DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
10QSB, 1996-05-07
REAL ESTATE
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           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 March 31, 1996

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

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

                         Commission file number 2-85829


                DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
        (Exact name of small business issuer as specified in its charter)


           New York                                           13-3202289
(State or other jurisdiction of                             (IRS Employer
incorporation or organization)                              Identification No.)

230 Park Avenue, Suite 2400                
    New York, New York                                          10169
(Address of principal executive offices)                      (Zip Code)


                    Issuer's telephone number (212) 697-2330
                                        


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)              DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
                             (A Limited Partnership)

                                  BALANCE SHEET
                                   (Unaudited)

                                 March 31, 1996

 Assets                                                                        
    Cash and cash equivalents:                                                 
       Unrestricted                                                 $   677,795
       Restricted--tenant security deposits                              45,373
   Accounts receivable                                                  127,426
    Note receivable                                                      43,969
    Escrow and other deposits                                           229,451
    Prepaid expenses                                                     12,015
    Deferred charges                                                    230,056
    Deferred rent receivable                                              8,462
    Investment properties:                                                     
       Land                                        $  3,188,684                
       Buildings and improvements                    15,171,534                
       Furniture, fixtures and equipment              1,018,091                
                                                     19,378,309                
       Less accumulated depreciation                (10,312,723)      9,065,586

                                                                   $ 10,440,133
                                                                               
    Liabilities and Partners' Equity (Deficit)                                 
                                                                              
    Liabilities                                                                
       Accounts payable                                            $     31,673
       Accrued liabilities:                                                    
          Interest                                 $     32,057                
          Property taxes                                241,656                
          Professional fees                              28,100                
          Other                                          38,564         340,377
       Accountability to partnership (note 4)                           812,291
       Deposits payable                                                 134,510
       Mortgage and other indebtedness                                8,456,311
             Total liabilities                                        9,775,162
                                                                              
    Partners' equity (deficit)                                                 
       General partner                                  (99,449)               
       Limited partners                                 764,420         664,971
                                                                               
                                                                   $ 10,440,133


                       See Notes to Financial Statements 

b)              DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II 
                             (A Limited Partnership)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                             
                                                              Three Months Ended    
                                                                   March 31,        
                                                             1996           1995    
<S>                                                     <C>            <C>
 Revenues:                                                                         
   Rental operations                                     $   774,285    $   747,287
   Interest income                                             9,648          6,396
   Other income                                               12,739          8,532
      Total revenue                                          796,672        762,215
                                                                                   
 Expenses:                                                                         
   Rental operations                                         292,713        268,534
   Equity in loss of joint venture (note 4)                       --        111,337
   General and administrative                                 24,297         26,138
   Management fees to related party (note 3)                  18,092         17,638
   Interest expense                                          192,164        196,788
   Depreciation and amortization                             215,347        210,323
         Total expenses                                      742,613        830,758
                                                                                   
         Net income (loss)                               $    54,059    $   (68,543)
                                                                                   
 Net income (loss) per limited partnership interest                                
   (based on 37,273 units issued and outstanding)        $      1.44    $     (1.82)

<FN>
                        See Notes to Financial Statements

</TABLE>


c)              DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
                             (A Limited Partnership)

               STATEMENT OF CHANGES IN PARTNERS' EQUITY (DEFICIT)
                                   (Unaudited)

                    For the Three Months Ended March 31, 1996

<TABLE>
<CAPTION>
                                                                              
                                       General       Limited
                                       Partner      Partners        Total 
<S>                                <C>           <C>            <C>                   
 Partners' equity (deficit) at                                             
    December 31, 1995               $ (99,990)    $  710,902     $  610,912
                                                                           
 Net income for the three months                                           
    ended March 31, 1996                  541         53,518         54,059
                                                                           
 Partners' equity (deficit) at                                             
    March 31, 1996                  $ (99,449)     $ 764,420      $ 664,971

<FN>
                        See Notes to Financial Statements
</TABLE>

d)              DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
                             (A Limited Partnership)

