NICHOLAS II INC
N-30D, 1995-06-07
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NICHOLAS II, INC.

May 19, 1995

Report to Shareholders:

Nicholas II closed with a net asset value per share of $26.61, 
an 8.31% gain for the six month period ended March 31, 1995, 
with distributions reinvested.  During the same period, the 
NASDAQ OTC and Russell 2000 small cap index returned 6.93% and 
2.65%, respectively.  The chart below shows results for the 
time periods ended March 31, 1995:

<TABLE>        
<CAPTION>

						     Average Annual
				   First              Total Return*
				  Calendar  ______________________________
				   Quarter   1 Year    5 Years   10 Years
				  ________   _______   _______   ________
    <S>                           <C>        <C>       <C>       <C>
    Nicholas II
      (Distributions Reinvested)    +8.79%   +13.22%   +11.57%    +12.48%
    NASDAQ OTC Composite
      (Excludes Income)             +8.68%    +9.92%   +13.41%    +11.34%
    Standard & Poor's 500
      (Income Reinvested)           +9.73%   +15.54%   +11.41%    +14.44%
    Russell 2000
      Includes Income)              +4.61%    +5.50%   +11.69%    +10.60%
    Consumer Price Index             +0.8%     +2.6%     +3.3%       3.6%
    Ending value of $10,000
      invested in Nicholas II
      (Distributions Reinvested)   $10,879   $11,322   $17,284    $32,413

*Total returns are historical and include change in share price 
and reinvestment of dividend and capital gain distributions. 
Past performance is no guarantee of future results. Principal 
value and return will fluctuate so an investment, when 
redeemed, may be worth more or less than original cost.

Nicholas II's performance in the first calendar quarter of 1995 
was in line with the larger company indexes (S&P 500 and NASDAQ 
OTC) and moderately outperformed the smaller company index 
(Russell 2000).  During the quarter, money managers moved into 
large capitalization growth companies due to fears of an 
economic slowdown which caused our quality growth portfolio to 
perform well.  We prefer, however, to focus on the long-term 
performance of the Fund which can be seen in the table above.

The price increase for Nicholas II has raised the Fund's 
dollar-weighted price/earnings ratio from 18.4 times at the end 
of 1994 to 20.0 times at March 31, 1995.  At this point, we 
feel that market valuations are high on a short-term basis. 
However, we will continue to invest cautiously for long-term 
growth with an eye toward capital preservation.  At March 31, 
1995, the Fund had $638 million in assets and a cash position 
of 5.3%.

Management and all our staff appreciate your patient and 
continued support.

					Sincerely,



					David O. Nicholas
					Portfolio Manager


Schedule of Investments
March 31, 1995 (unaudited)
	

</TABLE>
<TABLE>        
<CAPTION>
      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________
							 (Note 1 (a))
<S>                                                   <C>
COMMON STOCKS - 94.7%
		Banks and Finance - 11.5%
	244,819 Associated Banc-Corp                   $    8,844,086
	140,000 Countrywide Credit Industries, Inc.         2,432,500
	123,750 Fifth Third Bancorp                         6,404,063
	598,600 Firstar Corporation                        17,658,700
	693,600 First Financial Corporation                10,924,200
	  7,403 First National Bank of Anchorage (The)     11,289,575
	315,000 Litchfield Financial Corporation +          3,465,000
	592,900 Marshall & Ilsley Corporation              12,450,900
							  ___________
							   73,469,024
							  ___________
		Broadcasting - 0.3%
	 85,000 British Sky Broadcasting Group plc *        2,093,125
							  ___________
		Business Services - 10.8%
	110,000 Alco Standard Corporation                   7,975,000
	165,000 Danka Business Systems PLC                  4,331,250
	632,500 FIserv, Inc. *                             16,761,250
	419,062 G&K Services, Inc. - Class A                7,752,647
	963,675 Keane, Inc. *                              23,369,119
	173,900 Programming and Systems, Inc. * 
		  (Note 1 (a))                                      -
	191,300 SPS Transaction Services, Inc. *            6,695,500
	150,700 UniFirst Corporation                        1,770,725
							  ___________
							   68,655,491
							  ___________
		Consumer Products and Services - 3.9%
	 69,000 Amway Asia Pacific Ltd.                     2,570,250
	163,800 Loewen Group Inc. (The)                     4,463,550
	440,850 Newell Co.                                 11,241,675
	175,600 Valspar Corporation (The)                   6,519,150
							  ___________
							   24,794,625
							  ___________
		Environmental Services - 0.4%
	285,000 Waste Management International plc *        2,351,250
							  ___________
		Food and Beverage - 3.5%
	120,000 Outback Steakhouse, Inc. *                  3,045,000
	210,000 Panamerican Beverages, Inc. - 
		  Class A Nonvoting                         5,486,250
	222,816 Tootsie Roll Industries, Inc.              14,093,112
							  ___________
							   22,624,362
							  ___________
		Food Retailer - 1.5%
	350,900 Hannaford Bros. Co.                         9,386,575
							  ___________
</TABLE>        
	
