CLOVER INCOME PROPERTIES II L P
10-Q, 1995-11-13
REAL ESTATE
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
___________
                
FORM  10Q

(Mark One)

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

           For the quarterly period ended  September 30, 1995

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 0-17689

      CLOVER INCOME PROPERTIES II, L.P.     
(Exact name of registrant as specified in its charter)

      DELAWARE      
(State or other jurisdiction of incorporation or organization)  
 
          22-2811188        
(IRS employer identification no.)

23 WEST PARK AVENUE, MERCHANTVILLE, NEW JERSEY         08109
(Address of principal executive offices)           (Zip code)

Registrant's telephone number, including area code (609) 662-1116

________________________________________________________________
Former name, address and former fiscal year, if changed since 
last report

     Indicate by check  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 such filing 
requirements for the past 90 days  Yes    X    No       

<TABLE>

 CLOVER INCOME PROPERTIES II, L.P.
 BALANCE SHEETS
 (Unaudited)
 
 ASSETS

<CAPTION>
                                                September 30,      December 31,
                                                   1995                 1994   

<S>                                             <C>               <C>

CURRENT ASSETS 

  Cash                                          $    206,782       $   209,407
  State tax refund receivable                              -             6,772
      Total current assets                           206,782           216,179


INVESTMENT IN THE WILLOWBROOK JOINT 
 VENTURE, at equity                                4,061,949         4,192,427

OTHER DEFERRED COSTS, less amortization
 of $185,297 and $166,971, respectively              299,326           317,652

TOTAL ASSETS                                    $  4,568,057       $ 4,726,258


LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES
  Accounts payable                              $     14,625       $    18,250
  Due to General Partner and affiliates                    -             2,000
      Total current liabilities                       14,625            20,250


PARTNERS' CAPITAL
  General partner (deficit)                          (25,708)          (24,181)
  Limited partners                                 4,579,140         4,730,189
      Total partners' capital                      4,553,432         4,706,008

TOTAL LIABILITIES AND PARTNERS'
   CAPITAL                                      $  4,568,057       $ 4,726,258

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 CLOVER INCOME PROPERTIES II, L.P.
 STATEMENTS OF OPERATIONS
 (Unaudited)

<CAPTION>

                                           For the Nine Months Ended
                                       September 30, 1995  September 30, 1994

<S>                                   <C>                 <C>

REVENUES
  Rental income                        $           -      $     448,515
  Interest income                              2,849              6,983
  Other income                                     -             40,226
  Forgiveness of debt                              -            120,043
    Total revenues                             2,849            615,767

EXPENSES
  Depreciation and amortization               18,326            128,454
  Operating expenses                               -            436,951
  Professional services                       57,393             19,792
  Cost of legal proceedings                        -             98,065
  General and administrative                  12,991              6,816
      Total expenses (Including affiliate
      transactions of $7,660 and $36,922
      for the nine months ended 09/30/95
      and 09/30/94, respectively)             88,710            690,078
 
SHARE OF INCOME FROM THE
WILLOWBROOK JOINT VENTURE                    110,893             97,754

INCOME BEFORE LOSS ON
SALE OF PROPERTY                              25,032             23,443    

LOSS ON SALE OF PROPERTY                           -         (2,418,097)      
 
NET INCOME (LOSS)                      $      25,032       $ (2,394,654)

NET INCOME (LOSS) PER LIMITED
PARTNERSHIP UNIT                       $        1.42       $    (135.63)

</TABLE>

 The accompanying notes are an integral part of these statements. 
<TABLE>

 CLOVER INCOME PROPERTIES II, L.P.
 STATEMENTS OF OPERATIONS
 (Unaudited)

<CAPTION>

                                             For the Three Months Ended
                                      September 30, 1995  September 30, 1994

<S>                                   <C>                 <C>

REVENUES
  Rental income                        $           -      $           -
  Interest income                                869              4,858
  Other income                                     -              2,728
  Forgiveness of debt                              -            120,043
   Total revenues                                869            127,629

