FORM 10-QSB.--QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
                        Quarterly or Transitional Report

                   (As last amended by 34-32231, eff. 6/3/93.)

                     U.S. Securities and Exchange Commission
                             Washington, D.C.  20549


                                   Form 10-QSB

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


                For the quarterly period ended September 30, 1995

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

                  For the transition period.........to.........

                         Commission file number 0-11767


                       ANGELES INCOME PROPERTIES, LTD. II
        (Exact name of small business issuer as specified in its charter)


         California                                           95-3793526
(State or other jurisdiction of                             (IRS Employer
incorporation or organization)                              Identification No.)

One Insignia Financial Plaza, P.O. Box 1089
   Greenville, South Carolina                                   29602
(Address of principal executive offices)                      (Zip Code)


                    Issuer's telephone number (803) 239-1000
                                        


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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    
                                                                         


                       PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

a)                     ANGELES INCOME PROPERTIES, LTD. II

                                  BALANCE SHEET
                                   (Unaudited)
                                        
<TABLE>
<CAPTION>

                               September 30, 1995
<S>                                                <C>            <C>
 Assets                                                                       
      Cash:                                                                   
            Unrestricted                                           $ 1,602,018
            Restricted--tenant security deposits                       245,227
      Accounts receivable (net of allowance for                         97,096
            doubtful accounts of $17,056)                                     
      Escrows for taxes                                                166,571
      Restricted escrows                                               399,343
      Other assets                                                     538,076
      Investment in joint venture                                       64,603
      Investment properties:                                                  
            Land                                    $  2,197,403              
            Buildings and related personal                                    
                  property                            32,215,238              
                                                      34,412,641              
            Less accumulated depreciation            (20,848,093)   13,564,548
                                                                   $16,677,482
      Liabilities and Partners' Deficit                                       
      Liabilities                                                             
            Accounts payable                                       $   156,888
            Tenant security deposits                                   252,965
            Accrued taxes                                              175,164
            Other liabilities                                          284,393
            Mortgage notes payable                                  16,788,689
                                                                             
      Partners' Deficit                                                       
            General partner                         $   (448,116)             
            Limited partners (99,852 units                                    
                  issued and outstanding)               (532,501)     (980,617)
                                                                   $16,677,482
</TABLE>
[FN]

                 See Accompanying Notes to Financial Statements

b)                     ANGELES INCOME PROPERTIES, LTD. II

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                             
                                    Three Months Ended          Nine Months Ended
                                      September 30,               September 30,
                                   1995           1994          1995          1994    

<S>                             <C>           <C>          <C>           <C>
 Revenues:                                                                           
      Rental income             $1,602,750     $1,903,861   $5,057,197    $ 5,593,727
      Other income                  75,410         98,856      218,104        291,246
            Total revenue        1,678,160      2,002,717    5,275,301      5,884,973
 Expenses:                                                                           
      Operating                    395,829        550,259    1,291,876      1,633,384
      Administrative                75,919         77,998      249,611        405,050
      Property management fees      79,007         81,587      246,852        258,337
      Maintenance                  266,171        309,883      622,122        851,879
      Depreciation                 431,218        593,444    1,426,518      1,763,572
      Amortization                   4,784         11,312       21,694         47,063
      Interest                     400,071        601,634    1,379,824      1,813,946
      Property taxes               191,922        161,781      471,285        457,145
      Tenant reimbursements        (47,151)       (40,371)     (68,114)       (59,613)
            Total expenses       1,797,770      2,347,527    5,641,668      7,170,763

