $427,070 and cash proceeds to the investment partnership of $12,840.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $7,840 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $7,840 as of September 30, 2008.

In July 2008, the investment general partner entered into an agreement to transfer its interest in Butler Properties to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $485,544 and cash proceeds to the investment limited partner of $18,400.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $13,400 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $13,400 as of September 30, 2008.

In July 2008, the investment general partner entered into an agreement to transfer its interest in Hart Properties Ltd. to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $883,613 and cash proceeds to the investment limited partner of $36,800.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $31,800 will be returned to cash reserves held by Series 10.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $31,800 as of September 30, 2008.

(Series 11)

As of December 31, 2008 and 2007 the average Qualified Occupancy for the series was 100%.  The series had a total of 21 properties, all of which were 100% at December 31, 2008.

For the periods ended December 31, 2008 and 2007, Series 10 reflects net loss from Operating Partnerships of $(284,726) and $(587,103), respectively, which includes depreciation and amortization of $1,008,723 and $842,774, respectively. This is an interim period estimate; it is not indicative of the final year end results.

In April 2008, the investment general partner of Aspen Square Limited Partnership approved an agreement to sell the property and the transaction is anticipated to close in December 2009. The anticipated sales price for the property is $2,180,064, which includes the outstanding mortgage balance of approximately $1,779,055 and cash proceeds to the investment limited partners of $401,009.  Of the total proceeds anticipated to be received, $12,890 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, it is anticipated that $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $373,119 are anticipated to be returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

In April 2008, the investment general partner of Copper Creek approved an agreement to sell the property and the transaction closed on December 18, 2008. The sales price for the property was $1,327,613, which includes the outstanding mortgage balance of approximately $1,133,710 and cash proceeds to the investment limited partners of $193,709.  Of the total proceeds received, $9,880 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $16,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $167,829 will be returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $167,829 as of December 31, 2008.

In April 2008, the investment general partner of Sierra Springs Limited Partnership approved an agreement to sell the property and the transaction closed on December 18, 2008. The sales price for the property was $1,354,584, which includes the outstanding mortgage balance of approximately $1,135,034 and cash proceeds to the investment limited partners of $219,320.  Of the total proceeds received, $9,120 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $16,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $194,200 will be returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $194,200 as of December 31, 2008.

In July 2007, the investment general partner entered into an agreement to transfer the investment partnership's interest in Academy Hill Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,333,455 and cash proceeds to the investment partnership of $25,000.  Of the total proceeds received, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $17,500 will be returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $17,500 as of August 31, 2007.  In addition, equity outstanding for the Operating Partnership in the amount of $12,526 was recorded as gain on the sale of the Operating Partnership as of March 31, 2008.

Coronado Housing (Coronado Hotel Apartments) located in Tucson, Arizona is a 42-unit single room occupancy development with project-based Section 8 rental assistance for all the units. In December 2005, the permanent mortgage was fully paid off. In 2007 the property's average occupancy was down to 82%. Despite the decrease in the occupancy the property was still able to operate at breakeven through 2007. Low occupancy is due to heavy construction that is going on across the street from the property. The city is building a highway overpass right next to the property.  Through the second quarter 2008 occupancy continued to drop and as of June this property was operating with physical occupancy of 58%. In the third quarter of 2008, as construction of the overpass neared completion, average physical occupancy improved to 78%. Through the fourth quarter average physical occupancy was stable at 78%.  The construction of the overpass was originally expected to be completed by October 2008; however, it got postponed to early January 2009. Additionally, as the property is 15 years old, it requires significant capital improvements.  These repairs are being funded out of cash flow.  The real estate taxes and insurance are current.  The operating general partner guarantee is unlimited in time and amount. The compliance period expired December 31, 2005.

In the fourth quarter of 2006, the investment general partner of Dallas Apartments II entered into an agreement to sell the property and the transaction closed on April 25, 2007.  The sales price for the property was $1,695,800, which includes the outstanding mortgage balance of approximately $1,387,536 and cash proceeds to the investment partnership of $76,998, $14,876, and $62,122 for Series 10, Series 11, and Series 12, respectively.  Of the total proceeds received, $5,000, $966, and $4,034 for Series 10, Series 11, and Series 12, respectively, represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds received, $3,750, $725, and $3,025 for Series 10, Series 11, and Series 12, respectively, was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $68,248, $13,185, and $55,063, for Series 10, Series 11, and Series 12, respectively, will be returned to cash reserves.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $68,248, $13,185, and $55,063 for Series 10, Series 11, and Series 12, respectively, as of June 30, 2007.   On August 21, 2007, additional sale proceeds of $3,036 were received after the liquidation of the Operating Partnership was finalized. **The additional proceeds of $1,518, $293 and $1,225 for Series 10, 11, and 12, respectively, were recorded as a gain on the transfer of the Operating Partnership and were returned to the cash reserves as of September 30, 2007**.



In January 2007, the investment general partner of Denmark Properties Limited Partnership II approved an agreement to sell the property and the transaction closed on October 23, 2007.  The sales price of the property was $892,389, which includes the outstanding mortgage balance of approximately $794,109 and cash proceeds to the investment limited partner of $53,601.  Of the total proceeds received, $12,600 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $33,501 were returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $33,501 as of December 31, 2007. The sale of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

Franklin School Associates (Franklin School Apartments) experienced difficulties in previous years as a result of poor management compounded, in part, by the structure of housing subsidies. Portable vouchers were scarce and considered desirable; so people on the voucher waiting list who opted for project-based vouchers (Franklin School's program) had a less desirable profile and imposed greater than average wear on the property. Past management companies were not able to provide a secure environment and the property developed a reputation as undesirable. Another issue was seasonally variable occupancy because the tenants had multiple residential alternatives during the non-winter months. All of these issues together made it difficult to maintain strong occupancy.  Moreover, the landlord is responsible for the payment of tenant heat and hot water, which made the property vulnerable to rising utility expense.  As a result, the property has experienced cash flow shortfalls. The cash flow deficits were ($36,311) and ($51,249) in 2004 and 2005, respectively.  The investment general partner funded the deficits. For the full year 2005, the investment general partner funded $76,495.

In mid-2005, the lender rejected the Operating Partnership's request to restructure the loan, and in the first quarter of 2006, the Operating Partnership defaulted on its monthly payments due to insufficient cash flow. In July 2006, the first mortgage lender issued a demand and acceleration letter and on August 14, 2006 scheduled a Trustee Sale for December 29, 2006.

In August 2006, the Montana Board of Housing conducted an inspection and found numerous physical and file deficiencies and issued several 8823s.  The management company resigned.  The Operating Partnership engaged a new management company and undertook the remediation of the conditions that elicited the 8823s, with the investment general partner providing $22,500 of additional funds to the property when remediation costs exceeded the cash available from property operations. The Operating Partnership retained ownership of the property through the Low Income Housing Tax Credit compliance period, which ended on December 31, 2006. After canceling the first Trustee Sale in December 2006, the lender scheduled a new Trustee Sale for July 6, 2007, at which time the property was bid in by the lender for an amount slightly less than the outstanding debt. No proceeds were available for Series 11 as the result of the Trustee Sale.  Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero.  In addition, equity outstanding for the Operating Partnership in the amount of $10,000 was recorded as a gain on the sale of the Operating Partnership as of March 31, 2008.

