UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, 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 March 31, 2003


[   ]                    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
--------------------------------------------------------------------------------


                        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                 (I.R.S. Employer
     incorporation or organization)               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 formal fiscal year, if changed since last
 report)

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
         ---        ---

<PAGE>
                        CHRISKEN GROWTH & INCOME L.P. II

                                      INDEX

PART I            FINANCIAL INFORMATION                               PAGE
                  ----------------------                              ----

         Item 1.  Financial Statements (UNAUDITED)

                  Condensed Balance Sheet at March 31, 2003             2

                  Condensed Statements of Operations for the
                  Three Months Ended March 31,
                  2003 and 2002                                         3

                  Condensed Statement of Partners' Capital for
                  the Three Months Ended
                  March 31, 2003                                        4

                  Condensed Statements of Cash Flows for
                  the Three Months Ended
                  March 31, 2003 and 2002                               5

                  Notes to Condensed Financial Statements               6

         Item 2.  Management's Discussion and Analysis
                           or Plan of Operation                         7

         Item 3.  Controls and Procedures                               10


PART II.          OTHER INFORMATION

         Item 1.  Legal Proceedings                                     11

         Item 2.  Changes in Securities and Use of Proceeds             11

         Item 3.  Defaults Upon Senior Securities                       11

         Item 4.  Submissions of Matters to a Vote of
                           Security Holders                             11

         Item 5.  Other Information                                     11

         Item 6.  Exhibits and Reports on Form 8-K                      11


SIGNATURE                                                               12


CERTIFICATIONS                                                          13


                                       i
<PAGE>

                        Chrisken Growth & Income L.P. II
                        (A DELAWARE LIMITED PARTNERSHIP)

                             Condensed Balance Sheet

                                 March 31, 2003
                                   (UNAUDITED)



Assets
Cash and cash equivalents                                        $    28,506
Restricted cash                                                       57,645
Real estate taxes and other escrows                                  101,087
Deferred financing fees, net of accumulated
  amortization of $72,342                                             25,198
Other                                                                 24,068
                                                            -----------------
                                                                     236,504

Investment in real estate, at cost:
Land                                                                 642,332
Buildings and improvements                                         4,925,946
Equipment                                                            423,734
                                                            -----------------
                                                                   5,992,012
Accumulated depreciation                                          (1,456,118)
                                                            -----------------
                                                                   4,535,894

Total assets                                                     $ 4,772,398
                                                            =================
Liabilities and partners' capital
Accounts payable and other liabilities                           $   104,408
Accrued real estate taxes                                            122,303
Tenants' security deposits                                            18,957
Due to affiliates                                                     26,274
Mortgage loan payable                                              4,442,169
                                                             ----------------
Total liabilities                                                  4,714,111


Partners' capital, 11,513 limited partnership units
  issued and outstanding                                              58,287
                                                            -----------------
Total liabilities and partners' capital                          $ 4,772,398
                                                            =================

SEE ACCOMPANYING NOTES.


                                       2

<PAGE>
                        Chrisken Growth & Income L.P. II
                        (A DELAWARE LIMITED PARTNERSHIP)

                       Condensed Statements of Operations
                                   (UNAUDITED)



                                                      Three Months Ended
                                                           March 31
                                                    2003              2002
                                                -------------------------------

Revenue
Rental                                               $307,513         $318,731
Other                                                  22,675           15,634
                                                -------------------------------
Total revenue                                         330,188          334,365

Expenses
Property operations                                    80,426           90,187
Depreciation and amortization                          88,512           83,536
Interest                                               75,772           76,875
General and administrative                            122,542          102,835
Management fees - Affiliate                            16,860           15,090
                                                -------------------------------
Total expenses                                        384,112          368,523
                                                -------------------------------
Net loss                                             $(53,924)        $(34,158)
                                                ===============================
Net loss allocated to general partners               $   (539)        $   (342)
                                                ===============================
Net loss allocated to limited partners               $(53,385)        $(33,816)
                                                ===============================
Net loss allocated to limited partners
  per limited partnership units outstanding          $  (4.64)        $  (2.94)
                                                ===============================
Limited partnership units outstanding                  11,513           11,513
                                                ===============================

SEE ACCOMPANYING NOTES.











