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UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-QSB

|/x/                                               | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 
|------------------------------------------------- | ----------------------------------------------------------------------------------
|For the quarterly period ended September 30, 2000
|                                                  |                                                                                   
|/ /                                               | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from  to

Commission File Number 0-20129

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ChrisKen Growth & Income L.P. II(Exact name of small business issuer as specified in its
certificate of Limited Partnership)

Delaware

36-3644609(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification Number)


345 North Canal Street, Chicago, Illinois 60606

(Address of principal executive offices)     (Zip Code)

(312) 454-1626

(Issuer's telephone number)

(Former
name, former address and former fiscal year, if changed since last report)

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Check
whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities 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 / /

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ChrisKen Growth & Income L.P. II

INDEX

|          |  |                   |  |                                                                                                |  | PAGE
|--------- |  | ----------------- |  | ---------------------------------------------------------------------------------------------- |  | ----
|PART I    |  |                   |  | Financial Information                                                                          |  |     
|          |  | Item 1.           |  | Condensed Financial Statements(Unaudited)                                                      |  |     
|          |  |                   |  | Condensed Balance Sheet at September 30, 2000                                                  |  | 2   
|          |  |                   |  | Condensed Statements of Income for the Three and Nine Months Ended September 30, 2000 and 1999 |  | 3   
|          |  |                   |  | Condensed Statement of Partners' Capital for the Nine Months Ended September 30, 2000          |  | 4   
|          |  |                   |  | Condensed Statements of Cash Flows for the Nine Months Ended September 30, 2000 and 1999       |  | 5   
|          |  |                   |  | Notes to Condensed Financial Statements                                                        |  | 6   
|          |  | Item 2.           |  | Management's Discussion and Analysis or Plan of Operation                                      |  | 7   
|PART II.  |  | Other Information |  |                                                                                               
|          |  | Item 1.           |  | Legal Proceedings                                                                              |  | 9   
|          |  | Item 2.           |  | Changes in Securities                                                                          |  |     
|          |  | Item 3.           |  | Defaults Upon Senior Securities                                                                |  |     
|          |  | Item 4.           |  | Submissions of Matters to a Vote of Security Holders                                           |  |     
|          |  | Item 5.           |  | Other Information                                                                              |  |     
|          |  | Item 6.           |  | Exhibits and Reports on Form 8-K                                                               |  |     
|SIGNATURE |  | 10               

1

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Chrisken Growth & Income L.P. II

(A Delaware Limited Partnership)

Condensed Balance Sheet

September 30, 2000

(Unaudited)

|Assets                                                                     |                            |   |          
|-------------------------------------------------------------------------- | -------------------------- | - | ---------
|Cash and cash equivalents                                                  |                            | $ | 48,082   
|Restricted cash                                                            |                            |   | 57,645   
|Real estate taxes and other escrows                                        |                            |   | 85,352   
|Deferred financing fees, net of accumulated amortization of $23,572        |                            |   | 73,968   
|Other                                                                      |                            |   | 16,343   
|                                                                           |                            |   |          
|                                                                           |                            |   | 281,390  
|Investment in real estate, at cost:                                        |                            |   |          
|                                                                           | Land and land improvements |   |          
|                                                                           | Buildings and improvements |   |          
|                                                                           | Equipment                  |   |          
|                                                                           |                            |   |          
|                                                                           |                            |   | 5,675,663
|Accumulated depreciation                                                   |                            |   | (642,378 
|                                                                           |                            |   |          
|                                                                           |                            |   | 5,033,285
|Total assets                                                               |                            | $ | 5,314,675
|                                                                           |                            |   |          
|Liabilities and partners' capital                                          |                            |   |          
|Accounts payable                                                           |                            | $ | 51,579   
|Accrued real estate taxes                                                  |                            |   | 114,931  
|Tenants' security deposits                                                 |                            |   | 17,529   
|Mortgage loan payable                                                      |                            |   | 4,581,539
|                                                                           |                            |   |          
|Total liabilities                                                          |                            |   | 4,765,578
|Partners' capital, 11,516 limited partnership units issued and outstanding |                            |   | 549,097  
|                                                                           |                            |   |          
|Total liabilities and partners' capital                                    |                            | $ | 5,314,675
|                                                                           |                            |   |          

See accompanying note.