 Equity in income (loss) of                                                          
      joint venture                 13,882          8,546       (2,623)        11,139
 Gain on transfer of                                                                 
      property in foreclosure           --             --    1,385,286             --
 Loss on disposal of property           --             --      (40,328)        (9,168)
 (Loss) income before                                                                
      extraordinary item          (105,728)      (336,264)     975,968     (1,283,819)
 Extraordinary gain on                                                               
      extinguishment of debt            --             --      564,771             --
            Net (loss) income   $ (105,728)    $ (336,264)  $1,540,739    $(1,283,819)
 Net (loss) income allocated                                                         
      to general partners (1%)  $   (1,057)    $   (3,363)  $   15,407    $   (12,838)
 Net (loss) income allocated                                                         
      to limited partners (99%)   (104,671)      (332,901)   1,525,332     (1,270,981)
            Net (loss) income   $ (105,728)    $ (336,264)  $1,540,739    $(1,283,819)
 Per limited partnership                                               
      unit:                                                            
 (Loss) income before                                                  
      extraordinary item        $    (1.05)    $    (3.33)  $     9.68    $    (12.71)
 Extraordinary gain on                                                 
      extinguishment of debt             --            --         5.60             -- 
            Net (loss) income   $    (1.05)    $    (3.33)  $    15.28    $    (12.71)

</TABLE>
[FN]

                 See Accompanying Notes to Financial Statements

c)                     ANGELES INCOME PROPERTIES, LTD, II

                    STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                              
                                    Limited                        
                                  Partnership    General       Limited 
                                     Units      Partners       Partners        Total     
                                                                                       
<S>                               <C>         <C>          <C>             <C>
Original capital contributions     100,000     $   1,000    $ 50,000,000    $50,001,000
Partners' deficit at                                                                   
  December 31, 1994                 99,852     $(463,523)   $ (2,057,833)   $(2,521,356)
Net income for the nine months                                                         
  ended September 30, 1995             --         15,407       1,525,332      1,540,739
Partners' deficit at                                                                   
  September 30, 1995                99,852     $(448,116)   $   (532,501)   $  (980,617)

</TABLE>
[FN]
           See Accompanying Notes to Consolidated Financial Statements

d)                     ANGELES INCOME PROPERTIES, LTD. II

                             STATEMENT OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>                                                             
                                                            Nine Months Ended
                                                              September 30,  
                                                            1995          1994    
<S>
 Cash flows from operating activities:                 <C>          <C>               
    Net income (loss)                                   $ 1,540,739  $(1,283,819)
    Adjustments to reconcile net income (loss) to net                           
       cash provided by operating activities:                                   
       Depreciation                                       1,426,518    1,763,572
       Amortization of discounts, loan costs and lease                          
        commissions                                         102,459      130,108
       Equity in loss (income) of joint venture               2,623      (11,139)
       Gain on transfer of property in foreclosure       (1,385,286)          --
       Loss on disposal of property                          40,328        9,168
    Extraordinary gain on extinguishment of debt           (564,771)          --
    Change in accounts:                                                         
       Restricted cash                                       11,086      (10,711)
       Accounts receivable                                  (79,875)      24,221
       Escrows for taxes                                    (30,647)     (48,508)
       Other assets                                         (39,856)    (195,554)
       Accounts payable                                     (66,043)      86,191
       Tenant security deposit liabilities                    9,224       14,222
       Accrued taxes                                         91,679      137,816
       Other liabilities                                    136,982      (20,793)
            Net cash provided by operating activities     1,195,160      594,774

 Cash flows from investing activities:                                          
    Property improvements and replacements                 (446,444)    (393,883)
    Insurance proceeds                                       18,550           --
    Deposits to restricted escrows                          (64,196)     (50,231)
    Receipts from restricted escrows                         30,245      199,610
            Net cash used in investing activities          (461,845)    (244,504)

 Cash flows from financing activities:                                          
    Loan costs                                                   --      (36,776)
    Payments on mortgage notes payable                     (194,746)    (232,335)
            Net cash used in financing activities          (194,746)    (269,111)

 Net increase in cash balances                              538,569       81,159
 Cash at beginning of period                              1,063,449      845,033
 Cash at end of period                                  $ 1,602,018   $  926,192
 Supplemental disclosure of cash flow information:                              
    Cash paid for interest                              $ 1,125,371   $1,702,171

</TABLE>
[FN]

                 See Accompanying Notes to Financial Statements

                       ANGELES INCOME PROPERTIES, LTD. II

                 SUPPLEMENTAL DISCLOSURES OF NON-CASH ACTIVITIES
                                   (Unaudited)

Foreclosure

   On March 20, 1995, the Partnership negotiated a Deed in Lieu of Foreclosure
for Executive Plaza Office Park, located in Huntsville, Alabama.  The property
was lost to the wrap note holder.  The Managing General Partner believes that
the Deed in Lieu of Foreclosure was in the best interest of the Partnership.

