SECURITIES AND EXCHANGE COMMISSION
                                 Washington, DC

                            -------------------------

                                    FORM 10-Q

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

For the quarterly period ended November 30, 2005

OR

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

For the transition period from ______________ to ______________

                         Commission file number 0-17793

                   Wilder Richman Historic Properties II, L.P.
                   -------------------------------------------
             (Exact name of Registrant as specified in its charter)

         Delaware                                                13-3481443
------------------------------                               -------------------
State or other jurisdiction of                                (I.R.S. Employer
incorporation or organization                                Identification No.)

         340 Pemberwick Road
        Greenwich, Connecticut                                     06831
----------------------------------------                     -------------------
(Address of principal executive offices)                          Zip Code

Registrant's telephone number, including area code: (203) 869-0900

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required to file such reports),  and (2) has been subject to filing requirements
for the past 90 days.

Yes |_| No |X|

Indicate by check mark whether the Registrant is a large  accelerated  filer, an
accelerated  filer, or a  non-accelerated  filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer |_| Accelerated Filer |_| Non-Accelerated Filer |X|

Indicate by check mark whether the  Registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).

Yes |_| No |X|

As of June 9,  2006,  there  were 800  units  of  limited  partnership  interest
outstanding.


<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES

                         Part I - Financial Information

Table of Contents

Item 1. Financial Statements                                                Page

        Consolidated Balance Sheets as of November 30, 2005 (Unaudited)
          and February 28, 2005                                               3

        Consolidated Statements of Operations for the three and nine
          month periods ended November 30, 2005 and 2004 (Unaudited)          4

        Consolidated Statements of Cash Flows for the nine months
          ended November 30, 2005 and 2004 (Unaudited)                        6

        Notes to Financial Statements as of November 30, 2005 (Unaudited)     8

Item 2. Management's Discussion and Analysis of Financial Condition
        and Results of Operations                                            10

Item 3. Quantitative and Qualitative Disclosure About Market Risk            12

Item 4. Controls and Procedures                                              12


<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                              November 30, 2005
                                                                 (Unaudited)      February 28, 2005
                                                              -----------------   -----------------
<S>                                                           <C>                 <C>
ASSETS

Land                                                          $                   $       1,150,473

Building and improvements,
  net of accumulated depreciation of $21,427,397                                         35,349,870

Cash and cash equivalents                                             4,382,814           5,909,227

Deferred costs, net of accumulated amortization of $133,650                                 757,339

Mortgage escrows and other deposits                                   1,635,271           3,285,704

Tenant security deposits                                                                    687,480

Assets held for sale                                                 40,311,507

Other assets                                                            139,468              32,706
                                                              -----------------   -----------------

                                                              $      46,469,060   $      47,172,799
                                                              =================   =================

LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

Liabilities

  Mortgage payable                                            $                   $      28,600,000
  Accounts payable and accrued expenses                                 161,786             440,761
  Accrued interest payable                                               22,073              22,073
  Tenant security deposits payable                                                          687,480
  State of New Jersey filing fee                                          9,600              56,100
  Liabilities held for sale                                          29,287,480
  Due to related parties                                              2,088,159           1,979,482
                                                              -----------------   -----------------

                                                                     31,569,098          31,785,896
                                                              -----------------   -----------------

MINORITY INTEREST                                                    14,598,918          14,596,070
                                                              -----------------   -----------------

PARTNERS' EQUITY                                                        301,044             790,833
                                                              -----------------   -----------------

                                                              $      46,469,060   $      47,172,799
                                                              =================   =================
</TABLE>

                 See notes to consolidated financial statements.


