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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549


FORM 10-Q


(Mark one)

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



|                               |                |  
|------------------------------ | -------------- | -
|For the quarterly period ended | March 31, 2002 | .

OR



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

For the transition period from

to
 .

Commission file no. 2-92121

DEL TACO RESTAURANT PROPERTIES II

a California limited partnership


(Exact name of registrant as specified in its
charter)


|                                                                   |  |                                            
|------------------------------------------------------------------ |  | -------------------------------------------
|California                                                         |  | 33-0064245                                 
|(State or other jurisdiction of
    incorporation or organization) |  | (I.R.S. Employer
    Identification Number)
|                                                                  
|23041 Avenida De La Carlota, Laguna Hills,
    California          |  | 92653                                      
|(Address of principal executive
    offices)                       |  | (Zip Code)                                 

(949) 462-9300

(Registrants telephone number, including
area code)


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 xNo o



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TABLE OF CONTENTS



|                           |                                                                                               |                               |  |  |  |  |  | 
|-------------------------- | --------------------------------------------------------------------------------------------- | ----------------------------- |  |  |  |  |  | 
|                           |                                                                                               | BALANCE SHEETS               
|                           |                                                                                               | STATEMENTS OF INCOME         
|                           |                                                                                               | STATEMENTS OF CASH FLOWS     
|                           |                                                                                               | NOTES TO FINANCIAL STATEMENTS
|                           | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|PART II. OTHER INFORMATION
|                           | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURE                 



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INDEX

DEL TACO RESTAURANT PROPERTIES II

|                                                                                              |  |             |    | 
|--------------------------------------------------------------------------------------------- |  | ----------- | -- | 
|                                                                                              |  | PAGE NUMBER
|                                                                                              |  |            
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|PART I. FINANCIAL INFORMATION                                                                 |  |             |    | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|Item 1. Financial Statements and Supplementary Data                                           |  |             |    | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|Balance Sheets at March 31, 2002 (Unaudited) and
December 31, 2001                            |  |             | 3  | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|Statements of Income for the three months ended
March 31, 2002 and 2001 (Unaudited)           |  |             | 4  | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|Statements of Cash Flows for the three months ended
March 31, 2002 and 2001 (Unaudited)       |  |             | 5  | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|Notes to Financial Statements                                                                 |  |             | 6  | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|Item 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations |  |             | 8  | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|PART II. OTHER INFORMATION                                                                    |  |             |    | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|Item 6. Exhibits and Reports on Form 8-K                                                      |  |             | 10 | 
|                                                                                             
|                                                                                             
|                                                                                             
|                                                                                             
|SIGNATURE                                                                                     |  |             | 11 | 



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DEL TACO RESTAURANT PROPERTIES II

BALANCE SHEETS

|                                 |                                 |                           |           |             |         |              |           |           |         | 
|-------------------------------- | ------------------------------- | ------------------------- | --------- | ----------- | ------- | ------------ | --------- | --------- | ------- | 
|                                 |                                 |                           |           | March 31,   |         | December 31,
|                                 |                                 |                           |           | 2002        |         | 2001        
|                                 |                                 |                           |           |             |         |             
|                                 |                                 |                           |           | (Unaudited) |         |              |           |          
|                                
|                                
|                                
|                                
|ASSETS                          
|                                
|                                
|                                
|                                
|CURRENT ASSETS:                  |                                 |                           |           |             |         |              |           |          
|                                 | Cash                            |                           | $         | 138,852     |         |              | $         | 165,411   |        
|                                 | Receivable from General Partner |                           |           | 51,319      |         |              |           | 49,549    |        
|                                 | Deposits                        |                           |           | 1,380       |         |              |           | 1,000     |        
|                                 |                                 |                           |           |             |         |              |           |          
|                                 |                                 | Total current assets      |           |             | 191,551 |              |           |           | 215,960 | 
|                                 |                                 |                           |           |             |         |              |           |          
|PROPERTY AND EQUIPMENT, at cost: |                                 |                           |           |             |         |              |           |          
|                                 | Land and improvements           |                           |           | 1,806,006   |         |              |           | 1,806,006 |        
|                                 | Buildings and improvements      |                           |           | 1,238,879   |         |              |           | 1,238,879 |        
|                                 | Machinery and equipment         |                           |           | 898,950     |         |              |           | 898,950   |        
|                                 |                                 |                           |           |             |         |              |           |          
|                                 |                                 |                           | 3,943,835 |             |         |              | 3,943,835 |          
|                                 | Less accumulated depreciation  |                           |           | 1,720,536   |         |              |           | 1,706,991 |        
|                                 |                                 |                           |           |             |         |              |           |          
|                                 |                                 |                           | 2,223,299 |             |         |              | 2,236,844 |          
|                                 |                                 |                           |           |             |         |              |           |          
|                                 |                                 | $                         | 2,414,850 |             |         | $            | 2,452,804 |          
|                                 |                                 |                           |           |             |         |              |           |          
|                                
|                                
|                                
|                                
|LIABILITIES AND PARTNERS EQUITY
|                                
|                                
|                                
|                                
|CURRENT LIABILITIES:             |                                 |                           |           |             |         |              |           |          
|                                 | Payable to Limited Partners     |                           | $         | 21,924      |         |              | $         | 20,938    |        
|                                 | Accounts payable                |                           |           | 6,270       |         |              |           | 11,568    |        
|                                 |                                 |                           |           |             |         |              |           |          
|                                 |                                 | Total current liabilities |           |             | 28,194  |              |           |           | 32,506  | 
|                                 |                                 |                           |           |             |         |              |           |          
|PARTNERS EQUITY:                |                                 |                           |           |             |         |              |           |          
|                                 | Limited Partners                |                           |           | 2,411,839   |         |              |           | 2,445,145 |        
|                                 | General Partner-Del Taco, Inc.  |                           |           | (25,183     | )       |              |           | (24,847   | )      
|                                 |                                 |                           |           |             |         |              |           |          
|                                 |                                 |                           | 2,386,656 |             |         |              | 2,420,298 |          
|                                 |                                 |                           |           |             |         |              |           |          
|                                 |                                 | $                         | 2,414,850 |             |         | $            | 2,452,804 |          
|                                 |                                 |                           |           |             |         |              |           |          