   In connection with the foreclosure of Executive Plaza Office Park on March
20, 1995, the following accounts were adjusted by the following non-cash
amounts:

                                                                              
             Accounts receivable                     $   (101,035)
             Investment properties                     (4,481,841)
             Other assets                                 (88,775)
             Taxes                                        144,629
             Tenant security deposits                      39,919
             Mortgage                                   5,987,086
             Other liabilities                            509,904

e)                     ANGELES INCOME PROPERTIES, LTD. II

                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

Note A - Basis of Presentation

    The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB and Item 310(b) of
Regulation S-B.  Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.  In the opinion of the Managing General Partner, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included.  Operating results for the nine month
period ended September 30, 1995, are not necessarily indicative of the results
that may be expected for the fiscal year ending December 31, 1995.  For further
information, refer to the financial statements and footnotes thereto included in
the Partnership's annual report on Form 10-KSB for the fiscal year ended
December 31, 1994.

    Certain reclassifications have been made to the 1994 information to conform
to the 1995 presentation.

Note B - Transactions with Affiliated Parties

    The Partnership has no employees and is dependent on the Managing General
Partner and its affiliates for the management and administration of all
partnership activities.  The Partnership Agreement provides for payments to
affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership.  The following amounts were paid or
accrued to the Managing General Partner and affiliates for the nine months ended
September 30, 1995 and 1994:
              
                                                                              
                                                        1995       1994    

        Property management fees                     $246,852    $258,337
        Marketing services                              4,719         979
        Reimbursement for services of affiliates      189,102     330,046
                                                                         
   The Partnership insures its properties under a master policy through an
agency and insurer unaffiliated with the Managing General Partner.  An affiliate
of the Managing General Partner acquired, in the acquisition of a business,
certain financial obligations from an insurance agency which was later acquired
by the agent who placed the current year's master policy.  The current agent
assumed the financial obligations to the affiliate of the Managing General
Partner, who receives payments on these obligations from the agent.  The amount
of the Partnership's insurance premiums accruing to the benefit of the affiliate
of the Managing General Partner by virtue of the agent's obligations is not
significant.

Note B - Transactions with Affiliated Parties - (continued)

      Angeles Mortgage Investment Trust, ("AMIT"), a real estate investment
trust, has provided financing in the amount of $1,320,419 to the Joint Venture
secured by its investment property (see Part II, Item 1. Legal Proceedings). 
This debt was in default at September 30, 1995, and remains in default at
present.

      MAE GP Corporation ("MAE GP"), an affiliate of the General Partner, owns
1,675,113 Class B Shares of AMIT.  MAE GP has the option to convert these Class
B Shares, in whole or in part, into Class A Shares on the basis of 1 Class A
Share for every 49 Class B Shares.  These Class B Shares entitle MAE GP to
receive 1% of the distributions of net cash distributed by AMIT.  The Class B
Shares also entitle MAE GP to vote on the same basis as Class A Shares which
allows MAE GP to vote approximately 37% of the total shares (unless and until
converted to Class A Shares at which time the percentage of the vote controlled
represented by the Shares held by MAE GP would approximate 1% of the vote). 
Between the date of acquisition of these shares (November 24, 1992) and March
31, 1995, MAE GP declined to vote these shares.  Since that date, MAE GP voted
its shares at the 1995 annual meeting in connection with the election of
trustees and other matters.  MAE GP has not exerted, and continues to decline to
exert, any management control over or participate in the management of AMIT. 