EXPENSES
  Depreciation and amortization                6,108             13,186
  Operating expenses                               -              3,279
  Professional services                       43,695              5,588
  Cost of legal proceedings                        -              2,151
  General and administrative                     377              2,235
    Total expenses (Including
      affiliate transactions of -0-
      and $4,201 for the three months
      ended 09/30/95 and 09/30/94, 
      respectively)                           50,180             26,439
         
SHARE OF INCOME FROM THE
WILLOWBROOK JOINT VENTURE                     16,603             19,398

INCOME (LOSS) BEFORE LOSS ON
SALE OF PROPERTY                             (32,708)           120,588

LOSS OF SALE OF PROPERTY                           -         (2,418,097)
     
NET (LOSS)                             $     (32,708)      $ (2,297,509)

NET (LOSS) PER LIMITED
PARTNERSHIP UNIT                       $       (1.85)      $    (130.14)

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 CLOVER INCOME PROPERTIES II, L.P.
 STATEMENT OF PARTNERS' CAPITAL (DEFICIT)
 FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995
 (Unaudited)


<CAPTION>

                                   General         Limited
                                   Partner         Partners        Total    

<S>                              <C>             <C>            <C>

Balances (Deficit) at
   January 1, 1995               $   (24,181)    $ 4,730,189     $  4,706,008

Partners' distributions, $10.05
 per limited partnership unit         (1,777)       (175,831)        (177,608)

Net Income                               250          24,782           25,032

Balance  (Deficit) at 
 September 30, 1995              $   (25,708)   $  4,579,140      $ 4,553,432

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 CLOVER INCOME PROPERTIES II, L.P.
 STATEMENTS OF CASH FLOWS
 (Unaudited)


<CAPTION>

                                                 For the Nine Months Ended
                                             September 30, 1995   September 30, 1994

<S>                                           <C>                 <C>

OPERATING ACTIVITIES  
  Cash received from rentals                   $           -      $  452,161
  Interest income received                             2,849           6,983
  Other income received                                    -          27,015
  Distributions received from The
  Willowbrook Joint Venture                          241,371         241,371
  Cash paid for expenses                             (69,237)       (768,965)

  Net cash provided by (used in) 
  operating activities                               174,983         (41,435)


INVESTING ACTIVITIES
Proceeds from sale of Property                             -       3,750,000 
Settlement costs paid from sale of
 Property                                                  -         (46,556)   Investment in the Willowbrook Joint             
 Venture                                                   -          (4,115)

Net Cash provided by investing activities                  -       3,699,329

FINANCING ACTIVITIES
  Partners' distributions                           (177,608)     (3,759,323)


NET (DECREASE) IN CASH                                (2,625)       (101,429) 


CASH, beginning of period                            209,407         302,108

CASH, end of period                             $    206,782     $   200,679

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 CLOVER INCOME PROPERTIES II, L.P.
 STATEMENTS OF CASH FLOWS
 (Unaudited)

<CAPTION>

                                                     For the Nine Months Ended
                                               September 30, 1995 September 30, 1994

<S>                                            <C>                <C>
RECONCILIATION OF NET INCOME (LOSS) 
TO CASH PROVIDED BY (USED IN) 
OPERATING ACTIVITIES

  Net Income (Loss)                             $    25,032       $  (2,394,654) 

ADJUSTMENTS 
  Depreciation and amortization                      18,326             128,454
  Income from investment in The
  Willowbrook Joint Venture                        (110,893)            (97,754) 
  Loss on sale of property                                -           2,418,097 
  Forgiveness of debt                                     -            (120,043)
  Distributions received from The                   
  Willowbrook Joint Venture                         241,371             241,371
  (Decrease) increase in accounts payable            (3,625)                302
  (Decrease) in accrued land rent                         -             (65,987) 
  (Decrease) in accrued expenses                          -             (25,080)
  (Decrease) in prepaid rents                             -              (2,275)
  Decrease in prepaid expenses                            -               2,861 
  Decrease (increase) in other receivables            6,772             (13,211)
  Decrease in rents receivable                            -               5,921
  (Decrease) in tenant security deposits                  -             (15,804)
  (Decrease) in due to affiliates                    (2,000)           (103,633)
 
  Total adjustments                                 149,951           2,353,219

  Net cash provided by (used in)
  operating activities                        $     174,983       $     (41,435)


</TABLE>

 The accompanying notes are an integral part of these statements.