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



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DEL TACO RESTAURANT PROPERTIES II

STATEMENTS OF INCOME

(Unaudited)

|          |                                         |            |         |                    |         |      |         |         |         | 
|--------- | --------------------------------------- | ---------- | ------- | ------------------ | ------- | ---- | ------- | ------- | ------- | 
|          |                                         |            |         | Three Months Ended
|          |                                         |            |         | March 31,         
|          |                                         |            |         |                   
|          |                                         |            |         | 2002               |         | 2001
|          |                                         |            |         |                    |         |     
|REVENUES: |                                         |            |         |                    |         |      |         |        
|          | Rent                                    |            | $       | 143,247            |         |      | $       | 135,279 |        
|          | Interest                                |            |         | 580                |         |      |         | 1,490   |        
|          | Other                                   |            |         | 600                |         |      |         | 400     |        
|          |                                         |            |         |                    |         |      |         |        
|          |                                         |            | 144,427 |                    |         |      | 137,169 |        
|          |                                         |            |         |                    |         |      |         |        
|EXPENSES: |                                         |            |         |                    |         |      |         |        
|          | General and administrative              |            |         | 25,051             |         |      |         | 23,303  |        
|          | Depreciation                            |            |         | 13,545             |         |      |         | 13,545  |        
|          |                                         |            |         |                    |         |      |         |        
|          |                                         |            | 38,596  |                    |         |      | 36,848  |        
|          |                                         |            |         |                    |         |      |         |        
|          |                                         | Net income |         | $                  | 105,831 |      |         | $       | 100,321 | 
|          |                                         |            |         |                    |         |      |         |        
|          | Net income per limited
partnership unit |            | $       | 3.88               |         |      | $       | 3.68    |        
|          |                                         |            |         |                    |         |      |         |        

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



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DEL TACO RESTAURANT PROPERTIES II

STATEMENTS OF CASH FLOWS

(Unaudited)