      As part of a settlement of certain disputes with AMIT, MAE GP granted to
AMIT an option to acquire the Class B Shares.  This option can be exercised at
the end of 10 years or when all loans made by AMIT to partnerships affiliated
with MAE GP as of November 9, 1994, (which is the date of execution of a
definitive Settlement Agreement) have been paid in full, but in no event prior
to November 9, 1997.  AMIT delivered to MAE GP cash in the sum of $250,000 at
closing, which occurred April 14, 1995, as payment for the option.  Upon
exercise of the option, AMIT would remit to MAE GP an additional $94,000.

      Simultaneously with the execution of the option, MAE GP executed an
irrevocable proxy in favor of AMIT, the result of which is MAE GP will be able
to vote the Class B Shares on all matters except those involving transactions
between AMIT and MAE GP affiliated borrowers or the election of any MAE GP
affiliate as an officer or trustee of AMIT.  On those matters, MAE GP granted to
the AMIT trustees, in their capacity as trustees of AMIT, proxies with regard to
the Class B Shares instructing such trustees to vote said Class B Shares in
accordance with the vote of the majority of the Class A Shares voting to be
determined without consideration of the votes of "Excess Class A Shares" as
defined in Section 6.13 of the Declaration of Trust of AMIT.



Note C - Investment in Joint Venture

   The Partnership owns a 14.4% interest in Princeton Meadows Golf Course Joint
Venture ("Joint Venture").  The Partnership accounts for the Joint Venture on
the equity method. 

   Condensed balance sheet information of the Joint Venture at September 30,
1995, is as follows:                                                      
      
                                                                              
        Assets                                                      
        Cash                                               $ 276,240
        Deferred charges and other assets                    123,988
        Investment properties, net                         1,898,912
            Total                                         $2,299,140
                                                                   
        Liabilities and Partners' Capital                           
        Notes payable to AMIT, in default                 $1,320,419
        Other liabilities                                    533,382
        Partners' capital                                    445,339
            Total                                         $2,299,140


   The condensed statements of operations of the Joint Venture are summarized as
follows:

                             Three Months Ended           Nine Months Ended
                                September 30,               September 30,
                                                                              
                             1995           1994        1995           1994  

 Revenue                  $ 501,362     $ 429,594   $   985,090    $ 975,529
 Costs and expenses        (404,963)     (370,247)   (1,003,307)    (898,174)
    Net income (loss)     $  96,399     $  59,347   $   (18,217)   $  77,355

   The Princeton  Meadows Golf Course  property had an  underground fuel storage
tank that  was removed in 1992.  This fuel  storage tank caused contamination to
the  area.   Reports were  filed with  the proper  authorities.   Subsequent  to
September  30,  1995,  the  State  of  New  Jersey  Department of  Environmental
Protection issued  a corrective actions  letter to the Joint Venture.   Based on
discussions  with  environmental engineers  and  others,  the  Managing  General
Partner  expects the  remediation  costs to  be immaterial  to  the Partnership.


Note D - Gain on Foreclosure of Investment Property

   On March 20, 1995, the Partnership negotiated  a Deed in Lieu of  Foreclosure
for Executive Plaza Office Park located in Huntsville, Alabama and, as a result,
the property  was transferred  to the  wrap note holder.   The Managing  General
Partner believes the Deed In Lieu of Foreclosure was in the best interest of the
Partnership.  The Partnership realized  a gain of $1,950,057 on this transaction
which included a gain  on transfer of property in foreclosure of  $1,385,286 and
an extraordinary gain on extinguishment of debt of $564,771 .

