SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, DC  20549-1004

                                 FORM 10-Q

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

For Quarter Ended                  June 30, 2000

Commission File Number                0-21256

                           Cypress Equipment Fund II, Ltd.
             (Exact name of Registrant as specified in its charter)

         Florida                                 59-3082723
   (State or other jurisdiction of           (I.R.S. Employer
    incorporation or organization)         Identification No.)

  880 Carillon Parkway, St. Petersburg, Florida      33716
(Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code     (727) 573-3800

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     X        NO

                                        Number of Units at
     Title of Each Class                   June 30, 2000

Units of Limited Partnership
Interest:  $1,000 per unit                  36,469

                    DOCUMENTS INCORPORATED BY REFERENCE

              Parts I and II, 1998 Form 10-K, filed with the
            Securities and Exchange Commission on June 16, 1999
            Parts III and IV - Form S-1 Registration Statement
                and all amendments and supplements thereto
                             File No. 33-44119

PART I - Financial Information
  Item 1.  Financial Statements

                      CYPRESS EQUIPMENT FUND II, LTD.
                          (a Limited Partnership)
                              BALANCE SHEETS
                                                June 30,     December 31,
                                                  2000           1999
                                              (Unaudited)      (Audited)
ASSETS
Rental Equipment, at Cost                     $  4,306,218    $  8,977,593
  Less:  Accumulated Depreciation               (2,841,693)     (4,021,698)
                                              -------------   -------------
                                                 1,464,525       4,955,895
                                              -------------   -------------
Rental Equipment Held for Sale                     688,043       2,932,078
Deposit on Equipment                             3,118,969       3,118,969
Investment In Partnerships                         257,309         317,828
Deferred Debt Costs (Net of Accumulated
Amortization of $875 and $26,559,
Respectively)                                          125           1,000
Rent and Sales Proceeds Receivable                  50,188         524,848
Prepaid Expenses                                    16,875          22,248
Cash and Cash Equivalents                          759,935       2,680,389
                                               ------------    ------------
    Total Assets                              $  6,355,969    $ 14,553,255
                                              =============   =============
LIABILITIES AND PARTNERS' EQUITY
Liabilities:
Notes Payable                                  $ 1,553,453    $  1,500,921
Payable to:  General Partners                       10,195       2,012,014
             Others                                 84,513         433,953
Unearned Revenue                                    20,258          18,258
                                              -------------   -------------
    Total Liabilities                            1,668,419       3,965,146
                                              -------------   -------------
Partners' Equity:
Limited Partners (36,469 units outstanding
at June 30, 2000 and December 31, 1999)          4,959,602      10,801,153
General Partners                                  (272,052)       (213,044)
                                              -------------   -------------
    Total Partners' Equity                       4,687,550      10,588,109
                                              -------------   -------------
    Total Liabilities and Partners' Equity    $  6,355,969    $ 14,553,255
                                              =============   =============

                  The accompanying notes are an integral
                    part of these financial statements.


                         STATEMENTS OF OPERATIONS
                                (Unaudited)
                     FOR THE SIX MONTHS ENDED JUNE 30,

                                          2000             1999
                                          ----             ----
Revenues:
Rental Income                         $   273,309    $ 1,649,465
Interest Income                            62,003        106,900
Gain on Sale of Equipment                  69,244        466,655
Gain on Sale of Equipment Held
for Sale                                        0      4,066,309
Gain on Sale of Other                     372,439      1,845,048
                                     ------------   ------------
Total Revenues                            776,995      8,134,377
                                     ------------   ------------
Operating Expenses:
Management Fees-General                    42,921         27,822
Partners                                  469,242              0
Incentive Fees-General Partners           112,991              0
Resale Fees-General Partners
General and Administrative:                18,361         12,133
  Affiliates                              206,338        284,303
  Other                                    52,532        153,820
Interest Expense                          166,243        927,024
Depreciation and Amortization        ------------   ------------
                                        1,068,628      1,405,102
  Total Operating Expenses           ------------   ------------