 CLOVER INCOME PROPERTIES II, L.P.
 NOTES TO FINANCIAL STATEMENTS
 SEPTEMBER 30, 1995
 (Unaudited)

Readers of this quarterly report should refer to the 
Partnership's audited financial statements as of December 31, 
1994, as certain footnote disclosures which would 
substantially duplicate those contained in such audited 
financial statements have been omitted from this report.

1.  INVESTMENT IN THE WILLOWBROOK JOINT VENTURE:

On December 17, 1987, the Partnership acquired a 50% interest 
in The Willowbrook Joint Venture (the Joint Venture) for 
$6,450,000.  The Joint Venture owns the Willowbrook 
Apartments, a 299-unit mid-rise apartment complex located in 
Baltimore, Maryland.  

On April 8, 1992, the Partnership and Clover Income 
Properties II, L.P., an affiliated partnership, consummated 
an agreement which was effective April 1, 1992, with Clover 
Income Properties III, L.P., (CIP III), an affiliated 
partnership, pursuant to which CIP III acquired an interest 
in The Willowbrook Joint Venture.  The Partnership reduced 
its interest from 50% to 42.91% and received a distribution 
of $1,100,000 from the Joint Venture, of which $1,000,000 was 
distributed to the limited partners in April 1992.  A summary 
of the Joint Venture's financial statements is as follows:

<TABLE>

<CAPTION>
                                                        For the Nine     
                                                        Months Ended 
                                                    September 30, 1995

<C>                                                    <S>

Current Assets                                         $    350,538
Investment property, net of accumulated depreciation      9,515,004
Other noncurrent assets                                       1,100
Total assets                                           $  9,866,642

Current liabilities                                    $    400,429
Capital                                                           -
  Clover Income Properties, L.P.                          3,736,160
  Clover Income Properties II, L.P.                       3,736,160
  Clover Income Properties III, L.P.                      1,993,893

</TABLE>

CLOVER INCOME PROPERTIES II, L.P.
NOTES TO FINANCIAL STATEMENTS
SEPTEMBER 30, 1995
(Unaudited)


1.  INVESTMENT IN THE WILLOWBROOK JOINT VENTURE (continued):


<TABLE>
<CAPTION>
                                                         For the Nine      
                                                         Months Ended 
                                                      September 30, 1995

    <S>                                                  <C>

    Total liabilities and capital                        $  9,866,642

    Revenues                                             $  1,523,808 
    Expenses                                                1,265,376

    Net income                                           $    258,432

</TABLE>

The Joint Venture made distributions from operations to the 
Partnership in the amount of $241,371 during the first nine 
months of 1995. (Also see Note 3). 

The investment in the Willowbrook Joint Venture, at equity of 
$4,061,949 includes the Partnership's gain ($325,788) on the 
sale of 14.18% of its interest in the Joint Venture before 
the deduction of $10,758 in expenses relating to the sale and 
the write-off of 14.18% of the unamortized deferred costs 
$63,587 related to the initial acquisition of the Joint 
Venture interest by the Partnership.  Therefore, the amount 
of the investment, at equity, reflected here does not 
correspond to the Partnership's capital account balance in 
the Joint Venture.