In the fourth quarter of 2006, the investment general partner of Newnan Apartments II LP entered into an agreement to sell the property and the transaction closed on April 25, 2007. The sales price for the property was $2,190,000, which includes the outstanding mortgage balance of approximately $1,784,003 and cash proceeds to the investment partnership of $102,514, $28,212, and $74,302, for Series 10, Series 11, and Series 12, respectively.  Of the total proceeds received, $2,500, $688, and $1,812, for Series 10, Series 11, and Series 12, respectively, represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds received, $3,750, $1,032, and $2,718, for Series 10, Series 11, and Series 12, respectively, was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $96,264, $26,492, and $69,772, for Series 10, Series 11, and Series 12, respectively, will be returned to cash reserves.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. The remaining proceeds from the sale of $96,264, $26,492, and $69,772, for Series 10, Series 11, and Series 12, respectively, were applied against the remaining balance in the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, reducing the investment in the Operating Partnership to zero.  Therefore, no gain or loss on the transfer of the Operating Partnership was recorded as of June 30, 2007.  On August 21, 2007, additional sale proceeds of $6,875 were received after the liquidation of the Operating Partnership was finalized. **The additional proceeds of $3,438, $947 and $2,490 for Series 10, 11, and 12, respectively, were recorded as a gain on the transfer of the Operating Partnership and were returned to the cash reserves as of September 30, 2007**.

South Fork Heights, Limited (South Fork Heights Apartments), located in South Fork, Colorado is a 48-unit, Rural Development financed family development.  The property has suffered from low occupancy and high turnover due to its location in a small tourist town in the mountains.  The town lost two of its largest employers, a mining company and a saw-mill.  These losses have negatively impacted the occupancy at the property.  Despite an average occupancy of 77% in 2007, the property operated above breakeven.  This was mainly due to funds from the reserves being withdrawn for expensed improvements and management's ability to keep operating expenses below state averages.  Development of a golf course, single family homes and condos at a nearby ski resort has begun to benefit the property, as evidenced by an increase in average occupancy to 87% through the fourth quarter of 2008.  The operating general partner continues to fund all operating deficits. The tax, insurance, and mortgage payments are all current.  The property delivered tax credits from 1991 through 2001.  On December 31, 2005, the 15-year low income housing tax credit compliance period expired with respect to South Fork Heights, Limited.

In November 2008, the investment general partner of South Fork Heights, Limited approved an agreement to sell the property and the transaction is anticipated to close in June 2009.  The anticipated sales price for the property is $1,600,000, which includes the outstanding mortgage balance of approximately $1,400,000 and cash proceeds to the investment limited partners of $144,951.  Of the total proceeds anticipated to be received, $16,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, it is anticipated that $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $113,951 are anticipated to be returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

Harbour View Group Limited, (Sandy Pines Manor) is an apartment complex for families located in Punta Gorda, Florida.  The property was hit by multiple hurricanes in the late fall of 2004 resulting in the total loss of habitability to all 44 residential units. The operating general partner has received insurance proceeds for reconstruction.  The tax credit compliance period ended for this property on December 31, 2004. In December 2005, the Operating Partnership requested early prepayment of the mortgage from Rural Development. On June 15, 2006, Rural Development notified the operating general partner the agency would accept prepayment of the mortgage. The Operating Partnership consummated the prepayment of the Rural Development mortgage on June 30, 2006. Subsequently, the Operating Partnership distributed $305,330 to the investment general partnership, which represents the insurance proceeds exceeding the payoff of the outstanding mortgage balance and includes the investment general partner portion of the non-refundable deposits under the Purchase and Sale Agreement described below. Of the total investment partnership proceeds received, $7,500 was paid to BCAMLP for expenses related to the sale which include third party legal costs. The remaining proceeds received by the investment limited partner of $297,830 will be returned to cash reserves held by Series 11. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

On March 30, 2006, the investment general partner entered into a Purchase and Sale Agreement with a non-affiliated entity to purchase the land owned by the property. The purchase price for the land is $1,435,041. In addition, the buyer will reimburse the Operating Partnership $161,037 for debris removal as a result of the hurricanes. In July 2007, cash proceeds to the investment limited partner of $750,000 were received and will be returned to cash reserves held by Series 11. In January 2008, additional cash proceeds to the investment limited partner of $1,989 were received and were returned to cash reserves held by Series 11. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $751,989 as of August 31, 2007.

In January 2007, the investment general partner of Manning Properties Limited Partnership approved an agreement to sell the property and the transaction closed on October 23, 2007.  The sales price of the property was $814,243, which equals the outstanding mortgage balance of approximately $814,243.  Although there were no proceeds available from the sale, Manning Properties Limited Partnership received a seller's fee totaling $52,944.  The investment limited partner received $26,878 of the seller's fee.  Of the total proceeds received, $2,700 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $16,678 were returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $16,678 as of December 31, 2007. The sale of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In January 2007, the investment general partner of Denmark Properties Limited Partnership I approved an agreement to sell the property and the transaction closed on October 23, 2007.  The sales price of the property was $926,654, which includes the outstanding mortgage balance of approximately $747,689 and cash proceeds to the investment limited partner of $152,207.  Of the total proceeds received, $3,600 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $141,107 were returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $141,107 as of December 31, 2007. The sale of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In January 2008, the investment general partner transferred its interest in Metter Limited to a non-affiliated entity for its assumption of the outstanding mortgage balance of approximately $1,412,226 and cash proceeds to the investment partnership of $45,191. Of the total proceeds received, $1,836 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $15,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $28,355 will be returned to cash reserves held by Series 11. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $28,355 as of March 31, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in El Dorado Springs Estates LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $561,702 and cash proceeds to the investment partnership of $25,680.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $20,680 will be returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $20,680 as of September 30, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Nevada Manor, LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $626,534 and anticipated cash proceeds to the investment partnership of $25,680.  The transaction closed in September 2008.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $20,680 are anticipated to be returned to cash reserves held by Series 11.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $20,680 as of September 30, 2008.

(Series 12)

As of December 31, 2008 and 2007 the average Qualified Occupancy for the series was 99.9%.  The series had a total of 27 properties at December 31, 2008, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2008 and 2007, Series 12 reflects net loss from Operating Partnerships of $(537,821) and $(534,684), respectively, which includes depreciation and amortization of $601,180 and $425,793, respectively. This is an interim period estimate; it is not indicative of the final year end results.

