UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   Form 10-QSB


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


                 For the quarterly period ended September 30, 2003


[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934


                For the transition period from _________to _________

                         Commission file number 0-11767


                       ANGELES INCOME PROPERTIES, LTD. II
             (Exact Name of Registrant as Specified in Its Charter)



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

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)


                                 (864) 239-1000
                           (Issuer's telephone number)




                         PART I - FINANCIAL INFORMATION



ITEM 1.     FINANCIAL STATEMENTS




                         ANGELES INCOME PROPERTIES, LTD. II

                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)
                        (in thousands, except unit data)

                               September 30, 2003

<TABLE>
<CAPTION>


Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $ 357
   Receivables and deposits                                                      425
   Restricted escrow                                                              14
   Other assets                                                                  690
   Investment properties:
      Land                                                    $ 1,984
      Buildings and related personal property                   33,699
                                                                35,683
      Less accumulated depreciation                            (29,187)        6,496
                                                                            $ 7,982

Liabilities and Partners' Deficit
Liabilities
   Tenant security deposit liabilities                                       $ 249
   Accrued property taxes                                                        213
   Other liabilities                                                             251
   Due to affiliates (Note B)                                                    119
   Mortgage notes payable                                                     25,246

Partners' Deficit
   General partners                                            $ (619)
   Limited partners (99,804 units issued and
      outstanding)                                             (17,477)      (18,096)
                                                                            $ 7,982


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>



<PAGE>


                         ANGELES INCOME PROPERTIES, LTD. II

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                      (in thousands, except per unit data)

<TABLE>
<CAPTION>


                                                Three Months Ended       Nine Months Ended
                                                   September 30,           September 30,
                                                 2003        2002        2003        2002
Revenues:
<S>                                             <C>         <C>         <C>         <C>
  Rental income                                 $ 1,600     $ 1,667     $ 4,659     $ 5,096
  Other income                                      135         128         347         399
        Total revenues                            1,735       1,795       5,006       5,495

Expenses:
  Operating                                         569         578       1,652       1,667
  General and administrative                         88         309         267         496
  Depreciation                                      205         467       1,162       1,436
  Interest                                          401         509       1,334       1,489
  Property taxes                                    142         165         516         502
  Loss on early extinguishment of debt
    (Note C)                                         --          --          58          --
        Total expenses                            1,405       2,028       4,989       5,590

 Net income (loss)                               $ 330      $ (233)      $ 17        $ (95)

Net income (loss) allocated to general
  partners (1%)                                   $ 3        $ (2)       $ --        $ (1)
Net income (loss) allocated to limited
  partners (99%)                                    327        (231)         17         (94)

                                                 $ 330      $ (233)      $ 17        $ (95)
Net income (loss) per limited partnership
  unit                                          $ 3.28      $ (2.31)    $ 0.17      $ (0.94)

Distributions per limited partnership unit      $ 3.85      $ 3.23      $ 18.15     $ 5.13


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>



<PAGE>

                         ANGELES INCOME PROPERTIES, LTD. II

               CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                                   (Unaudited)
                        (in thousands, except unit data)


<TABLE>
<CAPTION>

                                     Limited
                                     Partnership     General      Limited
                                        Units        Partners    Partners      Total

<S>                                    <C>             <C>       <C>          <C>
Original capital contributions         100,000         $ 1       $ 50,000     $ 50,001

Partners' deficit at
   December 31, 2002                    99,784        $ (601)    $(15,683)    $(16,284)

Distributions to partners                   --           (18)      (1,811)      (1,829)

Units recorded as abandoned
  in error (Note D)                         20            --           --           --

Net income for the nine months
   ended September 30, 2003                 --            --           17           17

Partners' deficit at
   September 30, 2003                   99,804        $ (619)    $(17,477)    $(18,096)


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>



<PAGE>



                         ANGELES INCOME PROPERTIES, LTD. II

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>

                                                                    Nine Months Ended
                                                                      September 30,
                                                                    2003         2002
Cash flows from operating activities:
<S>                                                                 <C>          <C>
  Net income (loss)                                                 $ 17         $ (95)
  Adjustments to reconcile net income (loss) to net cash
   provided by operating activities:
      Depreciation                                                   1,162        1,436
      Amortization of mortgage discounts and loan costs                 56           92
      Loss on early extinguishment of debt                              58           --
      Change in accounts:
        Receivables and deposits                                      (116)          40
        Other assets                                                   (56)         (46)
        Accounts payable                                               (53)         (15)
        Tenant security deposit liabilities                             13          (12)
        Accrued property taxes                                          70          135
        Due to affiliates                                               14          104
        Other liabilities                                              (13)         327
          Net cash provided by operating activities                  1,152        1,966

Cash flows from investing activities:
  Property improvements and replacements                              (313)        (484)
  Net withdrawals from (deposits to) restricted escrows                134           (6)
          Net cash used in investing activities                       (179)        (490)