2.  TRANSACTIONS WITH AFFILIATES:

The Knolls, which was sold July 1, 1994, was managed by an 
affiliate of the General Partner pursuant to a management 
agreement which provided for an annual fee not to exceed 5% 
of the gross revenues from the Property.  The General Partner 
and its affiliates were entitled to reimbursement for 
administrative services rendered to the Partnership, direct 
expenses of Partnership operations and goods and services 
used by and for the Partnership. 


 CLOVER INCOME PROPERTIES II, L.P.
 NOTES TO FINANCIAL STATEMENTS
 SEPTEMBER 30, 1995
 (Unaudited)

2.  TRANSACTIONS WITH AFFILIATES (continued):

  Transactions with affiliates are summarized below:

<TABLE>
<CAPTION>

                                             Management          Reimbursable
                                             __Fees                  Costs    

       <S>                                   <C>                 <C>
       Amount payable at
       January 1, 1995                       $        -          $   2,000

      Incurred during the nine months
       ended September 30, 1995                       -              7,660

      Payments made in 1995                           -             (9,660)


      Amount payable at
         September 30, 1995                  $        -         $        - 

</TABLE>

3.  SUBSEQUENT DISTRIBUTION:

In October 1995, the partnership received a $26,819 
distribution from the Willowbrook Joint Venture.  
Additionally in October 1995, the Partnership made a cash 
distribution of $55,103 to the limited partners and $557 to 
the general partner. 

4.  GENERAL:

The financial statements reflect all adjustments which are, 
in the opinion of the General Partner, necessary for a fair 
statement of the results for the interim period presented.  
Such adjustments are of a normal recurring nature.


<TABLE>

 THE WILLOWBROOK JOINT VENTURE
 BALANCE SHEETS
 (Unaudited)

 ASSETS

<CAPTION>

                                                 September 30,    December 31,
                                                     1995             1994    

<S>                                              <C>               <C>

CURRENT ASSETS
   Cash                                           $    134,911     $   193,081
   Prepaid expenses                                    208,770         136,682
   Rents receivable                                      6,857             868
        Total current assets                           350,538         330,631

INVESTMENT PROPERTY, at cost                        13,420,164      13,378,885
   Less - accumulated depreciation                  (3,905,160)     (3,520,401)
     Net investment property                         9,515,004       9,858,484

OTHER ASSETS 
   Utility deposit                                       1,100           1,100

TOTAL ASSETS                                      $  9,866,642    $ 10,190,215


 LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES
   Accounts payable                               $          -    $     17,447
   Accrued expenses                                     30,778          26,563
   Tenants' security deposits                           33,342          40,748
   Prepaid rents                                        10,030           8,936
   Due to affiliate                                    326,279         326,240
        Total current liabilities                      400,429         419,934

PARTNERS' CAPITAL
   Clover Income Properties, L.P.                    3,736,160       3,866,638
   Clover Income Properties II, L.P.                 3,736,160       3,866,638
   Clover Income Properties III, L.P.                1,993,893       2,037,005
        Total partners' capital                      9,466,213       9,770,281

TOTAL LIABILITIES AND PARTNERS' CAPITAL           $  9,866,642    $ 10,190,215

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 THE WILLOWBROOK JOINT VENTURE
 STATEMENTS OF OPERATIONS
 (Unaudited)


<CAPTION>

                                             For the Nine Months Ended
                                        September 30,1995    September 30, 1994 

<S>                                     <C>                  <C>

REVENUES
Rental income                           $  1,500,565         $ 1,514,541
Other income                                  22,395              41,542
Interest income                                  848               2,645
     Total revenues                        1,523,808           1,558,728



EXPENSES
Depreciation                                 384,759             383,988
Operating expenses (Including 
 affiliate transactions of $16,977 and
 $89,057 for the nine months 
 ended 9/30/95 and 9/30/94, 
 respectively)                               873,438             931,413
Professional services                          7,179               7,128
General & administrative                           -               8,388
     Total expenses                        1,265,376           1,330,917
NET INCOME                             $     258,432         $   227,811