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                              Three Months Ended
                                                                   March 31,
                                                               1996          1995   
<S>                                                       <C>          <C>
 Cash flows from operating activities:                                             
    Net income (loss)                                      $   54,059   $   (68,543)
    Adjustments to reconcile net income (loss) to net                              
       cash provided by operating activities:                                      
       Depreciation and amortization                          215,347       210,323
       Equity in loss of joint venture                             --       111,337
    Change in accounts:                                                            
       Restricted cash                                          1,506            --
       Accounts receivable and notes receivable               (29,656)      (40,734)
       Escrow and other deposits                              (83,750)      (59,954)
       Prepaid expenses                                         5,230         9,425
       Deferred charges                                        (6,514)       (3,704)
       Accounts payable                                        (1,762)      (17,884)
       Accrued liabilities                                     77,152        62,642
       Deposits payable                                           203        (1,228)
                                                                                   
           Net cash provided by operating activities          231,815       201,680
                                                                                   
 Cash flows from investing activities:                                             
    Note receivable from tenant                                    --       (57,000)
    Additions to real and personal property                    (7,172)      (22,918)
                                                                                   
           Net cash used in investing activities               (7,172)      (79,918)
                                                                                   
 Cash flows from investing activities:                                             
    Principal payments on mortgage and other                                       
       indebtedness                                           (56,670)      (51,856)
    Distributions to partners                                (279,548)     (279,548)
                                                                                   
           Net cash used in financing activities             (336,218)     (331,404)
                                                                                   
 Net decrease in cash and cash equivalents                   (111,575)     (209,642)
                                                                                   
 Cash and cash equivalents at beginning of period             789,370       807,773
                                                                                   
 Cash and cash equivalents at end of period               $   677,795   $   598,131
                                                                                   
 Supplemental disclosure of cash flow information:                                 
    Cash paid during period for interest                  $   192,164   $   196,980

<FN>
                        See Notes to Financial Statements
</TABLE>

e)              DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
                             (A Limited Partnership)

                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)
                                 March 31, 1996
                                        
Note 1 - Basis of Presentation

   The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information 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 General Partner, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included.  Operating results for the three month period
ended March 31, 1996, are not necessarily indicative of the results that may be
expected for the fiscal year ending December 31, 1996.  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, 1995.

Note 2 - Basis of Accounting

   The financial statements include the Partnership's operating divisions,
Wendover Business Park - Phase II ("Wendover II") and Presidential House at Sky
Lake ("Presidential"), in addition to its 50% pro rata share of assets,
liabilities, equity, income and expenses of its joint venture in the Table Mesa
Shopping Center ("Table Mesa").

   The Partnership accounts for its investment in SP Associates ("SPA") (see
"Note 4") under the equity method of accounting.  Since the Partnership is
responsible, as General Partner, for obligations of SPA, losses recorded under
the equity method exceed the cost of the Partnership's investment.

   Certain reclassifications have been made to the 1995 balances to conform to
the 1996 presentation.

Note 3 - Related Party Transactions

   For the three months ended March 31, 1996 and 1995, amounts paid to related
parties are as follows:
                                                                             
                                             1996           1995 
 The Wynnewood Company, Inc.                                     
    Management Fees                        $12,392        $11,938
 W.W. Reynolds Company                                           
    Management Fees                          5,700          5,700
                                                                
                                           $18,092        $17,638


Note 4 - Investment in SP Associates

   SP Associates (SPA) was formed on April 4, 1984, by the Partnership and
Coreal N.V., Inc. (Coreal) as a joint venture under the laws of the State of New
Jersey to acquire the Sheraton Poste Inn, a 220-room hotel located in Cherry
Hill, New Jersey.

   The Hotel is leased to SPV Corp. (SPV) under the terms of an operating lease
agreement.  One of the stockholders of SPV is also the sole stockholder of the
parent of the general partner and the other stockholder of SPV is a former
officer/employee of Drexel Burnham Lambert Realty, Inc.