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS 

Results of Operations

      The   Partnership's  investment  properties   consist  of  three  
apartment complexes and  one commercial  property.   The  following table  sets
forth  the average occupancy  of the  properties for  the nine  months ended  
September 30, 1995, and September 30, 1994:

                                                          
                                                       Average  
                                                      Occupancy 
                                                                              
 Property                                         1995         1994

 Atlanta Crossing Shopping Center                                   
    Montgomery, Alabama                            91%          86% 
 Deer Creek Apartments                                              
    Plainsboro, New Jersey                         95%          92% 
 Georgetown Apartments                                              
    South Bend, Indiana                            98%          98% 
 Landmark Apartments                                                
    Raleigh, North Carolina                        96%          95% 
                                                                
   The Partnership's  net income  for the nine  months ended September  30, 
1995, was  $1,540,739 versus  a  net  loss of  $1,283,819  for the  nine  
months ended September 30, 1994.   The Partnership generated a net loss  for 
the three months ended September 30, 1995, of $105,728 as compared to a net
loss of $336,264 for the  same period in 1994.  The increase in net  income for
the nine month period ended  September 30,  1995,  is due  primarily  to the 
gain on  foreclosure  of Executive Plaza Office Park, on March 20, 1995, (see 
discussion below).

   Total revenues decreased  for the three and nine month periods ended 
September 30, 1995, as compared to  the three and nine  month periods ended
September  30, 1994, due to rental revenue lost from the foreclosure of 
Executive Plaza.   This decrease in  revenue was  partially  offset by  
increased occupancy  and  rental revenues  at  Landmark,  Deer  Creek  and 
Atlanta  Crossing.    Overall expenses decreased for  the three and  nine 
month  periods ended September  30, 1995, due primarily to the  foreclosure of 
Executive Plaza.  Operating  expenses decreased at Deer  Creek and Atlanta 
Crossing,  due to decreased  salary expenses.   Also, higher occupancy  at
Deer Creek  resulted in  the rental of  corporate units and lower  utility 
expenses  related  to  those  units.    Administrative  expenses decreased 
due to decreased reimbursements for partnership  administration costs,
lower  office  supplies  expense  and  professional fees  expense.   
Maintenance expense  decreased due to  decreases in snow removal,  maintenance
supplies, and interior painting expenses.


   The  Partnership has a 14.4%  investment in the  Princeton Meadows Golf 
Course Joint  Venture.   For the three and  nine months  ended September 30,  
1995, the Partnership realized equity in income and equity in loss of the Joint
Venture of $13,882 and $2,623 respectively, as compared to an equity in income
of the Joint Venture of $8,546 and $11,139 for the three and nine months ended
 September 30, 1994,  respectively.  (See Note C -  Investment in Joint
Venture).  The loss for the nine months ended September 30, 1995, can be  
attributed to bad debt expense recorded during the year due to the 
establishment of a reserve for uncollectible receivables.   In  addition, the 
Joint Venture  has  experienced a  decrease in association dues from 1994 to 
1995.

  For  the   nine  month  period  ended  September  30,  1995,  the  Partnership
recognized a loss on  disposal of property of $40,328.  This  loss resulted from
the write off  of the net book value of  roofs replaced at Georgetown Apartments
in the amount of $47,715 and a gain of $7,388 on Deer Creek for a unit destroyed
by fire  damage which was  covered by insurance.   During the nine  months ended
September 30,  1994, the Partnership  realized a  loss on disposal  of assets of
$9,168 due  to the write off  of the net  book value of  roofs for a  section of
Atlanta Crossing that was re-roofed.

  On March 20,  1995, the Partnership negotiated  a Deed in Lieu  of Foreclosure
for Executive Plaza Office Park located in Huntsville, Alabama and, as a result,
the property  was transferred  to the  wrap note  holder.   The Managing General
Partner believes the Deed In Lieu of Foreclosure was in the best interest of the
Partnership.  The Partnership realized a gain of  $1,950,057 on this transaction
for the nine  months ended September 30, 1995, which included a gain on transfer
of  property  in  foreclosure  of  $1,385,286  and  an  extraordinary  gain   on
extinguishment of debt of $564,771.