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 THE WILLOWBROOK JOINT VENTURE
 STATEMENTS OF OPERATIONS
 (Unaudited)

<CAPTION>

                                             For the Three Months Ended
                                        September 30, 1995  September 30, 1994 

<S>                                      <C>                 <C>

REVENUES
Rental income                            $   503,225         $   500,366
Other income                                   8,778               8,010
Interest income                                  318                 833
     Total revenues                          512,321             509,209


EXPENSES
Depreciation                                 128,253             128,206
Operating expenses (Including 
 affiliate transactions of $114 and
 $29,163 for the three months 
 ended 9/30/95 and 9/30/94, 
 respectively)                               343,144             327,668
Professional services                          2,231               2,662
General & administrative                           -               5,467
     Total expenses                          473,628             464,003

NET INCOME                               $    38,693         $    45,206

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 THE WILLOWBROOK JOINT VENTURE
 STATEMENTS OF PARTNERS' CAPITAL
 FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995
 (Unaudited)

<CAPTION>

                        Clover         Clover          Clover
                             Income         Income          Income
                           Properties,    Properties      Properties
                               L.P.         II, L.P.       III, L.P.      Total  

<S>                        <C>            <C>            <C>            <C>

Balance January 1, 1995    $ 3,866,638    $ 3,866,638    $ 2,037,005    $ 9,770,281


Net income                     110,893        110,893         36,646        258,432

Partners' distributions       (241,371)      (241,371)       (79,758)      (562,500)

Balance September 30, 1995 $ 3,736,160    $ 3,736,160    $ 1,993,893    $ 9,466,213

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 THE WILLOWBROOK JOINT VENTURE
 STATEMENTS OF CASH FLOWS
 (Unaudited)

<CAPTION>

                                                        For the Nine Months Ended
                                                   September 30,      September 30,
                                                       1995             1994     

<S>                                                <C>               <C>
OPERATING ACTIVITIES 

   Cash received from rentals                      $  1,495,670      $    1,517,689
   Other income received                                 22,395              41,542
   Interest income received                                 848               2,645
   Cash paid for operating expenses                    (973,304)         (1,002,733)
   Net cash provided by operating activities            545,609             559,143

INVESTING ACTIVITIES

   Cash paid for investment property                    (41,279)            (62,266)


FINANCING ACTIVITIES 

   Partners' distributions                             (562,500)           (562,500)  
   Partners' contributions                                    -               9,592
      Net cash (used in) financing activities          (562,000)           (552,908)


   NET (DECREASE) IN CASH                               (58,170)            (56,031)

   Cash, beginning of period                            193,081             178,813 
   Cash, end of period                             $     134,911        $    122,782

</TABLE>

 The accompanying notes are an integral part of these statements.

<TABLE>

 THE WILLOWBROOK JOINT VENTURE
 STATEMENTS OF CASH FLOWS
 (Unaudited)

<CAPTION>

                                            For the Nine Months Ended
                                                   September 30,   September 30,
                                                      1995            1994     

<S>                                               <C>              <C>

RECONCILIATION OF NET INCOME
TO CASH PROVIDED BY OPERATING ACTIVITIES 

NET INCOME                                        $   258,432      $   227,811

Adjustments 
  Depreciation                                        384,759          383,988
  (Increase) in prepaid expenses                      (72,088)         (51,034)
  (Increase) in rents receivable                       (5,989)          (3,154)
  (Decrease) increase in accounts payable             (17,447)          11,770
  Increase (decrease) in accrued expenses               4,215              (74)
  (Decrease) in security deposits                      (7,406)          (4,847)
  Increase in prepaid rents                             1,094            6,302
  Increase (decrease) in due to affiliates                 39          (11,619)

Total adjustments                                     287,177          331,332
NET CASH PROVIDED BY OPERATING ACTIVITIES         $   545,609      $   559,143

</TABLE>

 The accompanying notes are an integral part of these statements.