Cash flows from financing activities:
  Payments on mortgage notes payable                                  (412)        (383)
  Distributions to partners                                         (1,829)        (517)
  Proceeds from mortgage note payable                                6,175           --
  Repayment of mortgage notes payable                               (5,017)          --
  Advances from affiliates                                              --           65
  Repayment of advances from affiliates                                 --         (112)
  Loan costs paid                                                     (174)         (34)
  Prepayment penalty paid                                              (28)          --
          Net cash used in financing activities                     (1,285)        (981)

Net (decrease) increase in cash and cash equivalents                  (312)         495
Cash and cash equivalents at beginning of period                       669          150

Cash and cash equivalents at end of period                          $ 357        $ 645

Supplemental disclosure of cash flow information:
  Cash paid for interest                                           $ 1,296      $ 1,395

At  December  31,  2001,  approximately  $59,000 of  property  improvements  and
replacements were included in accounts  payable,  which are included in property
improvements and replacements during the nine months ended September 30, 2002.


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>

<PAGE>




                         ANGELES INCOME PROPERTIES, LTD. II

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note A - Basis of Presentation

The accompanying  unaudited  consolidated financial statements of Angeles Income
Properties,  Ltd. II (the  "Partnership" or "Registrant")  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 Angeles  Realty  Corporation  II (the
"Managing General Partner"),  which is wholly-owned by Apartment  Investment and
Management  Company  ("AIMCO"),  a publicly traded real estate investment trust,
all adjustments  (consisting of normal recurring accruals)  considered necessary
for a fair presentation have been included.  Operating results for the three and
nine month periods ended  September 30, 2003 are not  necessarily  indicative of
the results that may be expected  for the fiscal year ending  December 31, 2003.
For further  information,  refer to the  consolidated  financial  statements and
footnotes thereto included in the Partnership's Annual Report on Form 10-KSB for
the fiscal year ended December 31, 2002.

Effective  April  1,  2002,  the  Partnership  adopted  Statement  of  Financial
Accounting  Standards ("SFAS") No. 145, "Rescission of FASB Statements No. 4, 44
and 64" which requires that gains and losses from  extinguishment of debt should
only be  classified  as  extraordinary  if they are  unusual in nature and occur
infrequently. Neither of these criteria applies to the Partnership. As a result,
the accompanying consolidated statements of operations reflect the loss on early
extinguishment  of debt at  Georgetown  Apartments  (see "Note C") in operations
rather than as an extraordinary item.

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 certain payments
to affiliates for services and  reimbursement  of certain  expenses  incurred by
affiliates on behalf of the Partnership.

Affiliates of the Managing  General  Partner are entitled to receive 5% of gross
receipts from all of the Partnership's  properties as compensation for providing
property   management   services.   The  Partnership  paid  to  such  affiliates
approximately $247,000 and $278,000 for the nine months ended September 30, 2003
and 2002, respectively, which is included in operating expenses.

Affiliates of the Managing General Partner received reimbursement of accountable
administrative expenses amounting to approximately $127,000 and $164,000 for the
nine months ended September 30, 2003 and 2002, respectively,  which are included
in general and administrative  expenses and investment  properties.  Included in
these amounts are fees related to construction  management  services provided by
an  affiliate  of the  Managing  General  Partner of  approximately  $13,000 and
$18,000 for the nine months ended September 30, 2003 and 2002, respectively. The
construction  management  service fees are  calculated  based on a percentage of
current year additions to investment properties.

The Partnership Agreement provides for a fee equal to 10% of "Net cash flow from
operations," as defined in the Partnership  Agreement to be paid to the Managing
General  Partner for  executive  and  administrative  management  services.  The
Managing General Partner earned fees of  approximately  $39,000 and $106,000 for
the nine  months  ended  September  30,  2003 and 2002,  respectively,  which is
included in general  and  administrative  expenses.  At  September  30, 2003 the
balance due to the Managing General Partner is approximately $119,000,  which is
included in Due to affiliates on the accompanying consolidated balance sheet.

In accordance with the Partnership Agreement,  during 2001 and 2002 the Managing
General  Partner  loaned the  Partnership  funds for operating  expenses at Deer
Creek Apartments and Landmark Apartments. During the nine months ended September
30,  2002  these  loans were  repaid in full by the  Partnership.  Interest  was
charged at the prime rate plus 2%. Interest expense was approximately $1,000 for
the nine months ended September 30, 2002.  There were no loans from the Managing
General  Partner or  associated  interest  expense  during the nine months ended
September 30, 2003.

Pursuant to the Partnership Agreement,  the Managing General Partner is entitled
to receive a distribution equal to 3% of the aggregate disposition price of sold
properties.  The Partnership paid a distribution of approximately $86,000 to the
Managing General Partner related to the sale of Atlanta Crossing Shopping Center
in March 2000.  The right to receive  payment for this amount is  subordinate to
the  right  of  the  limited   partners  to  receive  their   original   capital
contributions  plus a  cumulative  preferred  return  of 6% per  annum  of their
adjusted capital  investment,  as defined in the Partnership  Agreement.  If the
limited   partners  have  not  received  these  returns  when  the   Partnership
terminates,  the  Managing  General  Partner  will  return  this  amount  to the
Partnership.