Net Income (Loss) Before Equity          (291,633)     6,729,275
in Income of Partnerships

Equity in Income of                             0        401,052
Partnerships                         ------------   ------------
                                      $  (291,633)   $ 7,130,327
Net Income (Loss)                    ============   ============

Allocation of Net Income(Loss):       $  (288,717)   $ 7,059,024
  Limited Partners                         (2,916)        71,303
  General Partners                   ------------   ------------
                                      $  (291,633)   $ 7,130,327
                                     ============   ============
Net Income (Loss) per $1,000
Limited Partnership Unit              $     (7.92)   $    193.56
Outstanding                          ============   ============

Number of Limited Partnership              36,469         36,469
Units Outstanding                    ============   ============


                  The accompanying notes are an integral
                    part of these financial statements.



                         STATEMENTS OF OPERATIONS
                                (Unaudited)
                     FOR THE THREE MONTHS ENDED JUNE 30,

                                           2000             1999
                                           ----             ----
Revenues:
Rental Income                        $    109,654    $   911,389
Interest Income                            21,953         61,036
Gain(Loss)on Sale of Equipment            (51,900)          (370)
Gain on Sale of Equipment Held
for Sale                                        0      4,066,309
Gain(Loss)on Sale of Other                   (240)       (19,940)
                                      ------------   ------------
Total Revenues                             79,467      5,018,424
                                      ------------   ------------
Operating Expenses:
Management Fees-General                     8,843         20,007
Partners                                  209,281              0
Incentive Fees-General Partners
General and Administrative:                14,635         10,040
  Affiliates                              104,316         84,875
  Other                                    26,718         60,840
Interest Expense                           65,927        446,054
Depreciation and Amortization         ------------   ------------
                                          429,720        621,816
  Total Operating Expenses            ------------   ------------

Net Income (Loss) Before Equity          (350,253)     4,396,608
in Income of Partnerships

Equity in Income of                             0        200,526
Partnerships                         ------------   ------------
                                      $  (350,253)   $ 4,597,134
Net Income (Loss)                    ============   ============

Allocation of Net Income(Loss):       $  (346,750)   $ 4,551,163
  Limited Partners                         (3,503)        45,971
  General Partners                   ------------   ------------
                                      $  (350,253)   $ 4,597,134
                                     ============   ============

Net Income (Loss) per $1,000          $     (9.51)   $    124.80
Limited Partnership Unit             ============   ============
Outstanding
                                           36,469         36,469
Number of Limited Partnership        ============   ============
Units Outstanding


                  The accompanying notes are an integral
                    part of these financial statements.


                         STATEMENTS OF CASH FLOWS
                                (Unaudited)
                     FOR THE SIX MONTHS ENDED JUNE 30,

                                         2000            1999
                                         ----            ----
Cash Flows from Operating
Activities:
  Net Income (Loss)                  $  (291,633)      $ 7,130,327
  Adjustments to Reconcile Net
Income to Net Cash Provided
by Operating Activities:
  (Gain) on Sale of Equipment            (69,244)         (466,655)
  Depreciation and Amortization          166,243           927,024
  Deferred Interest on Notes
Payable                                   52,532            88,375
  Equity in Income of Investment
In Partnerships                                0          (401,052)
  Changes in Operating Assets
and Liabilities:
  (Increase) Decrease in
Equipment Held for Sale                2,244,035         3,672,601
  (Increase) Decrease in
Rents Receivable                         455,193          (395,207)
  (Increase) Decrease in Accounts
Receivable - General                      19,466           185,001
  (Increase) Decrease in
Prepaid Expenses                           5,373            77,605
  Increase (Decrease) in
Interest Payable                               0           (42,292)
  Increase (Decrease) in
Payable to:
     General Partners                 (2,001,819)          (59,255)
     Other                              (349,440)         (197,436)
  Increase (Decrease) in
    Unearned Revenue                       2,000            (5,000)
                                      ------------      ------------
      Net Cash Provided by
Operating Activities                     232,706        10,514,036
                                      ------------      ------------
Cash Flows from Investing
Activities:
  Distributions Received                  60,519         1,197,782
  Proceeds from Sale of Equipment      3,395,245         1,010,089
  (Purchase) Sale of Options                   0         1,469,819
  Proceeds of Option Casualties                0             5,733
                                      -----------       -----------
      Net Cash Provided By
Investing Activities                   3,455,765         3,683,423
                                      -----------       -----------