 THE WILLOWBROOK JOINT VENTURE
 NOTES TO FINANCIAL STATEMENTS
 SEPTEMBER 30, 1995
 (Unaudited)

Readers of this quarterly report should refer to the Joint 
Venture's audited financial statements as of December 31, 
1994, as certain footnote disclosures which would 
substantially duplicate those contained in such audited 
financial statements have been omitted from this report.

1.  INVESTMENT PROPERTY:

On December 17, 1987, the Joint Venture acquired the 
Willowbrook Apartments, a mid-rise apartment complex 
comprising 299 apartment units contained in eight five-story 
buildings.  The complex is located in Baltimore, Maryland.  
The following is a summary of investment property as of 
September 30, 1995.  

<TABLE>

     <S>                                  <C>

     Land                                         $ 1,421,205
      Building                                      11,003,748
      Furniture and fixtures                           995,211 
                                                    13,420,164
           Less: Accumulated depreciation           (3,905,160) 
                                                   $ 9,515,004

</TABLE>

2.  TRANSACTIONS WITH AFFILIATES: 

Effective February 21, 1995, NPI-CL Management, L.P. ("NPI") 
which is unaffiliated with the Partners, replaced an 
affiliate of the Partners as Property Manager.  Until this 
time, as compensation for property management services 
performed by an affiliate of the Partners with respect to the 
Property, the affiliate was entitled to a management fee in 
an amount not to exceed 5% of gross revenues. 

The general partners of CIP, CIP II and CIP III and their 
affiliates were entitled to reimbursement for administrative 
services rendered to the Joint Venture and direct expenses of 
operations and goods and services used by and for the Joint 
Venture.  For the nine months ended September 30, 1995, 
$4,227 of such costs were incurred by the Joint Venture.



 THE WILLOWBROOK JOINT VENTURE
 NOTES TO FINANCIAL STATEMENTS
 SEPTEMBER 30, 1995
 (Unaudited)

2.  TRANSACTIONS WITH AFFILIATES (continued): 

 Transactions with affiliates are summarized below:

<TABLE>
<CAPTION>

                                              Management           Reimbursable
                                              Fees                 Costs 
                                                                         
<S>                                           <C>                  <C>

Amount payable at January 1, 1995             $     319,132        $      7,108
Incurred during nine months
 ended September 30, 1995                     $      12,750        $      4,227
Payments made during 1995                           (12,750)             (4,188)
Amount payable at
 September 30, 1995                           $     319,132        $      7,147

</TABLE>

3.  SUBSEQUENT DISTRIBUTIONS:

In October, 1995, the Joint Venture paid total distributions 
of $62,500 to its partners.

4.  GENERAL:

     The financial statements reflect all adjustments which are, 
in the opinion of the joint venture partners, necessary for a fair 
statement of results for the interim periods presented.  Such 
adjustments are of a normal recurring nature.


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

Financial Condition, Liquidity and Capital Resources

     The Partnership's only remaining interest in real estate is a 
42.91% interest in The Willowbrook Joint Venture, a joint venture 
which owns the Willowbrook Apartments.  Consequently, the 
Partnership's primary remaining source of operating cash flow will 
be distributions from The Willowbrook Joint Venture.

     On September 30, 1995, the Partnership had cash on hand of 
$206,782, as compared to $209,407 on December 31, 1994.  These 
funds, along with future operating cash flow, will be utilized for 
working capital needs and for distributions to the Limited 
Partners.

     The Partnership's net cash flow from operations was $174,983 
for the nine months ended September 30, 1995 as compared to net 
cash used in operations of $41,435 for the same period in 1994.  
The increase in cash flow is primarily the result of a decrease in 
cash paid for expenses, partially offset by a decrease in cash 
received from rentals as a result of the sale of the Knolls on 
July 1, 1994.  

     The Willowbrook Joint Venture's net cash flow from operations 
was $545,609 for the nine months ended September 30, 1995 as 
compared to $559,143 for the same period in 1994.  The decrease in 
cash flow from operations over the period was due to a decrease in 
cash received from rentals, interest and other income, partially 
offset by a decrease in cash paid for operating expenses.