Turner Lane, LP (660 Turner Apartments) is a 24-unit property located in Ashburn, GA.  Based on unaudited financials through the third quarter of 2008, the Operating Partnership is projected to operate at a deficit for the year.  The reasons for this deficit are due to low occupancy and high operating expenses.  The investment general partner states high expenses were the result of administrative costs due to increased advertising to try and fill vacancies, higher than anticipated legal fees as a result of evictions, and increased payroll costs as a result of additional hours for on-site staff trying to fill vacant units.  Occupancy averaged 83% in 2008.  All real estate taxes, insurance and mortgage payments are current.  On December 31, 2005, the 15-year low income housing tax credit compliance period expired with respect to Turner Lane Limited Partnership.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

In April 2008, the investment general partner of Cananche Creek, Limited Partnership approved an agreement to sell the property and the transaction closed on December 18, 2008. The sales price for the property was $1,709,466, which includes the outstanding mortgage balance of approximately $1,195,300 and cash proceeds to the investment limited partners of $513,642.  Of the total proceeds received, $7,840 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $16,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $489,802 will be returned to cash reserves held by Series 12.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $489,802 as of December 31, 2008.

In April 2008, the investment general partner of Shawnee Ridge, L.P. approved an agreement to sell the property and the transaction closed on December 18, 2008. The sales price for the property was $797,654, which includes the outstanding mortgage balance of approximately $644,036 and cash proceeds to the investment limited partners of $153,454.  Of the total proceeds received, $6,280 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds,  $16,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $131,174 will be returned to cash reserves held by Series 12.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $131,174 as of December 31, 2008.

In the fourth quarter of 2006, the investment general partner of Dallas Apartments II entered into an agreement to sell the property and the transaction closed on April 25, 2007.  The sales price for the property was $1,695,800, which includes the outstanding mortgage balance of approximately $1,387,536 and cash proceeds to the investment partnership of $76,998, $14,876, and $62,122 for Series 10, Series 11, and Series 12, respectively.  Of the total proceeds received, $5,000, $966, and $4,034 for Series 10, Series 11, and Series 12, respectively, represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds received, $3,750, $725, and $3,025 for Series 10, Series 11, and Series 12, respectively, was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $68,248, $13,185, and $55,063, for Series 10, Series 11, and Series 12, respectively, will be returned to cash reserves.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $68,248, $13,185, and $55,063 for Series 10, Series 11, and Series 12, respectively, as of June 30, 2007. On August 21, 2007, additional sale proceeds of $3,036 were received after the liquidation of the Operating Partnership was finalized. **The additional proceeds of $1,518, $293 and $1,225 for Series 10, 11, and 12, respectively, were recorded as a gain on the transfer of the Operating Partnership and were returned to the cash reserves as of September 30, 2007**.



In the fourth quarter of 2006, the investment general partner of Newnan Apartments II LP entered into an agreement to sell the property and the transaction closed on April 25, 2007. The sales price for the property was $2,190,000, which includes the outstanding mortgage balance of approximately $1,784,003 and cash proceeds to the investment partnership of $102,514, $28,212, and $74,302, for Series 10, Series 11, and Series 12, respectively.  Of the total proceeds received, $2,500, $688, and $1,812, for Series 10, Series 11, and Series 12, respectively, represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds received, $3,750, $1,032, and $2,718, for Series 10, Series 11, and Series 12, respectively, was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $96,264, $26,492, and $69,772, for Series 10, Series 11, and Series 12, respectively, will be returned to cash reserves.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. The remaining proceeds from the sale of $96,264, $26,492, and $69,772, for Series 10, Series 11, and Series 12, respectively, were applied against the remaining balance in the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, reducing the investment in the Operating Partnership to zero.  Therefore, no gain or loss on the transfer of the Operating Partnership was recorded as of June 30, 2007.  On August 21, 2007, additional sale proceeds of $6,875 were received after the liquidation of the Operating Partnership was finalized. **The additional proceeds of $3,438, $947 and $2,490 for Series 10, 11, and 12, respectively, will be recorded as a gain on the transfer of the Operating Partnership and will be returned to the cash reserves as of September 30, 2007**.

Lakeridge Apartments of Eufala, Ltd. (Lakeridge Apts.) is a 30-unit development located in Eufala, AL. The property is located in a rural area with a stagnant economy. Occupancy dropped significantly in 2006, and management began to focus their attention on marketing and leasing.  Their aggressive efforts, coupled with the reissuing of Section 8 vouchers in March 2007, resulted in an increase in average occupancy to 85% for 2007, with above breakeven operations.  Although occupancy averaged 90% in 2008, occupancy in the fourth quarter declined to an average of 86%.  The regional manager discovered that the onsite manager was not correctly recertifying tenants or actively working to fill vacancies.  The onsite manager was terminated in the fourth quarter of 2008.  The regional manager corrected all tenant files and has re-instituted marketing activities.  The on-site manager position is expected to be filled in the first quarter of 2009.

Fort Smith Housing Associates (Yorkshire Townhomes) is a 50-unit property located in Fort Smith, AR.  In 2007, occupancy improved to 92% for the year and operating expenses were significantly reduced.  Despite this improvement, the property continued to operate below breakeven, as occupancy was unable to support operating expenses.  Due to issues with management during 2008 the average occupancy fell to 85% for the year and the property operated below breakeven.  In 2007, the operating general partner replaced the management company for the second time in a year due to concerns with resident file errors and poor cost control.  After management was released, the property was without a full time site manager until June 2008.  The new site manager had no tax credit experience and required training from the regional manager.  Due to an illness the regional manager was not available to assist at the property until September 2008.  At that time it was determined that the site manager was not effectively managing the property and she was released from her position.  Through the last three months of 2008, management duties have been performed by an assistant manager from a nearby property.  The local area has experienced a rise in crime in recent years and the property has been experiencing increases in security issues.  In November, management hired a courtesy officer for the site in an effort to curb crime.  The investment limited partner is working with management to develop a stabilization plan for 2009 including improving occupancy, reducing expenses, and improving the perception of the property in the community.  The operating general partner has indicated it will continue to fund operating deficits as needed.  It is also important to note that the compliance period ended in 2008 and the operating general partner has begun exploring disposition options.  The mortgage, real estate tax and insurance payments are all current.