                                       3
<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                          Three Months          Nine Months         Three Months          Nine Months
                                              Ended                Ended                Ended                Ended
                                        November 30, 2005    November 30, 2005    November 30, 2004    November 30, 2004
                                        -----------------    -----------------    -----------------    -----------------
                                                                                      (Restated)           (Restated)
<S>                                     <C>                  <C>                  <C>                  <C>

OPERATIONS

REVENUE

Interest                                $          38,097    $          96,742    $           5,799    $          24,243
                                        -----------------    -----------------    -----------------    -----------------

EXPENSES
    Administrative                                    259               20,969               25,340               57,716
    Investor service fees - affiliate              11,250               23,300                6,025               18,075
    State of New Jersey Filing Fee                 18,000               52,500               28,050               84,150
                                        -----------------    -----------------    -----------------    -----------------

                                                   29,509               96,769               59,415              159,941
                                        -----------------    -----------------    -----------------    -----------------

INCOME (LOSS) FROM
CONTINUING OPERATIONS                               8,588                  (27)             (53,616)            (135,698)
                                        -----------------    -----------------    -----------------    -----------------

DISCONTINUED OPERATIONS

REVENUE

Rent                                            1,710,165            5,234,238            1,708,998            5,072,411
                                        -----------------    -----------------    -----------------    -----------------

EXPENSES
    Administrative                                199,632              544,225              182,086              507,472
    Operating                                     790,321            2,242,311              631,714            2,248,938
    Management fee - affiliate                     38,159              214,255               34,628              204,787
    Investor service fees - affiliate              52,342               87,160               19,905               53,539
    Financial                                     248,550              705,694              209,571              488,152
    Depreciation and amortization                 415,878            1,247,506              395,834            1,187,506
                                        -----------------    -----------------    -----------------    -----------------

                                                1,744,882            5,041,151            1,473,738            4,690,394
                                        -----------------    -----------------    -----------------    -----------------

Income (loss) from discontinued
operations before minority interest               (34,717)             193,087              235,260              382,017

Minority interest income of
operating partnerships                                 (3)              (2,848)              (2,409)              (4,058)
                                        -----------------    -----------------    -----------------    -----------------

INCOME (LOSS) FROM
DISCONTINUED OPERATIONS                           (34,720)             190,239              232,851              377,959
                                        -----------------    -----------------    -----------------    -----------------

NET INCOME (LOSS)                       $         (26,132)   $         190,212    $         179,235    $         242,261
                                        =================    =================    =================    =================
</TABLE>

                                 -- continued --


                                       4
<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS - CONTINUED
                                   (Unaudited)

<TABLE>
<CAPTION>
                                         Three Months          Nine Months        Three Months         Nine Months
                                             Ended                Ended               Ended               Ended
                                       November 30, 2005    November 30, 2005   November 30, 2004   November 30, 2004
                                       -----------------    -----------------   -----------------   -----------------
                                                                                    (Restated)          (Restated)
<S>                                    <C>                  <C>                 <C>                 <C>

NET INCOME (LOSS)
ALLOCATED TO

     Limited partners                  $         (25,871)   $         188,310   $         177,443   $         239,838
       General partner                              (261)               1,902               1,792               2,423
                                       -----------------    -----------------   -----------------   -----------------

                                       $         (26,132)   $         190,212   $         179,235   $         242,261
                                       =================    =================   =================   =================

NET INCOME (LOSS) ALLOCATED PER UNIT
OF LIMITED PARTNERSHIP
INTEREST
                                       $          (32.34)   $          235.39   $          221.80   $          299.80
                                       =================    =================   =================   =================

NET INCOME (LOSS) FROM CONTINUING
OPERATIONS ALLOCATED PER UNIT OF
LIMITED PARTNERSHIP
INTEREST
                                       $           10.74    $            (.04)  $          (66.35)  $         (167.93)
                                       =================    =================   =================   =================
</TABLE>

                 See notes to consolidated financial statements.