The Partnership paid an affiliate of the Managing General Partner  approximately
$62,000  for loan costs  related to the  refinancing  of  Georgetown  Apartments
during the nine months ended  September 30, 2003.  These costs were  capitalized
and are included in other assets on the accompanying consolidated balance sheet.

The  Partnership  insures its properties up to certain  limits through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability. The Partnership insures its properties above the AIMCO limits through
insurance  policies  obtained  by  AIMCO  from  insurers  unaffiliated  with the
Managing  General  Partner.  During the nine months ended September 30, 2003 and
2002,  the  Partnership  was charged by AIMCO and its  affiliates  approximately
$86,000 and $104,000,  respectively,  for insurance coverage and fees associated
with policy claims administration.

Note C - Refinancing of Mortgage Notes Payable

On May 21, 2003, the Partnership refinanced the mortgages encumbering Georgetown
Apartments.  The refinancing  replaced the existing  mortgages of  approximately
$5,017,000  with a new mortgage in the amount of $6,175,000.  Total  capitalized
loan costs were  approximately  $174,000  during the nine months ended September
30,  2003.  These costs  included  approximately  $62,000 in fees payable to the
Managing  General  Partner.  The  Partnership  recognized  a loss  on the  early
extinguishment  of debt of  approximately  $58,000  during the nine months ended
September  30,  2003,  due to the write off of  unamortized  loan costs and debt
discounts and the payment of a prepayment penalty.

These loans were initially refinanced under an interim credit facility ("Interim
Credit  Facility") that also provided for the refinancing of properties in other
Partnerships  that are affiliated  with the  Partnership.  However,  the Interim
Credit Facility created separate loans for each property refinanced  thereunder,
which loans were not  cross-collateralized  or cross-defaulted  with each other.
During  the term of the  Interim  Credit  Facility,  Georgetown  Apartments  was
required to make monthly interest-only payments. The first month's interest rate
for Georgetown Apartments was 2.78%.

As of June 1, 2003, the loan on Georgetown Apartments was assumed by a different
lender.  The credit facility  ("Permanent  Credit Facility") with the new lender
has a maturity  of five years  with an option for the  Partnership  to elect one
five-year  extension.  This Permanent Credit Facility creates separate loans for
each property refinanced thereunder, which loans are not cross-collateralized or
cross-defaulted  with each other. Each note under this Permanent Credit Facility
begins as a variable rate loan, and provides the option,  after three years,  of
converting to a fixed rate loan. The interest rate on the variable rate loans is
the Fannie Mae  discounted  mortgage-backed  security index plus 85 basis points
(1.91% at October 1, 2003), and resets monthly.  Each loan automatically  renews
at the end of each month. In addition,  monthly principal  payments are required
based on a 30-year  amortization  schedule,  using the  interest  rate in effect
during the first month that the  property is  financed by the  Permanent  Credit
Facility. The loans are prepayable without penalty.

Note D - Units Abandoned in Error

During the nine months ended September 30, 2003, the Partnership discovered that
twenty limited  partnership Units that had previously been reported as abandoned
were actually not abandoned. The Units were reinstated as of January 1, 2003 and
back  distributions of approximately  $4,000 were paid to the unitholder  during
the nine months ended September 30, 2003.

Note E - Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial Group, Inc., et al. (the "Nuanes action") in the Superior Court of the
State of  California  for the  County  of San  Mateo.  The  plaintiffs  named as
defendants,  among others,  the  Partnership,  its Managing  General Partner and
several of their  affiliated  partnerships  and corporate  entities.  The action
purported  to  assert  claims  on  behalf  of a class of  limited  partners  and
derivatively  on behalf  of a number  of  limited  partnerships  (including  the
Partnership)  that are named as nominal  defendants,  challenging,  among  other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc.  ("Insignia") and entities that were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged into AIMCO.  The plaintiffs  sought  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
In addition, during the third quarter of 2001, a complaint (the "Heller action")
was filed  against  the same  defendants  that are named in the  Nuanes  action,
captioned  Heller v.  Insignia  Financial  Group.  On or about  August 6,  2001,
plaintiffs filed a first amended  complaint.  The Heller action was brought as a
purported derivative action, and asserted claims for, among other things, breach
of fiduciary  duty,  unfair  competition,  conversion,  unjust  enrichment,  and
judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the Managing General Partner has also agreed to make
at least one round of tender offers to purchase all of the partnership interests
in the Partnerships within one year of final approval,  if it is granted, and to
provide  partners with the independent  appraisals at the time of these tenders.
The proposed  settlement also provided for the limitation of the allowable costs
which  the  Managing   General   Partner  or  its  affiliates  will  charge  the
Partnerships  in connection with this litigation and imposes limits on the class
counsel  fees and  costs in this  litigation.  On April  11,  2003,  notice  was
distributed  to  limited   partners   providing  the  details  of  the  proposed
settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
filed an appeal  seeking  to vacate  and/or  reverse  the  order  approving  the
settlement and entering judgment  thereto.  The Managing General Partner intends
to file a respondent's  brief in support of the order  approving  settlement and
entering judgment thereto.

