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

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

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


                                   Form 10-QSB

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


                For the quarterly period ended September 30, 1995

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

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

                         Commission file number 0-17568


                   BRUNNER COMPANIES INCOME PROPERTIES L.P. II
        (Exact name of small business issuer as specified in its charter)


       Delaware                                              31-1247944
(State or other jurisdiction of                             (IRS Employer
incorporation or organization)                              Identification No.)

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


                    Issuer's telephone number (803) 239-1000
                                        


Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.  Yes  X  No    


                       PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

a)                 BRUNNER COMPANIES INCOME PROPERTIES L.P. II

                     STATEMENT OF NET ASSETS IN LIQUIDATION
                                   (Unaudited)

<TABLE>
<CAPTION>

                               September 30, 1995
<S>                                                             <C>   
 Assets                                                                     
   Cash:                                                                    
      Unrestricted                                               $   111,013
      Restricted-tenant security deposits                             16,184
   Accounts receivable                                                22,272
   Tax and insurance escrows                                         149,342
   Restricted escrow                                                 284,904
   Investment properties (Notes A and B)                          24,722,420
                                                                  25,306,135
                                                                           
 Liabilities                                                                
   Accounts payable                                                    6,771
   Tenant security deposits                                           16,984
   Accrued taxes                                                     172,166
   Other liabilities                                                 161,340
   Mortgage notes payable, in default                                       
      (Notes A, B and C)                                          24,722,420
   Estimated costs during the period of                                     
      liquidation (Notes A and B)                                    151,454
                                                                  25,231,135
                                                                            
 Net assets in liquidation (Note A)                              $    75,000


</TABLE>
[FN]

                 See Accompanying Notes to Financial Statements

b)                 BRUNNER COMPANIES INCOME PROPERTIES L.P. II

                             STATEMENTS OF OPERATIONS        
                                   (Unaudited)
<TABLE>
<CAPTION>              
                                                                              
                                     Three Months Ended            Nine Months Ended
                                        September 30,                September 30,
                                    1995          1994            1995          1994      
<S>                             <C>            <C>           <C>             <C>
 Revenues:                                                                              
    Rental income                $  828,469     $ 717,275     $2,357,860      $2,421,606
    Other income                      5,281         9,332         15,486         293,825
          Total revenues            833,750       726,607      2,373,346       2,715,431
 Expenses:                                                                              
    Operating                        59,306        76,273        192,880         217,688
    General and administrative       28,221        33,303         85,625          95,350
    Property management fees         22,034        28,597         75,612          95,392
    Depreciation                    244,475       248,349        727,860         745,144
    Amortization                     10,551         7,234         25,871          24,774
    Interest                        718,019       639,406      2,161,673       1,918,219
    Property taxes                   57,388        54,014        172,556         166,629
    Tenant reimbursements           (80,400)      (96,004)      (219,760)       (249,503)
          Total expenses          1,059,594       991,172      3,222,317       3,013,693
                                                                                        
 Adjustment to liquidation                                                              
       basis (Notes A and B)        130,142            --        130,142              --
                                                                                       
    Net loss                     $  (95,702)    $(264,565)    $ (718,829)     $ (298,262)
                                                                                        
 Net loss allocated to general                                                          
    partner (1%)                 $     (957)    $  (2,646)    $   (7,188)     $   (2,982)
 Net loss allocated to Class A                                                          
    limited partners (98.01%)       (93,798)     (259,300)      (704,525)       (292,327)
 Net loss allocated To Class B                                                          
    limited partners (.99%)            (947)       (2,619)        (7,116)         (2,953)
                                                                                       
                                 $  (95,702)    $(264,565)    $ (718,829)     $ (298,262)
                                                                           
 Net loss per limited                                                      
    partnership unit             $     (.11)    $    (.30)    $     (.82)     $     (.34) 


</TABLE>
[FN]