  As part of the  ongoing business plan of the Partnership, the Managing General
Partner  monitors  the  rental  market  environment of  each  of  its investment
properties  to  assess  the  feasibility of  increasing  rents,  maintaining  or
increasing occupancy  levels and  protecting the  Partnership from  increases in
expense.  As part of this plan, the Managing General Partner attempts to protect
the  Partnership from the  burden of inflation-related increases  in expenses by
increasing rents and maintaining a high overall  occupancy level.  However,  due
to changing market conditions, which can result in the use of rental concessions
and  rental  reductions  to  offset  softening market  conditions,  there  is no
guarantee that the Managing General Partner will be able to sustain such a plan.

  At September 30,  1995, the Partnership  had unrestricted  cash of  $1,602,018
compared to  $926,192 at  September 30,  1994.  Net cash  provided by  operating
activities increased primarily as a result of the increase in net income for the
period ended  September 30,  1995, as  compared to  September 30,  1994, and the
increase in other liabilities and the decrease in other assets.    Net cash used
in  investing  activities  increased  as  a  result  of  increased  deposits  to
restricted  escrows, decreased  receipts from  restricted escrows  and increased
fixed asset additions. Net  cash used in financing  activities decreased due  to
decreased  principal  payments  on  long-term  debt  primarily  related  to  the
foreclosure of Executive Plaza.


   The  sufficiency  of existing  liquid  assets  to  meet  future liquidity  
and capital expenditure  requirements is  directly related to the  level of 
capital expenditures required at the property to adequately maintain the
physical assets and other operating needs of the Partnership.  Such assets are
currently thought to  be  sufficient for  any  near-term needs  of the  
Partnership.   Future cash distributions will depend on the levels of  net cash
generated from  operations, refinancings, property sales and the availability 
of cash reserves.


                           PART II - OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

   AMIT, a  real estate investment trust, made a loan to  the Joint Venture on a
non-recourse basis in September 1991, in the amount of $1,280,000 secured by the
Joint Venture's  real property known as  Princeton Meadows Golf  Course.  Due to
default interest  and late fees that are  delinquent and have been  added to the
principal balance, the current balance of this indebtedness is $1,320,419.  AMIT
asserts that the  loan is recourse by virtue  of a certain amendment purportedly
entered into  as of November  1, 1992, but which  the Partnership and  the Joint
Venture have been  informed and  believe were actually  executed in  December of
1992.   The Partnership  and the  Joint Venture  have been  further informed and
believe that the amendment was executed at the direction  of Angeles Corporation
("Angeles") by  an individual in his  purported capacity  as an  officer of  the
Managing General Partner of the Partnership and the Joint Venture at a time when
such person  was not  in fact  an officer  of such  entities.  Accordingly,  the
Partnership and  the  Joint  Venture  filed  Proofs  of  Claim  in  the  Angeles
bankruptcy proceeding with respect to  such purported amendment.   Additionally,
the Partnership  and the  Joint Venture filed  a Proof  of Claim  in the Angeles
Funding Corporation  and Angeles Real  Estate Corporation bankruptcy proceedings
on similar  grounds.  Both  Angeles Funding Corporation and  Angeles Real Estate
Corporation are affiliates of Angeles.  Angeles has agreed to cooperate with the
Partnership and the Joint Venture in any action commenced by or against  them by
AMIT asserting that the $1,280,000  obligations owed to AMIT are recourse to the
Partnership.  Angeles further agreed to waive the attorney-client privilege with
respect to any information relating to the Note Modifications.  Accordingly, the
Partnership and  the Joint Venture withdrew  their Proofs of  Claim on August 9,
1995.