The  Managing  General  Partner  does  not  anticipate  that  any  costs  to the
Partnership, whether legal or settlement costs, associated with these cases will
be material to the Partnership's overall operations.

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the Managing  General
Partner,  was served  with a  Complaint  in the United  States  District  Court,
District of Columbia alleging that AIMCO Properties L.P.  willfully violated the
Fair Labor Standards Act (FLSA) by failing to pay maintenance  workers  overtime
for all hours worked in excess of forty per week.  The  Complaint is styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the Complaint denying the substantive  allegations.  Although the outcome of any
litigation  is  uncertain,  in the opinion of the Managing  General  Partner the
claims will not result in any material liability to the Partnership.

The  Partnership  is unaware  of any other  pending  or  outstanding  litigation
matters  involving  it or its  investment  properties  that are not of a routine
nature arising in the ordinary course of business.

<PAGE>

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

The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government  regulations.  Actual results may differ materially
from those described in the forward-looking statements and will be affected by a
variety of risks and factors including,  without limitation:  national and local
economic  conditions;  the terms of  governmental  regulations  that  affect the
Registrant and interpretations of those regulations; the competitive environment
in which the Registrant operates;  financing risks, including the risk that cash
flows from operations may be insufficient to meet required payments of principal
and interest;  real estate risks, including variations of real estate values and
the general  economic  climate in local markets and  competition  for tenants in
such markets;  litigation,  including  costs  associated  with  prosecuting  and
defending  claims  and  any  adverse   outcomes,   and  possible   environmental
liabilities.   Readers  should  carefully  review  the  Registrant's   financial
statements and the notes thereto,  as well as the risk factors  described in the
documents  the  Registrant  files  from  time to time  with the  Securities  and
Exchange Commission.

The Partnership's  investment  properties consist of three apartment  complexes.
The following  table sets forth the average  occupancy of the properties for the
nine months ended September 30, 2003 and 2002:

                                         Average Occupancy
Property                                 2003        2002

Deer Creek Apartments                     95%         96%
   Plainsboro, New Jersey
Georgetown Apartments                     95%         96%
   South Bend, Indiana
Landmark Apartments                       86%         91%
   Raleigh, North Carolina

The Managing  General  Partner  attributes the decrease in occupancy at Landmark
Apartments to the slowdown in the economy and lower home mortgage interest rates
in the Raleigh area.

Results of Operations

The  Partnership's  net income for the three and nine months ended September 30,
2003 was approximately $330,000 and $17,000, respectively,  compared to net loss
of  approximately  $233,000  and $95,000,  respectively,  for the three and nine
months ended September 30, 2002. The increase in net income is due to a decrease
in total  expenses,  partially  offset  by a  decrease  in total  revenues.  The
decrease in total  revenues for the nine months ended  September 30, 2003 is due
to a decrease in both rental and other  income.  The decrease in total  revenues
for the three  months  ended  September  30, 2003 is due to a decrease in rental
income.  Other income  remained  relatively  constant for the three months ended
September  30, 2003.  The  decrease in rental  income for both periods is due to
decreases in occupancy and average  rental rates,  and increases in  concessions
and bad  debt  expense  at all of the  Partnership's  properties.  Other  income
decreased  for the  nine  months  ended  September  30,  2003  primarily  due to
decreases in utility  reimbursements  and lease  cancellation fees at Deer Creek
Apartments.

The  decrease  in total  expenses  for  both the  three  and nine  months  ended
September 30, 2003 is due to decreases in depreciation, interest and general and
administrative  expenses.  The  decrease in total  expenses  for the nine months
ended  September 30, 2003 was  partially  offset by an increase in loss on early
extinguishment of debt.  Depreciation  expense decreased for both periods due to
buildings  and property  improvements  and  replacements  placed into service in
prior years becoming fully  depreciated  during the nine months ended  September
30, 2003.  Interest  expense  decreased  due to principal  payments  made on the
mortgages  encumbering  the  Partnership's  properties,  which  reduced the debt
balance, and the refinancing of the mortgages encumbering  Georgetown Apartments
in May 2003 at a lower interest rate. The loss on early  extinguishment  of debt
recognized  during the nine months ended  September  30, 2003 is a result of the
refinancing of the mortgages  encumbering  Georgetown  Apartments in May 2003 as
discussed in "Liquidity and Capital Resources".

General and  administrative  expenses  decreased  for both the nine months ended
September 30, 2003 primarily due to decreases in management  reimbursements paid
to the Managing General Partner as allowed under the Partnership Agreement,  the
management fee due to the Managing General partner based on cash flow as allowed
in the Partnership  Agreement,  and the Partnership tax paid to the state of New
Jersey.  Also included in general and administrative  expenses for the three and
nine  months  ended  September  30, 2003 and 2002 are cost  associated  with the
quarterly and annual  communications  with investors and regulatory agencies and
the annual audit required by the Partnership Agreement.