                                       3


<PAGE>
                        Chrisken Growth & Income L.P. II
                        (A DELAWARE LIMITED PARTNERSHIP)

                    Condensed Statement of Partners' Capital

                        Three months ended March 31, 2003
                                   (UNAUDITED)


                                         Partners' Capital Accounts
                            ----------------------------------------------------
                            General Partners   Limited Partners
                                                                     Total
                            ----------------------------------------------------

Balance at January 1, 2003       $(1,280)          $113,491        $112,211
Net loss                            (539)           (53,385)        (53,924)
                            ----------------------------------------------------
Balance at March 31, 2003        $(1,819)          $ 60,106        $ 58,287
                            ====================================================

SEE ACCOMPANYING NOTES.






















                                       4
<PAGE>
<TABLE>
<CAPTION>


                        Chrisken Growth & Income L.P. II
                        (A DELAWARE LIMITED PARTNERSHIP)

                       Condensed Statements of Cash Flows
                                   (UNAUDITED)


                                                                            Three Months Ended
                                                                                 March 31
                                                                           2003            2002
                                                                      ----------------------------
<S>                                                                   <C>              <C>
Cash flows from operating activities
Net loss                                                              $  (53,924)      $  (34,158)
Adjustments to reconcile net loss to net cash flows provided by
   operating activities:
     Depreciation                                                         83,635           78,659
     Amortization                                                          4,877            4,877
     Net changes in operating assets and liabilities:
       Increase in real estate taxes and other escrows                   (24,711)         (23,526)
       Increase in other assets                                          (12,446)          (5,492)
       Increase (Decrease) in accounts payable and accrued  expenses      29,052          (25,857)
       (Decrease) Increase in tenants' security deposits                    (785)           2,258
       (Decrease) Increase in due to affiliates                           (1,381)          19,894
                                                                      ----------------------------
Net cash flows provided by operating activities                           24,317           16,655

Cash flows from investing activities
Additions to investment in real estate                                   (17,115)         (19,745)
                                                                      ----------------------------
Cash flows used in investing activities                                  (17,115)         (19,745)

Cash flows from financing activities
Principal payments                                                       (15,019)         (14,012)
                                                                      ----------------------------
Cash flows used in financing activities                                  (15,019)         (14,012)
                                                                      ----------------------------
Net decrease in cash and cash equivalents                                 (7,817)         (17,102)
Cash and cash equivalents, beginning of period                            36,323           23,281
                                                                      ----------------------------
 Cash and cash equivalents, end of period                             $   28,506       $    6,179
                                                                      ============================
Supplemental disclosure of cash flow information:
   Cash paid during the period for interest                           $   75,353       $   76,360
                                                                      ============================

SEE ACCOMPANYING NOTES.
</TABLE>




                                       5
<PAGE>

                        Chrisken Growth & Income L.P. II
                        (A DELAWARE LIMITED PARTNERSHIP)

                     Notes 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 condensed 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,
2002.

























                                       6
<PAGE>

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 "Units" or the "Limited
Partnership  Units").  The  proceeds  of the  Offering  were used to acquire the
Property.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

     At March 31, 2003, the Partnership had cash and cash equivalents of $28,506
compared  to  $36,323  at  December  31,  2002.  The  decrease  in cash and cash
equivalents  during the three  months  ended  March 31,  2003,  is the result of
decreased mortgage  principal,  and increased prepaid expenses and investment in
real  estate,  partially  offset by cash flow from  operations  generated in the
first quarter.  Restricted  cash represents  operating and contingency  reserves
equal to approximately  1% of the gross proceeds of the Offering  ($57,645 as of
March 31, 2003,  and December  31,  2002) that the General  Partners  believe is
adequate to satisfy cash requirement  needs.  With respect to 2003, the Managing
General  Partner  expects  increases in property  taxes and  property  insurance
premiums  for the  Property.  Coupled  with  current  economic  factors that the
Managing General Partner believes are favoring new home purchases,  the Managing
General Partner  anticipates  that no distributions to the Limited Partners will
be made for 2003. The Managing  General  Partner did not make  distributions  to
Limited  Partners  for  2002.  However,  distribution  estimates  are  based  on
projected   cash  flow  from  Property   operations   and,   therefore,   actual
distributions may vary from the above estimate.