                                       5
<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED NOVEMBER 30, 2005 AND 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                     2005           2004
                                                                 -----------    -----------
                                                                                 (Restated)
<S>                                                              <C>            <C>

CASH FLOWS FROM OPERATING ACTIVITIES

Net income                                                       $   190,212    $   242,261
Adjustments to reconcile net earnings to net cash used in
  operating activities
    Depreciation and amortization                                  1,247,506      1,187,507
    Minority interest in income of operating partnerships              2,848          4,058
    Decrease in tenant security deposits                                              1,625
    Increase in other assets                                        (107,262)       (83,029)
    Decrease in accounts payable and accrued expenses               (278,975)      (356,732)
    Increase in accrued interest payable                              34,247         34,433
    Decrease in State of New Jersey filing fee                       (46,500)       (28,050)
    Increase in due to related parties                               108,677         84,087
                                                                 -----------    -----------

Net cash provided by operating activities                          1,116,506      1,086,160
                                                                 -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of fixed assets                                          (1,530,753)      (659,001)
Increase in mortgage escrows and other deposits                     (432,166)      (530,558)
Net cash of consolidating subsidiaries as of beginning of year            --      6,788,271
                                                                 -----------    -----------

Net cash provided by (used in) investing activities               (1,962,919)     5,598,712
                                                                 -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES

Distribution to limited partners                                    (680,000)
                                                                 -----------

Net cash used in financing activities                               (680,000)
                                                                 -----------

Net increase (decrease) in cash and cash equivalents              (1,526,413)     6,684,872

Cash and cash equivalents at beginning of period                   5,909,227         14,982
                                                                 -----------    -----------

Cash and cash equivalents at end of period                       $ 4,382,814    $ 6,699,854
                                                                 ===========    ===========

SUPPLEMENTAL INFORMATION

Financial expenses paid                                          $   671,446    $   455,972
                                                                 ===========    ===========
</TABLE>

                                 -- continued --


                                       6
<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED
                  NINE MONTHS ENDED NOVEMBER 30, 2005 AND 2004
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                     2005           2004
                                                                 -----------    -----------
                                                                                 (Restated)
<S>                                                              <C>            <C>

CASH FLOWS FROM DISCONTINUED OPERATIONS

Net cash provided by operating activities                        $   779,982    $ 1,356,496
                                                                 ===========    ===========

Net cash used in investing activities                            $(1,531,252)   $(1,189,559)
                                                                 ===========    ===========
</TABLE>

                 See notes to consolidated financial statements.


                                       7
<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                NOVEMBER 30, 2005
                                   (Unaudited)

1.    The accompanying  unaudited  consolidated  financial  statements have been
      prepared in accordance with accounting  principles  generally  accepted in
      the United States of America for interim  financial  information.  They do
      not  include  all  information   and  footnotes   required  by  accounting
      principles generally accepted in the United States of America for complete
      financial statements. The results of operations are impacted significantly
      by the results of  operations  of the  Operating  Partnerships,  which are
      provided on an unaudited basis during interim  periods.  Accordingly,  the
      accompanying  consolidated  financial  statements  are  dependent  on such
      unaudited  information.  In  the  opinion  of  the  General  Partner,  the
      financial  statements include all adjustments  necessary to reflect fairly
      the results of the interim  periods  presented.  All  adjustments are of a
      normal recurring nature. No significant events have occurred subsequent to
      February 28, 2005 and no material  contingencies exist which would require
      additional  disclosures  in the report under  Regulation  S-X,  Rule 10-01
      paragraph A-5, except as discussed in No. 3 below.

      The results of operations  for the nine months ended November 30, 2005 are
      not  necessarily  indicative  of the results to be expected for the entire
      year. Certain prior period amounts in the unaudited consolidated financial
      statements  (see Notes 2 and 3) have been  reclassified  to conform to the
      current period presentation.

2.    Through  February 29, 2004, the Investment in Operating  Partnerships  was
      accounted for under the equity method of accounting.  Upon the adoption of
      Financial  Accounting  Standards  Board  ("FASB")  Interpretation  No.  46
      (revised),  Consolidation of Variable Interest Entities ("FIN 46(R)"),  as
      of March 1, 2004 the  Partnership is required to consolidate its financial
      information  with  that of the  Operating  Partnerships.  Prior  financial
      information  reported  by the  Partnership  for the three  and nine  month
      periods  ended  November  30,  2004 was  based  on the  equity  method  of
      accounting.  The accompanying financial statements as of and for the three
      and nine month  periods  ended  November  30,  2004 have been  restated to
      reflect the consolidation of the Partnership's  financial information with
      that of the Operating Partnerships.