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,  the
Managing  General Partner may use rental  concessions and rental rate reductions
to offset softening market conditions,  accordingly,  there is no guarantee that
the Managing General Partner will be able to sustain such a plan.

Liquidity and Capital Resources

At  September  30,  2003,  the  Partnership  had cash and  cash  equivalents  of
approximately $357,000 compared to approximately $645,000 at September 30, 2002.
The  decrease  in cash and cash  equivalents  of  approximately  $312,000,  from
December 31, 2002, is due to approximately  $1,285,000 of cash used in financing
activities  and  approximately  $179,000 of cash used in  investing  activities,
partially  offset by  approximately  $1,152,000  of cash  provided by  operating
activities.  Cash used in financing activities consisted of distributions to the
partners,   payments  of  principal  made  on  the  mortgages   encumbering  the
Partnership's  properties,  repayment  of  mortgage  notes  payable  due  to the
refinancing of the mortgages  encumbering  Georgetown  Apartments and loan costs
and prepayment  penalties paid,  partially offset by proceeds  received from the
refinancing  of the mortgage  encumbering  Georgetown  Apartments.  Cash used in
investing  activities  consisted  of  property  improvements  and  replacements,
partially offset by net receipts from restricted  escrow accounts  maintained by
the mortgage  lenders.  The Partnership  invests its working capital reserves in
interest bearing accounts.

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 various  properties  to  adequately  maintain  the
physical  assets and other operating needs of the Partnership and to comply with
Federal,  state,  and local  legal and  regulatory  requirements.  The  Managing
General  Partner  monitors  developments  in the  area of legal  and  regulatory
compliance and is studying new federal laws, including the Sarbanes-Oxley Act of
2002. The Sarbanes-Oxley Act of 2002 mandates or suggests additional  compliance
measures with regard to governance,  disclosure, audit and other areas. In light
of these changes,  the  Partnership  expects that it will incur higher  expenses
related  to  compliance,  including  increased  legal  and audit  fees.  Capital
improvements  planned  for each of the  Partnership's  properties  are  detailed
below.

Deer Creek Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately  $194,000  of  capital  improvements  at  Deer  Creek  Apartments,
consisting  primarily of water heater  upgrades,  structural  improvements,  and
floor covering  replacement.  These improvements were funded from the property's
operating cash flow. The Partnership  evaluates the capital improvement needs of
the property  during the year and  currently  expects to complete an  additional
$9,000 in capital  improvements  during the  remainder of 2003.  The  additional
capital  improvements  will  consist  primarily of floor  covering  replacement.
Additional  capital  improvements  may be  considered  and  will  depend  on the
physical  condition  of the  property  as  well  as the  anticipated  cash  flow
generated by the property.

Georgetown Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately   $29,000  of  capital  improvements  at  Georgetown   Apartments,
consisting  primarily  of  plumbing  upgrades,  and floor  covering  and  window
replacements.  These  improvements  were funded from  replacement  reserves  and
operating cash flow. The Partnership  evaluates the capital improvement needs of
the property  during the year and  currently  expects to complete an  additional
$40,000 in capital  improvements  during the remainder of 2003.  The  additional
capital  improvements  will consist  primarily of appliance  and floor  covering
replacements,  parking lot upgrades and other building improvements.  Additional
capital improvements may be considered and will depend on the physical condition
of the property as well as the anticipated cash flow generated by the property.

Landmark Apartments

During the nine months ended  September  30,  2003,  the  Partnership  completed
approximately $90,000 of capital improvements at Landmark Apartments, consisting
primarily of floor covering replacement. These improvements were funded from the
property's  operating  cash  flow  and  replacement  reserves.  The  Partnership
evaluates  the capital  improvement  needs of the  property  during the year and
currently  expects to complete  an  additional  $13,000 in capital  improvements
during the remainder of 2003. The additional  capital  improvements will consist
primarily of floor covering replacement.  Additional capital improvements may be
considered and will depend on the physical  condition of the property as well as
the anticipated cash flow generated by the property and replacement reserves.

The additional  capital  expenditures will be incurred only if cash is available
from operations or from Partnership  reserves.  To the extent that such budgeted
capital improvements are completed, the Registrant's distributable cash flow, if
any, may be adversely affected at least in the short term.

On May 21, 2003, the Partnership refinanced the mortgages encumbering Georgetown
Apartments.  The refinancing  replaced the existing  mortgages of  approximately
$5,017,000  with a new mortgage in the amount of $6,175,000.  Total  capitalized
loan costs were  approximately  $174,000  during the nine months ended September
30,  2003.  These costs  included  approximately  $62,000 in fees payable to the
Managing  General  Partner.  The  Partnership  recognized  a loss  on the  early
extinguishment  of debt of  approximately  $58,000  during the nine months ended
September  30,  2003,  due to the write off of  unamortized  loan costs and debt
discounts and the payment of a prepayment penalty.