<TABLE>        
<CAPTION>
      Shares or                                             Quoted
      Principal                                             Market
       Amount                                               Value
      _________                                           __________
							 (Note 1 (a))
<S>                                                     <C>
		Health Care - 22.6%
	 49,000 Amgen Inc. *                            $   3,301,375
	312,650 Block Drug Company, Inc. - Class A         10,942,750
	502,260 Boston Scientific Corporation *            12,368,153
	323,750 Cardinal Health, Inc.                      15,418,594
	283,400 DENTSPLY International Inc. *               9,848,150
	200,600 Elan Corporation, plc *                     7,472,350
	220,000 Forest Laboratories, Inc. *                10,477,500
      1,032,975 Health Management Associates, Inc. - 
		  Class A *                                29,827,153
	264,400 Hooper Holmes, Inc.                         2,677,050
	271,600 Patterson Dental Company *                  6,790,000
	150,000 Sofamor/Danek Group, Inc. *                 3,675,000
	472,500 Sullivan Dental Products, Inc. * +          7,678,125
	 93,250 Vencor, Inc. *                              3,322,031
	642,637 Vivra Incorporated *                       20,725,043
							  ___________
							  144,523,274
							  ___________
		Industrial Products and Services - 14.5%
	129,500 Betz Laboratories, Inc.                     5,665,625
	330,300 Crompton & Knowles Corporation              5,532,525
	163,500 IDEX Corporation                            4,884,562
	 91,600 McWhorter Technologies, Inc. *              1,465,600
	420,250 Schulman (A.), Inc.                        12,817,625
	276,300 Sigma-Aldrich Corporation                  10,706,625
	346,950 Teleflex Incorporated                      13,964,738
	611,000 Unifi, Inc.                                16,497,000
	174,564 Vishay Intertechnology, Inc. *              9,797,404
	495,000 Watts Industries, Inc. - Class A           10,890,000
							  ___________
							   92,221,704
							  ___________
		Insurance - 11.7%
	110,000 Foremost Corporation of America             4,070,000
	157,300 Healthsource, Inc. *                        7,452,088
	241,800 John Alden Financial Corporation            4,443,075
	387,500 MGIC Investment Corporation                15,790,625
	464,400 Mutual Risk Management Ltd.                12,945,150
	118,500 PacifiCare Health Systems, Inc. *           8,561,625
	232,500 Protective Life Corporation                10,811,250
	274,500 United Wisconsin Services, Inc.            10,808,437
							  ___________
							   74,882,250
							  ___________

		Investment Management - 0.5%
	 90,000 United Asset Management Corporation         3,453,750
							  ___________
</TABLE>

<TABLE>
<CAPTION>
      Shares or                                              Quoted
      Principal                                              Market
       Amount                                                Value
      _________                                            __________
							  (Note 1 (a))
<S>                                                     <C>
COMMON STOCKS - 94.7% (Continued)
		Retail Trade - 10.2%
	419,000 Arbor Drugs, Inc.                       $   9,951,250
	435,000 Circuit City Stores, Inc.                  11,473,125
	542,500 Consolidated Stores Corporation *          10,917,813
	466,500 Heilig-Meyers Company                      10,204,687
	207,200 Kohl's Corporation *                        9,168,600
	315,000 Medicine Shoppe International, Inc.         9,528,750
	141,000 OfficeMax, Inc.                             3,613,125
							  ___________
							   64,857,350
							  ___________
		Transportation - 3.3%
	494,000 Expeditors International of
		  Washington, Inc.                         10,374,000
	220,000 Heartland Express, Inc. *                   6,105,000
	243,000 Werner Enterprises, Inc.                    4,860,000
							  ___________
							   21,339,000
							  ___________
			TOTAL COMMON STOCKS
			  (cost $382,323,057)             604,651,780
							  ___________
</TABLE>