 Cash Flows from Financing
Activities:
   Payment of Notes Payable                    0        (3,818,776)
   (Increase) Decrease in
Deferred Debt Costs and
     Trustee Fees                              0            (1,500)
   Distributions to Limited
     Partners                         (5,552,835)       (4,558,625)
   Distributions to General
     Partners                            (56,091)          (46,046)
                                      -----------       -----------
       Net Cash (Used In)
       Provided by Financing          (5,608,926)       (8,424,947)
       Activities                     -----------       -----------

Increase (Decrease) in Cash
and Cash Equivalents                  (1,920,454)        5,772,512

Cash and Cash Equivalents at
Beginning of Period                    2,680,389         3,702,451
                                      -----------       -----------
Cash and Cash Equivalents at End
of Period                             $  759,935       $ 9,474,963
                                      ===========       ===========

Supplemental Cash Flow Information:
Interest Paid                         $        0       $   107,737
                                     ============       ===========

Non-Cash Activities:

Notes Payable in 1999 were increased by $88,375, the amount of Deferred
Interest on Notes Payable.

Notes Payable in 2000 were increased by $52,532, the amount of Deferred
Interest on Notes Payable.


                  The accompanying notes are an integral
                    part of these financial statements.

                       NOTES TO FINANCIAL STATEMENTS
                                (Unaudited)
                               June 30, 2000
NOTE 1 - ORGANIZATION

     Cypress  Equipment  Fund  II,  Ltd., (the  "Partnership"),  a  Florida
limited  partnership,  was formed November 13, 1991,  for  the  purpose  of
acquiring  and leasing transportation, manufacturing, industrial and  other
capital equipment.  The Partnership was funded with limited partner capital
contributions  and commenced operations on June 22, 1992.  The  Partnership
will  terminate  on  December 31, 2015, or sooner, in accordance  with  the
terms  of  the Limited Partnership Agreement.  The Partnership has received
Limited  and  General  Partner  capital contributions  of  $36,469,000  and
$2,000, respectively.

     Cypress  Equipment Management Corporation II, a California corporation
and  a  wholly-owned  subsidiary of Cypress  Leasing  Corporation,  is  the
Managing General Partner; RJ Leasing - 2, Inc.,  a Florida corporation  and
a  second  tier  subsidiary  of  Raymond  James  Financial,  Inc.,  is  the
Administrative General Partner; and Raymond James Partners, Inc., a Florida
corporation and a wholly-owned subsidiary of Raymond James Financial, Inc.,
is the other General Partner.

     Cash  distributions,  subject to payment of the  equipment  management
fees,  and profits and losses of the Partnership shall be allocated 99%  to
the  Limited  Partners and 1% to the General Partners.  Once  each  Limited
Partner  has  received cumulative cash distributions equal to  his  capital
contributions,  an incentive management fee equaling 4% of  cash  available
for  distributions will be paid to the General Partners.  When each Limited
Partner  has  received cumulative cash distributions equal to  his  capital
contributions  plus an amount equal to 8% of adjusted capital contributions
per  annum, an incentive management fee equaling 23% of cash available  for
distributions will be paid to the General Partners.

NOTE 2 - NOTES PAYABLE

     A   significant  amount  of  the  rental  equipment  acquired  by  the
Partnership  is  pledged at time of purchase as collateral  for  the  notes
payable.

     During  the  six months ended June 30, 1999, there was  no  additional
borrowing or payments.