Prairie West Apts LP (Prairie West Apts.) is a 24-unit property located in West Fargo, North Dakota.  During 2007 the property operated with an average occupancy of 89%, and operated below breakeven for the year due to a combination of high vacancy as well as high operating expenses.  The high operating expenses were mainly maintenance expenses due to increased turnover costs as well as required building maintenance for the aging property.  According to the regional manager, a significant part of the tenant base is comprised of new Americans.  As a result, the property is affected by unique cultural concerns.  As many of these tenants move as a group, it is not uncommon to have a dramatic number of move-outs as an entire extended family may move-out all at once.  In addition, many of the tenants are unfamiliar with apartment living.  As such, maintenance and utility costs are inordinately high compared to other area properties.  Management and Lutheran Social Services, or LSS, have made concerted efforts to educate the tenants in order to reduce costs.  In addition, there have been a number of incidents at the property as a result of tenant conflicts.  This has resulted in a poor reputation in the community.  Management is addressing this by creating more of a management presence at the property by installing a leasing office in the area.  In addition, management is now screening the LSS referred tenants to ensure they do not become problematic down the road.  In the past, they had accepted LSS's screening information.  Physical improvements are also being made to the site in order to improve marketability at the property.  Despite the improved occupancy, the property is still operating below breakeven due to high economic vacancy and high utility and maintenance expenses.  Through November 2008, average occupancy is 90%. In June, there was an inordinate amount of move-outs and occupancy declined to 83%.  This was due to management not renewing a number of leases of problematic tenants.  Prairie West is out of the LIHTC compliance period as of 2005.  The operating general partner has indicated an intention to refinance the current debt and finance enough capital to make considerable improvements to the property in an effort to market the property for sale.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.  The investment general partner will continue to monitor operations and leasing strategies.  The mortgage, trade payables, property taxes, and insurance are current.

Hamilton Village Limited Partnership is a 20-unit family development located in Preston, GA.  In 2008, occupancy averaged 99% and operations are above breakeven for the year.  On December 31, 2007, the 15-year low income housing tax credit compliance period expired with respect to Hamilton Village Limited Partnership.  All mortgage, real estate tax and insurance payments are current.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

Briarwick Apartments Limited, A KY Limited Partnership (Briarwick Apartments) is a 40-unit family development located in Nicholasville, KY.  In 2007, the Operating Partnership operated at a significant loss due to high operating expenses and declining occupancy.  Operating expenses are primarily driven by administrative costs and maintenance expenses related to the age of the property as well as the condition of units upon turnover.  Management continues to update units as vacancies occur and funds are available.  Low occupancy has plagued this Operating Partnership for several years.  This is the result of the property's advanced age, which has made it non-competitive in the local rental market.  According to the operating general partner, management continues to advertise in local newspapers promoting concessions in order to attract residents.  However, management continues to lose residents to newer developments offering more space and superior amenity packages.  Rents at the property are comparable to other properties in the area.  In 2008, occupancy averaged 59% and the property continues to operate at a deficit.  The mortgage, real estate tax and insurance payments are current.  The operating general partner's obligation to fund deficits is limited to $50,840 per year. On December 31, 2006, the 15-year low income housing tax credit compliance period expired.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

Los Caballos II Limited Partnership (Los Caballos II Apartments) was a 24-unit, family complex located in Hatch, New Mexico.  On August 14, 2006, flash floods caused significant damage to the property.  The county building inspector determined the property was a complete loss.  On January 10, 2007, the operating general partner had a meeting with the Village of Hatch, representatives from Federal Emergency Management Agency, and Rural Development (RD).  It was determined that the property would be demolished and would not be rebuilt.  Demolition was completed in June 2007. The existing mortgage, on which Rural Development had already agreed to suspend all payments until the property was reconstructed, will be assumed by a new partnership. The existing liability will subsequently be removed from Los Caballos Limited Partnership.  For tax purposes, this event will not be classified as an early extinguishment of debt.

The parcel held by the Los Caballos II partnership will not be the location of the newly constructed project.  The new project will be on an adjacent property outside of the flood zone.  The plan is to have a new partnership absorb the mortgage debt from Los Caballos II.  The investment general partner has requested that RD approve a 'Transfer of Assets' that will move all debt and cash assets of Los Caballos II to a separate entity, but Los Caballos II will retain the land.  If RD accepts this transfer, it will effectively reduce the Operating Partnership's total debt from approximately $60,000 to $0, and will leave the land in the name of the Los Caballos II partnership. 
As the debt still exists but is simply guaranteed by a new entity, it will not count as 'forgiveness of debt' by RD.  An appraisal of the land was completed on May 25, 2008.  The land value is estimated at $75,000.   Liquidation of the land will be attempted in conjunction with the transfer of assets or afterwards depending on the market.  At that point, the Los Caballos II partnership can begin the process of terminating the partnership.

In November 2006, the investment general partner transferred 50% of its interest in Woodside Apartments to an entity affiliated with the operating general partner for its assumption of half of the outstanding mortgage balance of approximately $561,912 and cash proceeds to the investment limited partner of $11,078. Of the proceeds received, $5,539 represented reporting fees due to an affiliate of the investment partnership and the balance represented proceeds from the transfer.  The remaining proceeds of $5,539 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the partial transfer of the Operating Partnership of the proceeds from the sale, net of the overhead and expense reimbursement, has been recorded in the amount of $5,539 as of December 31, 2006. The transfer of the Operating Partnership had been recognized as of December 31, 2006, and the proceeds were received in the first quarter of 2007.

In December 2007, the investment general partner transferred the remaining 50% investment limited partner interest in the Woodside Apartments to an entity affiliated with the operating general partner for its assumption of half the outstanding mortgage balance of approximately $559,126 and cash proceeds to the investment limited partner of $11,078. Of the proceeds received, $5,261 represented reporting fees due to an affiliate of the investment partnership and the balance represented proceeds from the transfer.  Of the total proceeds received, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a loss on the partial transfer of the Operating Partnership of the proceeds from the sale, net of the overhead and expense reimbursement, has been recorded in the amount of $1,683 as of December 31, 2007. The transfer of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In November 2007, the investment general partner entered into an agreement to transfer its interest in Marlboro Place, Phase II Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $802,994 and cash proceeds to the investment limited partner of $15,414.  Of the total proceeds to be received, $7,581 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer.  Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $333 will be returned to cash reserves held by Series 12.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $333 as of December 31, 2007. The transfer of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Portales Estates LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $139,523 and cash proceeds to the investment partnership of $47,080.    Of the total proceeds received,  $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $42,080 will be returned to cash reserves held by Series 12.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $42,080 as of September 30, 2008.

In July 2008, the investment general partner entered into an agreement to transfer its interest in Burkesville Properties to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $712,364 and cash proceeds to the investment limited partner of $27,600.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $22,600 will be returned to cash reserves held by Series 12.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $22,600 as of September 30, 2008.

In July 2008, the investment general partner entered into an agreement to transfer its interest in Clarkson Properties, Ltd. to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $714,796 and cash proceeds to the investment limited partner of $27,600.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $22,600 will be returned to cash reserves held by Series 12.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $22,600 as of September 30, 2008.

In July 2008, the investment general partner entered into an agreement to transfer its interest in Evanwood Properties, Ltd. to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $727,412 and cash proceeds to the investment limited partner of $27,600.  Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $22,600 will be returned to cash reserves held by Series 12.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $22,600 as of September 30, 2008.

(Series 14)

As of December 31, 2008 and 2007 the average Qualified Occupancy for the series was 99.9%.  The series had a total of 65 properties at December 31, 2008, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2008 and 2007, Series 14 reflects net loss from Operating Partnerships of $(1,586,617) and $(1,208,620), respectively, which includes depreciation and amortization of $2,892,147 and $3,017,802 respectively. This is an interim period estimate; it is not indicative of the final year end results.