     The General Partner believes that the Partnership's current 
and future cash flows will be sufficient to meet the Partnership's 
liquidity requirements, absent unanticipated operating cost 
increases or adverse market conditions.  

     As of September 30, 1995, the Partnership had paid all 
outstanding amounts owed to Clover and its affiliates.  As of 
September 30, 1995, The Willowbrook Joint Venture, however, owed a 
total of $326,279 to Clover and its affiliates, including $7,147 
for reimbursable costs and $319,132 for accrued property 
management fees.  The payment of such amounts will be made from 
The Willowbrook Joint Venture's cash flow when available and from 
the proceeds of any sales or refinancing of the assets of The 
Willowbrook Joint Venture.

     During the second quarter of 1995, one elevator at 
Willowbrook Apartments was replaced for a total cost of $22,857. 
During the third quarter of 1995, air conditioning equipment was 
purchased at a cost of $18,422.  These amounts are reflected in 
cash paid for investing activities.  One common area hallway has 
been recarpeted and painted and additional common areas are 
scheduled to be recarpeted and painted during the last quarter of 
1995.  A roof replacement and plans to resurface and restripe the 
parking lot originally planned for 1995 have been indefinitely 
postponed.

     Effective February 21, 1995, the General Partner and certain 
of its affiliates entered into an agreement with NPI-CL 
Management L.P. ("NPI"), an entity unaffiliated with the 
Partnership or its General Partner, pursuant to which NPI began 
providing day-to-day asset management services for the 
Partnership as well as property management services for the Joint 
Venture.  NPI is an affiliate of National Property Investors, 
Inc., a diversified real estate management company with offices 
in Jericho, New York and Atlanta, Georgia.

     On August 17, 1995, the partners of NPI agreed to sell their 
interest in NPI to an affiliate of Insignia Financial Group, Inc. 
("Insignia").  According to Commercial Property News and the 
National Multi-Housing Council, Insignia is the largest property 
manager in the United States.  The sale of the partnership 
interests in NPI is subject to certain conditions and is expected 
to close in January 1996.  The General Partner does not believe 
this transaction will have a significant impact on the 
Partnership.

Results of Operations

     Three and Nine Months Ended September 30, 1995 vs. 
     September 30, 1994

     Until the sale of the Knolls at Newgate Apartments, the 
Partnership earned revenues primarily from rental income from the 
Knolls.  Revenues from the Willowbrook Apartments are not included 
in Partnership revenues.

     There was no other income for the three and nine months ended 
September 30, 1995 as compared to $2,728 and $40,226 for the same 
periods in 1994.  The decrease in other income for the three and 
nine month periods ended September 30, 1995 was primarily due to 
refunds of state income tax overpayments received in the first 
quarter of 1994 and other income received by the Knolls in 1994.  

     There were no operating expenses for the three and nine 
months ended September 30, 1995 due to the sale of the Knolls 
Apartments in 1994.  

     The Partnership's loss before depreciation and amortization 
for the three months ended September 30, 1995 was $26,600 as 
compared to $2,284,323 for the same period in 1994.  For the nine 
months ended September 30, 1995, the Partnership had income before 
depreciation and amortization of $43,358 as compared to a loss 
before depreciation and amortization of $2,266,200 for the same 
period in 1994.  The decreased loss is primarily due to the loss 
on the sale of The Knolls, which was recorded in the third quarter 
of 1994, somewhat offset by forgiveness of debt, also recorded in 
the third quarter of 1994, and by increased legal and accounting 
fees incurred in the third quarter of 1995 in connection with 
efforts to sell the Willowbrook Apartments.  Income before 
depreciation and amortization for the nine months ended September 
30, 1995 also improved due to the sale of The Knolls and to 
$80,860 of legal costs incurred in 1994 which were not recurring.