<TABLE>
<S>                                                    <C>
SHORT-TERM INVESTMENTS - 5.2% 
		Commercial Paper - 4.1%
     $5,500,000 A.O. Smith Corporation,
		  6.20%, due April 3, 1995              5,500,000
      6,500,000 Houston Industries Inc.,
		  6.125%, due April 6, 1995             6,496,682
</TABLE>        

<TABLE>
<CAPTION>        
      Shares or                                          Quoted
      Principal                                          Market
       Amount                                            Value
      _________                                        __________
						       Note 1 (a))
<S>                                                <C>
		Commercial Paper - 4.1% (Continued)
     $4,500,000 Marriott International, Inc.,
		  6.13%, due April 17, 1995        $    4,489,273
      4,500,000 Quad/Graphics, Inc.,
		  6.20%, due April 20, 1995             4,486,825
      5,000,000 FIserv, Inc.,
		  6.20%, due April 24, 1995             4,981,916
						      ___________
						       25,954,696
						      ___________

		Variable Demand Notes - 1.1%
      6,940,000 Sara Lee Corporation,   
		  5.71%, due April 3, 1995              6,940,000
						      ___________
			TOTAL SHORT-TERM
			  INVESTMENTS
			  (cost $32,754,354)           32,894,696
						      ___________
			TOTAL INVESTMENTS             637,546,476
						      ___________
		CASH AND RECEIVABLES, NET OF
		  LIABILITIES - 0.1%                      837,877
						      ___________
			TOTAL NET ASSETS (Basis of
			  percentages disclosed 
			  above)                     $638,384,353
						      ___________
						      ___________

</TABLE>

*Nondividend paying security
+This company is affiliated with the Fund as defined in Section 2(a)(2)-(3) 
 of the Investment Company Act of 1940, in that the Fund holds 5% or more 
 of its outstanding voting securities. (Note 5)
 
The accompanying notes to financial statements are an integral 
part of this schedule.


Statement of Assets and Liabilities
March 31, 1995 (unaudited)

<TABLE>
<S>                                                       <C>
ASSETS:
  Investments in securities at market value (Note 1(a)) -
    Nonaffiliated issuers (cost $404,535,535) - see 
      accompanying schedule of investments                 $626,403,351
    Affiliated issuers (cost $10,541,876) - see 
      accompanying schedule of investments (Note 5)   
							     11,143,125
							    ___________
	  Total investments                                 637,546,476
							    ___________

  Receivables -
    Dividends and interest                                      460,788
    Investment securities sold                                4,085,240
							    ___________
	  Total receivables                                   4,546,028
							    ___________
	  Total assets                                      642,092,504
							    ___________

LIABILITIES:
  Payables -
    Investment securities purchased                           2,713,245
    Management fee (Note 2)                                     301,733
    Other payables and accrued expenses                         693,173
							    ___________
	  Total liabilities                                   3,708,151
							    ___________
	  Total net assets                                 $638,384,353
							    ___________
							    ___________

NET ASSETS CONSIST OF:
  Fund shares issued and outstanding                       $392,242,418
  Net unrealized appreciation on investments (Note 3)       222,328,723
  Accumulated undistributed net realized gains on 
    investments                                              22,759,208
  Accumulated undistributed net investment income             1,054,004 
							    ___________
							   $638,384,353 
							    ___________
							    ___________

NET ASSET VALUE PER SHARE ($.01 par value, 200,000,000 
  shares authorized) offering price and redemption 
  price ($638,384,353 ./. 23,992,675 shares outstanding)         $26.61
								  _____
								  _____

</TABLE>

The accompanying notes to financial statements are an integral 
part of this statement.