Cottonwood Apartments II, A Limited Partnership (Cottonwood Apartments II) is a 24-unit development located in Cottonport, Louisiana.  During 2007, occupancy averaged 78% as a result of evictions and move-outs attributed to the implementation of a substantial rent increase.  The evictions were the result of non-payment of rent, lease violations, or suspected criminal activity.  However, the increased rents added approximately $20,000 in revenue allowing the Operating Partnership to operate above breakeven in 2007.  During the first half of 2008, occupancy remained stagnant averaging 76%.  In the third and fourth quarters of 2008, occupancy fell to 50% and 29%, respectively.  The decline in the second half of the year is primarily attributed to move-outs due to damages sustained during Hurricane Gustav.

During the first week of September 2008, Hurricane Gustav hit land southwest of New Orleans as a Category Two storm causing damages to the complex.  An insurance adjuster has been to the site to review damages.  Preliminary reports indicate roof damage on all four buildings, as well as interior damage to approximately fifteen units.  In addition, the office and laundry room experienced some flooding.  An insurance claim has been submitted and all related labor and materials are being priced.  The operating general partner is planning to use his affiliated construction company to complete the repairs, once approved by the insurance company.  The repairs are expected to start in the first quarter of 2009.  The investment general partner will continue to monitor the progress of the insurance claim and the repairs to the property.

The property is expected to operate below breakeven in 2008 with little improvement expected in 2009.  All real estate tax, mortgage, and insurance payments are current.  On December 31, 2005, the 15-year low income housing tax credit compliance period expired with respect to Cottonwood Apartments II, A Limited Partnership. The investment limited partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.



In November 2005, the investment general partner of Briarwood II, Limited Partnership approved an agreement to sell the property and the transaction closed on November 2, 2007.  The sales price of the property was $1,529,726 which includes the outstanding mortgage balance of approximately $1,447,134 and cash proceeds to the investment limited partner of $41,324.  Of the total proceeds received, $9,000 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $32,324 will be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $32,324 as of December 31, 2007.

In December 2006, the investment general partner of Series 14, Boston Capital Tax Credit Fund III - Series 17 and Boston Capital Tax Credit Fund IV - Series 20 transferred 33% of their interest in College Greene Rental Associates Limited Partnership to entities affiliated with the operating general partners for their assumption of one third of the outstanding mortgage balance.  The cash proceeds received by Series 14, Series 17, and Series 20 were $25,740, $7,919, and $65,341, respectively. Of the proceeds received, $1,950, $599, and $4,951 for Series 14, Series 17, and Series 20, respectively, was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds received by Series 14, Series 17, and Series 20 of $23,790, $7,320 and $60,390, respectively, were applied against the investment general partner's investment in the Operating Partnership in accordance with the equity method of accounting.  The remaining 67% investment limited partner interest is anticipated to be transferred as follows: 50% in January 2010 for $150,000 and 17% in February 2011 for $51,000.  The future proceeds will be allocated to the investment limited partnerships based on their original equity investments in the Operating Partnership.



In January 2007, the investment general partner of Summer Lane LP approved an agreement to sell the property and the transaction closed on October 23, 2007.  The sales price of the property was $954,982, which includes the outstanding mortgage balance of approximately $847,032 and cash proceeds to the investment limited partner of $47,212.  Of the total proceeds to be received, $14,966 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale.  Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $24,746 will be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $24,746 as of December 31, 2007. The sale of the Operating Partnership had been recognized as of December 31, 2007, and the proceeds were received in the first quarter of 2008.

In October 2006, the investment general partner transferred 49% of its interest in Woodfield Commons Limited Partnership to an affiliate of the operating general partner for its assumption of 49% of the outstanding mortgage balance and proceeds to the investment limited partnership of $25,000. Of the proceeds received, $10,625 represents reporting fees due to an affiliate of the investment limited partnership and $3,750 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds of $10,625 will be returned to cash reserves held by Series 14.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the partial transfer of the Operating Partnership of the proceeds has been recorded in the amount of $10,625 as of December 31, 2006.

In November 2007, the investment general partner transferred the remaining 51% of its interest in Woodfield Commons Limited Partnership for the assumption of 51% of the outstanding mortgage balance and proceeds of $25,000. Of the proceeds received, $10,625 represents reporting fees due to an affiliate of the investment limited partnership and $3,750 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds of $10,625 were returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the partial transfer of the Operating Partnership of the proceeds has been recorded in the amount of $10,625 as of December 31, 2007.



Wynnewood Village Apartments (Wynnewood Village Apartments, Ltd.) is a 16-unit family property located in Wynnewood, OK.  Wynnewood is a small town where population and employment opportunities have been consistently declining in recent years.  To increase the applicant pool, the operating general partner requested that Rural Development provide additional project-based rental assistance.  This request was denied.  The management company has expanded marketing activities to include advertisements in surrounding towns and outreach to local agencies for referrals.  As a result of these efforts, occupancy increased from 83% in 2006 to 91% in 2007 and the property operated above breakeven.  In 2008, however, occupancy dropped to an  average of 81% and operated below breakeven. A rent increase has been requested from Rural Development to alleviate the liquidity problem; however, increasing occupancy is expected to remain problematic. The operating general partner continues to fund deficits as needed.  All taxes, mortgage and insurance payments are current. On December 31, 2007, the 15-year low income housing tax credit compliance period expired with respect to Wynnewood Village Apartments, Limited.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

In April 2008, the investment general partner entered into an agreement to transfer its interest in Okemah Village Apartments, Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $647,815 and cash proceeds to the investment partnership of $40,600.  Of the total proceeds received, $15,600 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $7,500 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $17,500 was returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $17,500 as of June 30, 2008.

Montague Place, LP (Montague Place Apartments) is a 28-unit family complex located in Caro, MI.  In 2007 and 2008, occupancy averaged 80% and 81%, respectively.  The property receives rental assistance for 22 of the 28 units, and is able to keep those units rented.  Due to the weak economy in the surrounding area, management is unable to keep the remaining six, non-subsidized units occupied.  Management advertises in all local newspapers, holds open houses, and works with local agencies to find tenants.  The property is offering one free month rent as a leasing incentive.  Rural Development granted the property a one-year moratorium on deposits to the replacement reserve from May 2007 to April 2008.  This allowed the property to operate above breakeven in 2007 and build up some cash reserves.  With required reserves, the property returned back to below breakeven operations in 2008.  On December 31, 2006, the 15-year low income housing tax credit compliance period expired with respect to Montague Place, LP.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership. The real estate tax, insurance and mortgage payments are current.