                 See Accompanying Notes to Financial Statements

c)                 BRUNNER COMPANIES INCOME PROPERTIES L.P. II

  STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)/NET ASSETS IN LIQUIDATION
                                  (Unaudited) 

<TABLE>
<CAPTION>
                                    General         Limited Partners             
                                    Partner        Class A     Class B       Total
                                                                                  
<S>                               <C>           <C>           <C>         <C>                     
 Partners' capital (deficit) at                                                      
    December 31, 1994              $(52,394)     $  821,278    $ 24,945    $  793,829
 Net loss for the nine months                                                        
    ended September 30, 1995         (7,188)       (704,525)     (7,116)     (718,829)
 Net assets in liquidation                                                           
    at September 30, 1995          $(59,582)     $  116,753    $ 17,829    $   75,000

</TABLE>
[FN]

                   See Accompanying Notes to Financial Statements

d)                   BRUNNER COMPANIES INCOME PROPERTIES L.P. II

                               STATEMENTS OF CASH FLOWS       
                                     (Unaudited)
<TABLE>
<CAPTION>
                                                              Nine Months Ended
                                                                September 30,
                                                            1995             1994    
<S>                                                     <C>             <C>
 Cash flows from operating activities:                                             
    Net loss                                             $ (718,829)     $ (298,262)
    Adjustment to liquidation basis                        (130,142)             --
    Adjustments to reconcile net loss to net cash                                  
       (used in) provided by operating activities:                                 
       Depreciation                                         727,860         745,144
       Amortization of loan costs and                                              
         leasing commissions                                105,499          24,774
       Change in accounts:                                                         
         Restricted cash                                     (4,317)         (2,670)
         Accounts receivable                                 20,564           6,917
         Tax and insurance escrows                           71,484          45,572
         Other assets                                      (155,255)        (63,275)
         Accounts payable                                   (19,415)          1,890
         Tenant security deposit liabilities                  5,117           4,340
         Accrued taxes                                      (46,067)        (46,126)
         Other liabilities                                   77,152          15,828
                                                                                   
            Net cash (used in) provided by operating                               
                activities                                  (66,349)        434,132
                                                                                   
 Cash flows from investing activities:                                             
    Property improvements and replacements                 (209,766)             --
    Deposits to restricted escrow                          (675,402)             --
    Receipts from restricted escrow                         390,498              --
                                                                                   
            Net cash used in investing activities          (494,670)             --
                                                                                   
 Cash flows from financing activities                                              
    Loan extension costs                                    (57,878)        (10,000)
                                                                                  
            Net cash used in financing activities           (57,878)        (10,000)
                                                                                   
 Net (decrease) increase in cash                           (618,897)        424,132
                                                                                   
 Cash at beginning of period                                729,910         350,260
                                                                                   
 Cash at end of period                                   $  111,013      $  774,392
                                                                                   
 Supplemental disclosure of cash information:                                      
    Cash paid for interest                               $2,009,277      $1,918,219
                                                                                   

</TABLE>
[FN]

                   See Accompanying Notes to Financial Statements

e)                   BRUNNER COMPANIES INCOME PROPERTIES L.P. II

                            NOTES TO FINANCIAL STATEMENTS
                                     (Unaudited)


Note A - Basis of Presentation


   On September 30, 1995, the Partnership adopted the liquidation basis of
accounting.  Throughout 1995, the Managing General Partner has marketed the
Partnership's properties for sale and sought to refinance the mortgage notes 
payable on a long-term basis.  These efforts were unsuccessful and the mortgage
notes payable matured on September 1, 1995.  Currently, the Partnership is in 
default on these mortgage notes and the lender has notified the Partnership of 
its intent to foreclose on all of the properties.  The Managing General Partner
anticipates that the Partnership's properties will be foreclosed upon by the 
lender during the fourth quarter of 1995 and does not expect to contest any of 
these proceedings.  As a result of the foreclosures, the Partnership will be 
liquidated.