Statement of Operations
For the six months ended March 31, 1995 (unaudited)

<TABLE>
<S>                                            <C>

INCOME:
	Dividends -
		Nonaffiliated issuers           $  3,260,026
		Affiliated issuers (Note 5)            9,450
	Interest                                     934,180
						  __________
						   4,203,656
						  __________

EXPENSES:
	Management fee (Note 2)                    1,611,548
	Transfer and disbursing agent fees           292,321
	Postage                                       42,530
	Custodian fees                                36,139
	Registration fees                             30,207
	Printing                                      27,066
	Legal fees                                    15,901
	Telephone                                      6,113
	Directors' fees                                6,000
	Insurance                                      4,958
	Other operating expenses                       3,740
						  __________
						   2,076,523
						  __________
	       Net investment income               2,127,133
						  __________

NET REALIZED GAINS ON INVESTMENTS (Note 1(b)):
	Nonaffiliated issuers                     28,785,033 
	Affiliated issuers (Note 5)                       -
						  __________
						  28,785,033 
						  __________

NET INCREASE IN UNREALIZED APPRECIATION ON 
  INVESTMENTS                                     18,090,385
						  __________
	Net gains on investments                  46,875,418
						  __________
	Net increase in net assets resulting 
	  from operations                        $49,002,551
						  __________
						  __________
</TABLE>

The accompanying notes to financial statements are an integral 
part of this statement.

Statements of Changes in Net Assets
For the six months ended March 31, 1995 (unaudited) and the 
 year ended September 30, 1994
	
<TABLE>        
<CAPTION>
							1995            1994
						  _____________    _____________
<S>                                              <C>               <C>
OPERATIONS:
  Net investment income                           $   2,127,133    $   4,759,460
  Net realized gains on investments (Note 1(b))      28,785,033       39,661,906
  Net increase (decrease) in unrealized 
    appreciation on investments                      18,090,385       (8,089,870)
						    ___________      ___________
  Net increase in net assets resulting from 
    operations                                       49,002,551       36,331,496
						    ___________      ___________

DISTRIBUTIONS TO SHAREHOLDERS:
  Distributions from net investment income
    ($0.2056 and $0.2000 per share, respectively)    (4,696,388)      (5,077,717)
  Distributions from net realized gains on 
    investment transactions ($1.8944 and $1.4700 
    per share, respectively)                        (43,254,534)     (37,294,772)
						    ___________      ___________
	 Total distributions                        (47,950,922)     (42,372,489)
						    ___________      ___________

CAPITAL SHARE TRANSACTIONS:
  Proceeds from shares issued (756,376 and 
    1,790,597 shares, respectively)                  19,478,578       47,450,393
  Net asset value of shares issued in distributions 
    from net investment income and net realized 
    gains (1,867,730 and 1,509,156 shares, 
    respectively)                                    45,012,292       39,373,882
  Cost of shares redeemed (2,022,999 and 6,478,915 
    shares, respectively)                           (51,830,716)    (171,891,349)
						    ___________      ___________

	  Increase (decrease) in net assets 
	    derived from capital share transactions  12,660,154      (85,067,074)
						    ___________      ___________
	  Total increase (decrease) in net assets    13,711,783      (91,108,067)
						    ___________      ___________

NET ASSETS, at the beginning of the period 
  (including undistributed net investment income 
  of $3,623,259 and $3,941,516, respectively)       624,672,570      715,780,637
						    ___________      ___________

NET ASSETS, at the end of the period (including 
  undistributed net investment income of 
  $1,054,004 and $3,623,259, respectively)         $638,384,353     $624,672,570
						    ___________     ____________
						    ___________     ____________
</TABLE>

The accompanying notes to financial statements are an integral 
part of these statements.