|                                                                                  |                                                                         |                                           |          |                    |         |      |          |        |         | 
|--------------------------------------------------------------------------------- | ----------------------------------------------------------------------- | ----------------------------------------- | -------- | ------------------ | ------- | ---- | -------- | ------ | ------- | 
|                                                                                  |                                                                         |                                           |          | Three Months Ended
|                                                                                  |                                                                         |                                           |          | March 31,         
|                                                                                  |                                                                         |                                           |          |                   
|                                                                                  |                                                                         |                                           |          | 2002               |         | 2001
|                                                                                  |                                                                         |                                           |          |                    |         |     
|CASH FLOWS FROM OPERATING ACTIVITIES:                                             |                                                                         |                                           |          |                    |         |      |          |       
|Net income                                                                        |                                                                         | $                                         | 105,831  |                    |         | $    | 100,321  |       
|Adjustments to reconcile net income to net
cash provided by operating activities: |                                                                         |                                           |          |                    |         |      |          |       
|                                                                                  | Depreciation                                                            |                                           |          | 13,545             |         |      |          | 13,545 |        
|                                                                                  | Increase in receivable from General Partner                             |                                           |          | (1,770             | )       |      |          | (716   | )      
|                                                                                  | (Increase) decrease in deposits                                         |                                           |          | (380               | )       |      |          | 207    |        
|                                                                                  | (Decrease) increase in accounts payable and payable
to limited partners |                                           |          | (4,312             | )       |      |          | 8,097  |        
|                                                                                  |                                                                         |                                           |          |                    |         |      |          |       
|                                                                                  |                                                                         | Net cash provided by operating activities |          |                    | 112,914 |      |          |        | 121,454 | 
|CASH FLOWS FROM FINANCING ACTIVITIES:                                             |                                                                         |                                           |          |                    |         |      |          |       
|Cash distributions to partners                                                    |                                                                         |                                           | (139,473 | )                  |         |      | (128,397 | )     
|                                                                                  |                                                                         |                                           |          |                    |         |      |          |       
|Net decrease in cash                                                              |                                                                         |                                           | (26,559  | )                  |         |      | (6,943   | )     
|Beginning cash balance                                                            |                                                                         |                                           | 165,411  |                    |         |      | 151,501  |       
|                                                                                  |                                                                         |                                           |          |                    |         |      |          |       
|Ending cash balance                                                               |                                                                         | $                                         | 138,852  |                    |         | $    | 144,558  |       
|                                                                                  |                                                                         |                                           |          |                    |         |      |          |       

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



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DEL TACO RESTAURANT PROPERTIES II

NOTES TO FINANCIAL STATEMENTS

MARCH 31, 2002

NOTE 1  BASIS OF PRESENTATION

The accompanying financial statements, some of which are unaudited, have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements and should therefore be read in conjunction
with the financial statements and notes thereto contained in the partnerships
annual report on Form 10-K for the year ended December 31, 2001. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) necessary to present fairly the partnerships financial position at
March 31, 2002, the results of operations and cash flows for the three month
periods ended March 31, 2002 and 2001 have been included. Operating results
for the three months ended March 31, 2002 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2002.

NOTE 2  NET INCOME PER LIMITED PARTNERSHIP UNIT

Net income per limited partnership unit is based upon the weighted average
number of units outstanding during the periods presented which amounted to
27,006 in 2002 and 2001.

Pursuant to the partnership agreement, annual partnership income or loss is
allocated one percent to the General Partner and 99 percent to the limited
partners. Partnership gains from any sale or refinancing will be allocated one
percent to the General Partner and 99 percent to the limited partners until
allocated gains and profits equal losses, distributions and syndication costs
previously allocated. Additional gains will be allocated 15 percent to the
General Partner and 85 percent to the limited partners.



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DEL TACO RESTAURANT PROPERTIES II

NOTES TO FINANCIAL STATEMENTS  CONTINUED

MARCH 31, 2002

NOTE 3  LEASING ACTIVITIES

The partnership leases certain properties for operation of restaurants to Del
Taco, Inc. on a triple net basis. The leases are for terms of 35 years
commencing with the completion of the restaurant facility located on each
property and require monthly rentals equal to 12 percent of the gross sales of
the restaurants. There is no minimum rental under any of the leases.

For the three months ended March 31, 2002, the five restaurants operated by Del
Taco, for which the partnership is the lessor, had combined, unaudited sales of
$1,193,727 and net income of $93,473 as compared to $1,127,323 and $77,638,
respectively, for the corresponding period in 2001. Net income by restaurant
includes charges for general and administrative expenses incurred in connection
with supervision of restaurant operations and interest expense.

NOTE 4  TRANSACTIONS WITH DEL TACO

The receivable from General Partner consists primarily of rent accrued for the
month of March. The March rent was collected on April 12, 2002.

Del Taco, Inc. serves in the capacity of general partner in other partnerships
which are engaged in the business of operating restaurants and three other
partnerships which were formed for the purpose of acquiring real property in
California for construction of Mexican-American restaurants for lease under
long-term agreements to Del Taco, Inc. for operation under the Del Taco trade
name.

In addition, see Note 5 with respect to certain distributions to the General
Partner.

NOTE 5  DISTRIBUTIONS

On April 19, 2002, a distribution to the limited partners of $119,513, or
approximately $4.43 per limited partnership unit, was approved. Such
distribution was paid on April 19, 2002. The General Partner also received a
distribution of $1,207 with respect to its 1% partnership interest.