Village Terrace Limited Partnership (Village Green Apartments) is a 42-unit family property located in Jacksonville, NC.  In 2007, the average occupancy was 91% but operations were below breakeven.  In 2008, occupancy remained steady averaging 92% for the year.  Due to a $20 per unit rent increase as of January 1, 2008 coupled with reduced operating expenses, the property operated above breakeven for the year. The operating general partner's operating deficit guarantee is unlimited in time and amount.  The tax, insurance and mortgage payments are current. On December 31, 2006, the 15-year low income housing tax credit compliance period expired with respect to Village Terrace Limited Partnership.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

Franklin Vista III, LP, (Franklin Vista III Apartments) is a 28-unit development located in Las Cruces, NM.  On May 29, 2004 the property suffered a serious fire which destroyed two buildings and a total of twelve units.  Prior to the fire Franklin Vista III was operating at 100% occupancy.  Permitting for reconstruction of the destroyed units was delayed by pending changes to the Dona Ana County building codes, mainly involving sprinkler installation.  On May 11, 2005 a building permit was issued to the contractor and reconstruction began.  All repairs were scheduled to be complete and the units placed back online before the end of October 2005.  The Certificate of Occupancy from the contractor was received on November 28, 2005.  The owner, architect, and Rural Development conducted an inspection on November 29, 2005 and determined that the contractor had completed enough of the work to allow tenants to move in.  During the month of December 2005, all twelve re-built units were occupied.  As of January 4, 2006, occupancy for the entire complex was back at 100%.  In 2007 the property averaged 99% occupancy and operated above breakeven.  Operations remain strong in 2008.  The property is expected to continue to operate above breakeven.  The property's tax credit compliance period expired as of December 31, 2006; all tax credits have been delivered.  All real estate tax, insurance and mortgage payments are current.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.



McComb Family LP (Pine Ridge Apartments) is a 32-unit development located in McComb, Mississippi.  This property is located in a remote location.  Operations rebounded slightly in 2007 from 2006 performance; however, the property continued to operate below breakeven due to low rent levels and occupancy below 90%.  Operations have improved to above breakeven in 2008.  The property's cash situation has improved to a positive balance as a result of increased occupancy and Rental Assistance which was awarded and made effective in September 2008. In addition, the lender has granted the property a workout plan; specifically, a temporary deferment of the monthly debt service so that necessary improvements can be made. The operating general partner continues to fund deficits as needed in accordance with the operating deficit guarantee, which is unlimited in time and amount. All real estate tax, insurance and mortgage payments are current.  On December 31, 2006, the 15-year low income housing tax credit compliance period expired with respect to Pine Ridge Apartments.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

Jarratt Limited Partnership (Jarratt Village Apartments) is a 24-unit complex located in Jarratt, Virginia.  Occupancy began to decline in the third quarter of 2006 and management responded by replacing site staff.  Occupancy improved throughout 2007 and averaged 90% but operations remained below breakeven. Average occupancy through the fourth quarter of 2008 was reportedly 96% but insufficient rental rates have kept operations slightly below breakeven. The operating general partner continues to fund deficits as needed, despite an expired guarantee. The mortgage, taxes, and insurance are current.  On December 31, 2006, the 15-year low income housing tax credit compliance period expired with respect to Jarratt Limited Partnership.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.



In December 2007, the investment general partner transferred 50% of the investment partnership interest in Portville Square Apartments LP to an entity affiliated with the operating general partner for its assumption of half the outstanding mortgage balance of approximately $425,921 and cash proceeds to the investment limited partner of $0.  The remaining 50% investment limited partner interest in the Operating Partnership was transferred in December 2008 for the assumption of the remaining mortgage balance outstanding and proceeds of $0.  In addition, the investment general partner on behalf of the investment limited partnership entered into an agreement with the Operating Partnership for receipt of a residual payment.  Under the terms of the residual agreement, if the property owned by the Operating Partnership is refinanced or sold, on or before December 18, 2013, there would be a residual payment of the capital transaction proceeds distributable to the investment limited partnership in accordance with the Operating Partnership Agreement in effect at the date the investment limited partnership transferred its interest.  Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, no gain on the transfer of the Operating Partnership has been recorded.

In December 2007, the investment general partner of Carleton Court approved an agreement to sell the property. The transaction was anticipated to close in February 2008; however, the buyer was unable to consummate the sale and the agreement expired in February 2008. The Operating Partnership's 15-year low income housing tax credit compliance period expired on December 31, 2005.  The investment general partner is in the process of exploring various disposition opportunities consistent with the investment objectives of the investment partnership.

In December 2007, the investment general partner transferred 50% of the investment partnership interest in Belmont Village Court to an entity affiliated with the operating general partner for its assumption of half the outstanding mortgage balance of approximately $450,438 and cash proceeds to the investment limited partner of $0.  The remaining 50% investment limited partner interest in the Operating Partnership was transferred in December 2008 for the assumption of the remaining mortgage balance outstanding and proceeds of $0.  In addition, the investment general partner on behalf of the investment limited partnership entered into an agreement with the Operating Partnership for receipt of a residual payment.  Under the terms of the residual agreement, if the property owned by the Operating Partnership is refinanced or sold, on or before December 18, 2013, there would be a residual payment of the capital transaction proceeds distributable to the investment limited partnership in accordance with the Operating Partnership Agreement in effect at the date the investment limited partnership transferred its interest. Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, no gain on the transfer of the Operating Partnership has been recorded.

In December 2007, the investment general partner transferred 50% of the investment partnership interest in Harrison City Associates, a Limited Partnership to an entity affiliated with the operating general partner for its assumption of half the outstanding mortgage balance of approximately $716,719 and cash proceeds to the investment limited partner of $0.  The remaining 50% investment limited partner interest in the Operating Partnership was transferred in December 2008 for the assumption of the remaining mortgage balance outstanding and proceeds of $0.  In addition, the investment general partner on behalf of the investment limited partnership entered into an agreement with the Operating Partnership for receipt of a residual payment.  Under the terms of the residual agreement if the property owned by the Operating Partnership is refinanced or sold, on or before December 18, 2013, there would be a residual payment of the capital transaction proceeds distributable to the investment limited partnership in accordance with the Operating Partnership Agreement in effect at the date the investment limited partnership transferred its interest.  Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, no gain on the transfer of the Operating Partnership has been recorded.

In December 2007, the investment general partner transferred 50% of the investment partnership interest in Tionesta Manor, a Limited Partnership to an entity affiliated with the operating general partner for its assumption of half the outstanding mortgage balance of approximately $690,817 and cash proceeds to the investment limited partner of $0.  The remaining 50% investment limited partner interest in the Operating Partnership was transferred in December 2008 for the assumption of the remaining mortgage balance outstanding and proceeds of $0.  In addition, the investment general partner on behalf of the investment limited partnership entered into an agreement with the Operating Partnership for receipt of a residual payment.  Under the terms of the residual agreement, if the property owned by the Operating Partnership is refinanced or sold, on or before December 18, 2013, there would be a residual payment of the capital transaction proceeds distributable to the investment limited partnership in accordance with the Operating Partnership Agreement in effect at the date the investment limited partnership transferred its interest.  Annual losses generated by the Operating Partnership, which were applied against the investment limited partner's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, no gain on the transfer of the Operating Partnership has been recorded.