Financial Highlights
(For a share outstanding throughout each period)
	
<TABLE>
<CAPTION>

					    Six Months
					      Ended
					    March 31,            Year Ended September 30,
					      1995
					   ______________________________________________________
					   (unaudited)     1994    1993    1992    1991    1990
					   ___________    _______ _______ _______ _______ _______
<S>                                        <C>            <C>     <C>     <C>     <C>     <C>
NET ASSET VALUE, BEGINNING OF PERIOD          $26.71       $26.94  $24.53  $23.87  $17.39  $21.76

     INCOME FROM INVESTMENT OPERATIONS:
     Net investment income                       .32          .21     .21     .23     .26     .36
     Net gains or (losses) on securities 
       (realized and unrealized)                1.68         1.23    3.24    1.07    6.70   (3.75)
					       _____        _____   _____   _____   _____   _____
	   Total from investment operations     2.00         1.44    3.45    1.30    6.96   (3.39)
					       _____        _____   _____   _____   _____   _____

     LESS DISTRIBUTIONS:
     Dividends (from net investment income)     (.21)        (.20)   (.24)   (.24)   (.34)   (.31)
     Distributions (from capital gains)        (1.89)       (1.47)   (.80)   (.40)   (.14)   (.67)
						_____       _____   _____   _____   _____   _____
	   Total distributions                 (2.10)       (1.67)  (1.04)   (.64)   (.48)   (.98)
						_____       _____   _____   _____   _____   _____

NET ASSET VALUE, END OF PERIOD                $26.61       $26.71  $26.94  $24.53  $23.87  $17.39
					       _____        _____   _____   _____   _____   _____
					       _____        _____   _____   _____   _____   _____

TOTAL RETURN                                   8.31%**      5.49%  14.19%   5.59%  40.91% (16.14%)

RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (millions)          $638.4       $624.7  $715.8  $646.5  $490.9  $336.5
Ratio of expenses to average net assets         .68%*        .67%    .67%    .66%    .70%    .71%
Ratio of net investment income to 
  average net assets                            .70%*        .72%    .79%   1.01%   1.24%   1.78%
Portfolio turnover rate                       17.48%*      17.38%  27.32%  11.47%  12.46%  18.78%

</TABLE>

 *   Annualized
**   Not annualized

The accompanying notes to financial statements are an integral 
part of these statements.


Historical Record (unaudited)
<TABLE>                                
<CAPTION>
									   Dollar       Growth of
			    Net         Dividend      Capital Gain       Weighted      An Initial
			Asset Value   Distributions   Distributions   Price/Earnings    $10,000
			 Per Share      Per Share       Per Share         Ratio**      Investment***
			___________   _____________   _____________   ______________   __________
<S>                       <C>           <C>             <C>             <C>             <C>
October 17, 1983*         $10.00        $   -           $    -              -           $10,000
September 30, 1985         14.39          .093             .186         11.7 times      14,742
September 30, 1986         16.90          .163             .061         15.0            17,581
September 30, 1987         21.01          .420             .513         20.9            23,108
September 30, 1988         18.58          .338            1.303         15.0            22,766
September 30, 1989         21.76          .335             .080         17.1            27,291
September 30, 1990         17.39          .3124            .6686        14.8            22,888
September 30, 1991         23.87          .3422            .1434        17.8            32,251
September 30, 1992         24.53          .2447            .4042        17.3            34,054
September 30, 1993         26.94          .2350            .8000        18.1            38,885
September 30, 1994         26.71          .2000 (a)       1.4700 (a)    18.5            41,020
December 31, 1994          24.46          .2056 (b)       1.8944 (b)    18.4            40,838
March 31, 1995             26.61            -                -          20.0            44,428

  *  Date of Initial Public Offering                 (a) Paid December 31, 1993 to shareholders of record December 28, 1993.
 **  Based on latest 12 months accomplished earnings
***  Assuming reinvestment of all distributions      (b) Paid December 31, 1994 to shareholders of record December 27, 1994.

</TABLE>

Range in price/earnings ratios
	High 25.4       Low 11.6
	August 6, 1987  October 8, 1985


Notes to Financial Statements
March 31, 1995 (unaudited)

(1)  Summary of Significant Accounting Policies -
     The following is a summary of the significant accounting policies of 
     Nicholas II, Inc. (the "Fund"):
     
     (a)  Each security, excluding short-term investments, is valued at the 
	  last sale price reported by the principal security exchange on 
	  which the issue is traded, or if no sale is reported, the latest 
	  bid price. Variable demand notes are valued at cost which 
	  approximates market value. U.S. Treasury Bills and commercial paper 
	  are stated at market value with the resultant difference between 
	  market value and original purchase price being recorded as interest 
	  income. Investment transactions are recorded no later than the first 
	  business day after the trade date. Cost amounts, as reported on the 
	  schedule of investments and the statement of assets and liabilities, 
	  are the same for Federal income tax purposes.
	