These loans were initially refinanced under an interim credit facility ("Interim
Credit  Facility") that also provided for the refinancing of properties in other
Partnerships  that are affiliated  with the  Partnership.  However,  the Interim
Credit Facility created separate loans for each property refinanced  thereunder,
which loans were not  cross-collateralized  or cross-defaulted  with each other.
During  the term of the  Interim  Credit  Facility,  Georgetown  Apartments  was
required to make monthly interest-only payments. The first month's interest rate
for Georgetown Apartments was 2.78%.

As of June 1, 2003, the loan on Georgetown Apartments was assumed by a different
lender.  The credit facility  ("Permanent  Credit Facility") with the new lender
has a maturity  of five years  with an option for the  Partnership  to elect one
five-year  extension.  This Permanent Credit Facility creates separate loans for
each property refinanced thereunder, which loans are not cross-collateralized or
cross-defaulted  with each other. Each note under this Permanent Credit Facility
begins as a variable rate loan, and provides the option,  after three years,  of
converting to a fixed rate loan. The interest rate on the variable rate loans is
the Fannie Mae  discounted  mortgage-backed  security index plus 85 basis points
(1.91% at October 1, 2003), and resets monthly.  Each loan automatically  renews
at the end of each month. In addition,  monthly principal  payments are required
based on a 30-year  amortization  schedule,  using the  interest  rate in effect
during the first month that the  property is  financed by the  Permanent  Credit
Facility. The loans are prepayable without penalty.

The  Partnership's  assets are thought to be sufficient for any near-term  needs
(exclusive  of  capital   improvements)   of  the   Partnership.   The  mortgage
indebtedness  encumbering Deer Creek Apartments of approximately  $13,046,000 is
amortized  over  20  years  and  matures  on July 1,  2021 at  which  time it is
scheduled to be fully amortized.  The mortgage indebtedness encumbering Landmark
Apartments of approximately $6,063,000 is amortized over 30 years with a balloon
payment of approximately  $6,054,000 due in November 2003. The Partnership is in
the process of refinancing the mortgage  encumbering  Landmark  Apartments.  The
mortgage  indebtedness   encumbering   Georgetown  Apartments  of  approximately
$6,137,000 that was refinanced  during the nine months ended September 30, 2003,
has a balloon  payment due in September  2007. The Managing  General Partner has
the option to extend the maturity date for five additional  years.  The Managing
General  Partner  intends  to  refinance  the  mortgages   encumbering  Landmark
Apartments and Georgetown  Apartments  and/or sell the properties prior to their
maturity dates. If the properties  cannot be refinanced or sold for a sufficient
amount, the Partnership will risk losing the properties through foreclosure.

The Partnership  distributed the following  amounts during the nine months ended
September 30, 2003 and 2002 (in thousands, except per unit data):

<TABLE>
<CAPTION>

                       Nine Months      Per Limited      Nine Months       Per Limited
                          Ended         Partnership         Ended          Partnership
                   September 30, 2003      Unit       September 30, 2002      Unit

<S>                       <C>             <C>               <C>              <C>
Operations                $ 797           $ 7.91            $ 517            $ 5.13
Refinance (1)             1,032            10.24                --               --
Total                    $1,829           $18.15            $ 517            $ 5.13
</TABLE>

(1)   From proceeds from the refinancing of the mortgages encumbering Georgetown
      Apartments during May 2003.

Future  cash  distributions  will  depend on the levels of cash  generated  from
operations, the availability of cash reserves and the timing of debt maturities,
refinancings  and/or  property  sales.  The  Partnership's  cash  available  for
distribution is reviewed on a monthly basis. There can be no assurance, however,
that the  Partnership  will  generate  sufficient  funds from  operations  after
required capital expenditures to permit additional distributions to its partners
during the remainder of 2003 or subsequent periods.

Other

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates  owned 61,754 limited  partnership  units
(the "Units") in the Partnership representing 61.88% of the outstanding Units at
September  30,  2003. A number of these Units were  acquired  pursuant to tender
offers  made by  AIMCO  or its  affiliates.  It is  possible  that  AIMCO or its
affiliates will acquire  additional  Units in exchange for cash or a combination
of cash and units in AIMCO Properties, L.P., the operating partnership of AIMCO,
either through private  purchases or tender offers.  Pursuant to the Partnership
Agreement,  unitholders  holding a majority  of the Units are  entitled  to take
action with  respect to a variety of matters that  include,  but are not limited
to,  voting on certain  amendments  to the  Partnership  Agreement and voting to
remove the Managing General  Partner.  As a result of its ownership of 61.88% of
the outstanding units, AIMCO and its affiliates are in a position to control all
voting decisions with respect to the Partnership.  Although the Managing General
Partner owes fiduciary duties to the limited  partners of the  Partnership,  the
Managing  General  Partner  also  owes  fiduciary  duties  to  AIMCO as its sole
stockholder.  As a  result,  the  duties of the  Managing  General  Partner,  as
managing general  partner,  to the Partnership and its limited partners may come
into conflict with the duties of the Managing  General  Partner to AIMCO, as its
sole stockholder.