In January 2008, the investment general partner of Navapai Associates approved an agreement to sell the property and the transaction closed on November 24, 2008. The sales price for the property was $982,030, which includes the outstanding mortgage balance of approximately $852,030 and cash proceeds to the investment partnership of $101,427.  Of the total proceeds received,  $9,000 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $92,427 will be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $92,427 as of December 31, 2008.

In January 2008, the investment general partner of Chaparral Associates approved an agreement to sell the property and the transaction closed on November 24, 2008.  The sales price for the property was $772,020, which includes the outstanding mortgage balance of approximately $672,020 and cash proceeds to the investment partnership of $113,807.  Of the total proceeds received,  $9,000 was paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $104,807 will be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.  Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $104,807 as of December 31, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Excelsior Springs Properties LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $603,539 and cash proceeds to the investment partnership of $25,680.   Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $20,680 will be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $20,680 as of September 30, 2008.

In August 2008, the investment general partner entered into an agreement to transfer its interest in Smithville Properties, LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,205,936 and cash proceeds to the investment partnership of $51,360.   Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $46,360 will be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $46,360 as of September 30, 2008.

In May 2008, the investment general partner entered into an agreement to transfer its interest in San Jacinto Investors II to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $2,300,281 and anticipated cash proceeds to the investment partnership of $250,000.  The transaction is anticipated to close in December 2009.  Of the total proceeds anticipated to be received, it is anticipated that $15,000 will be paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  The remaining proceeds of $235,000 is anticipated to be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.



In July 2008, the investment general partner of Capital Housing Associates approved an agreement to sell the property and the transaction closed on October 31, 2008. The sales price for the property was $1,887,961, which includes the outstanding mortgage balance of approximately $1,121,367 and cash proceeds to the investment limited partners of $450,000.  Of the total proceeds received, $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $435,000 will be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero.  Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, has been recorded in the amount of $435,000 as of December 31, 2008.

In October 2008, the investment general partner of Breckenridge Apartments approved an agreement to sell the property and the transaction is anticipated to close in April 2009.  The anticipated sales price for the property is $905,703, which includes the outstanding mortgage balance of approximately $835,703 and cash proceeds to the investment limited partners of $51,900.  Of the total proceeds anticipated to be received, it is anticipated that $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $36,900 are anticipated to be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

In October 2008, the investment general partner of Sioux Falls Housing Associates Two LP approved an agreement to sell the property and the transaction is anticipated to close in February 2009.  The anticipated sales price for the property is $1,777,778, which includes the outstanding mortgage balance of approximately $802,524 and cash proceeds to the investment limited partners of $705,078.  Of the total proceeds anticipated to be received, it is anticipated that $15,000 will be paid to BCAMLP for expenses related to the sale, which includes third party legal costs.  The remaining proceeds from the sale of $690,078 are anticipated to be returned to cash reserves held by Series 14.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

In January 2009, the investment general partner of Boston Capital Tax Credit Fund I - Series 3 and Series 14, respectively, entered into an agreement to transfer its interests in Lakewood Terrace Limited Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $3,057,039 and cash proceeds to the investment limited partnerships of $100.  Of the total proceeds received, $44 from Series 3 and $56 from Series 14, respectively, will be paid to BCAMLP for expenses related to the transfer, which includes third party legal costs.  There are no remaining proceeds to be returned to cash reserves held by Series 3 and Series 14, respectively.  The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership.  After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution.

Rainier Manor Apartments is a 104-unit family development located in Mount Rainier, MD.  The property was constructed in 1993 and exited its compliance period in 2007.  At the time of construction, the general contractor installed the water proofing system for the buildings improperly.  As such, water has been able to penetrate the exterior, which has resulted in deterioration in the structural components.  The operating general partner recently became aware of severe structural deficiencies at the property as the result of this deterioration.  An engineering report was conducted and estimated costs of repair are $1.3MM.  The operating general partner has indicated an intention to refinance the debt and take out enough capital to make the necessary repairs as well as purchase the investment limited partner interest as the property is out of its compliance period.  As there is a lockout period on the debt, the operating general partner is in negotiations with the Master Servicer to allow for early prepayment.  It should be noted that, so far, two units are down, however, there have been no reports of mold growth.  Further, the property is operating above breakeven for 2008 with occupancy averaging 91% for the year.



Off Balance Sheet Arrangements

None.

Critical Accounting Policies and Estimates

The financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, which requires the Partnership to make certain estimates and assumptions.  A summary of significant accounting policies is provided in Note A to the financial statements.  The following section is a summary of certain aspects of those accounting policies that may require subjective or complex judgments and are most important to the portrayal of Partnership's financial condition and results of operations.  The Partnership believes that there is a low probability that the use of different estimates or assumptions in making these judgments would result in materially different amounts being reported in the financial statements.

The Partnership is required to assess potential impairments to its long-lived assets, which is primarily investments in limited partnerships.  The Partnership accounts for its investment in limited partnerships in accordance with the equity method of accounting since the Partnership does not control the operations of the Operating Partnership.

If the book value of the Partnership's investment in an Operating Partnership exceeds the estimated value derived by management, which generally consists of the remaining future Low-Income Housing Credits allocable to the Partnership and the estimated residual value to the Partnership, the Partnership reduces its investment in any such Operating Partnership and includes such reduction in equity in loss of investment of limited partnerships.

As of March 31, 2004, the Partnership adopted FASB Interpretation No. 46 - Revised ("FIN 46R"), "Consolidation of Variable Interest Entities." FIN 46R provides guidance on when a company should include the assets, liabilities, and activities of a variable interest entity ("VIE") in its financial statements and when it should disclose information about its relationship with a VIE. A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it absorbs the majority of the entity's expected losses, the majority of the expected returns, or both.

Based on the guidance of FIN 46R, the Operating Partnerships in which the Partnership invests in meet the definition of a VIE.  However, management does not consolidate the Partnership's interests in these VIEs under FIN 46R, as it is not considered to be the primary beneficiary.  The Partnership currently records the amount of its investment in these partnerships as an asset on its balance sheet, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements.

The Partnership's balance in investment in Operating Partnerships, plus the risk of recapture of tax credits previously recognized on these investments, represents its maximum exposure to loss.  The Partnership's exposure to loss on these partnerships is mitigated by the condition and financial performance of the underlying properties as well as the strength of the local general partners and their guarantee against credit recapture.







Recent Accounting Changes

In September 2006, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards (SFAS) No. 157, "Fair Value Measurements," (SFAS 157), which defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosure about fair value measurements. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and shall be applied prospectively except for very limited transactions, which for the Partnership is April 1, 2008.  In December 2007, the FASB delayed the implementation of SFAS 157 as it pertains to non-financial assets and liabilities for fiscal years beginning after November 15, 2008, which for the Partnership is April 1, 2009. The Partnership is currently evaluating the potential impact of the adoption of SFAS 157 on its financial statements.