   As a result of the decision to liquidate, the Partnership changed its basis 
of accounting for its financial statements at September 30, 1995 from the going
concern basis of accounting to the liquidation basis of accounting.  
Consequently, assets have been valued at estimated net realizable value and 
liabilities are presented at their estimated settlements amounts, including 
estimated costs associated with carrying out the liquidation.  The valuation of 
assets and liabilities necessarily requires many estimates and assumptions and 
there are substantial uncertainties in carrying out the liquidation.  The
actual realization of assets and settlement of liabilities could be higher or 
lower than amounts indicated and is based upon the Managing General Partner's 
estimates as of the date of the financial statements. 

   The investment properties were adjusted to their estimated net realizable
value.  The net realizable value for Cumberland, Cunningham, and Pinecrest was
calculated based on purchase offers received by the Managing General Partner.  
The net realizable value of Hampton Plaza was determined using net operating 
income of the property capitalized at a rate deemed reasonable for the type of 
property.  Prior to the change from the going concern basis to the liquidation 
basis of accounting, investment properties were stated at the lower of cost or 
estimated fair value.  

   The statement of net assets in liquidation as of September 30, 1995, includes
$151,454 of accrued costs that the Managing General Partner estimates will be
incurred during the period of liquidation, based on the assumption that the
liquidation process will be completed by December 31, 1995.  The costs include 
cash flow payments required to be sent to the lender and anticipated costs to
terminate the Partnership. Because the success in realization of assets and the
settlement of liabilities is based on the Managing General Partner's best
estimates, the liquidation period may be shorter than projected or it may be
extended beyond the projected period.   
   
   The accompanying unaudited financial statements have been prepared in 
accordance with generally accepted accounting principles for interim financial 
information under the liquidation basis of accounting and with the instructions
to Form 10-QSB and Item 310(b) of Regulation S-B.  Accordingly, they do not 
include all of the information and footnotes required by generally accepted 
accounting principles for complete financial statements. In the opinion of the
Managing General Partner, all adjustments considered necessary for a fair 
presentation on the liquidation basis have been included.  For further
information, refer to the financial statements and footnotes thereto included 
in the Partnership's annual report on Form 10-KSB for the fiscal year ended 
December 31, 1994.

Reclassifications

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

Note B - Adjustment to Liquidation Basis of Accounting

   At September 30, 1995, in accordance with the liquidation basis of 
accounting, assets were adjusted to their estimated net realizable value and 
liabilities were adjusted to their settlement amount including estimated costs 
associated with carrying out the liquidation.  The net adjustment required to
convert to the liquidation basis of accounting was an increase in net assets of
$130,142.  Significant adjustments are summarized as follows:
                                                                               
                                                       Increase (Decrease)  
                                                           in Net Assets    
    Adjustment from book value of investment
       properties to estimated net realizable value       $(2,307,665)   
    Adjustment to record estimated liabilities
       associated with the liquidation (Note A)              (151,454)
    Adjustment of debt to settlement amount                 2,927,580  
    Adjustment of other assets and liabilities               (338,319)  
       Net increase in net assets                         $   130,142    

 
Note C - Mortgage Notes Payable

   The principal balances of the mortgage notes payable at September 30, 1995 
are as follows:

    Cumberland Plaza                          $ 6,500,000
    Cunningham Place                            6,200,000
    Hampton Plaza                               8,700,000
    Pinecrest Plaza                             6,250,000
                                               27,650,000
    Adjustment to settlement amount            (2,927,580)
                                              $24,722,420


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

   At September 30, 1995, the Partnership adopted the liquidation basis of
accounting.  The Partnership's mortgage notes payable are in default and the 
lender has notified the Managing General Partner of its intent to foreclose on 
the Partnership's properties (See Note A in the Notes to Financial Statements
in Item 1).  As a result of these events, the Partnership recognized a gain on 
the adjustment to the liquidation basis of accounting of $130,142.  This 
adjustment is the net result of adjusting the Partnership's assets to their 
estimated net realizable value and the liabilities to their estimated 
settlement amount.  Also included in the liquidation adjustment is an estimate 
of costs associated with carrying out the liquidation (See Note B in the Notes 
to the Financial Statements).