   On October 1, 1992, the joint venture agreement was amended to admit a new
joint venturer, Almanzil Inc., upon the contribution of $1,250,000, all of which
was contributed as of December 31, 1994.  Almanzil made an additional equity
contribution of $703,970 during 1994.  Almanzil Inc. is a wholly owned
subsidiary of Coast Investment and Development Company (CIDCO).  CIDCO is a
stockholder of the parent of Coreal.  Almanzil replaced the Partnership's
exclusive authority to manage the operations and affairs of SPA and to make all
decisions regarding the business of SPA.  In addition, cash from operations and
capital transactions, as defined, of SPA shall be allocated 50% to Almanzil,
33.3% to the Partnership and 16.7% to Coreal, after Almanzil receives an amount
equal to an annual 20% preferred cumulative return on its outstanding capital
and a return of its original investment.  Losses from operations are allocated
66.7% to the Partnership and 33.3% to Coreal, as defined.

   Losses recognized in excess of the Partnership's investment in and advances
to SPA have been limited to the Partnership's share of recourse liabilities.  As
a result, no losses were recognized for the period ended March 31, 1996.  The
Partnership's equity in the losses of SPA for the three months ended March 31,
1995, was $111,337.


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

Results of Operations

   For the three months ended March 31, 1996, the Partnership realized net
income of $54,059, compared to a net loss of $68,543 for the corresponding
period of 1995.  The increase in net income was primarily due to a decrease in
the Partnership's share of equity in loss of joint venture.  The Partnership has
limited the equity in the loss of the joint venture to the extent of the
Partnership's share of recourse liabilities (see "Note 4" of the Notes to
Financial Statements).  Partnership operations were otherwise comparable in the
two periods.

Liquidity and Capital Resources

   At March 31, 1996, the Partnership held unrestricted cash and cash
equivalents (including shares of money market funds and a certificate of
deposit) of $677,795.  The present cash reserves of the Partnership are believed
to be adequate for the foreseeable needs of the Partnership.

   Occupancy remained favorable at all of the Partnership's properties other
than normal tenant turnover.  The Table Mesa Shopping Center was fully occupied
at March 31, 1996.  Wendover Business Park II had an occupancy level of
approximately 95% and Presidential House Apartments had an occupancy level of
approximately 98% at March 31, 1996.

   Other than normal leasing and capital improvement programs, the Partnership
has not entered into any material commitments for capital expenditures at any of
its properties as of March 31, 1996.  In February 1996, the Partnership paid a
distribution of $7.50 per partnership interest, totalling $279,548, from
existing cash reserves.

                           PART II - OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

           (a)      Exhibits:

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

           (b)      Reports on Form 8-K:  
                    None filed during the quarter ended March 31, 1996.

                                   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.



                            DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
                                      (Registrant)

                            By:   DBL Properties Corporation
                                  (General Partner)


                            By:   /s/William D. Clements               
                                  William D. Clements
                                  President


                            Date: May 6, 1996




<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Drexel
Burnham Lambert Real Estate Associates II 1996 First Quarter 10-QSB and is
qualified in its entirety by reference to such 10-QSB filing.
</LEGEND>
<CIK> 0000725646
<NAME> DREXEL BURNHAM LAMBERT REAL ESTATE ASSOCIATES II
<MULTIPLIER> 1
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                         677,795
<SECURITIES>                                         0
<RECEIVABLES>                                  127,426
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0<F1>
<PP&E>                                      19,378,309
<DEPRECIATION>                            (10,312,723)
<TOTAL-ASSETS>                              10,440,133
<CURRENT-LIABILITIES>                                0<F1>
<BONDS>                                      8,456,311
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                     664,971
<TOTAL-LIABILITY-AND-EQUITY>                10,440,133
<SALES>                                              0
<TOTAL-REVENUES>                               796,672
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                               742,613
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             192,164
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    54,059
<EPS-PRIMARY>                                     1.44
<EPS-DILUTED>                                        0
<FN>
<F1>The Registrant has an unclassified balance sheet.
</FN>
        


</TABLE>


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