3.    During October 2005, the Operating  General Partner commenced a process to
      receive  proposals for the sale of the Property.  As a result,  certain of
      the Operating  Partnerships' assets and liabilities are classified as held
      for sale in the accompanying consolidated balance sheet as of November 30,
      2005.  An  Agreement  of Purchase  and Sale was  negotiated  and  executed
      effective  April  3,  2006,  subject  to a due  diligence  period  for the
      purchaser as well as various other terms and conditions.  The Agreement of
      Purchase  and Sale was extended  four times,  the most recent being on May
      24, 2006, resulting in an offer of $69,960,000 and a nonrefundable deposit
      of $4,390,000. The due diligence period has expired and a closing has been
      scheduled for July 14, 2006, subject to the approval of the transaction by
      the Partnership,  among other conditions. There can be no assurance that a
      sale will ultimately take place.

      The following represents the detail of the assets and liabilities that are
      classified as discontinued  operations  because the assets and liabilities
      of the  Operating  Partnerships  are  classified  as held  for  sale as of
      November 30, 2005:

      ASSETS

      Land, building and improvements, net of accumulated
        depreciation                                        $36,806,364
      Tenant security deposits                                  687,480
      Mortgage escrows                                        2,082,599
      Deferred costs, net of accumulated amortization           735,064
                                                            -----------

                                                            $40,311,507
                                                            ===========
      LIABILITIES

      Mortgage payable                                      $28,600,000
      Tenant security deposits payable                          687,480
                                                            -----------

                                                            $29,287,480
                                                            ===========

                                       8
<PAGE>

          WILDER RICHMAN HISTORIC PROPERTIES II, L.P. AND SUBSIDIARIES
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
                                NOVEMBER 30, 2005
                                   (Unaudited)

4.    Additional information,  including the audited February 28, 2005 Financial
      Statements and the Summary of Significant Accounting Policies, is included
      in the Partnership's  Annual Report on Form 10-K for the fiscal year ended
      February 28, 2005 on file with the Securities and Exchange Commission.


                                       9
<PAGE>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

Item 2. Management's Discussion and Analysis of Financial Conditions and Results
        of Operations

Liquidity and Capital Resources

As of November  30, 2005,  Wilder  Richman  Historic  Properties  II, L.P.  (the
"Partnership") experienced few changes in its financial condition as compared to
February 28, 2005.  However,  the Operating  General Partner commenced a process
during the fourth calendar quarter of 2005 to receive  proposals for the sale of
the Property and has received offers.  See discussion below under "Liquidity and
Capital  Resources."  The  Partnership's  fiscal  year for  financial  reporting
purposes  ends  on the  last  day  in  February,  while  that  of the  Operating
Partnerships  ends on  December  31.  Accordingly,  the  results  of  operations
reflected in the accompanying  consolidated statements of operations are for the
three and nine month  periods  ended  November 30, 2005 and 2004 with respect to
the  Partnership  and for the three and nine month periods  ended  September 30,
2005 and 2004 with respect to the Operating Partnerships.

As a result of the favorable mortgage interest rates, the Operating Partnerships
have  generated  cash  flow.   However,   the  Partnership's   ability  to  make
distributions  is dependent  upon the level of interest  rates (which  increased
during the nine months September 30, 2005) and operating results of the Complex,
which are  extremely  dependent on  competition,  market  conditions  and needed
capital improvements and repairs.  Accordingly,  there can be no assurance as to
whether or not the Partnership may be able to make distributions, nor the timing
or amount of any  potential  distributions  to Limited  Partners.  The Operating
General  Partner  and the  General  Partner  plan  to  periodically  assess  the
feasibility  of  making  cash  flow  distributions,  based  on  the  results  of
operations,  the physical  condition of the Property (see discussion below), the
then current and anticipated interest rates, and local market conditions,  among
other   things.   To  the  extent  cash  flow  is  generated  by  the  Operating
Partnerships,  such cash flow may be retained by the Operating  Partnerships  or
may be distributed at the discretion of management, pursuant to the terms of the
limited partnership agreements of the Operating Partnerships.