   The Partnership realized a net loss of $718,829 for the nine months ended
September 30, 1995, compared to a net loss of $298,262 for the corresponding 
period of 1994.  The net loss for the three months ended September 30, 1995, 
was $95,702 compared to a net loss of $264,565 for the three months ended 
September 30, 1994.  The increase in net loss for the nine month period was 
primarily attributable to a decrease in other income and an increase in
interest expense.  Other income decreased for the nine months ended September 
30, 1995, as a result of a tenant at Hampton Plaza paying an early termination 
fee of $275,000 in 1994.  Interest expense increased as a result of the 
interest rate on the mortgage notes payable increasing from 9.25% to 10.04% in 
1995 as a result of the loan extension.  Also included in the 1995 interest 
expense is amortization of loan costs incurred to extend the maturity date of 
the mortgage notes payable to September 1, 1995.  Also contributing
to the increase in net loss for the nine months ended September 30, 1995, was a
decrease in rental income primarily due to a decrease in average occupancy at
Hampton Plaza.  The decreased occupancy at Hampton, along with a decrease in
reimbursable expenses, also resulted in lower levels of tenant reimbursements. 
Partially mitigating these items was the gain on the adjustment to the 
liquidation basis of $130,142, as discussed above.  Property management fees 
decreased for the nine months ended September 30, 1995, compared to the 
corresponding period of 1994 as a result of the Partnership entering into new 
property management agreements at lower fee percentages, which were effective 
January 1, 1995.

   Rental income for the three month period ended September 30, 1995, increased
compared to the corresponding period of 1994 due to increased occupancy for the
quarter at Hampton Plaza.  Occupancy in the third quarter of 1995 reached 100%
at Hampton Plaza, which in the third quarter of 1994 had declined to 68%.

   At September 30, 1995, the Partnership held unrestricted cash of $111,013
compared to $729,910 at December 31, 1994.  Net cash provided by operating
activities for the first nine months of 1995 decreased as a result of the 
decrease in rental and other income and increase in interest expense noted 
above.  Net cash used in investing activities increased due to net deposits of 
$284,904 to the restricted escrow and tenant improvements paid in the first
nine months of 1995.  Loan costs of $57,878 were paid in 1995 to extended the
maturity dates of the Partnership's mortgage notes payable to September 1, 1995,
resulting in the increase in cash used in financing activities.  

   The Partnership is required to remit net cash flow of the properties to the
restricted escrow held by the lender.  No cash distributions have been made in 
1994 or the first nine months of 1995.  Currently the Partnership has estimated
net assets in liquidation of $75,000.  The actual realization of assets and 
settlement of liabilities could be higher or lower than amounts estimated by 
the Managing General Partner as of the date of the financial statements.  In 
addition, the actual distribution of any net assets remaining after liquidation
will be dictated by the Partnership's Agreement of Limited Partnership based 
upon the partner's tax basis in any remaining net assets.


                             PART II - OTHER INFORMATION


ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

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

    b)  Reports on Form 8-K:
        No reports were filed for the quarter ended September 30, 1995.



                                     SIGNATURES


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


                              BRUNNER COMPANIES INCOME PROPERTIES L.P. II,    
                              a Delaware limited partnership

                              By:   Brunner Management Limited
                                    Partnership, an Ohio limited Partnership,
                                    its General Partner                     

                              By:   104 Management, Inc., an Ohio corporation,
                                    its Managing General Partner             
                              

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



                              By:   /s/Robert D. Long, Jr.           
                                    Robert D. Long, Jr.
                                    Controller and Principal
                                    Accounting Officer


                  
                              Date: November 14, 1995