In February 2007 the FASB issued SFAS 159 "The Fair Value Option for Financial Assets and Financial Liabilities."  SFAS 159 permits entities to choose to measure many financial instruments and certain other items at fair value.  The fair value election is designed to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions.  SFAS 159 is effective for fiscal years beginning after November 15, 2007.  The Partnership does not expect to elect the fair value option.

On December 4, 2007, the FASB issued Statement No. 141R, "Business Combinations" ("SFAS 141R").  This statement changes the accounting for acquisitions specifically eliminating the step acquisition model, changing the recognition of contingent consideration from being recognized when it is probable to being recognized at the time of acquisition, and disallowing the capitalization of transaction costs and delays when restructurings related to acquisitions can be recognized.  The standard is effective for fiscal years ending after December 15, 2008.  The Partnership is currently evaluating the impact of the adoption of SFAS 141R on its financial statements.  However, the Partnership does not expect SFAS 141R to have a material impact on the Partnership's statement of operations or financial position.

On December 4, 2007, the FASB issued statement No. 160, "Noncontrolling Interests in Consolidated Financial Statements, an amendment of ARB No. 51" ("SFAS 160").  SFAS 160 replaces the concept of minority interest with noncontrolling interests in subsidiaries.  Noncontrolling interests will now be reported as a component of equity in the consolidated statement of financial position.  Earnings attributable to noncontrolling interests will continue to be reported as a part of consolidated earnings; however, SFAS 160 requires that income attributable to both controlling and noncontrolling interests be presented separately on the face of the consolidated income statement.  In addition, SFAS 160 provides that when losses attributable to noncontrolling interests exceed the noncontrolling interest's basis, losses continue to be attributed to the noncontrolling interest as opposed to being absorbed by the consolidating entity.  SFAS 160 requires retroactive adoption of the presentation and disclosure requirements for existing minority interests.  All other requirements of SFAS 160 shall be applied prospectively. SFAS 160 is effective for the first annual reporting period beginning on or after December 15, 2008. However, the Partnership does not expect SFAS 160 to have a material impact on the Partnership's financial statements.

Recent Accounting Changes - Continued

Financial Accounting Standards Board (FASB) Interpretation (FIN) No. 48, Accounting for Uncertainty in Income Taxes ("FIN 48") was issued in July 2006 and interprets SFAS No. 109, Accounting for Income Taxes. FIN 48 requires all taxpayers to analyze all material positions they have taken or plan to take in all tax returns that have been filed or should have been filed with all taxing authorities for all years still subject to challenge by those taxing authorities. If the position taken is "more-likely-than-not" to be sustained by the taxing authority on its technical merits and if there is more than a 50% likelihood that the position would be sustained if challenged and considered by the highest court in the relevant jurisdiction, the tax consequences of that position should be reflected in the taxpayer's GAAP financial statements. Earlier proposed interpretations of SFAS 109 had recommended a "probable" standard for recognition of tax consequences rather than the "more-likely-than-not" standard finally adopted.

Because we are a pass-through entity and are not required to pay income taxes, FIN 48 does not currently have any impact on our financial statements. On December 30, 2008, the FASB issued FASB Staff Position (FSP) No. FIN 48-3: *Effective Date of FASB Interpretation No. 48 for Certain Nonpublic Enterprises* ("FSP No. FIN 48-3") , which defers the effective date of FIN 48 for nonpublic enterprises included within the scope of FSP No. FIN 48-3 to the annual financial statements for fiscal years beginning after December 15, 2008. The deferred effective date is intended to give the Board additional time to develop guidance on the application of FIN 48 by pass-through entities and not-for-profit organizations. We may modify our disclosures if the FASB's guidance regarding application of FIN 48 to pass-through entities changes.





|Item 3 | Quantitative and Qualitative Disclosure About Market Risk
|------ | ---------------------------------------------------------
|       |                                                          
|       | Not Applicable                                           

|Item 4T | Controls & Procedures
|------- | ---------------------
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|        | (b)                  
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PART II - OTHER INFORMATION



|Item 1.  | Legal Proceedings                                                                                                                                                   
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|         | None                                                                                                                                                                
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|Item 1A. | Risk Factors                                                                                                                                                        
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|         | There have been no material changes from the risk factors set forth under Part I, Item 1A. "Risk Factors" in our Form 10-K for the fiscal year ended March 31, 2008.
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|Item 2.  | Unregistered Sales of Equity Securities and Use of Proceeds                                                                                                         
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|         | None                                                                                                                                                                
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|Item 3.  | Defaults upon Senior Securities                                                                                                                                     
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|         | None                                                                                                                                                                
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|Item 4.  | Submission of Matters to a Vote of Security 
Holders                                                                                                                
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|         | None                                                                                                                                                                
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|Item 5.  | Other Information                                                                                                                                                   
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|         | None                                                                                                                                                                
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|Item 6.  | Exhibits                                                                                                                                                            
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|         | (a)Exhibits                                                                                                                                                         
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SIGNATURES

Pursuant to the requirements of Section 13 of the Securities
Exchange Act of 1934, the Partnership has duly caused this Report to be
signed on its behalf by the undersigned, thereunto duly authorized.

|                        |                                                       |                                                                  
|----------------------- | ----------------------------------------------------- | -----------------------------------------------------------------
|                        | Boston Capital Tax Credit Fund II Limited Partnership
|                        |                                                       |                                                                  
|                        | By:                                                   | Boston Capital Associates II Limited
Partnership, General Partner
|                       
|                        |                                                       |                                                                  
|                        | By:                                                   | BCA Associates Limited Partnership,
General Partner              
|                       
|                        |                                                       |                                                                  
|                        | By:                                                   | C&M Management, Inc.,
General Partner                            
|                       
|                        |                                                       |                                                                  
|Date: February 17, 2009 | /s/ John P. Manning                                  
|                        | John P. Manning                                      
|                        |                                                       |                                                                  

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 Partnership and in the capacities and on the dates
indicated:

|DATE:             | SIGNATURE:                          | TITLE:                                                                                                                                          
|----------------- | ----------------------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------
|                  |                                     |                                                                                                                                                 
|February 17, 2009 | /s/ John P. Manning
John P. Manning | Director, President
(Principal Executive
Officer), C&M Management
Inc.; Director, President
(Principal Executive
Officer) BCTC II Assignor Corp.



|DATE:             | SIGNATURE:                    | TITLE:                                                                                                                                                                               
|----------------- | ----------------------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                  |                               |                                                                                                                                                                                      
|February 17, 2009 | /s/ Marc N. Teal
Marc N. Teal | Chief Financial Officer
(Principal Financial and
Accounting Officer), C&M Management Inc; Chief
Financial Officer (Principal
Financial and Accounting
Officer) BCTC II Assignor Corp.