	  On June 18, 1992, the Securities and Exchange Commission suspended 
	  trading of the common stock of Programming and Systems, Inc., 
	  (the "Company") because of information received questioning the 
	  accuracy of the Company's financial statements.  Following the 
	  release of this information, the Company's common stock was delisted 
	  by NASDAQ and, as such, is nontradable. To date, this matter has not 
	  been resolved. The Board of Directors of the Fund have deemed the 
	  shares worthless until additional information, including audited 
	  financial statements, is released by the Company.

     (b)  Net realized gains and losses on common stocks and bonds were 
	  computed on the basis of specific certificates.

     (c)  Provision has not been made for Federal income taxes or excise taxes 
	  since the Fund has elected to be taxed as a "regulated investment 
	  company" and intends to distribute substantially all taxable income 
	  to its shareholders and otherwise comply with the provisions of the 
	  Internal Revenue Code applicable to regulated investment companies.
     
     (d)  Dividend income and distributions to shareholders are recorded on 
	  the ex-dividend date. Non-cash dividends, if any, are recorded at 
	  fair market value on date of distribution.

(2)  Investment Adviser and Management Agreement -
     The Fund has an agreement with Nicholas Company, Inc. (with whom certain 
     officers and directors of the Fund are affiliated) to serve as 
     investment adviser and manager.  Under the terms of the agreement, a 
     monthly fee is paid to the investment adviser based on 1/16th of 1% 
     (.75 of 1% on an annual basis) of the average net asset value up to and 
     including $50 million, 1/20th of 1% (.6 of 1% on an annual basis) of the 
     average net asset value over $50 million up to and including $100 million 
     and 1/24th of 1% (.5 of 1% on an annual basis) of the average net asset 
     value in excess of $100 million.  Also, the investment adviser may be 
     reimbursed for clerical and administrative services rendered by its 
     personnel.  The advisory agreement is subject to an annual review by the 
     Directors of the Fund.

(3)  Net Unrealized Appreciation -
     Aggregate gross unrealized appreciation (depreciation) as of March 31, 
     1995, based on investment cost for Federal tax purposes is as follows:
	
<TABLE>        
	<S>                                                      <C>
	Aggregate gross unrealized appreciation on investments   $235,465,420
	Aggregate gross unrealized depreciation on investments    (13,136,697)
								  ___________

	     Net unrealized appreciation                         $222,328,723
								  ___________
								  ___________

</TABLE>

(4)  Investment Transactions -
     For the period ended March 31, 1995, the cost of purchases and the 
     proceeds from sales of investment securities, other than short-term 
     obligations, aggregated $51,028,173 and $80,491,550, respectively.

(5)  Transactions with Affiliates -
     Following is an analysis of 1995 transactions with "affiliated 
     companies" as defined by the Investment Company Act of 1940:
						
<TABLE>
<CAPTION>
											Amount of
											Dividends
							Share Activity                  Credited
					_______________________________________________ to Income
					Balance                             Balance     in Fiscal
	Security Name                   9/30/94     Purchases     Sales     3/31/95        1995
	_____________                   _______     _________     _____     _______     _________
<S>                                     <C>         <C>           <C>       <C>           <C>                   
Litchfield Financial Corporation        315,000         -           -       315,000       $9,450
Sullivan Dental Products, Inc.          472,500         -           -       472,500          -
											   _____
											  $9,450
											   _____                            
											   _____
</TABLE>

Automatic Investment Plan - An Update

The Nicholas Family of Funds' Automatic Investment Plan provides a simple 
method to dollar cost average into the fund(s) of your choice.  Dollar cost 
averaging involves making equal systematic investments over an extended time 
period. A fixed dollar investment will purchase more shares when the market 
is low and fewer shares when the market is high. The automatic investment 
plan is an excellent way for you to become a disciplined investor.

The following table illustrates what dollar cost averaging can achieve. 
Please note that past performance is no guarantee of future results. Nicholas 
Company recommends dollar cost averaging as a practical investment method. 
It should be consistently applied for long periods (5-10 years or more) so 
that investments are made through several market cycles. The table will be 
updated and appear in future financial reports issued by the Nicholas Family 
of Funds. 
				