Wilder Richman Historic Properties II, L.P. has very limited operating activity;
accordingly,   the  results  of   operations   reflected  in  the   accompanying
consolidated statements of operations are highly representative of the Operating
Partnerships.  The Property  generated cash flow from  operations  (before costs
incurred in  connection  with building  improvements)  for the nine months ended
September  30,  2005  (see  Results  of   Operations,   below).   The  Operating
Partnerships'  cash and cash equivalents as of September 30, 2005 have decreased
by  approximately  $1,601,000  compared to December  31,  2004,  while  accounts
payable and accrued  expenses having decreased by  approximately  $298,000.  The
Operating  Partnerships  made a distribution to the Partnership in the amount of
$850,000  during the second  quarter  (of which,  $680,000  was  distributed  to
partners and the remainder was used for working  capital) and incurred  costs in
connection  with  building   improvements  of  approximately   $1,531,000.   The
replacement reserve account, which is partially controlled by the lender for the
purpose  of  funding  planned  capital   improvements  and  needed  repairs,  is
approximately $1,110,000, as of September 30, 2005. The principal reserve, which
is  controlled   by  the  lender  for  purposes  of  amortizing   the  debt,  is
approximately  $2,083,000 as of September 30, 2005. The replacement reserves are
reflected in the accompanying consolidated balance sheet as of November 30, 2005
under the caption mortgage escrows and other deposits.  The principal reserve is
reflected in the accompanying consolidated balance sheet as of November 30, 2005
under the caption assets held for sale.

Because the  rehabilitation  of the Property was  completed  more than ten years
ago, management has been addressing the need for extensive capital improvements.
Significant  capital  improvements  have been completed over the past few years,
including roof replacement, replacement of the fire/smoke alarm system, elevator
repairs,  new entry doors and other repairs throughout the Complex. In addition,
the Operating General Partner has identified other potential significant capital
improvements and repairs  throughout the Complex,  which it intends to undertake
over  the  next  few  years.   Such  capital   improvements  and  repairs  would
significantly  reduce  the  Operating  Partnerships'  cash  flow  available  for
distribution.  The Operating  General Partner believes that other  improvements,
whose  timing  may be  discretionary  but  which  may  be  important  to  remain
competitive in the rental market,  should be made over time and include  kitchen
and bath renovations, new appliances, and replacement of doors and windows.

The  Operating  General  Partner's  objective has been to build up reserves to a
level  sufficient to reasonably  offset the potential  adverse  impact of future
increases in the low floater rates in addition to other contingencies, including
capital improvements and potential  significant  increases in real estate taxes.
The Operating General Partner intends to take into account, among other factors,
a similar analysis when considering making future annual distributions.


                                       10
<PAGE>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

Item 2. Management's Discussion and Analysis of Financial Conditions and Results
        of Operations (continued)

As mentioned above, the Operating General Partner commenced a process to receive
proposals  for the sale of the  Property  during  October  2005 and has received
offers. An Agreement of Purchase and Sale was negotiated and executed  effective
April 3, 2006,  subject to a due  diligence  period for the purchaser as well as
various  other terms and  conditions.  The  Agreement  of Purchase  and Sale was
extended  four times,  the most recent  being on May 24,  2006,  resulting in an
offer  of  $69,960,000  and a  nonrefundable  deposit  of  $4,390,000.  The  due
diligence period has expired and a closing has been scheduled for July 14, 2006,
subject to the  approval  of the  transaction  by the  Partnership,  among other
conditions. There can be no assurance that a sale will ultimately take place.