     In 2002, the Managing General Partner engaged third party real estate firms
to review the feasibility of converting the Property to condominiums for sale of
individual  apartment  units  rather than  selling the  property as an apartment
community. Because the preliminary reports by such third party real estate firms
indicated  that a  conversion  could  generate  revenues in excess of those that
could be  achieved  on a sale of the  Property as an  apartment  community,  the
Managing General Partner  commissioned a more thorough  feasibility report which
was recently completed. This later report supports  condominiumization and, as a
result,  the Managing Partner has begun  discussions  with potential  conversion
buyers  regarding a possible  sale on an all cash basis or with the  Partnership
providing partial financing which could potentially generate a higher return for
the  Partnership  but  would  require  the  Partnership  to  assume  some of the
financing risk.  There are however,  no firm offers for purchase of the Property
as of the date hereof.  The Managing  General Partner also is reviewing  federal
tax  implications of selling  individual  apartments as condominiums and selling
the property as a whole or with such partial financing.  If the Managing General
Partner   determines   that  a  sale  of  the  Property,   directly  or  through
condominiumization,  is  advisable,  a vote  of the  Limited  Partners  will  be
solicited.  As there can be no  assurance  that the  Partnership  will receive a
favorable  offer, if at all, the Managing  General Partner also is continuing to
explore  alternative  opportunities  that  may  be  deemed  advantageous  to the
Partnership.

     During  the first  quarter  of 2003,  CMG  Partners,  L.L.C.,  which is not
affiliated  with  the  Partnership  or  its  General  Partners,   submitted  two
unsolicited  tenders offer to the Partnership's  Limited Partners to purchase up
to a total of 4.9%, or  approximately  564 Units,  of  outstanding  Units of the
Partnership  at, in  chronological  order,  $245 and $265 per Unit.  Both offers
expired on April 15, 2003. The Partnership's  records indicate that as of May 5,
2003, 136 Units were sold to CMG Partners, L.L.C. as a result of these offers.

     During April of 2003, CMG Partners,  L.L.C.,  which is not affiliated  with
the Partnership or its General Partners,  submitted an unsolicited  tender offer
to the  Partnership's  Limited  Partners to  purchase up to a total of 4.9%,  or
approximately  564 Units,  of outstanding  Units of the  Partnership at $230 per
Unit. The offer expires on August 15, 2003. The  Partnership's  records indicate
that as of May 5, 2003, no Units were sold to CMG Partners,  L.L.C.  as a result
of this offer.

                                       7
<PAGE>
     Management  believes  that Unit  sales to CMG  Partners,  L.L.C.,  will not
adversely affect the management or the liquidity of the Partnership.  Additional
unsolicited offers to purchase Units may occur in the future. From time to time,
the Partnership receives requests to furnish the names,  addresses and number of
Units owned by the Limited Partners. The Partnership complies with such requests
as required by the terms of the Partnership Agreement and/or applicable law.

     As of May 5, 2003,  to the best  knowledge of the  Partnership,  one person
owned more than 5% of the  Units.  That  person is Bond  Purchase  L.L.C.  - 104
Armour  Road -  North  Kansas  City,  MO  64116,  which  owns  611.4  or 5.3% of
outstanding Limited Partner Units.

     The current mortgage  indebtedness of $4,442,169,  with an interest rate of
6.77%,  matures on August 31,  2004,  with an  expected  balloon  payment due of
approximately $4,395,561. The Managing General Partner expects that the mortgage
loan will be refinanced at maturity,  unless a sale of the Property occurs prior
to that time.  Under the terms of the loan,  the monthly  principal and interest
payments are $30,124.

     The source of future  liquidity and cash  distributions  to the Partners is
dependent primarily upon the cash generated by the Property.  At March 31, 2003,
the  Property  was  generating  sufficient  cash  flow from  operations  to fund
necessary repairs and improvements and to service existing  indebtedness,  which
the General  Partners  believe  will  continue.  The  Managing  General  Partner
anticipates that no distributions to the Limited Partners will be made for 2003.
However,  distribution  estimates are based on projected cash flow from Property
operations  and,  therefore,  actual  distributions  may  vary  from  the  above
estimate.