<TABLE>
<CAPTION>
							Nicholas II
							___________
<S>                                                       <C>
	$1,000 initial investment on                      10-17-83
	$100 invested on the last day of each month 
	  following the date of the initial investment 
	  (in years)                                        11.5
	Total cash invested                               $14,800
	Total capital gains reinvested                    $ 5,977
	Total dividends reinvested                        $ 2,154
	Total full shares owned 3/31/95                     1,233
	Total market value on 3/31/95                     $32,804
</TABLE>

The results above assume purchase on the last day of the month for the 
respective periods. The Nicholas Automatic Investment Plan actually invests 
on the 20th of each month. Total market value includes reinvestment of all 
distributions.


CAN YOU AFFORD NOT TO INVEST IN AN IRA?

The maximum yearly IRA contribution is the lesser of $2,000 or 100% of your 
compensation. Every year that you contribute this amount you may also deduct 
it from your Federal income taxes, unless you (or your spouse) are an eligible 
participant in an employer-sponsored retirement plan and your adjusted gross 
income exceeds certain limits as defined by the Internal Revenue Code. This 
deduction can lead to substantial savings, especially when you look at the 
relationship between higher tax brackets and the net cost of investing. The 
table below illustrates a schedule of tax brackets, resulting tax savings, 
and the net cost of investing $2,000 in an IRA, assuming full deductibility 
of your contributions.

<TABLE>
<CAPTION>
				TABLE I

	Federal Tax     Federal Tax     Net Cost of Investing
	 Brackets         Savings         $2,000 in an IRA
	___________     ___________     _____________________
	    <C>            <C>                 <C>
	    15%            $300                $1,700
	    28%             560                 1,440
	    31%             620                 1,380
	    36%             720                 1,280
	    39.6%           792                 1,208
</TABLE>

Even if you are an eligible participant in an employer-sponsored retirement 
plan, you may still make a non-deductible IRA contribution (subject to the 
$2,000/100% of compensation limit). Another tax advantage to investing in an 
IRA is that any amounts received from dividends, interest, etc., accumulate 
tax deferred, whether or not your contribution is fully deductible. Taxes will 
have to be paid when you receive distributions.

Finally, Table II shows the various amounts accumulated in an IRA under 
different annual rates of return, based on a $2,000 annual year end 
contribution. These figures are purely hypothetical since investment returns 
are rarely constant year to year. Yet, one can get a good idea that investing 
in an IRA plan provides a good nest egg for retirement.

<TABLE>
<CAPTION>

				TABLE II
			Amounts accumulated in an IRA
					      Annual Rates of Return
				_________________________________________________
	After                      8%           10%           12%           15%
	_____                   ________     ________      ________      ________
	<C>                     <C>          <C>        <C>            <C>
	10 Years                $ 28,973     $ 31,874   $    35,096    $   40,606
	20 Years                  91,524      114,550       144,104       204,880
	30 Years                 226,566      328,980       482,660       869,480
	40 Years                 518,113      885,180     1,534,180     3,558,000

</TABLE>

SEMIANNUAL REPORT





NICHOLAS II, INC.

Officers and Directors

ALBERT O. NICHOLAS
President and Director

ROBERT H. BOCK
Director

MELVIN L. SCHULTZ
Director

RICHARD SEAMAN
Director

DAVID L. JOHNSON
Executive Vice President

THOMAS J. SAEGER
Executive Vice President and Secretary

DAVID O. NICHOLAS
Senior Vice President

LYNN S. NICHOLAS
Senior Vice President

CHERYL L. KING
Treasurer and Vice President

CANDACE L. LESAK
Vice President

JEFFREY T. MAY
Vice President

JOHN J. OOHARE
Vice President

KATHLEEN A. EVANS
Assistant Vice President

Custodian and Transfer Agent

FIRSTAR TRUST COMPANY
Milwaukee
(414) 276-0535






This report is submitted for the information of shareholders of 
the Fund. It is not authorized for distribution to prospective 
investors unless preceded or accompanied by an effective 
prospectus.

700 North 
Water Street 
Milwaukee,
Wisconsin 53202


March 31, 1995



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