If such  transaction is  consummated,  understanding  that there is a reasonable
possibility  that it may not be consummated,  the operations of Registrant would
cease. The offer indicates that the carrying amount of the long-lived  assets is
recoverable based on applying the standard accounting tests for impairment.

Results of Operations

As discussed above, during October 2005, the Operating General Partner commenced
a process to receive  proposals for the sale of the Property.  As a result,  the
consolidated  statements  of  operations  for  the  respective  periods  present
discontinued  operations  for income and expenses  specific to the operations of
the  Property in  accordance  with  generally  accepted  accounting  principles.
Although  there  is a  signed  contract  as of May  24,  2006,  there  can be no
assurance that the Property will be sold in the near future.

For the nine months  ended  November  30, 2005,  the  consolidated  statement of
operations  of the  Partnership  reflects net income of  $190,212,  inclusive of
depreciation  and amortization  expense of $1,247,506.  The loss from continuing
operations  decreased  by  approximately  $136,000  for the  nine  months  ended
November  30,  2005 as  compared  to the nine  months  ended  November  30, 2004
primarily  as a result of (i) an increase in interest  revenue of  approximately
$72,000  resulting  from  higher  average  cash and  mortgage  escrows and other
deposits  balances  combined with higher average interest rates, (ii) a decrease
in administrative  expenses of approximately  $37,000 resulting primarily from a
decrease in  professional  fees incurred by the Partnership and (iii) a decrease
in the State of New Jersey filing fee of approximately $32,000. Interest expense
for the nine months  ended  September  30, 2005  increased  compared to the nine
months ended  September 30, 2004. The average  interest rates on the low floater
bonds for the nine months ended September 30, 2005 were 2.26% for the tax exempt
bonds and 2.94% for the taxable bonds.  Despite the continued favorable interest
rates in 2005, the Operating Partnerships' net cash flow declined as a result of
the costs incurred in connection with planned capital expenditures.  The average
occupancy for the nine months ended  September 30, 2005 was  approximately  95%.
The Operating  Partnerships generated a cash deficit after required debt service
payments and required  replacement reserve deposits during the nine months ended
September 30, 2005 of approximately  $689,000,  which includes required deposits
to the principal reserve under the mortgages (approximately $356,000),  deposits
to required escrows (approximately $68,000), deposits to a voluntary replacement
reserve account held by the Operating Partnerships  (approximately $266,000) and
planned capital improvements (approximately $1,531,000).

For the nine months  ended  November  30, 2004,  the  consolidated  statement of
operations of the Partnership,  which has been restated to reflect  consolidated
operations  of the  Partnership  and the  Operating  Partnerships,  reflects net
income of  $242,261,  inclusive  of  depreciation  and  amortization  expense of
$1,187,506.   The  Operating   Partnerships  utilized  replacement  reserves  of
approximately $208,000 in connection with the capital improvements.  The average
interest rates on the low floater bonds for the nine months ended  September 30,
2004 were approximately  1.08% for the tax exempt bonds and approximately  1.23%
for the taxable bonds. The average occupancy for the nine months ended September
30, 2004 was approximately 95.8%. The Operating Partnerships generated cash flow
after required debt service payments and required  replacement  reserve deposits
during the nine months ended September 30, 2004 of approximately $438,000, which
includes  required  deposits  to  the  principal  reserve  under  the  mortgages
(approximately $325,000),  deposits to required escrows (approximately $58,000),
deposits  to a  voluntary  replacement  reserve  account  held by the  Operating
Partnerships   (approximately   $270,000)  and  planned   capital   improvements
(approximately $690,000, of which approximately $659,000 was capitalized).

                                       11
<PAGE>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

Item 2. Management's Discussion and Analysis of Financial Conditions and Results
        of Operations (continued)

Critical Accounting Policies and Estimates

The consolidated financial statements are prepared in accordance with accounting
principles  generally  accepted  in the  United  States of America  for  interim
financial information,  which requires the Partnership to make certain estimates
and assumptions.  The following section is a summary of certain aspects of those
accounting  policies that may require  subjective  or complex  judgments and are
most  important to the portrayal of the  Partnership's  financial  condition and
results of operations.  The Partnership believes that there is a low probability
that the use of different  estimates or  assumptions  in making these  judgments
would result in materially  different amounts being reported in the consolidated
financial statements.