NOTE 3 - COMPENSATION AND REIMBURSEMENTS TO GENERAL PARTNERS AND AFFILIATES

     The  General  Partners  and  their  affiliates  are  entitled  to  the
following  types of compensation and reimbursements for costs and  expenses
incurred for the Partnership for the six months ended June 30, 2000:

     Equipment Management Fees               $ 49,921
     General and Administrative Costs          18,361
     General Partners' Distributions           56,091
     Incentive Fees                           469,242
     Resale Fees                              112,991

NOTE 4 - BASIS OF PREPARATION

     The unaudited financial statements presented herein have been prepared
in  accordance with the instructions to Form 10-Q and do not include all of
the  information  and  note  disclosures  required  by  generally  accepted
accounting principles.  These statements should be read in conjunction with
the  financial statements and notes thereto included with the Partnership's
Form  10-K  for  the  year  ended December 31, 1999.   In  the  opinion  of
management, these financial statements include all adjustments,  consisting
only  of  normal recurring adjustments, necessary to summarize  fairly  the
Partnership's financial position and results of operations.  The results of
operations  for  the  period may not be indicative of  the  results  to  be
expected for the year.

NOTE 5 - CASH AND CASH EQUIVALENTS

     It  is the Partnership's policy to include short-term investments with
an  original maturity of three months or less in Cash and Cash Equivalents.
These short-term investments are comprised of money market mutual funds and
a  repurchase agreement.  All of the Partnership's securities  included  in
Cash and Cash Equivalents are considered held-to-maturity.  The balance  of
$759,935 at June 30, 2000 represents cash of $4,737, a repurchase agreement
of $746,000 and money market mutual funds of $9,198.

    Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
             CONDITION AND RESULTS OF OPERATIONS

Six Months Ended June 30, 2000, Compared to Six Months Ended June 30, 1999.

     Rental income decreased to $273,309 for the six months ended June  30,
2000,  from $1,649,465 for the six month period ended June 30, 1999.   This
decrease was primarily due to equipment coming off lease or being  sold  in
the intervening period.  Interest income decreased for the six months ended
June  30,  2000, as compared to the six months ended June 30,  1999.   This
decrease was primarily due to a decreased average balance of cash available
for  investment.   During  the  six months  ended  June  30,  2000,  rental
equipment  with  a book value of $3,326,002 was sold for  net  proceeds  of
$3,395,245  resulting in a gain on sale of $69,244.  During the six  months
ended  June 30, 2000, the partnership sold equipment held for sale  with  a
book  cost of $2,244,035 for net proceeds of $2,616,474 resulting in a gain
on  sale  of  $372,439.  During the six months ended June 30, 1999,  rental
equipment  with a book value of $543,435 was sold for $1,010,089  resulting
in  a gain on sale of $466,655.  During the six months ended June 30, 1999,
part  of  the  option  that was to become available  in  January  2000  was
exercised.   The  lessee, General Chemical Partners, was granted  an  early
lease  termination and General Chemical (Soda Ash) Partners  purchased  624
rail  cars  producing  a gain on sale of $1,845,048  for  the  Partnership.
During  the six months ended June 30, 1999, equipment held for sale with  a
book  value of $3,672,601 was sold for $7,950,000 resulting in  a  gain  on
sale of $4,066,309.

     Incentive  management fees increased from $0 for the six months  ended
June 30, 1999, to $469,242 for the six months ended June 30, 2000.  The  4%
incentive  management fee was earned with the August 10, 1999 distribution,
as each Limited Partner has received cumulative cash distributions equal to
his capital contributions.  Equipment resale fees increased from $0 for the
six  months ended June 30, 1999, to $112,991 for the six months ended  June
30, 2000.  The equipment resale fee was deferred without interest until the
Limited  Partners  began receiving cumulative cash distributions  equal  to
payout  plus  an  amount equal to 8% of adjusted capital contributions  per
annum cumulative from each Limited Partner's closing date.

     Interest  expense decreased to $52,532 for the six months  ended  June
30,  2000, as compared to $153,280 for the six months ended June 30,  1999.
This  decrease  was  due to an average lower level of  debt.   Depreciation
expense  decreased for the six months ended June 30, 2000 versus 1999,  due
to a lower average depreciable basis of equipment.