Critical Accounting Policies and Estimates

The consolidated financial statements are prepared in accordance with accounting
principles generally accepted in the United States which require the Partnership
to  make  estimates  and  assumptions.  The  Partnership  believes  that  of its
significant  accounting  policies,  the following may involve a higher degree of
judgment and complexity.

Impairment of Long-Lived Assets

Investment  properties  are  recorded at cost,  less  accumulated  depreciation,
unless  considered  impaired.  If  events  or  circumstances  indicate  that the
carrying  amount of a property may be  impaired,  the  Partnership  will make an
assessment of its  recoverability  by estimating  the  undiscounted  future cash
flows,  excluding  interest  charges,  of the property.  If the carrying  amount
exceeds the aggregate  future cash flows,  the  Partnership  would  recognize an
impairment  loss to the extent the carrying amount exceeds the fair value of the
property.

Real  property  investments  are  subject  to varying  degrees of risk.  Several
factors  may  adversely  affect  the  economic  performance  and  value  of  the
Partnership's investment properties.  These factors include, but are not limited
to,  changes  in the  national,  regional  and  local  economic  climate;  local
conditions,  such as an oversupply of multifamily  properties;  competition from
other available  multifamily property owners and changes in market rental rates.
Any adverse changes in these factors could cause impairment of the Partnership's
assets.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.
Rental income  attributable to leases is recognized  monthly as it is earned and
the Partnership  fully reserves all balances  outstanding  over thirty days. The
Partnership will offer rental concessions during  particularly slow months or in
response to heavy  competition  from other  similar  complexes in the area.  Any
concessions  given at the inception of the lease are amortized  over the life of
the lease.

ITEM 3.     CONTROLS AND PROCEDURES

(a) Disclosure Controls and Procedures.  The Partnership's management,  with the
participation of the principal executive officer and principal financial officer
of the Managing  General  Partner,  who are the equivalent of the  Partnership's
principal executive officer and principal financial officer,  respectively,  has
evaluated  the  effectiveness  of  the  Partnership's  disclosure  controls  and
procedures (as such term is defined in Rules  13a-15(e) and 15d-15(e)  under the
Securities  Exchange Act of 1934, as amended (the "Exchange Act")) as of the end
of the period covered by this report.  Based on such  evaluation,  the principal
executive  officer  and  principal  financial  officer of the  Managing  General
Partner, who are the equivalent of the Partnership's principal executive officer
and principal  financial officer,  respectively,  have concluded that, as of the
end of such period,  the  Partnership's  disclosure  controls and procedures are
effective.

(b) Internal Control Over Financial  Reporting.  There have not been any changes
in the Partnership's  internal control over financial reporting (as such term is
defined in Rules  13a-15(f)  and  15d-15(f)  under the Exchange  Act) during the
fiscal quarter to which this report relates that have  materially  affected,  or
are reasonably likely to materially affect,  the Partnership's  internal control
over financial reporting.

<PAGE>

                           PART II - OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial Group, Inc., et al. (the "Nuanes action") in the Superior Court of the
State of  California  for the  County  of San  Mateo.  The  plaintiffs  named as
defendants,  among others,  the  Partnership,  its Managing  General Partner and
several of their  affiliated  partnerships  and corporate  entities.  The action
purported  to  assert  claims  on  behalf  of a class of  limited  partners  and
derivatively  on behalf  of a number  of  limited  partnerships  (including  the
Partnership)  that are named as nominal  defendants,  challenging,  among  other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc.  ("Insignia") and entities that were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged into AIMCO.  The plaintiffs  sought  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
In addition, during the third quarter of 2001, a complaint (the "Heller action")
was filed  against  the same  defendants  that are named in the  Nuanes  action,
captioned  Heller v.  Insignia  Financial  Group.  On or about  August 6,  2001,
plaintiffs filed a first amended  complaint.  The Heller action was brought as a
purported derivative action, and asserted claims for, among other things, breach
of fiduciary  duty,  unfair  competition,  conversion,  unjust  enrichment,  and
judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the Managing General Partner has also agreed to make
at least one round of tender offers to purchase all of the partnership interests
in the Partnerships within one year of final approval,  if it is granted, and to
provide  partners with the independent  appraisals at the time of these tenders.
The proposed  settlement also provided for the limitation of the allowable costs
which  the  Managing   General   Partner  or  its  affiliates  will  charge  the
Partnerships  in connection with this litigation and imposes limits on the class
counsel  fees and  costs in this  litigation.  On April  11,  2003,  notice  was
distributed  to  limited   partners   providing  the  details  of  the  proposed
settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
filed an appeal  seeking  to vacate  and/or  reverse  the  order  approving  the
settlement and entering judgment  thereto.  The Managing General Partner intends
to file a respondent's  brief in support of the order  approving  settlement and
entering judgment thereto.