The  Partnership  records  its  real  estate  assets  at cost  less  accumulated
depreciation and, if there are indications that impairment  exists,  adjusts the
carrying  value of those  assets  in  accordance  with  Statement  of  Financial
Accounting Standard ("SFAS") No. 144, "Accounting for the Impairment or Disposal
of Long-Lived  Assets." See  discussion  under  Liquidity and Capital  Resources
above  regarding  the  possible  disposition  of  the  properties  owned  by the
Operating  Partnerships.  Under  SFAS No.  144,  the  long-lived  assets  of the
Operating  Partnerships  are  classified  as held for  sale in the  accompanying
consolidated balance sheet as of November 30, 2005 and are measured at the lower
of their  carrying  amount or fair value less cost to sell.  Once  classified as
held for sale,  depreciation of the assets ceases.  Since the  classification of
such assets as held for sale did not occur until October 5, 2005 and because the
balances  attributable  to  the  Operating  Partnerships  are  reflected  in the
accompanying  consolidated  financial  statements  as of and for the nine months
ended September 30, 2005, the accompanying consolidated statements of operations
for  the  three  and  nine  month  periods  ended   November  30,  2005  include
depreciation.


Item 3. Quantitative and Qualitative Disclosure About Market Risk

The Partnership has market risk sensitivity with regard to financial instruments
concerning  potential  interest rate  fluctuations  in  connection  with the low
floater rates associated with the Operating Partnerships' mortgages. Although an
interest rate cap has been purchased, a change in the low-floater interest rates
of  .25%  would  have an  annualized  impact  of  approximately  $70,000  on the
Operating Partnerships' results of operations.

Item 4. Controls and Procedures

As of November 30, 2005, under the direction of the Chief Executive  Officer and
Chief  Financial  Officer,   Registrant   evaluated  the  effectiveness  of  its
disclosure   controls  and  procedures  and  concluded  that  (i)   Registrant's
disclosure  controls and procedures  were effective as of November 30, 2005, and
(ii) there has been no change in  Registrant's  internal  control over financial
reporting  during  the  quarter  ended  November  30,  2005 that has  materially
affected,  or is reasonably likely to materially  affect,  such internal control
over financial reporting.


                                       12
<PAGE>

                   WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

                           Part II - Other Information

Item 1. Legal Proceedings

        Registrant is not aware of any material legal proceedings.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

        None

Item 3. Defaults Upon Senior Securities

        None

Item 4. Submission of Matters to a Vote of Security Holders

        None

Item 5. Other Information

        None

Item 6. Exhibits

        Exhibit 31.1 Rule 13a-14(a)/15d-14(a) Certification of Chief Executive
                     Officer
        Exhibit 31.2 Rule 13a-14(a)/15d-14(a) Certification of Chief Financial
                     Officer
        Exhibit 32.1 Section 1350 Certification of Chief Executive Officer
        Exhibit 32.2 Section 1350 Certification of Chief Financial Officer


                                       13
<PAGE>

                   Wilder Richman Historic Properties II, L.P.
                                    Form 10-Q
                                November 30, 2005

                                   Signatures

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on it  behalf  by the
undersigned thereunto duly authorized.

                                     WILDER RICHMAN HISTORIC PROPERTIES II, L.P.

                                     By: Wilder Richman Historic Corporation
                                         General Partner

Dated:  June 9, 2006                 /s/ Richard Paul Richman
                                     --------------------------------
                                     Richard Paul Richman
                                     Chief Executive Officer

Dated:  June 9, 2006                 /s/ Neal Ludeke
                                     --------------------------------
                                     Neal Ludeke
                                     Chief Financial Officer


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