     The  net effect of the above revenue and expense items resulted  in  a
net  loss  of $291,633 for the six months ended June 30, 2000, compared  to
net income of $7,130,327 for the six months ended June 30, 1999.

     During  the  six months ended June 30, 2000, the Partnership  did  not
incur any additional borrowing and made $0 of principal payments on notes.

  Three Months Ended June 30, 2000, Compared to Three Months Ended June 30,
1999

      Rental  income decreased to $109,654 for the three months ended  June
30,  2000  as  compared to rental income of $911,389 for the  three  months
ended  June 30, 1999.  This decrease was primarily due to equipment  coming
off  lease  or  being  sold  in the intervening  period.   Interest  income
decreased  for  the three months ended June 30, 2000, as  compared  to  the
three  months  ended June 30, 1999.  This was due to a decreased  level  of
cash available for investment.

      During the three months ended June 30, 1999 there was a gain on  sale
of  equipment held for sale of $4,066,309 as compared to a loss on the sale
of  equipment  of  $51,900  for  the three  months  ended  June  30,  2000.
Incentive management fees increased from $0 for the three months ended June
30, 1999 to $209,281 for the three months ended June 30, 2000.

      Interest expense decreased to $26,718 for the three months ended June
30,  2000, as compared to $60,840 for the three months ended June 30, 1999.
This  decrease  was  due to an average lower level of  debt.   Depreciation
expense  decreased  for the three months ended June 30, 2000  versus  1999.
This decrease was primarily due to equipment coming off lease or being sold
in the intervening period.

      The  net effect of the above revenue and expense items resulted in  a
net loss of $350,253 for the three months ended June 30, 2000, compared  to
a net income of $4,597,134 for the three months ended June 30, 1999.

  Liquidity and Capital Resources

     Short-term liquidity requirements consist of funds needed to make cash
distributions  to  limited and general partners and  meet  commitments  for
investments  in  equipment, administrative expenses, and  debt  retirement.
These short-term needs will be funded by Cash and Cash Equivalents at  June
30, 2000, future rental income, interest income, and sales proceeds.

     For the six months ended June 30, 2000, the Partnership had a net loss
of   $291,633.   After  adjusting  net  income  during  this   period   for
depreciation  and  amortization, and the changes in  operating  assets  and
liabilities, net cash provided by operating activities was $232,706.   Cash
provided by investing activities consisted of $60,519 of distributions from
the Investment in Partnerships.  Other cash flows from investing activities
were  $3,395,245  from the proceeds of the sale of rental equipment.   Cash
used  in financing activities was to pay cash distributions to limited  and
general  partners  of $5,608,926.  In total, during the six  months  ending
June  30,  2000,  Cash  and  Cash  Equivalents  decreased  $1,920,454  from
operating   activities,  investing  activities  and  financing  activities,
resulting  in  an ending Cash and Cash Equivalent balance as  of  June  30,
2000, of $759,935.

     In  the  opinion of the General Partners, the Partnership  will  have,
through  Cash  and  Cash Equivalents at June 30, 2000, and  through  future
rental  income,  interest income, and equipment sales proceeds,  sufficient
funds  to  remain liquid for the foreseeable future.  The General  Partners
are  not  aware of any trends that could adversely affect the Partnership's
liquidity or the ability to meet near-term obligations.

PART II - Other Information

    Item 6.   Exhibits and Reports on Form 8-K

    a)    Exhibits - None.
    b)    Reports on Form 8-K -None.




                                SIGNATURES


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


                              Cypress Equipment Fund II, Ltd.



Date:  July 27, 2000               By:  /s/J. Davenport Mosby, III
                                        J. Davenport Mosby, III
                                        President
                                        RJ Leasing - 2, Inc.
                                        A General Partner



Date:  July 27, 2000               By:  /s/Stephen R. Harwood
                                        Stephen R. Harwood
                                        President
                                        Cypress Equipment Management Corp. II



Date:  July 27, 2000               By:  /s/Alex A. Najjar
                                        Alex A. Najjar
                                        Executive Vice President
                                        Cypress Equipment Management Corp. II