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|Item 2. | Managements Discussion and Analysis of Financial Condition and
Results of Operations
|------- | -------------------------------------------------------------------------------------

Liquidity and Capital Resources

The partnership offered limited partnership units for sale between September
1984 and December 1985. 15% of the $6.751 million raised through sale of
limited partnership units was used to pay commissions to brokers and to
reimburse the General Partner for offering costs incurred. Approximately $5.6
million of the remaining funds were used to acquire sites and build seven
restaurants. Two restaurants were sold in 1994.

The five restaurants leased to Del Taco make up almost all of the income
producing assets of the partnership. Therefore, the business of the
partnership is almost entirely dependent on the success of the Del Taco trade
name restaurants that lease the properties. The success of the restaurants is
dependent on a large variety of factors, including, but not limited to,
consumer demand and preference for fast food, in general, and for
Mexican-American food in particular.

Results of Operations

The partnership owned seven properties that were under long-term lease to Del
Taco for restaurant operations. Two restaurants were sold in 1994 and five are
currently operating.

The following table sets forth rental revenue earned by restaurant:

|                                           |       |   |                    |         |      |   |        |         | 
|------------------------------------------ | ----- | - | ------------------ | ------- | ---- | - | ------ | ------- | 
|                                           |       |   | Three Months Ended
|                                           |       |   | March 31,         
|                                           |       |   |                   
|                                           |       |   | 2002               |         | 2001
|                                           |       |   |                    |         |     
|Bear Valley Rd., Victorville, CA           |       | $ | 24,886             |         |      | $ | 22,974 |        
|West Valley Blvd., Colton, CA              |       |   | 33,746             |         |      |   | 32,875 |        
|Palmdale Blvd., Palmdale, CA               |       |   | 20,524             |         |      |   | 21,505 |        
|DeAnza Country Shopping Center, Pedley, CA |       |   | 24,337             |         |      |   | 21,489 |        
|Varner Road, Thousand Palms, CA            |       |   | 39,754             |         |      |   | 36,436 |        
|                                           |       |   |                    |         |      |   |        |        
|                                           | Total |   | $                  | 143,247 |      |   | $      | 135,279 | 
|                                           |       |   |                    |         |      |   |        |        

The partnership receives rental revenues equal to 12 percent of gross sales
from the restaurants. The partnership earned rental revenue of $143,247 during
the three month period ended March 31, 2002, which represents an increase of
$7,968 from 2001. The increase in rental revenue was caused by an increase in
sales at the restaurants under lease.



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|Item 2. | Managements Discussion and Analysis of Financial Condition and
Results of Operations  continued
|------- | -------------------------------------------------------------------------------------------------

The following table breaks down general and administrative expenses by type of
expense:

|                                                |  |                                  |        |      |  |  |        |  
|----------------------------------------------- |  | -------------------------------- | ------ | ---- |  |  | ------ | -
|                                                |  | Percentage of Total             
|                                                |  | General & Administrative Expense
|                                                |  |                                 
|                                                |  | Three Months Ended              
|                                                |  | March 31,                       
|                                                |  |                                 
|                                                |  | 2002                             |        | 2001
|                                                |  |                                  |        |     
|Accounting fees                                 |  |                                  | 64.70  | %    |  |  | 66.73  | %
|Distribution of information
to Limited Partners |  |                                  | 35.30  |      |  |  | 33.27  |  
|                                                |  |                                  |        |      |  |  |        |  
|                                                |  |                                  | 100.00 | %    |  |  | 100.00 | %
|                                                |  |                                  |        |      |  |  |        |  

General and administrative costs increased from 2001 to 2002 due to increased
costs for the annual audit and income tax preparation and the additional costs
incurred in 2002 to lease new software.

Net income increased by $5,510 from 2001 to 2002 due to the increase in
revenues of $7,258, which was partially offset by the $1,748 increase in
general and administrative expenses.



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PART II. OTHER INFORMATION




Item 6. Exhibits and Reports on Form 8-K



|(b) |  | No reports on Form 8-K were filed during the three months ended March 31,
2002.
|--- |  | -------------------------------------------------------------------------------



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SIGNATURE

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.



| | DEL TACO RESTAURANT PROPERTIES II
(a California limited partnership)
Registrant
Del Taco, Inc.
General Partner
| | --------------------------------------------------------------------------------------------------------------



|Date: May 1, 2002 | /s/   Robert J. Terrano
Robert J. Terrano
Executive Vice President,
Chief Financial Officer
|----------------- | -------------------------------------------------------------------------------------------



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