RESULTS OF OPERATIONS
---------------------

     The Property  was 91% occupied as of March 31, 2003,  93.75% as of December
31, 2002, and 90.8% as of March 31, 2002.  Management believes that occupancy at
the Property  will be  approximately  88% - 93% for the  remainder of 2003.  The
Partnership  had total revenues of $330,188 for the three months ended March 31,
2003,  compared to total  revenues of $334,365  for the three months ended March
31, 2002. Revenues decreased in 2003, from 2002 levels,  mainly due to a $14,368
increase in vacancy  loss, a $2,359  increase in employee  unit  expense,  and a
$2,475 increase in model unit expense,  partially offset by a $6,627 increase in
rental rates, and a $2,916 decrease in bad debt expense.  A model unit was added
in the  third  quarter  of  2002 as a  marketing  tool  to  increase  occupancy.
Management  believes  revenues  will remain  relatively  constant  provided that
occupancy remains stable. The Partnership had total expenses of $384,111 for the
three  months  ended March 31,  2003,  compared to $368,523 for the three months
ended  March 31,  2002.  Total  expenses  increased  due to higher  general  and
administrative and depreciation expenses, partially offset by decreased property
operations  and repairs and  maintenance  expenses.  General and  administrative
expenses  increased in 2003, as compared to 2002, due primarily to the following
increases  in  expense:  accounting  and  tax  service,  $3,175,  administrative
salaries,  $4,005,  office and  administrative  expense,  $4,978,  and  property
insurance expense,  $2,463, partially offset by a $2,593 decrease in medical and
life  insurance  expense.  Depreciation  expense  increased  due to fixed  asset
additions. Property operations expenses decreased due to the following decreases
in expense:  heating,  ventilation  and air  conditioning,  $5,625,  and grounds
maintenance and supplies,  $14,133,  partially offset by the following increases
in expense:  maintenance salaries,  $9,005, and structural repairs and supplies,
$2,395.  Heating,  ventilation  and  air  conditioning  decreased  in  2003  due
primarily to 2002  non-recurring  furnace  cleaning  expense of $4,491.  Grounds
maintenance  expense decreased in 2003 primarily due to 2002  non-recurring tree
trimming  expense of $9,860,  and water main repairs costing  $5,604,  partially
offset by increased monthly maintenance in 2003. Maintenance salaries are higher
in 2003 due to a temporary  reduction in maintenance  staff in the first quarter
of 2002.  Management  fees for the first  quarter  of 2003 are  consistent  with
management fee expense for the same period for 2002.

                                       8
<PAGE>
     For the three months ended March 31, 2003, the  Partnership had net loss of
$53,924  compared  to net loss of $34,158 for the three  months  ended March 31,
2002, due to increased expenses and decreased revenue for the three months ended
March 31, 2003, compared to the same period in 2002 as discussed above.

     Net cash flows provided by operating  activities for the three months ended
March 31, 2003,  were $24,317  compared to net cash flows  provided by operating
activities of $16,655 for the three months ended March 31, 2002. The increase in
net cash flows provided by operating  activities was  attributable  primarily to
increased  accounts payable and accrued expenses,  partially offset by decreased
net income before  depreciation and amortization  expense,  an increase in other
assets and a decrease in tenant security  deposits and amount due to affiliates.
While the General Partners hope to increase  revenues  generated by the Property
in 2003, as compared to 2002, by increasing  occupancy and rental rates, current
economic  conditions  may limit  their  ability to do so. The  Managing  General
Partner  anticipates  that no distributions to the Limited Partners will be made
for 2003. The Managing  General  Partner did not make  distributions  to Limited
Partners  for 2002,  although a  distribution  for 2001 was made to the  Limited
Partners in April 2002. The General  Partners  anticipate that the level of 2003
quarterly  distributions  to Limited  Partners is dependent on overall  Property
performance.

     As discussed  above in " - Liquidity and Capital  Resources,"  the Managing
General  Partner  is  continuing  to  explore  opportunities  that may be deemed
advantageous to the Partnership,  including the sale of the Property directly or
through condominiumization.

     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.