2

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Chrisken Growth & Income L.P. II

(A Delaware Limited Partnership)

Condensed Statements of Income

(Unaudited)

|                                                                                 |  | Three Months Ended
September 30 |         | Nine Months Ended
September 30
|-------------------------------------------------------------------------------- |  | ------------------------------- | ------- | ------------------------------
|
|Revenue                                                                          |  |                                 |         |                               
|Rental                                                                           |  | $                               | 318,498 |                               
|Interest                                                                         |  |                                 | 993     |                               
|Other                                                                            |  |                                 | 19,236  |                               
|                                                                                 |  |                                 |         |                               
|Total revenue                                                                    |  |                                 | 338,727 |                               
|Expenses                                                                         |  |                                 |         |                               
|Property operations                                                              |  |                                 | 98,845  |                               
|Depreciation                                                                     |  |                                 | 68,865  |                               
|Interest                                                                         |  |                                 | 82,563  |                               
|General and administrative                                                       |  |                                 | 60,548  |                               
|Management feesaffiliate                                                        |  |                                 | 16,860  |                               
|                                                                                 |  |                                 |         |                               
|Total expenses                                                                   |  |                                 | 327,681 |                               
|                                                                                 |  |                                 |         |                               
|Net income                                                                       |  | $                               | 11,046  |                               
|                                                                                 |  |                                 |         |                               
|Net income allocated to general partners                                         |  | $                               | 1,105   |                               
|                                                                                 |  |                                 |         |                               
|Net income allocated to limited partners                                         |  | $                               | 9,941   |                               
|                                                                                 |  |                                 |         |                               
|Net income allocated to limited partner per limited partnership unit outstanding |  | $                               | .86     |                               
|                                                                                 |  |                                 |         |                               
|Limited partnership units outstanding                                            |  |                                 | 11,516  |                               
|                                                                                 |  |                                 |         |                               

See accompanying note.

3

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Chrisken Growth & Income L.P. II

(A Delaware Limited Partnership)

Condensed Statement of Partners' Capital

Nine months ended September 30, 2000

(Unaudited)

|                              |  | Partners' Capital Accounts |       
|----------------------------- |  | -------------------------- | ------
|
|Balance at January 1, 2000    |  | $                          | 44,927
|Distributions (A)             |  |                            |      
|Net income                    |  |                            | 3,009 
|                              |  |                            |       
|Balance at September 30, 2000 |  | $                          | 47,936
|                              |  |                            |       

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First quarter

$
6.53Second quarter

$
6.46Third quarter

$
6.46


See accompanying note.

4

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Chrisken Growth & Income L.P. II

(A Delaware Limited Partnership)

Condensed Statements of Cash Flows

(Unaudited)

|                                                                                        |                                                  | Nine Months Ended
September 30                               |         
|--------------------------------------------------------------------------------------- | ------------------------------------------------ | ------------------------------------------------------------ | --------
|
|Cash flows from operating activities                                                    |                                                  |                                                              |         
|Net income                                                                              |                                                  | $                                                            | 30,091  
|Adjustments to reconcile net income to net cash flows provided by
operating activities: |                                                  |                                                              |         
|                                                                                        | Depreciation and amortization                    |                                                              |         
|                                                                                        | Net changes in operating assets and liabilities: |                                                              |         
|                                                                                        |                                                  | (Increase) in real estate taxes and other escrows            |         
|                                                                                        |                                                  | (Increase) in other assets                                   |         
|                                                                                        |                                                  | Increase (decrease) in accounts payable and accrued expenses |         
|                                                                                        |                                                  | (Decrease) increase in tenants' security deposits            |         
|                                                                                        |                                                  | Decrease in due to affiliates                                |         
|                                                                                        |                                                  |                                                              |         
|Net cash flows provided by operating activities                                         |                                                  |                                                              | 231,526 
|Cash flows from investing activities                                                    |                                                  |                                                              |         
|Additions to investment in real estate                                                  |                                                  |                                                              | (74,467 
|                                                                                        |                                                  |                                                              |         
|Cash flows used in investing activities                                                 |                                                  |                                                              | (74,467 
|Cash flows from financing activities                                                    |                                                  |                                                              |         
|Proceeds from mortgage loan payable                                                     |                                                  |                                                              |        
|Repayment of mortgage loan payable                                                      |                                                  |                                                              |        
|Principal payments                                                                      |                                                  |                                                              | (37,426 
|Financing fees                                                                          |                                                  |                                                              |        
|Repurchase of limited partnership units                                                 |                                                  |                                                              |        
|Distributions                                                                           |                                                  |                                                              | (223,844
|                                                                                        |                                                  |                                                              |         
|Net cash flows used in financing activities                                             |                                                  |                                                              | (261,270
|                                                                                        |                                                  |                                                              |         
|Net (decrease) increase in cash and cash equivalents                                    |                                                  |                                                              | (104,211
|Cash and cash equivalents, beginning of period                                          |                                                  |                                                              | 152,293 
|                                                                                        |                                                  |                                                              |         
|Cash and cash equivalents, end of period                                                |                                                  | $                                                            | 48,082  
|                                                                                        |                                                  |                                                              |         
|Supplemental disclosure of cash flow information:                                       |                                                  |                                                              |         
|                                                                                        | Cash paid during the period for interest         |                                                              | $       
|                                                                                        |                                                  |                                                              |         