   MAE  GP Corporation  ("MAE GP"), an  affiliate of  the General  Partner, owns
1,675,113 Class B Shares of AMIT.  MAE GP has the option  to convert these Class
B Shares,  in whole or in  part, into Class A Shares  on the basis of  1 Class A
Share for every  49 Class  B Shares.   These Class  B Shares  entitle MAE  GP to
receive  1% of the distributions  of net cash distributed  by AMIT.  The Class B
Shares also  entitle MAE GP  to vote on  the same basis as Class  A Shares which
allows MAE GP  to vote approximately 37%  of the total shares (unless  and until
converted to Class A Shares at which  time the percentage of the vote controlled
represented  by the  shares held  by MAE GP would  approximate 1%  of the vote).
Between  the date of acquisition of  these shares (November 24,  1992) and March
31,  1995, MAE GP declined to vote these shares.   Since that date, MAE GP voted
its  shares at  the  1995 annual  meeting  in connection  with the  election  of
trustees and other matters.  MAE GP has not exerted, and continues to decline to
exert, any management control over or participate in the management of AMIT.   

   As part of a settlement of certain disputes with AMIT, MAE GP granted to AMIT
an option to  acquire the Class B Shares.   This option can be  exercised at the
end of 10  years or when all loans made by AMIT  to partnerships affiliated with
MAE GP as of November  9, 1994, (which is the date  of execution of a definitive
Settlement Agreement)  have been paid in full, but in no event prior to November
9, 1997.  AMIT delivered to MAE GP cash in the sum of $250,000 at closing, which
occurred  April  14, 1995,  as payment  for the  option.   Upon exercise  of the
option, AMIT would remit to MAE GP an additional $94,000.

   Simultaneously  with  the  execution  of  the  option,  MAE  GP  executed  an
irrevocable proxy in favor of AMIT the result of which is MAE GP will be able to
vote the  Class B  Shares on  all matters  except  those involving  transactions
between AMIT  and MAE  GP affiliated  borrowers or  the election  of any MAE  GP
affiliate as an officer or trustee of AMIT.  On those matters, MAE GP granted to
the AMIT trustees, in their capacity as trustees of AMIT, proxies with regard to
the Class  B Shares  instructing such trustees  to vote  said Class  B Shares in
accordance  with the vote  of the  majority of the Class  A Shares  voting to be
determined  without consideration of  the votes  of "Excess  Class A  Shares" as
defined in Section 6.13 of the Declaration of Trust of AMIT.

   Also, Angeles, either directly or through an affiliate, maintained a  central
disbursement account (the "Account") for the properties and partnerships managed
by Angeles and  its affiliates,  including the Registrant.   Angeles  caused the
Partnership to  make deposits to  the Account ostensibly to fund  the payment of
certain  obligations of the Partnership.  Angeles further  caused checks on such
Account to be written to  or on behalf of certain other  partnerships.  At least
$63,412 deposited by or on behalf of the Partnership was used for purposes other
than   satisfying  the  liabilities  of  the   Partnership.    Accordingly,  the
Partnership filed a Proof  of Claim  in the Angeles  bankruptcy proceedings  for
such  amount.    However,  subsequently the  Managing  General  Partner  of  the
Partnership has  determined that  the cost involved to  pursue such  claim would
likely exceed any  amount received, if in fact such claim were to be resolved in
favor of  the Partnership.   Therefore, the  Partnership withdrew  this claim on
August 9, 1995.

   Except  as  mentioned above,  the Partnership  is not  involved in  any legal
proceedings other  than those arising in  the normal  course of  business.   The
Managing General  Partner believes that  any losses  experienced as a result  of
such proceedings will not  have a material adverse effect upon the Partnership's
operations.


ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

     a)     Exhibits:

            Exhibit 27, Financial Data Schedule, is filed as an  exhibit to this
            report.

     b)     Reports on Form 8-K:

            None filed during the quarter ended September 30, 1995.


                                   SIGNATURES


      In  accordance with the  requirements of the Exchange  Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



                        ANGELES INCOME PROPERTIES, LTD. II 

      
                        By:   Angeles Realty Corporation II
                              Managing General Partner



                        By:   /s/Carroll D. Vinson           
                              Carroll D. Vinson
                              President    
                              



                        By:   /s/Robert D. Long, Jr.         
                              Robert D. Long, Jr.
                              Controller and Principal Accounting Officer
                              
                              
                        Date: November 14, 1995