     Rental income for the Willowbrook Apartments, as operated by 
The Willowbrook Joint Venture, for the three and nine months ended 
September 30, 1995 was $503,225 and $1,500,565 as compared to 
$500,366 and $1,514,541 for the same periods in 1994.  Other 
income for the three and nine months ended September 30, 1995 was 
$8,778 and $22,395 as compared to $8,010 and $41,542 for the same 
periods in 1994. Interest income for the three and nine months 
ended September 30, 1995 was $318 and $848 as compared to $833 and 
$2,645 for the same periods in 1994.  The decrease in rental 
income for the nine months ended September 30, 1995, as compared 
to the same period in 1994, is primarily the result of a decrease 
in average rental rates over the period.  

     The average effective rental rates for the Willowbrook 
Apartments for the three and nine months ended September 30, 1995 
were $1,786 and $5,360 as compared to $1,787 and $5,409 for the 
same periods in 1994.  The average occupancy for the Willowbrook 
Apartments for the three and nine months ended September 30, 1995 
was 94.2% and 93.6% as compared to 93.5% and 93.5% for the same 
periods in 1994.

     Operating expenses for the Willowbrook Apartments for the 
three and nine months ended September 30, 1995 were $343,144 and 
$873,438 as compared to $327,668 and $931,413 for the same periods 
in 1994.  The increase in operating expenses for the three months 
ended September 30, 1995, as compared to the same period in 1994, 
is primarily due to increased costs of painting, wallcovering, 
carpet replacement and advertising incurred during the third 
quarter of 1995, partially offset by lower utility costs.  The 
decrease in operating expenses for the nine months ended September 
30, 1995, as compared to the same period in 1994, is primarily the 
result of decreased utility expense due to the very mild winter in 
the first quarter of 1995 as well as decreased salaries and wages. 
 Additionally, snow removal was $860 in the first quarter of 1995, 
compared to $9,380 in the same period of 1994.

     The Joint Venture's income before depreciation and 
amortization for the three and nine months ended September 30, 
1995 was $166,946 and $643,191 as compared to $173,412 and 
$611,799 for the same periods in 1994.  The decrease in income 
before depreciation and amortization for the three months ended 
September 30, 1995, as compared to the same period in 1994, is 
primarily due to increased operating expenses, partially offset by 
slightly higher rental income. The increase in income before 
depreciation and amortization for the nine months ended September 
30, 1995, as compared to the same period in 1994, is primarily due 
to decreased operating expenses, partially offset by decreases in 
rental, other and interest incomes.
  
PART II-OTHER INFORMATION


Item 6.   Exhibits and Reports on Form 8-K

  No report on Form 8-K was required to be filed during
  the period.

 SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act 
of 1934, the Registrant has duly caused this Report to be signed 
on its behalf by the undersigned hereunto duly authorized.


                            CLOVER INCOME PROPERTIES II, L.P.
                                      (Registrant)

                             By: C.I.P. II Management Corp.


                                 By: /S/  Donald N. Love      
                                     Donald N. Love, President

                                 By: /S/  Stanley E. Borucki
                                     Stanley E. Borucki, Treasurer



Date:  November 13, 1995

??  


<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from the
Quarterly Report on Form 10-Q for the quarter ended September  30, 1995 for
Clover Income Properties II, L.P. and is qualified in its entirety by 
reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1
       
<S>                                        <C>
<PERIOD-TYPE>                                    9-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               SEP-30-1995
<CASH>                                         206,782
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                               206,782
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                               4,568,057
<CURRENT-LIABILITIES>                           14,625
<BONDS>                                              0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                   4,553,432
<TOTAL-LIABILITY-AND-EQUITY>                 4,568,057
<SALES>                                              0
<TOTAL-REVENUES>                                 2,849
<CGS>                                                0
<TOTAL-COSTS>                                   88,710
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                 25,032
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                             25,032
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    25,032
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        


</TABLE>


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