See accompanying note.

5

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## 

Chrisken Growth & Income L.P. II(A Delaware Limited Partnership)Note to Condensed Financial
Statements(Unaudited)

1.  Interim Accounting Policies

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States
for interim financial information and with the instructions to Form 10-QSB and 310(b) of Regulations of S-B. Accordingly, they do not include all of the information and
footnotes required by accounting principles generally accepted in the United States for complete financial statements. The financial statements are the representation of the General Partners and
reflect all adjustments which are, in the opinion of the General Partners, necessary for a fair presentation of the financial position and results of operations of the Partnership. The General
Partners believe that all such adjustments are normal and recurring. For further information, refer to the financial statements and notes thereto included in the Chrisken Growth & Income L.P.
II's (the "Partnership") Annual Report on Form 10-KSB for the year ended December 31, 1999.

6

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Item 2. Management's Discussion and Analysis or Plan of Operation

ChrisKen Growth & Income L.P. II (the "Partnership") is a Delaware limited partnership formed in 1989. The Partnership owns and operates a 144 unit
residential rental complex known as Barrington Estates (the "Property") located in Indianapolis, Indiana. Pursuant to a public offering (the "Offering") the Partnership sold 11,529 limited partnership
units. The proceeds of the Offering were used to acquire the Property.

Liquidity and Capital Resources

At September 30, 2000, the Partnership had cash and cash equivalents of $48,082 compared to $152,293 at December 31, 1999. The decrease in cash
and cash equivalents during the nine months ended September 30, 2000, is the result of decreased accounts payable and mortgage principal and increased real estate tax escrows, prepaid insurance
and investment in real estate. Restricted cash represents operating and contingency reserves equal to approximately 1% of the gross proceeds of the Offering ($57,645 as of September 30, 2000,
and December 31, 1999) which the General Partners believe is adequate to satisfy cash requirement needs. Management has budgeted the following major repairs or improvements to the property to
be completed during the remainder of 2000: electrical upgrades for 100 kitchens ($24,000), paint and repair 21 porches ($8,400), and continued carpet ($12,000) and appliance replacement ($9,000) as
needed due to obsolescence.

The
current mortgage indebtedness of $4,581,539, with an interest rate of 6.77%, matures on August 31, 2004. Under the terms of the loan, the monthly principal and interest
payments are $30,124. In addition to providing current beneficial financing terms, the General Partners believe the loan should be very attractive to potential buyers of the Property, as it is
assumable at a 1% fee, subject to lender approval.

The
source of future liquidity and cash distributions to the Partners is dependent primarily upon the cash generated by the Property. At September 30, 2000, the Property was
generating, and the General Partners believe that the Property will continue to generate, sufficient cash flow from operations to service the existing and new mortgage indebtedness.

Results of Operations

The Property was 96.5% occupied as of September 30, 2000, 97% as of December 31, 1999, and 99% as of September 30, 1999. Management
believes that occupancy at the Property will be approximately 95% - 98% for the remainder of 2000. The Partnership had total revenues of $1,003,455 for the nine months ended September 30, 2000,
compared to total revenues of $1,027,477 for the nine months ended September 30, 1999. Revenues decreased in 2000 from 1999 levels mainly due to increased employee and model unit expense and a
14.5% increase in vacancy, offsetting slightly higher rental rates, as well as a 11.7% decrease in sundry income. Management believes revenues will remain relatively constant provided that occupancy
remains stable. The Partnership had total expenses of $973,364 for the nine months ended September 30, 2000, compared to $861,178 for the nine months ended September 30, 1999. Total
expenses increased due to higher general and administrative and mortgage interest expense, partially offset by decreased property operation expenses. Mortgage interest expense increased due to
the 1999 mortgage refinancing. In July 1999, the Partnership refinanced its $3,000,000, 7.75% interest only mortgage with a new $4,635,000 loan with a 6.77% interest rate. Property operation
expenses are lower in 2000, as compared to 1999, primarily due to the following decreases in expense: grounds maintenance and supplies $5,608, hardware supplies $1,731, plumbing repairs and supplies
$3,734, heating, ventilation and air conditioning $3,308, swimming pool $3,734, and carpet $3,924, partially offset by the following increases in expense: rubbish removal $1,529, janitorial supplies
and contracts $2,263, electrical repairs $12,987, and maintenance $4,546. General and administrative expenses are higher in 2000 as compared to 1999 primarily due to the following

7

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increases in expense: accounting and tax service $25,490, medical insurance $5,531, administrative salaries $3,252 and real estate taxes $59,835, partially offset by the following decreases in
expense: training $1,623, data processing $999, professional fees $1,120, and corporate suite expenses $6,007. Real estate tax expense increased in 2000, compared to the same period in 1999, due to a
real estate tax refund in the amount of $59,835 received in 1999. The refund, which reduced 1999 real estate tax expense, resulted from the successful appeal of prior year assessment values. Interest
expense increased due to the new mortgage, as discussed above, as well as increased amortization expense due to amortization of mortgage loan fees, for which there is no comparable expense in the
first six months of 1999. Management fees in 2000 are consistent with 1999 management fee expense.

For
the nine months ended September 30, 2000, the Partnership had net income of $30,091 compared to net income of $166,298 for the nine months ended September 30, 1999,
as the result of slightly lower revenue, and increased expenses for the nine months ended September 30, 2000, compared to the same period in 1999 as discussed above.

Net
cash flows provided by operating activities for the nine months ended September 30, 2000, were $231,526 compared to net cash flows provided by operating activities of
$341,766 for the nine months ended September 30, 1999. The decrease in net cash flows provided by operating activities was attributable primarily to a decrease in net income before depreciation
expense and an increase in real estate tax and other escrows, offset by an increase in accounts payable and accrued expenses. The Partnership paid distributions of $223,844 during the nine months
ended September 30, 2000, as compared to $301,841 during the nine months ended September 30, 1999. The decrease in distributions in 2000, as compared to the same period one year ago, is
due in part to the reconciliation of distributions paid in 1999 to distributable proceeds during the period and increased financing costs as a result of the new mortgage loan. The General Partners
expect future quarterly distributions to Limited Partners to remain level, dependent on overall Property performance. Although the property is not currently marketed for sale, the General Partners
will continue to explore any opportunity deemed advantageous to the Partnership, including the liquidation of the asset.

Effective
as of June 30, 2000, our manager, ChrisKen Real Estate Management Company, Inc. (CREMCO) was merged into a subsidiary of ChrisKen Residential Trust, a Maryland real
estate investment trust (CRT). The subsidiary, CREMCO, L.L.C., assumed the management contract and now manages the Property. The General Partners believe that, in part because there were no changes in
personnel at the property level or in the terms of the management contract, the merger will not have an adverse effect on the Partnership or the Property.

Some
statements in this Form 10-QSB are forward looking and actual results may differ materially from those stated. As discussed herein, among the factors that may
affect actual results are changes in rental rates, occupancy levels in the market place in which Barrington Estates competes and/or unanticipated changes in expenses or capital expenditures.

8

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PART II

ChrisKen Growth & Income L.P. II

(a Delaware Limited Partnership)

Items 2 through 5 are omitted because of the absence of conditions under which they are required.

Item 6.  Exhibits and Reports on Form 8-K.



9

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## 

SIGNATURES

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

|                       |  | ChrisKen Growth & Income L.P. II(Registrant)
|---------------------- |  | --------------------------------------------
|                       |  | By:                                         
|Date: November 9, 2000 |  | By:                                         
|                       |  |                                             

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