                   (BALANCE OF PAGE INTENTIONALLY LEFT BLANK)


                                       9

<PAGE>
ITEM 3. CONTROLS AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES
------------------------------------------------

     The principal  executive  officer of our managing general partner,  John F.
Kennedy,  and the principal  financial  officer of our managing general partner,
Robert  Mayer,  evaluated  on May 8, 2003 the  effectiveness  of the  design and
operation of our controls and other  procedures that are designed to ensure that
information required to be disclosed by us in the reports that we file or submit
under the Securities Exchange Act of 1934 is recorded, processed, summarized and
reported  within the time periods  specified in the SEC's rules and forms.  As a
result of this evaluation,  these executive  officers have concluded that, as of
such date,  the design and operation of our  disclosure  controls and procedures
were  adequate and designed to ensure that material  information  relating to us
would be made known to them.

CHANGES IN INTERNAL CONTROLS
----------------------------

     Since the date of the evaluation of our disclosure  controls and procedures
by Mr.  Kennedy and Mr. Mayer  described  above,  there have been no significant
changes in our internal  controls or in other  factors that could  significantly
affect our disclosure controls and procedures.
















                   (BALANCE OF PAGE INTENTIONALLY LEFT BLANK)







                                       10

<PAGE>


                                     PART II

                       CHRISKEN GROWTH AND INCOME L.P. II
                        (A DELAWARE LIMITED PARTNERSHIP)


ITEM 1.  LEGAL PROCEEDINGS.

     The Partnership is not a party to any litigation other than litigation that
the Managing  General Partner believes is routine  litigation  incidental to the
Partnership's  business.  In December 2001, John S. Marten, a former officer and
trustee of ChrisKen  Residential Trust ("CRT"),  which controls CREMCO,  L.L.C.,
the Partnership's  management agent, sued CRT, CRT's three independent trustees,
John F. Kennedy (a trustee of CRT and an officer of the  Partnership's  Managing
General Partner) and CREMCO,  L.L.C. (see MARTEN V. CHRISKEN  RESIDENTIAL TRUST,
ET AL., No. 01 CH 21979).  Neither the Partnership nor the General  Partners are
parties to that  litigation.  The  litigation is pending in the Circuit Court of
Cook County, Illinois, County Department, Chancery Division.


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.

          (a) Exhibits.

               99.1 Certification of CEO pursuant to 18 U.S.C.  Section 1350, as
               adopted  pursuant  to Section  906 of the  Sarbanes-Oxley  Act of
               2002.

               99.2 Certification of CFO 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.

               No Reports on Form 8-K were filed during the quarter  ended March
               31, 2003.








                                       11


<PAGE>


                                   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:      ChrisKen Income Properties
                                           Inc., II, Managing General
                                           Partner


Date:  May 14, 2003                        By:      /S/JOHN F. KENNEDY
                                                    -------------------------
                                                    John F. Kennedy
                                                    Director and President




                                       12

<PAGE>


          CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


I, John F. Kennedy, certify that:

1. I have reviewed  this  quarterly  report on Form 10-QSB of ChrisKen  Growth &
Income L.P. II, a Delaware limited partnership;

2. Based on my  knowledge,  this  quarterly  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 quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  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 quarterly report;

4.  The  registrant's  other  certifying  officer  and  I  are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the  registrant  and have: a) designed
such  disclosure  controls and  procedures 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 quarterly report is being prepared; b) evaluated the effectiveness of
the registrant's  disclosure controls and procedures as of a date within 90 days
prior to the filing date of this quarterly report (the "Evaluation  Date");  and
c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

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

a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officer  and I have  indicated  in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: May 14, 2003

/S/JOHN F. KENNEDY
------------------
John F. Kennedy
Chief Executive Officer
ChrisKen Income Properties, Inc. II,
         Management General Partner
ChrisKen Growth & Income L.P. II




                                       13



<PAGE>


    CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002



I, Robert Mayer, certify that:

1. I have reviewed  this  quarterly  report on Form 10-QSB of ChrisKen  Growth &
Income L.P. II, a Delaware limited partnership;

2. Based on my  knowledge,  this  quarterly  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 quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  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 quarterly report;

4.  The  registrant's  other  certifying  officer  and  I  are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a) designed  such  disclosure  controls and  procedures  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 quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

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

a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in
internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officer  and I have  indicated  in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: May 14, 2003

/S/ROBERT MAYER
----------------------
Robert Mayer
Chief Financial Officer
ChrisKen Income Properties, Inc. II,
Managing General Partner
ChrisKen Growth & Income L.P. II


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