The  Managing  General  Partner  does  not  anticipate  that  any  costs  to the
Partnership, whether legal or settlement costs, associated with these cases will
be material to the Partnership's overall operations.

<PAGE>

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the Managing  General
Partner,  was served  with a  Complaint  in the United  States  District  Court,
District of Columbia alleging that AIMCO Properties L.P.  willfully violated the
Fair Labor Standards Act (FLSA) by failing to pay maintenance  workers  overtime
for all hours worked in excess of forty per week.  The  Complaint is styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the Complaint denying the substantive  allegations.  Although the outcome of any
litigation  is  uncertain,  in the opinion of the Managing  General  Partner the
claims will not result in any material liability to the Partnership.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a) Exhibits:

                  Exhibit 3.1, Amendment Agreement of Limited Partnership of the
                  Partnership  dated  October  12,  1982 filed on Form 10K dated
                  November 30, 1983, incorporated herein by reference.

                  Exhibit  10.20(e),  Sixth  Reaffirmation and Joinder Agreement
                  dated May 16,  2003  between  Georgetown  AIP II,  L.P.,  GMAC
                  Commercial  Mortgage  Corporate,  and Fannie  Mae, a federally
                  chartered and stockholder owned corporation.

                  Exhibit 31.1,  Certification  of equivalent of Chief Executive
                  Officer   pursuant   to   Securities    Exchange   Act   Rules
                  13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002.

                  Exhibit 31.2,  Certification  of equivalent of Chief Financial
                  Officer   pursuant   to   Securities    Exchange   Act   Rules
                  13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the
                  Sarbanes-Oxley Act of 2002.

                  Exhibit  32.1,  Certification  Pursuant  to 18 U.S.C.  Section
                  1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
                  Act of 2002.

            b) Reports on Form 8-K:

                  None filed during the quarter ended September 30, 2003.

<PAGE>

                                   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/Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President


                                    By:   /s/Paul J. McAuliffe
                                          Paul J. McAuliffe
                                          Executive Vice President
                                          and Chief Financial Officer


                                    Date: November 12, 2003

<PAGE>

Exhibit 31.1


                                  CERTIFICATION


I, Patrick J. Foye, certify that:


1.    I have reviewed  this  quarterly  report on Form 10-QSB of Angeles  Income
      Properties Ltd. II;

2.    Based on my knowledge,  this report does not contain any untrue  statement
      of a material fact or omit to state a material fact  necessary to make the
      statements made, in light of the circumstances under which such statements
      were made,  not  misleading  with  respect  to the period  covered by this
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  report,  fairly  present  in all  material
      respects the financial condition,  results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.


Date:  November 12, 2003

                             /s/Patrick J. Foye
                             Patrick J. Foye
                             Executive   Vice   President   of  Angeles   Realty
                             Corporation  II,  equivalent of the chief executive
                             officer of the Partnership


<PAGE>



Exhibit 31.2


                                  CERTIFICATION


I, Paul J. McAuliffe, certify that:


1.    I have reviewed  this  quarterly  report on Form 10-QSB of Angeles  Income
      Properties Ltd. II;

2.    Based on my knowledge,  this report does not contain any untrue  statement
      of a material fact or omit to state a material fact  necessary to make the
      statements made, in light of the circumstances under which such statements
      were made,  not  misleading  with  respect  to the period  covered by this
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  report,  fairly  present  in all  material
      respects the financial condition,  results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date:  November 12, 2003

                                    /s/Paul J. McAuliffe
                                    Paul J. McAuliffe
                                    Executive Vice President and Chief Financial
                                    Officer of Angeles  Realty  Corporation  II,
                                    equivalent of the chief financial officer of
                                    the Partnership


<PAGE>


Exhibit 32.1


                          Certification of CEO and CFO
                       Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                   Section 906 of the Sarbanes-Oxley Act of 2002



In  connection  with the  Quarterly  Report  on Form  10-QSB of  Angeles  Income
Properties,  Ltd.  II  (the  "Partnership"),  for  the  quarterly  period  ended
September 30, 2003 as filed with the Securities  and Exchange  Commission on the
date hereof (the  "Report"),  Patrick J. Foye,  as the  equivalent  of the chief
executive officer of the Partnership,  and Paul J. McAuliffe,  as the equivalent
of the chief  financial  officer  of the  Partnership,  each  hereby  certifies,
pursuant to 18 U.S.C.  Section 1350,  as adopted  pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:

      (1)   The Report fully complies with the  requirements of Section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

      (2)   The  information  contained in the Report  fairly  presents,  in all
            material respects, the financial condition and results of operations
            of the Partnership.


                                           /s/Patrick J. Foye
                                    Name:  Patrick J. Foye
                                    Date:  November 12, 2003


                                           /s/Paul J. McAuliffe
                                    Name:  Paul J. McAuliffe
                                    Date:  November 12, 2003


This  certification is furnished with this Report pursuant to Section 906 of the
Sarbanes-Oxley  Act of 2002 and shall not be deemed filed by the Partnership for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended.