BOSTON CAPITAL TAX CREDIT FUND II LTD PARTNERSHIP - FORM 10-Q

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FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

(Mark One)

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

For the quarterly period ended December 31, 2014

( ) 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 0-19443

BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP
(Exact name of registrant as specified in its charter)

Delaware	04-3066791
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)

One Boston Place, Suite 2100, Boston, Massachusetts 02108
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code (617)624-8900

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

Yes ý

No 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes ý

No 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act (check one):

Large accelerated filer 	Accelerated filer 
Non-accelerated filer 	Smaller reporting company ý

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

Yes 

No ý

BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP

QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED December 31, 2014

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION
				Pages
	Item 1. Condensed Financial Statements

		Condensed Balance Sheets	3-9
		Condensed Statements of Operations	10-23
		Condensed Statements of Changes in Partners' Capital (Deficit)	24-27
		Condensed Statements of Cash Flows	28-34
		Notes to Condensed Financial Statements	35-48

	Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations		49-66

	Item 3. Quantitative and Qualitative Disclosures About Market Risk		67

	Item 4. Controls and Procedures		67

PART II - OTHER INFORMATION

	Item 1. Legal Proceedings		68

	Item 1A. Risk Factors		68

	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		68

	Item 3. Defaults Upon Senior Securities		68

	Item 4. Mine Safety Disclosures		68

	Item 5. Other Information		68

	Item 6. Exhibits		68

	Signatures		69

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED BALANCE SHEETS

(Unaudited)

			December 31, 2014	March 31, 2014
ASSETS
		Cash and cash equivalents	$ 1,317,217	$ 1,095,990
	Other assets		2,200	2,200
			$ 1,319,417	$ 1,098,190

LIABILITIES
		Accounts payable	$ 38,100	$ 7,600
		Accounts payable affiliates (Note C)	16,243,360	18,642,893
		Capital contributions payable (Note D)	169,974	169,974
			16,451,434	18,820,467
PARTNERS' CAPITAL (DEFICIT)

Assignees
		Units of limited partnership interest, $10 stated value per BAC; 20,000,000 authorized BACs; 18,679,738 issued and 18,589,788 and 18,631,538 outstanding as of December 31, 2014 and March 31, 2014, respectively.	(13,601,747)	(16,166,104)

General Partner			(1,530,270)	(1,556,173)
			(15,132,017)	(17,722,277)
			$ 1,319,417	$ 1,098,190

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED BALANCE SHEETS

(Unaudited)

Series 7

		December 31, 2014	March 31, 2014
ASSETS
	Cash and cash equivalents	$ -	$ -
	Other assets	-	-
		$ -	$ -

LIABILITIES

	Accounts payable	$ -	$ -
	Accounts payable affiliates (Note C)	-	-
	Capital contributions payable (Note D)	-	-
		-	-

PARTNERS' CAPITAL (DEFICIT)

Assignees
	Units of limited partnership interest, $10 stated value per BAC; 20,000,000 authorized BACs; 1,036,100 issued and 1,036,100 outstanding as of December 31, 2014 and March 31, 2014.	(84,506)	(84,506)

General Partner		84,506	84,506
		-	-
		$ -	$ -

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED BALANCE SHEETS

(Unaudited)

Series 9

			December 31, 2014	March 31, 2014
ASSETS
	Cash and cash equivalents		$ 174,325	$ 120,474
		Other assets	-	-
			$ 174,325	$ 120,474

LIABILITIES

	Accounts payable		$ 5,000	$ -
	Accounts payable affiliates (Note C)		6,532,271	6,476,381
	Capital contributions payable (Note D)		-	-
			6,537,271	6,476,381

PARTNERS' CAPITAL (DEFICIT)

Assignees
	Units of limited partnership interest, $10 stated value per BAC; 20,000,000 authorized BACs; 4,178,029 issued and 4,156,429 and 4,164,929 outstanding as of December 31, 2014 and March 31, 2014, respectively.		(5,964,479)	(5,957,510)

General Partner			(398,467)	(398,397)

			(6,362,946)	(6,355,907)
			$ 174,325	$ 120,474

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED BALANCE SHEETS

(Unaudited)

Series 10

			December 31, 2014	March 31, 2014
ASSETS
	Cash and cash equivalents		$ 210,478	$ 146,318
		Other assets	-	-
			$ 210,478	$ 146,318
LIABILITIES

	Accounts payable		$ 3,000	$ -
	Accounts payable affiliates (Note C)		1,835,336	1,789,031
	Capital contributions payable (Note D)		-	-
			1,838,336	1,789,031

PARTNERS' CAPITAL (DEFICIT)

Assignees
	Units of limited partnership interest, $10 stated value per BAC; 20,000,000 authorized BACs; 2,428,925 issued and 2,421,225 outstanding as of December 31, 2014 and March 31, 2014.		(1,416,667)	(1,431,373)

General Partner			(211,191)	(211,340)
			(1,627,858)	(1,642,713)
			$ 210,478	$ 146,318

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED BALANCE SHEETS

(Unaudited)

Series 11

			December 31, 2014	March 31, 2014
ASSETS
		Cash and cash equivalents	$ 263,009	$ 156,017
	Other assets		-	-
			$ 263,009	$ 156,017

LIABILITIES
		Accounts payable	$ 5,000	$ -
		Accounts payable affiliates (Note C)	1,031,448	1,066,642
		Capital contributions payable (Note D)	-	-
			1,036,448	1,066,642

PARTNERS' CAPITAL (DEFICIT)

Assignees
		Units of limited partnership interest, $10 stated value per BAC; 20,000,000 authorized BACs; 2,489,599 issued and 2,486,499 outstanding as of December 31, 2014 and March 31, 2014.	(551,020)	(686,834)

General Partner			(222,419)	(223,791)
			(773,439)	(910,625)
			$ 263,009	$ 156,017

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED BALANCE SHEETS

(Unaudited)

Series 12

			December 31, 2014	March 31, 2014
ASSETS
		Cash and cash equivalents	$ 238,212	$ 297,212
	Other assets		-	-
			$ 238,212	$ 297,212

LIABILITIES

		Accounts payable	$ 7,500	$ -
		Accounts payable affiliates (Note C)	3,205,600	3,275,921
		Capital contributions payable (Note D)	9,241	9,241
			3,222,341	3,285,162

PARTNERS' CAPITAL (DEFICIT)

Assignees
		Units of limited partnership interest, $10 stated value per BAC; 20,000,000 authorized BACs; 2,972,795 issued and 2,947,595 and 2,966,795 outstanding as of December 31, 2014 and March 31, 2014, respectively.	(2,703,157)	(2,706,940)

General Partner			(280,972)	(281,010)
			(2,984,129)	(2,987,950)
			$ 238,212	$ 297,212

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED BALANCE SHEETS

(Unaudited)

Series 14

			December 31, 2014	March 31, 2014
ASSETS
	Cash and cash equivalents		$ 431,193	$ 375,969
		Other assets	2,200	2,200
			$ 433,393	$ 378,169

LIABILITIES

	Accounts payable		$ 17,600	$ 7,600
	Accounts payable affiliates (Note C)		3,638,705	6,034,918
	Capital contributions payable (Note D)		160,733	160,733
			3,817,038	6,203,251

PARTNERS' CAPITAL (DEFICIT)

Assignees
	Units of limited partnership interest, $10 stated value per BAC; 20,000,000 authorized BACs; 5,574,290 issued and 5,541,940 and 5,555,990 outstanding as of December 31, 2014 and March 31, 2014, respectively.		(2,881,918)	(5,298,941)

General Partner			(501,727)	(526,141)
			(3,383,645)	(5,825,082)
			$ 433,393	$ 378,169

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Three Months Ended December 31,
(Unaudited)

		2014	2013

Income
	Interest income	$ 440	$ 318
	Other income	2,427,860	-
		2,428,300	318

Share of income from Operating Partnerships(Note D)		316,685	368,493

Expenses

	Professional fees	6,120	5,950
	Partnership management fee, net (Note C)	(9,590)	112,396
	General and administrative expenses	25,747	49,359
		22,277	167,705

NET INCOME(LOSS)		$ 2,722,708	$ 201,106

	Net income(loss) allocated to assignees	$ 2,695,480	$ 199,095

	Net income(loss) allocated to general partner	$ 27,228	$ 2,011

	Net income(loss) per BAC	$ .14	$ .01

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Three Months Ended December 31,

(Unaudited)

Series 7

		2014	2013

Income
	Interest income	$ -	$ -
	Other income	-	-
		-	-

Share of income from Operating Partnerships(Note D)		-	-

Expenses

	Professional fees	-	-
	Partnership management fee, net (Note C)	-	-
	General and administrative expenses	-	-
		-	-

NET INCOME(LOSS)		$ -	$ -

	Net income(loss) allocated to assignees	$ -	$ -

	Net income(loss) allocated to general partner	$ -	$ -

	Net income(loss) per BAC	$ -	$ -

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Three Months Ended December 31,
(Unaudited)

Series 9

		2014	2013

Income
	Interest income	$ 40	$ 32
	Other income	-	-
		40	32

Share of income from Operating Partnerships(Note D)		78,000	3,900

Expenses

	Professional fees	1,224	1,190
	Partnership management fee, net (Note C)	15,540	17,864
	General and administrative expenses	5,009	9,270
		21,773	28,324

NET INCOME(LOSS)		$ 56,267	$ (24,392)

	Net income(loss) allocated to assignees	$ 55,704	$ (24,148)

	Net income(loss) allocated to general partner	$ 563	$ (244)

	Net income(loss) per BAC	$ .01	$ (.01)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Three Months Ended December 31,
(Unaudited)

Series 10

		2014	2013

Income
	Interest income	$ 57	$ 52
	Other income	-	-
		57	52

Share of income from Operating Partnerships(Note D)		76,000	-

Expenses

	Professional fees	1,224	1,190
	Partnership management fee, net (Note C)	12,580	15,435
	General and administrative expenses	4,087	7,196
		17,891	23,821

NET INCOME(LOSS)		$ 58,166	$ (23,769)

	Net income(loss) allocated to assignees	$ 57,584	$ (23,531)

	Net income(loss) allocated to general partner	$ 582	$ (238)

	Net income(loss) per BAC	$ .02	$ (.01)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Three Months Ended December 31,
(Unaudited)

Series 11

		2014	2013

Income
	Interest income	$ 139	$ 41
	Other income	-	-
		139	41

Share of income from Operating Partnerships(Note D)		48,864	-

Expenses

	Professional fees	1,224	1,190
	Partnership management fee, net (Note C)	(19,043)	27,554
	General and administrative expenses	4,040	7,101
		(13,779)	35,845

NET INCOME(LOSS)		$ 62,782	$ (35,804)

	Net income(loss) allocated to assignees	$ 62,154	$ (35,446)

	Net income(loss) allocated to general partner	$ 628	$ (358)

	Net income(loss) per BAC	$ .02	$ (.01)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Three Months Ended December 31,
(Unaudited)

Series 12

		2014	2013

Income
	Interest income	$ 69	$ 91
	Other income	-	-
		69	91

Share of income from Operating Partnerships(Note D)		69,513	364,593

Expenses

	Professional fees	1,224	1,190
	Partnership management fee, net (Note C)	12,552	14,935
	General and administrative expenses	4,566	8,779
		18,342	24,904

NET INCOME(LOSS)		$ 51,240	$ 339,780

	Net income(loss) allocated to assignees	$ 50,728	$ 336,382

	Net income(loss) allocated to general partner	$ 512	$ 3,398

	Net income(loss) per BAC	$ .02	$ .11

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Three Months Ended December 31,
(Unaudited)

Series 14

		2014	2013

Income
	Interest income	$ 135	$ 102
	Other income	2,427,860	-
		2,427,995	102

Share of income from Operating Partnerships(Note D)		44,308	-

Expenses

	Professional fees	1,224	1,190
	Partnership management fee, net (Note C)	(31,219)	36,608
	General and administrative expenses	8,045	17,013
		(21,950)	54,811

NET INCOME(LOSS)		$2,494,253	$ (54,709)

	Net income(loss) allocated to assignees	$2,469,310	$ (54,162)

	Net income(loss) allocated to general partner	$ 24,943	$ (547)

	Net income(loss) per BAC	$ .45	$ (.01)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Nine Months Ended December 31,
(Unaudited)

		2014	2013

Income
	Interest income	$ 988	$ 999
	Other income	2,481,680	32,321
		2,482,668	33,320

Share of income from Operating Partnerships(Note D)		464,960	2,016,337

Expenses

	Professional fees	136,607	137,560
	Partnership management fee, net (Note C)	158,174	243,132
	General and administrative expenses	62,587	92,112
		357,368	472,804

NET INCOME(LOSS)		$ 2,590,260	$ 1,576,853

	Net income(loss) allocated to assignees	$ 2,564,357	$ 1,561,085

	Net income(loss) allocated to general partner	$ 25,903	$ 15,768

	Net income(loss) per BAC	$ .14	$ .08

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Nine Months Ended December 31,

(Unaudited)

Series 7

		2014	2013

Income
	Interest income	$ -	$ -
	Other income	-	-
		-	-

Share of income from Operating Partnerships(Note D)		-	-

Expenses

	Professional fees	-	-
	Partnership management fee, net (Note C)	-	-
	General and administrative expenses	-	-
		-	-

NET INCOME(LOSS)		$ -	$ -

	Net income(loss) allocated to assignees	$ -	$ -

	Net income(loss) allocated to general partner	$ -	$ -

	Net income(loss) per BAC	$ -	$ -

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Nine Months Ended December 31,
(Unaudited)

Series 9

		2014	2013

Income
	Interest income	$ 95	$ 87
	Other income	1	-
		96	87

Share of income from Operating Partnerships(Note D)		78,000	81,372

Expenses

	Professional fees	22,075	24,210
	Partnership management fee, net (Note C)	50,739	57,309
	General and administrative expenses	12,321	17,501
		85,135	99,020

NET INCOME(LOSS)		$ (7,039)	$ (17,561)

	Net income(loss) allocated to assignees	$ (6,969)	$ (17,385)

	Net income(loss) allocated to general partner	$ (70)	$ (176)

	Net income(loss) per BAC	$ (.00)	$ (.00)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Nine Months Ended December 31,
(Unaudited)

Series 10

		2014	2013

Income
	Interest income	$ 130	$ 163
	Other income	12,065	5,600
		12,195	5,763

Share of income from Operating Partnerships(Note D)		76,000	250,276

Expenses

	Professional fees	24,881	19,850
	Partnership management fee, net (Note C)	38,203	36,275
	General and administrative expenses	10,256	14,543
		73,340	70,668

NET INCOME(LOSS)		$ 14,855	$ 185,371

	Net income(loss) allocated to assignees	$ 14,706	$ 183,517

	Net income(loss) allocated to general partner	$ 149	$ 1,854

	Net income(loss) per BAC	$ .01	$ .08

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Nine Months Ended December 31,
(Unaudited)

Series 11

		2014	2013

Income
	Interest income	$ 229	$ 125
	Other income	16,113	6,345
		16,342	6,470

Share of income from Operating Partnerships(Note D)		160,139	13,811

Expenses

	Professional fees	23,044	20,600
	Partnership management fee, net (Note C)	6,311	48,065
	General and administrative expenses	9,940	14,125
		39,295	82,790

NET INCOME(LOSS)		$ 137,186	$ (62,509)

	Net income(loss) allocated to assignees	$ 135,814	$ (61,884)

	Net income(loss) allocated to general partner	$ 1,372	$ (625)

	Net income(loss) per BAC	$ .05	$ (.02)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Nine Months Ended December 31,
(Unaudited)

Series 12

		2014	2013

Income
	Interest income	$ 211	$ 220
	Other income	3,802	1,188
		4,013	1,408

Share of income from Operating Partnerships(Note D)		69,513	662,903

Expenses

	Professional fees	30,888	25,035
	Partnership management fee, net (Note C)	27,364	30,361
	General and administrative expenses	11,453	17,308
		69,705	72,704

NET INCOME(LOSS)		$ 3,821	$ 591,607

	Net income(loss) allocated to assignees	$ 3,783	$ 585,691

	Net income(loss) allocated to general partner	$ 38	$ 5,916

	Net income(loss) per BAC	$ .00	$ .20

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF OPERATIONS

Nine Months Ended December 31,
(Unaudited)

Series 14

		2014	2013

Income
	Interest income	$ 323	$ 404
	Other income	2,449,699	19,188
		2,450,022	19,592

Share of income from Operating Partnerships(Note D)		81,308	1,007,975

Expenses

	Professional fees	35,719	47,865
	Partnership management fee, net (Note C)	35,557	71,122
	General and administrative expenses	18,617	28,635
		89,893	147,622

NET INCOME(LOSS)		$2,441,437	$ 879,945

	Net income(loss) allocated to assignees	$2,417,023	$ 871,146

	Net income(loss) allocated to general partner	$ 24,414	$ 8,799

	Net income(loss) per BAC	$ .44	$ .16

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31,
(Unaudited)

	Assignees	General Partner	Total

Partners' capital (deficit) April 1, 2014	$(16,166,104)	$(1,556,173)	$(17,722,277)

Net income(loss)	2,564,357	25,903	2,590,260

Partners' capital (deficit), December 31, 2014	$(13,601,747)	$(1,530,270)	$(15,132,017)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31,
(Unaudited)

	Assignees	General Partner	Total
Series 7
Partners' capital (deficit) April 1, 2014	$ (84,506)	$ 84,506	$ -

Net income(loss)	-	-	-

Partners' capital (deficit), December 31, 2014	$ (84,506)	$ 84,506	$ -


Series 9
Partners' capital (deficit) April 1, 2014	$(5,957,510)	$ (398,397)	$(6,355,907)

Net income(loss)	(6,969)	(70)	(7,039)

Partners' capital (deficit), December 31, 2014	$(5,964,479)	$ (398,467)	$(6,362,946)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31,
(Unaudited)

	Assignees	General Partner	Total
Series 10
Partners' capital (deficit) April 1, 2014	$ (1,431,373)	$ (211,340)	$ (1,642,713)

Net income(loss)	14,706	149	14,855

Partners' capital (deficit), December 31, 2014	$ (1,416,667)	$ (211,191)	$ (1,627,858)


Series 11
Partners' capital (deficit) April 1, 2014	$ (686,834)	$ (223,791)	$ (910,625)

Net income(loss)	135,814	1,372	137,186

Partners' capital (deficit), December 31, 2014	$ (551,020)	$ (222,419)	$ (773,439)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

CONDENSED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)

Nine Months Ended December 31,
(Unaudited)

	Assignees	General Partner	Total
Series 12
Partners' capital (deficit) April 1, 2014	$(2,706,940)	$ (281,010)	$(2,987,950)

Net income(loss)	3,783	38	3,821

Partners' capital (deficit), December 31, 2014	$(2,703,157)	$ (280,972)	$(2,984,129)


Series 14
Partners' capital (deficit) April 1, 2014	$(5,298,941)	$ (526,141)	$(5,825,082)

Net income(loss)	2,417,023	24,414	2,441,437

Partners' capital (deficit), December 31, 2014	$(2,881,918)	$ (501,727)	$(3,383,645)

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

		2014		2013
Cash flows from operating activities:

Net Income(loss)		$ 2,590,260		$ 1,576,853
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities
Share of Income from Operating Partnerships		(464,960)		(2,016,337)
Changes in assets and liabilities
(Decrease) Increase in accounts payable and accrued expenses		30,500		20,700
Decrease in other assets		-		1,200
(Decrease) Increase in accounts payable affiliates		(2,399,533)		(1,809,525)

Net cash (used in) provided by operating activities		(243,733)		(2,227,109)

Cash flows from investing activities:

Proceeds from the disposition of Operating Partnerships		464,960		2,271,662

Net cash provided by investing activities		464,960		2,271,662

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	221,227		44,553

Cash and cash equivalents, beginning	1,095,990		1,025,100

Cash and cash equivalents, ending	$ 1,317,217		$ 1,069,653

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 7

	2014	2013
Cash flows from operating activities:

Net Income(loss)	$ -	$ -
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities
Share of Income from Operating Partnerships	-	-
Changes in assets and liabilities
(Decrease) Increase in accounts payable and accrued expenses	-	-
Decrease in other assets	-	-
(Decrease) Increase in accounts payable affiliates	-	-

Net cash (used in) provided by operating activities	-	-

Cash flows from investing activities:

Proceeds from the disposition of Operating Partnerships	-	-

Net cash provided by investing activities	-	-

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	-	-

Cash and cash equivalents, beginning	-	-

Cash and cash equivalents, ending	$ -	$ -

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 9

	2014	2013
Cash flows from operating activities:

Net Income(loss)	$ (7,039)	$ (17,561)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities
Share of Income from Operating Partnerships	(78,000)	(81,372)
Changes in assets and liabilities
(Decrease) Increase in accounts payable and accrued expenses	5,000	(15,900)
Decrease in other assets	-	-
(Decrease) Increase in accounts payable affiliates	55,890	63,898

Net cash (used in) provided by operating activities	(24,149)	(50,935)

Cash flows from investing activities:

Proceeds from the disposition of Operating Partnerships	78,000	81,372

Net cash provided by investing activities	78,000	81,372

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	53,851	30,437

Cash and cash equivalents, beginning	120,474	101,496

Cash and cash equivalents, ending	$ 174,325	$ 131,933

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 10

	2014	2013
Cash flows from operating activities:

Net Income(loss)	$ 14,855	$ 185,371
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities
Share of Income from Operating Partnerships	(76,000)	(250,276)
Changes in assets and liabilities
(Decrease) Increase in accounts payable and accrued expenses	3,000	5,000
Decrease in other assets	-	-
(Decrease) Increase in accounts payable affiliates	46,305	(260,907)

Net cash (used in) provided by operating activities	(11,840)	(320,812)

Cash flows from investing activities:

Proceeds from the disposition of Operating Partnerships	76,000	250,276

Net cash provided by investing activities	76,000	250,276

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	64,160	(70,536)

Cash and cash equivalents, beginning	146,318	222,664

Cash and cash equivalents, ending	$ 210,478	$ 152,128

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 11

	2014	2013
Cash flows from operating activities:

Net Income(loss)	$ 137,186	$ (62,509)
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities
Share of Income from Operating Partnerships	(160,139)	(13,811)
Changes in assets and liabilities
(Decrease) Increase in accounts payable and accrued expenses	5,000	-
Decrease in other assets	-	-
(Decrease) Increase in accounts payable affiliates	(35,194)	(29,304)

Net cash (used in) provided by operating activities	(53,147)	(105,624)


Cash flows from investing activities:

Proceeds from the disposition of Operating Partnerships	160,139	115,336

Net cash provided by investing activities	160,139	115,336

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	106,992	9,712

Cash and cash equivalents, beginning	156,017	150,502

Cash and cash equivalents, ending	$ 263,009	$ 160,214

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 12

	2014	2013
Cash flows from operating activities:

Net Income(loss)	$ 3,821	$ 591,607
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities
Share of Income from Operating Partnerships	(69,513)	(662,903)
Changes in assets and liabilities
(Decrease) Increase in accounts payable and accrued expenses	7,500	20,000
Decrease in other assets	-	-
(Decrease) Increase in accounts payable affiliates	(70,321)	(563,306)

Net cash (used in) provided by operating activities	(128,513)	(614,602)

Cash flows from investing activities:

Proceeds from the disposition of Operating Partnerships	69,513	662,903

Net cash provided by investing activities	69,513	662,903

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	(59,000)	48,301

Cash and cash equivalents, beginning	297,212	182,782

Cash and cash equivalents, ending	$ 238,212	$ 231,083

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

STATEMENTS OF CASH FLOWS

Nine Months Ended December 31,
(Unaudited)

Series 14

	2014	2013
Cash flows from operating activities:

Net Income(loss)	$ 2,441,437	$ 879,945
Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities
Share of Income from Operating Partnerships	(81,308)	(1,007,975)
Changes in assets and liabilities
(Decrease) Increase in accounts payable and accrued expenses	10,000	11,600
Decrease in other assets	-	1,200
(Decrease) Increase in accounts payable affiliates	(2,396,213)	(1,019,906)

Net cash (used in) provided by operating activities	(26,084)	(1,135,136)

Cash flows from investing activities:

Proceeds from the disposition of Operating Partnerships	81,308	1,161,775

Net cash provided by investing activities	81,308	1,161,775

INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	55,224	26,639

Cash and cash equivalents, beginning	375,969	367,656

Cash and cash equivalents, ending	$ 431,193	$ 394,295

The accompanying notes are an integral part of these condensed statements

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS

December 31, 2014

(Unaudited)

NOTE A - ORGANIZATION

Boston Capital Tax Credit Fund II Limited Partnership (the "Partnership") was
formed under the laws of the State of Delaware as of September 28, 1989, for the purpose of acquiring, holding, and disposing of limited partnership interests in operating partnerships which will acquire, develop, rehabilitate, operate and own newly constructed, existing or rehabilitated low-income apartment complexes ("Operating Partnerships"). Effective as of June 1, 2001 there was a restructuring, and as a result, the Partnership's general partner was reorganized as follows. The general partner of the Partnership continues to be Boston Capital Associates II Limited Partnership, a Delaware limited partnership. The general partner of the general partner is BCA Associates Limited Partnership, a Massachusetts limited partnership, whose sole general partner is C&M Management, Inc., a Massachusetts corporation and whose limited partners are Herbert F. Collins and John P. Manning. Mr. Manning is the principal of Boston Capital Partners, Inc. The limited partner of the general partner is Capital Investment Holdings, a general partnership whose partners are certain officers and employees of Boston Capital Partners, Inc. and its affiliates. The assignor limited partner is BCTC II Assignor Corp., a Delaware corporation which is now wholly-owned by John P. Manning.

Pursuant to the Securities Act of 1933, the Partnership filed a Form S-11
Registration Statement with the Securities and Exchange Commission, effective
October 25, 1989, which covered the offering (the "Public Offering") of the
Partnership's beneficial assignee certificates ("BACs") representing
assignments of units of the beneficial interest of the limited partnership
interest of the assignor limited partner. The Partnership registered
20,000,000 BACs at $10 per BAC for sale to the public in six series. The
Partnership sold 1,036,100 of Series 7 BACs, 4,178,029 of Series 9 BACs,
2,428,925 of Series 10 BACs, 2,489,599 of Series 11 BACs, 2,972,795 of Series
12 BACs, and 5,574,290 of Series 14 BACs. As of December 31, 2014 1,036,100 BACs in Series 7, 4,156,429 BACs in Series 9, 2,421,225 BACs in Series 10, 2,486,499 BACs in Series 11, 2,947,595 BACs in Series 12, and 5,541,940 BACs in Series 14 are outstanding. The Partnership issued the last BACs in Series 14 on January 27, 1992. This concluded the Public Offering of the Partnership.

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES

The condensed financial statements included herein as of December 31, 2014 and for the nine months then ended have been prepared by the Partnership, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. No BACs with respect to Series 8 and Series 13 were offered. The Partnership accounts for its investments in Operating Partnerships using the equity method, whereby the Partnership adjusts its investment cost for its share of each Operating Partnership's results of operations and for any distributions received or accrued.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES - CONTINUED

Costs incurred by the Partnership in acquiring the investments in Operating Partnerships were capitalized to the investment account. The Partnership's accounting and financial reporting policies are in conformity with generally accepted accounting principles and include adjustments in interim periods considered necessary for a fair presentation of the results of operations. Such adjustments are of a normal recurring nature. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in the Partnership's Annual Report on Form 10-K for the fiscal year ended March 31, 2014.

NOTE C - RELATED PARTY TRANSACTIONS

The Partnership has entered into several transactions with various affiliates of the general partner, including Boston Capital Holdings, L.P. and Boston Capital Asset Management Limited Partnership, or BCAMLP, as follows:

Accounts payable affiliates at December 31, 2014 and 2013 represents
accrued general and administrative expenses, accrued partnership management fees, and advances from an affiliate of the general partner, which are payable to Boston Capital Holdings, L.P. and Boston Capital Asset Management Limited
Partnership.

An annual partnership management fee based on .5 percent of the aggregate
cost of all apartment complexes owned by the Operating Partnerships has been
accrued to Boston Capital Asset Management Limited Partnership. Since reporting fees collected by the series were added to reserves and not paid to Boston Capital Asset Management Limited Partnership, the amounts accrued are not net of reporting fees received.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE C - RELATED PARTY TRANSACTIONS (continued)

The partnership management fee accrued for the quarters ended December 31, 2014 and 2013 are as follows:

	2014	2013
Series 7	$ -	$ -
Series 9	18,630	20,864
Series 10	15,435	15,435
Series 11	23,514	28,554
Series 12	17,070	21,096
Series 14	38,001	40,227

	$ 112,650	$ 126,176

The partnership management fee paid for the quarters ended December 31, 2014 and 2013 are as follows:

	2014	2013
Series 7	$ -	$ -
Series 9	-	-
Series 10	-	36,445
Series 11	111,085	-
Series 12	-	351,048
Series 14	2,427,668	-

	$ 2,538,753	$ 387,493

The partnership management fee paid for the nine months ended December 31, 2014 and 2013 are as follows:

	2014	2013
Series 7	$ -	$ -
Series 9	-	-
Series 10	-	317,801
Series 11	111,085	115,335
Series 12	121,531	637,435
Series 14	2,514,668	1,161,775

	$ 2,747,284	$ 2,232,346

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS

At December 31, 2014, and 2013 the Partnership had limited partnership interests in 63 and 76 Operating Partnerships, respectively, which own apartment complexes. The number of Operating Partnerships in which the Partnership had limited partnership interests at December 31, 2014 and 2013 by series is as follows:

	2014	2013
Series 7	-	-
Series 9	9	10
Series 10	8	9
Series 11	11	15
Series 12	10	13
Series 14	25	29

	63	76

Under the terms of the Partnership's investment in each Operating Partnership, the Partnership is required to make capital contributions to the Operating Partnerships. These contributions are payable in installments over several years upon each Operating Partnership achieving specified levels of construction and/or operations.

The contributions payable at December 31, 2014 and 2013 by series are as
follows:

	2014	2013
Series 7	$ -	$ -
Series 9	-	-
Series 10	-	-
Series 11	-	-
Series 12	9,241	9,241
Series 14	160,733	160,733

	$169,974	$169,974

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS - Continued

During the nine months ended December 31, 2014, the Partnership disposed of thirteen Operating Partnerships. A summary of the disposition by Series for December 31, 2014 is as follows:

	Operating Partnership Interest Transferred	Sale of Underlying Operating Partnership	Partnership Proceeds from Disposition		Gain on Disposition
Series 7	-	-	$	-	$	-
Series 9	-	1		78,000		78,000
Series 10	1	-		76,000		76,000
Series 11	3	1		160,139		160,139
Series 12	3	-		69,513		69,513
Series 14	4	-		81,308		81,308
Total	11	2	$	464,960	$	464,960

During the nine months ended December 31, 2013, the Partnership disposed of eighteen Operating Partnerships and a partial sale of one Operating Partnership. A summary of the disposition by Series for December 31, 2013 is as follows:

	Operating Partnership Interest Transferred	Sale of Underlying Operating Partnership	Partnership Proceeds from Disposition *		Gain on Disposition
Series 7	-	-	$	-	$	-
Series 9	2	-		81,372		81,372
Series 10	4	1		250,276		250,276
Series 11	-	-		115,336		13,811
Series 12	6	2		662,903		662,903
Series 14	2	1		1,161,775		1,007,975
Total	14	4	$	2,271,662	$	2,016,337

* Partnership proceeds from disposition include $101,525 and $153,800 recorded as a receivable as of March 31, 2013, for Series 11 and Series 14.

The gain described above is for financial statement purposes only. There are significant differences between the equity method of accounting and the tax reporting of income and losses from Operating Partnership investments. The largest difference is the ability, for tax purposes, to deduct losses in excess of the Partnership's investment in the Operating Partnership. As such, the amount of gain recognized for tax purposes may be significantly higher than the gain recorded in the financial statements.

The Partnership's fiscal year ends March 31 of each year, while all the Operating Partnerships' fiscal years are the calendar year. Pursuant to the provisions of each Operating Partnership agreement, financial results for each of the Operating Partnerships are provided to the Partnership within 45 days after the close of each Operating Partnership's quarterly period. Accordingly, the current financial results available for the Operating Partnerships are for the nine months ended September 30, 2014.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS - Continued

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,

(Unaudited)

		2014	2013

Revenues
	Rental	$ 9,440,524	$ 11,553,191
	Interest and other	165,984	465,948
		9,606,508	12,019,139

Expenses
	Interest	1,168,915	1,790,543
	Depreciation and amortization	2,342,878	2,762,312
	Operating expenses	7,071,239	8,469,936
		10,583,032	13,022,791

NET LOSS		$ (976,524)	$(1,003,652)

	Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership*	$ (966,758)	$ (993,616)


	Net loss allocated to other partners	$ (9,766)	$ (10,036)

*Amounts include $966,758 and $993,616 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

The Partnership accounts for its investments using the equity method of
accounting. Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued. However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions. Excess losses are suspended for use in future years to
offset excess income.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS - Continued

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,

(Unaudited)

Series 7

		2014	2013

Revenues
	Rental	$ -	$ -
	Interest and other	-	-
		-	-

Expenses
	Interest	-	-
	Depreciation and amortization	-	-
	Operating expenses	-	-
		-	-

NET LOSS		$ -	$ -

	Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership*	$ -	$ -


	Net loss allocated to other partners	$ -	$ -

*Amounts include $0 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS - Continued

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 9

		2014	2013

Revenues
	Rental	$ 1,475,316	$ 1,665,928
	Interest and other	32,289	81,652
		1,507,605	1,747,580

Expenses
	Interest	186,711	269,442
	Depreciation and amortization	372,558	412,758
	Operating expenses	1,052,733	1,143,169
		1,612,002	1,825,369

NET LOSS		$ (104,397)	$ (77,789)

	Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership*	$ (103,353)	$ (77,011)


	Net loss allocated to other partners	$ (1,044)	$ (778)

*Amounts include $103,353 and $77,011 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 10

		2014	2013

Revenues
	Rental	$ 1,101,019	$ 1,379,493
	Interest and other	22,995	36,813
		1,124,014	1,416,306

Expenses
	Interest	122,289	173,590
	Depreciation and amortization	276,257	327,030
	Operating expenses	946,075	1,068,133
		1,344,621	1,568,753

NET LOSS		$ (220,607)	$ (152,447)

	Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership*	$ (218,401)	$ (150,923)


	Net loss allocated to other partners	$ (2,206)	$ (1,524)

*Amounts include $218,401 and $150,923 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 11

		2014	2013

Revenues
	Rental	$ 2,159,244	$ 2,446,817
	Interest and other	32,752	90,099
		2,191,996	2,536,916

Expenses
	Interest	249,449	381,945
	Depreciation and amortization	530,579	569,016
	Operating expenses	1,552,569	1,756,080
		2,332,597	2,707,041

NET LOSS		$ (140,601)	$ (170,125)

	Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership*	$ (139,195)	$ (168,424)


	Net loss allocated to other partners	$ (1,406)	$ (1,701)

*Amounts include $139,195 and $168,424 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 12

		2014	2013

Revenues
	Rental	$ 1,340,407	$ 1,956,870
	Interest and other	19,659	141,101
		1,360,066	2,097,971

Expenses
	Interest	177,095	321,686
	Depreciation and amortization	295,322	506,306
	Operating expenses	988,708	1,436,873
		1,461,125	2,264,865

NET LOSS		$ (101,059)	$ (166,894)

	Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership*	$ (100,048)	$ (165,225)


	Net loss allocated to other partners	$ (1,011)	$ (1,669)

*Amounts include $100,048 and $165,225 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)

December 31, 2014

(Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

COMBINED CONDENSED SUMMARIZED STATEMENTS OF OPERATIONS
Nine Months Ended September 30,
(Unaudited)

Series 14

		2014	2013

Revenues
	Rental	$ 3,364,538	$ 4,104,083
	Interest and other	58,289	116,283
		3,422,827	4,220,366

Expenses
	Interest	433,371	643,880
	Depreciation and amortization	868,162	947,202
	Operating expenses	2,531,154	3,065,681
		3,832,687	4,656,763

NET LOSS		$ (409,860)	$ (436,397)

	Net loss allocated to Boston Capital Tax Credit Fund II Limited Partnership*	$ (405,761)	$ (432,033)


	Net loss allocated to other partners	$ (4,099)	$ (4,364)

*Amounts include $405,761 and $432,033 for 2014 and 2013, respectively, of loss not recognized under the equity method of accounting.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
December 31, 2014
(Unaudited)

NOTE E - TAXABLE LOSS

The taxable loss for the calendar year ended December 31, 2014 is expected to differ from its loss for financial reporting purposes. This is primarily due to accounting differences in depreciation incurred by the Operating Partnerships and also differences between the equity method of accounting and the IRS accounting methods.

NOTE F - INCOME TAXES

The Partnership has elected to be treated as a pass-through entity for income tax purposes and, as such, is not subject to income taxes. Rather, all items of taxable income, deductions and tax credits are passed through to and are reported by its owners on their respective income tax returns. The Partnership's federal tax status as a pass-through entity is based on its legal status as a partnership. Accordingly, the Partnership is not required to take any tax positions in order to qualify as a pass-through entity. The Partnership is required to file and does file tax returns with the Internal Revenue Service and other taxing authorities. Accordingly, these financial statements do not reflect a provision for income taxes and the Partnership has no other tax positions, which must be considered for disclosure. Income tax returns filed by the Partnership are subject to examination by the Internal Revenue Service for a period of three years. While no income tax returns are currently being examined by the Internal Revenue Service, tax years since 2010 remain open.

Boston Capital Tax Credit Fund II Limited Partnership

NOTES TO CONDENSED FINANCIAL STATEMENTS (CONTINUED)
December 31, 2014
(Unaudited)

NOTE G - PLAN OF LIQUIDATION

On March 3, 2010, our General Partner recommended that the BAC holders approve a plan of liquidation and dissolution for the Partnership, or the "Plan." The Plan was approved by the BAC holders on July 1, 2010, and was adopted by the General Partner on July 1, 2010. Pursuant to the Plan, the General Partner is able to, without further action by the BAC holders:

liquidate the assets and wind up the business of the Partnership;
make liquidating distributions in cancellation of the BACs;
dissolve the Partnership after the sale of all of the Partnership's assets; and
take, or cause the Partnership to take, such other acts and deeds and shall do, or cause the Partnership to do, such other things, as are necessary or appropriate in connection with the dissolution, winding up and liquidation of the Partnership, the termination of the responsibilities and liabilities of the Partnership under applicable law, and the termination of the existence of the Partnership.

Since the approval of the Plan by the BAC holders, we have continued to seek to sell the assets of the Partnership and use the sale proceeds and/or other Partnership funds to pay all expenses in connection with such sales, pay or make provision for payment of all Partnership obligations and liabilities, including accrued fees, and unpaid loans to the General Partner, and distribute the remaining assets as set forth in the Partnership Agreement. We expect to complete the sale of the apartment complexes approximately three to five years after the BAC holders approval of the Plan, which was July 1, 2010. However, because of numerous uncertainties, the liquidation may take longer or shorter than expected, and the final liquidating distribution may occur months after all of the apartment complexes have been sold. As liquidation is not imminent, the Partnership will continue to report as a going concern.

For additional information regarding the sale of Partnership assets, see "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Annual Report on Form 10-K.

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

This Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements including our intentions, hopes, beliefs, expectations, strategies and predictions of our future activities, or other future events or conditions. These statements are "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbors created by these acts. Investors are cautioned that all forward-looking statements involve risks and uncertainty, including, for example, the factors identified in Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended March 31, 2014. Although we believe that the assumptions underlying these forward-looking statements are reasonable, any of the assumptions could be inaccurate, and there can be no assurance that the forward-looking statements included in this Report will prove to be accurate. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of this information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved.

Liquidity

The Partnership's primary source of funds was the proceeds of its Public Offering. Other sources of liquidity include (i) interest earned on capital contributions unpaid for the nine months ended December 31, 2014 or on working capital reserves, (ii) cash distributions from operations of the Operating Partnerships in which the Partnership has invested and (iii) proceeds received from the dispositions of the Operating Partnership that are returned to fund reserves. These sources of liquidity, along with the Partnership's working capital reserve, are available to meet the obligations of the Partnership. The Partnership does not anticipate significant cash distributions from operations of the Operating Partnerships.

The Partnership has recognized other income for the nine months ended December 31, 2014 and 2013 in the amount of $2,481,680 and $32,321. The balance represents distributions received from Operating Partnerships, which the Partnership normally records as a decrease in the Investment in Operating Partnerships. Due to the equity method of accounting, the Partnership has recorded these distributions as other income.

The Partnership is currently accruing the partnership management fee. Partnership management fees accrued during the quarter ended December 31, 2014 were $112,650 and total partnership management fees accrued as of December 31, 2014 were $16,090,172. During the nine months ended December 31, 2014, the Partnership paid $2,747,284 in accrued partnership management fees. Pursuant to the Partnership Agreement, these liabilities will be deferred until the Partnership receives proceeds from sales of the Operating Partnerships, which will be used to satisfy these liabilities. The Partnership's working capital and sources of liquidity coupled with affiliated party liability accruals allow sufficient levels of liquidity to meet the third party obligations of the Partnership. The Partnership is currently unaware of any trends that would create insufficient liquidity to meet future third party obligations of the Partnership.

As of December 31, 2014, an affiliate of the general partner of the Partnership advanced a total of $153,188, on behalf of Series 12, to pay some operating expenses of the Partnership, and to make advances and/or loans to Operating Partnerships. These advances are included in Accounts payable affiliates. During the quarter ended December 31, 2014, the Partnership did not receive any repayment of advances.

All payables to affiliates will be paid, without interest, from available cash flow or the proceeds of sales or refinancing of the Partnership's interests in Operating Partnerships. During the quarter ended December 31, 2014, no payments were made to an affiliate of the general partner.

Capital Resources

The Partnership offered BACs in a Public Offering declared effective by the Securities and Exchange Commission on October 25, 1989. The Partnership received and accepted subscriptions for $186,337,017 representing 18,679,738 BACs from investors admitted as BAC holders in Series 7 through Series 14 of the Partnership.

As of December 31, 2014 the Partnership had $1,317,217 remaining in cash and cash equivalents. Below is a table, which provides, by series, the equity raised, number of BACs sold, final date BACs were offered, number of properties held at December 31, 2014, and cash and cash equivalents.

Series	Equity	BACs Sold	Final Close Date	Number of Properties	Cash and Cash Equivalents
7	$ 10,361,000	1,036,100	12/29/89	-	$ -
9	41,574,018	4,178,029	05/04/90	9	174,325
10	24,288,997	2,428,925	08/24/90	8	210,478
11	24,735,002	2,489,599	12/27/90	11	263,009
12	29,710,003	2,972,795	04/30/91	10	238,212
14	55,728,997	5,574,290	01/27/92	25	431,193

	$186,398,017	18,679,738		63	$1,317,217

Reserve balances are remaining proceeds less outstanding capital contribution obligations, which have not been advanced or loaned to the Operating Partnerships. The reserve balances for Series 9,10,11,12 and 14 as of December 31, 2014 are $174,325, $210,478, $263,009, $228,971 and $270,460, respectively.

(Series 8) No BACs with respect to Series 8 were offered.

(Series 13) No BACs with respect to Series 13 were offered.

Results of Operations

As of December 31, 2014 and 2013 the Partnership held limited partnership interests in 63 and 76 Operating Partnerships, respectively. In each instance the apartment complex owned by the applicable Operating Partnership is eligible for the federal housing tax credit. Initial occupancy of a unit in each apartment complex which initially complied with the minimum set-aside test (i.e., initial occupancy by tenants with incomes equal to no more than a certain percentage of area median income) and the rent restriction test (i.e., gross rent charged tenants does not exceed 30% of the applicable income standards) is referred to as "Qualified Occupancy." Each of the Operating Partnerships and each of the respective apartment complexes are described more fully in the Prospectus or applicable report on Form 8-K. The general partner believes that there is adequate casualty insurance on the properties.

The Partnership incurs an annual partnership management fee to the general partner of the Partnership and/or its affiliates in an amount equal to 0.5% of the aggregate cost of the apartment complexes owned by the Operating Partnerships, less the amount of various partnership management and reporting fees paid by the Operating Partnerships. The partnership management fees incurred and the reporting fees paid by the Operating Partnerships for the three and nine months ended December 31, 2014 are as follows:

	3 Months Gross Management Fee	3 Months Reporting Fee	3 Months Management Fee Net of Reporting Fee
Series 7	$ -	$ -	$ -
Series 9	18,630	3,090	15,540
Series 10	15,435	2,855	12,580
Series 11	23,514	42,557	(19,043)
Series 12	17,070	4,518	12,552
Series 14	38,001	69,220	(31,219)
	$ 112,650	$ 122,240	$ (9,590)

	9 Months Gross Management Fee	9 Months Reporting Fee	9 Months Management Fee Net of Reporting Fee
Series 7	$ -	$ -	$ -
Series 9	55,890	5,151	50,739
Series 10	46,305	8,102	38,203
Series 11	75,891	69,580	6,311
Series 12	51,210	23,846	27,364
Series 14	118,455	82,898	35,557
	$ 347,751	$ 189,577	$ 158,174

The Partnership's investment objectives do not include receipt of significant cash distributions from the Operating Partnerships in which it has invested. The Partnership's investments in Operating Partnerships have been made principally with a view towards realization of federal housing tax credits for allocation to its partners and BAC holders.

(Series 7)

The series did not have any properties as of December 31, 2014 and 2013.

(Series 9)

As of December 31, 2014 and 2013, the average Qualified Occupancy for the series was 100%. The series had a total of 9 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2014 and 2013, Series 9 reflects loss from Operating Partnerships of $(104,397) and $(77,789), respectively, which includes depreciation and amortization of $372,558 and $412,758, respectively. This is an interim period estimate; it is not indicative of the final year end results.

Glenwood Hotel Investors (Glenwood Hotel) is a 36-unit single room occupancy development located in Porterville, CA. The property has historically operated with high occupancy. In 2013, the property continued to maintain strong occupancy and as of December 31, 2013, occupancy was 90%. As of December 31, 2014, occupancy dropped to 83% due to some evictions for non-payment of rent and lease violations. Occupancy has averaged 85% in 2014. As the result, the property is operating below breakeven in 2014. To maintain stable occupancy and to remain competitive in the market, management is continuing to keep rental rates low. The management company continues to market available units to the local housing authorities and performs various outreach efforts to attract qualified applicants. The operating general partner continues to fund deficits as needed. The mortgage, insurance, and all payables are current. On December 31, 2004, the 15-year low income housing tax credit compliance period expired with respect to Glenwood Hotel Investors LP.

In December 2013, the investment general partner transferred its interest in South Paris Heights Associates, LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,374,451 and cash proceeds to the investment partnership of $11,900. Of the total proceeds received, $3,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $3,900 were returned to cash reserves held by Series 9. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $3,900 as of December 31, 2013.

In July 2013, the investment general partner transferred its interest in Meadow Run LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $605,033 and cash proceeds to the investment partnership of $84,000. Of the total proceeds received, $1,528 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $77,472 were returned to cash reserves held by Series 9. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $77,472 as of September 30, 2013.

In April 2014, the operating general partner of Kristin Park Apartments Limited entered into an agreement to sell the property to an entity affiliated with the operating general partner and the transaction closed on November 14, 2014. The sales price of the property was $1,376,484, which included the outstanding mortgage balance of approximately $1,291,484 and cash proceeds to the investment partnership of $85,000. Of the total proceeds received by the investment partnership, $2,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale. Of the remaining proceeds, $5,000 will be paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of $78,000 will be returned to cash reserves held by Series 9. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership has been recorded in the amount of $78,000 as of December 31, 2014.

(Series 10)

As of December 31, 2014 and 2013, the average Qualified Occupancy for the series was 100%. The series had a total of 8 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2014 and 2013, Series 10 reflects net loss from Operating Partnerships of $(220,607) and $(152,447), respectively, which includes depreciation and amortization of $276,257 and $327,030, respectively. This is an interim period estimate; it is not indicative of the final year end results.

Meadowbrook Properties II, LP (Meadowbrook Lane Apartments) is a 50-unit family property located in Americus, GA. The property has operated below breakeven for several years with occupancy averaging below 90%. The property continues to operate below breakeven in 2014 due to high vacancy loss. Occupancy has reported a slight improvement, averaging 90% through December 31, 2014. The operating general partner recently informed the investment general partner that the property received a new tax assessment, which has effectively increased taxes by 15%. In October 2014, the assessed value was settled; the property received a refund for the 2012-2013 taxes, as well as a reduced 2014 bill. Deficits are being funded by accruing the related party management fee. On December 31, 2004, the 15-year low income housing tax credit compliance period expired with respect to Meadowbrook Properties II, LP.

Stratford Square, Limited Partnership (Stratford Square Apartments) is a 24-unit elderly property located in Brundidge, AL. The property operated below breakeven in 2012 and 2013, while maintaining strong occupancy of 94% and 99%, respectively. Although average occupancy was 97% through September 2014, insufficient rents and high utility and maintenance expenses caused operations to be below breakeven. The operating general partner and affiliated management company have been unresponsive to all calls and written requests for fourth quarter occupancy and operating information. The 15-year low income housing tax credit compliance period expired on December 31, 2007.

In July 2013, the investment general partner transferred its interest in Rosewood Village LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $611,772 and cash proceeds to the investment partnership of $60,530. Of the total proceeds received, $8,408 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $47,122 were returned to cash reserves held by Series 10. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $47,122 as of September 30, 2013.

In July 2013, the investment general partner transferred its interest in Ellaville Properties LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $738,026 and cash proceeds to the investment partnership of $105,000. Of the total proceeds received, $291 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $99,709 were returned to cash reserves held by Series 10. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $99,709 as of September 30, 2013.

In August 2013, the investment general partner sold its interest in Ackerman Housing, LP to and entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $398,000 and cash proceeds to the investment partnership of $72,000. Of the total proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $67,000 were returned to cash reserves held by Series 10. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership has been recorded in the amount of $67,000 as of September 30, 2013.

In September 2013, the investment general partner transferred its interest in Lambert Square LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $903,163 and cash proceeds to the investment partnership of $27,095. Of the total proceeds received, $6,678 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $15,417 were returned to cash reserves held by Series 10. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $15,417 as of September 30, 2013.

In September 2013, the investment general partner transferred its interest in Pinetree Manor LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $918,609 and cash proceeds to the investment partnership of $27,558. Of the total proceeds received, $1,530 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $21,028 were returned to cash reserves held by Series 10. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $21,028 as of September 30, 2013.

In December 2014, the investment general partner transferred its interest in Candlewick Place to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,144,978 and cash proceeds to the investment partnership of $80,000. Of the total proceeds received, $1,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $3,000 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $76,000 were returned to cash reserves held by Series 10. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $76,000 as of December 31, 2014.

(Series 11)

As of December 31, 2014 and 2013 the average Qualified Occupancy for the series was 100%. The series had a total of 11 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2014 and 2013, Series 11 reflects net loss from Operating Partnerships of $(140,601) and $(170,125), respectively, which includes depreciation and amortization of $530,579 and $569,016, respectively. This is an interim period estimate; it is not indicative of the final year end results.

South Fork Heights, LTD (South Fork Heights Apartments) is a 48-unit family property in South Fork, CO and is financed by Rural Development. The original operating general partner was replaced in January 2011 at the request of Rural Development. The property is in poor physical condition and has consistently struggled to maintain strong occupancy. The property closed 2013 at 70% occupied. The property operated above breakeven in 2013 despite low occupancy and elevated operating expense levels. In 2014, operations have fallen below breakeven with reported ending occupancy of 67% as of December 31, 2014. There is significant deferred maintenance at the site. Replacement Reserves have been funded and are available with Rural Development approval. Rural Development approved the property to receive a Multi-Family Housing Preservation and Revitalization Restructuring Program (MPR) Loan in 2008. However, the loan amount was insufficient to complete the needed property improvements. The operating general partner felt that they had exhausted all potential options for financing and was unsuccessful in securing additional funds. Subsequently, the operating general partner requested that its interest be transferred. At the close of the first quarter 2014, the investment general partner approved an operating general partner interest and management agent transfer. In the third quarter of 2014, the operating general partner and management agent applied for and received an allocation of Low Income Housing Tax Credits. Rural Development formally approved the operating general partner transfer in the fourth quarter of 2014 allowing the investment general partner to sell its interest structured around the tax credit allocation. In the fourth quarter of 2014, management submitted a budget for 2015 indicating they will substantially draw down reserves for carpet and vinyl replacement, plumbing repairs and to seal and stripe the parking lot. This is in addition to the $7,000 of withdrawals that occurred during the second and third quarter of 2014. A 2% rent increase was approved by Rural Development effective January 1, 2015. On December 31, 2005, the 15-year low income housing tax credit compliance period expired with respect to South Fork Heights, LTD.

In April 2013, the investment general partner transferred 49.99% of its interest in RPI Limited Partnership #18 to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,155,533 and cash proceeds to the investment partnership of $18,811. Of the proceeds received, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $13,811 were returned to cash reserves held by Series 11. The remaining 50.01% investment limited partner interest in the Operating Partnership transferred in April 2014 for cash proceeds of $190, which were returned to the cash reserves held by Series 11. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. In addition, the investment general partner on behalf of the investment partnership entered into a residual receipt promissory note (the RRN) with the Operating Partnership for receipt of a residual payment. Under the terms of the RRN, if there is a capital transaction involving the property owned by the Operating Partnership at any time within 5 years from the initial transfer date, there would be a residual payment distributable to the investment partnership in accordance with the Operating Partnership Agreement in effect at the date the investment limited partner transferred its interest. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expenses, was recorded in the amount of $13,811 as of June 30, 2013, and $190 as June 30, 2014.

On September 29, 2014 the operating general partner of Elderly Housing of Macon, Limited Partnership sold the property to an entity affiliated with the operating general partner. The sales price of the property was $1,607,344, which included the outstanding mortgage balance of approximately $1,452,382 and cash proceeds to the investment partnership of $154,962. Of the total proceeds received by the investment partnership, $38,877 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of $111,085 were returned to cash reserves held by Series 11. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, was recorded in the amount of $111,085 as of September 30, 2014.

In December 2014, the investment general partner transferred its interest in Kaplan Manor Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $860,256 and cash proceeds to the investment partnership of $26,496. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,996 were returned to cash reserves held by Series 11. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expenses, was recorded in the amount of $23,996 as of December 31, 2014.

In December 2014, the investment general partner transferred its interest in Washington Manor Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $888,362 and cash proceeds to the investment partnership of $27,368. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $24,868 were returned to cash reserves held by Series 11. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expenses, was recorded in the amount of $24,868 as of December 31, 2014.

(Series 12)

As of December 31, 2014 and 2013, the average Qualified Occupancy for the series was 100%. The series had a total of 10 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2014 and 2013, Series 12 reflects net loss from Operating Partnerships of $(101,059) and $(166,894), respectively, which includes depreciation and amortization of $295,322 and $506,306, respectively. This is an interim period estimate; it is not indicative of the final year end results.

Briarwick Apartments Limited, A KY Limited Partnership (Briarwick Apartments) is a 40-unit family property located in Nicholasville, KY. The property has operated below breakeven for the past several years due to low occupancy and high operating expenses. Rural Development (RD) approved a workout plan in the third quarter of 2011 to stabilize the property, consisting of a rental rate increase and an increase in the monthly replacement reserve deposit. Occupancy ended 2013 at 87% while averaging 90% for the year with operations below breakeven status. Occupancy improved to 100% as of December 31, 2014. Despite a rental rate increase in the fourth quarter, the property operated below breakeven in 2014 while underfunding the replacement reserve account. Management stated that they compete with the newer properties in the area. They are marketing the property by posting fliers at various churches, stores, and community centers around the town. Most recently, they have provided flyers to the local housing authority. The mortgage, real estate tax, and insurance payments are current through December 31, 2014. The Operating General Partner funds deficits by foregoing required reserve deposits and continues to advance funds and accrue its affiliated property management fee. On December 31, 2005, the 15-year low income housing tax credit compliance period expired with respect to Briarwick Apartments Limited.

In July 2013, the investment general partner transferred its interest in Hamilton Village LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $536,431 and cash proceeds to the investment partnership of $57,747. Of the total proceeds received, $5,134 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $47,613 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the sale, net of the overhead and expenses, was recorded in the amount of $47,613 as of September 30, 2013.

In July 2013, the investment general partner transferred its interest in Laurel Village LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $623,908 and cash proceeds to the investment partnership of $70,200. Of the total proceeds received, $2,139 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $63,061 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expenses, was recorded in the amount of $63,061 as of September 30, 2013.

In July 2013, the investment general partner transferred its interest in Carson Village, LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $615,277 and cash proceeds to the investment partnership of $84,000. Of the total proceeds received, $1,292 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $77,708 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expenses, was recorded in the amount of $77,708 as of September 30, 2013.

In July 2013, the investment general partner transferred its interest in Autumnwood Village LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $955,411 and cash proceeds to the investment partnership of $105,000. Of the total proceeds received, $1,995 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $98,005 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expenses, was recorded in the amount of $98,005 as of September 30, 2013.

In September 2013, the investment general partner transferred its interest in Woodcrest Manor to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $664,106 and cash proceeds to the investment partnership of $19,923. Of the total proceeds received, $3,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $11,923 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expenses, was recorded in the amount of $11,923 as of September 30, 2013.

In December 2013, the investment general partner transferred its interest in Ridgeway Court III, LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $958,666 and cash proceeds to the investment partnership of $28,968. Of the total proceeds received, $1,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $2,500 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $25,468 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $25,468 as of December 31, 2013.

In August 2013 the operating general partner of Prairie West Apartments III, LP entered into an agreement to sell the property to a non-affiliated entity of the operating general partner and the transaction closed on November 20, 2013. The sales price of the property was $1,000,000, which included the outstanding mortgage balance of approximately $620,000 and cash proceeds to the investment partnership of $200,000. Of the total proceeds received by the investment partnership, $1,500 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of $193,500 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership has been recorded in the amount of $193,500 as of December 31, 2013. In February 2014, the investment partnership received additional proceeds for its share of the Operating Partnership's cash in the amount of $121,531, which were returned to the cash reserves held by Series 12.

In August 2013, the operating general partner of Crescent City Investment Group entered into an agreement to sell the property to an entity affiliated with the operating general partner and the transaction closed on November 20, 2013. The sales price of the property was $2,142,816, which included the outstanding mortgage balance of approximately $1,990,816 and cash proceeds to the investment partnership of $152,000. Of the total proceeds received by the investment partnership, $1,375 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of $145,625 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership has been recorded in the amount of $145,625 as of December 31, 2013.

Jessup Limited Partnership (Fox Run Apartments) is a 24-unit family property located in Jessup, Georgia. In 2013, the property operated below breakeven due to low occupancy, averaging 83% for the year combined with high operating expenses. In 2014, occupancy continues to struggle, but management reports occupancy has increased to 88% as of December 31, 2014. Management reported difficulties in finding residents who could afford the rents, as only 17 of the 24 units receive rental assistance. The property is operating at breakeven with reduced operating expenses. The operating general partner funds deficits by accruing affiliated management fees and through cash advances. The mortgage, taxes and insurance payments are all current. The 15-year low income housing tax credit compliance period expired on December 31, 2006.

In December 2014, the investment general partner transferred its interest in Melville Plaza Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $824,349 and cash proceeds to the investment partnership of $25,427. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $22,927 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $22,927 as of December 31, 2014.

In December 2014, the investment general partner transferred its interest in Oakleigh Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $845,207 and cash proceeds to the investment partnership of $26,054. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,554 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $23,554 as of December 31, 2014.

In December 2014, the investment general partner transferred its interest in Oakwood Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $821,095 and cash proceeds to the investment partnership of $25,532. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,032 were returned to cash reserves held by Series 12. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership has been recorded in the amount of $23,032 as of December 31, 2014.

(Series 14)

As of December 31, 2014 and 2013, the average Qualified Occupancy for the series was 100%. The series had a total of 25 properties at December 31, 2014, all of which were at 100% Qualified Occupancy.

For the periods ended December 31, 2014 and 2013, Series 14 reflects net loss from Operating Partnerships of $(409,860) and $(436,397), respectively, which includes depreciation and amortization of $868,162 and $947,202, respectively. This is an interim period estimate; it is not indicative of the final year end results.

Lakeview Meadows LDHA L.P. (Lakeview Meadows) is a 53-unit elderly apartment complex located in Battle Creek, MI. On June 16, 2014, the property experienced a devastating fire, rendering all units uninhabitable. The cause was determined to be unattended smoking materials. All residents have been housed by family, friends, or the Red Cross. There were no injuries. The investment general partner received $2,427,668 from the insurance company which has been recorded as other income. The 15-year low income housing tax credit compliance period for Lakeview Meadows LDHA L.P. ended on December 31, 2006.

In December 2014, the investment general partner transferred its interest in Lakeview Meadows LDHA to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,234,500 and nominal cash proceeds to the investment partnership. There were no cash proceeds available to pay expenses related to the transfer and no proceeds were returned to cash reserves held by Series 14. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, no gain on the transfer of the Operating Partnership has been recorded as of December 31, 2014.

Bridge Coalition Limited Partnership (The Bridge Building) is a 15-unit, one-building apartment complex located in New York, New York. The property was 100% occupied as of December 31, 2014. The property operated above breakeven in 2013 on an accrual basis; however, it operated at a cash deficit after accounting for the growth in tenant receivables. This trend continued through the fourth quarter of 2014. In an effort to improve collections, management assigned a social services person to the site two days per week starting in September 2014 to create structured payment plans with the residents who are behind on their rent. The investment general partner continues to receive monthly aged tenant receivables summaries to monitor management's collection efforts. The investment general partner conducted a site visit in the third quarter of 2014. The property had minor deferred maintenance items which the operating general partner confirmed were addressed during the fourth quarter. The property also has experienced roof leaks and leaks around the windows due to needed repointing. The operating general partner states they are in the process of receiving bids for the roof and repointing work and expect the work to be completed in 2015. The mortgage, insurance, and taxes are all current. On December 31, 2006, the 15-year low income housing tax credit compliance period expired with respect to Bridge Coalition Limited Partnership. The investment limited partner is exploring various disposition opportunities consistent with the investment objectives of the partnership.

In January 2013, the investment partnership approved an agreement to sell Lexington Park Spring to an entity affiliated with the operating general partner and the transaction closed in August 2013. The sales price for the property was $6,500,000, which includes the outstanding mortgage balance of approximately $4,689,822 and cash proceeds to the investment partnership of $850,000. Of the proceeds received by the investment partnership, $15,000 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the sale. Of the remaining proceeds, $7,500 will be paid to BCAMLP for expenses related to the sale, which include third party legal costs. The remaining proceeds from the sale of approximately $827,500 were returned to cash reserves held by Series 14. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the sale of the Operating Partnership of the proceeds from the sale, net of the overhead and expense reimbursement, was recorded in the amount of $827,500 as of September 30, 2013. In February 2014, additional proceeds of $193,716 were received and returned to the cash reserves held by Series 14.

In June 2013, the investment general partner transferred its interest in Marion Manor Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $931,722 and cash proceeds to the investment partnership of $80,000. Of the total proceeds received, $3,150 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $71,850 were returned to cash reserves held by Series 14. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expense reimbursement, was recorded in the amount of $71,850 as of June 30, 2013.

In July 2013, the investment general partner transferred its interest in Edison Village LP to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,116,735 and cash proceeds to the investment partnership of $122,000. Of the total proceeds received, $8,375 represents reporting fees due to an affiliate of the investment partnership and the balance represents proceeds from the transfer. Of the remaining proceeds, $5,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $108,625 were returned to cash reserves held by Series 14. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expense reimbursement, was recorded in the amount of $108,625 as of September 30, 2013.

In December 2014, the investment general partner transferred its interest in Blanchard Senior Apartments to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $553,590 and cash proceeds to the investment partnership of $23,424. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $20,924 were returned to cash reserves held by Series 14. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expense reimbursement, was recorded in the amount of $20,924 as of December 31, 2014.

In September 2014, the investment general partner transferred its interest in New River Overlook Associates to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $1,368,712 and cash proceeds to the investment partnership of $40,000. Of the total proceeds received, $3,000 was paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $37,000 were returned to cash reserves held by Series 14. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expense reimbursement, was recorded in the amount of $37,000 as of September 30, 2014.

In December 2014, the investment general partner its interest in Hessmer Village Partnership to an entity affiliated with the operating general partner for its assumption of the outstanding mortgage balance of approximately $838,611 and cash proceeds to the investment partnership of $25,884. Of the total proceeds received, $2,500 will be paid to BCAMLP for expenses related to the transfer, which include third party legal costs. The remaining proceeds of approximately $23,384 were returned to cash reserves held by Series 14. The monies held in cash reserves will be utilized to pay current operating expenses, accrued but unpaid asset management fees, and accrued but unpaid expenses of the investment partnership. After all outstanding obligations of the investment partnership are satisfied, any remaining monies will be distributed based on the number of BACs held by each investor at the time of distribution. Annual losses generated by the Operating Partnership, which were applied against the investment limited partnership's investment in the Operating Partnership in accordance with the equity method of accounting, had previously reduced the investment limited partnership investment in the Operating Partnership to zero. Accordingly, a gain on the transfer of the Operating Partnership of the proceeds from the transfer, net of the overhead and expense reimbursement, was recorded in the amount of $23,384 as of December 31, 2014.

Off Balance Sheet Arrangements

None.

Critical Accounting Policies and Estimates

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

The Partnership is required to assess potential impairments to its long-lived assets, which are primarily investments in limited partnerships. The Partnership accounts for its investment in limited partnerships in accordance with the equity method of accounting since the Partnership does not control the operations of the Operating Partnerships. The purpose of an impairment analysis is to verify that the real estate investment balance reflected on the balance sheet does not exceed the value of the underlying investments.

If the book value of the Partnership's investment in an Operating Partnership exceeds the estimated value derived by management, which generally consists of the remaining future Low-Income Housing Credits allocable to the Partnership and the estimated residual value to the Partnership, the Partnership reduces its investment in the Operating Partnership.

In accordance with the accounting guidance for the consolidation of variable interest entities, the Partnership determines when it should include the assets, liabilities, and activities of a variable interest entity (VIE) in its financial statements, and when it should disclose information about its relationship with a VIE. The analysis that must be performed to determine which entity should consolidate a VIE focuses on control and economic factors. A VIE is a legal structure used to conduct activities or hold assets, which must be consolidated by a company if it is the primary beneficiary because it has (1) the power to direct the activities of the VIE that most significantly impact the VIE's economic performance and (2) the obligation to absorb losses or receive benefits that could potentially be significant to the VIE. If multiple unrelated parties share such power, as defined, no party will be required to consolidate the VIE. Further, the guidance requires continual reconsideration of the primary beneficiary of a VIE.

Based on this guidance, the Operating Partnerships in which the Partnership invests meet the definition of a VIE because the owners of the equity at risk in these entities do not have the power to direct their operations. However, management does not consolidate the Partnership's interests in these VIEs, as it is not considered to be the primary beneficiary since it does not have the power to direct the activities that are considered most significant to the economic performance of these entities. The Partnership currently records the amount of its investment in these partnerships as an asset on its balance sheets, recognizes its share of partnership income or losses in the statements of operations, and discloses how it accounts for material types of these investments in its financial statements. The Partnership's balance in investment in Operating Partnerships represents its maximum exposure to loss. The Partnership's exposure to loss on these partnerships is mitigated by the condition and financial performance of the underlying Housing Complexes as well as the strength of the general partners and their guarantee against credit recapture to the investors of the Partnership.

Recent Accounting Pronouncements

In January 2014, the FASB issued an amendment to the accounting and disclosure requirements for investments in qualified affordable housing projects. The amendments provide guidance on accounting for investments by a reporting entity in flow-through limited liability entities that manage or invest in affordable housing projects that qualify for the low-income housing tax credit. The amendments permit reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using the proportional amortization method if certain conditions are met. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received, and recognizes the net investment performance in the income statement as a component of income tax expense (benefit). The amendments are effective for interim and annual periods beginning after December 31, 2014 and should be applied retrospectively to all periods presented. Early adoption is permitted. The adoption of this update is not expected to materially affect the Partnership's financial statements.

Item 3	Quantitative and Qualitative Disclosure About Market Risk

	Not Applicable

Item 4	Controls and Procedures

	(a)	Evaluation of Disclosure Controls and Procedures
		As of the end of the period covered by this report, the Partnership's general partner, under the supervision and with the participation of the Principal Executive Officer and Principal Financial Officer of C&M Management Inc., carried out an evaluation of the effectiveness of the Partnership's "disclosure controls and procedures" as defined under the Securities Exchange Act of 1934 Rules 13a-15 and 15d-15 with respect to each series individually, as well as the Partnership as a whole. Based on that evaluation, the Partnership's Principal Executive Officer and Principal Financial Officer have concluded that as of the end of the period covered by this report, the Partnership's disclosure controls and procedures with respect to each series individually, as well as the Partnership as a whole, were effective to ensure that information relating to any series or the Partnership as a whole required to be disclosed by it in the reports that it files or submits under the Securities Exchange Act of 1934 (i) is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and (ii) is accumulated and communicated to the Partnership's management, including the Partnership's Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

	(b)	Changes in Internal Controls
		There were no changes in the Partnership's internal control over financial reporting that occurred during the quarter ended December 31, 2014 that materially affected, or are reasonably likely to materially affect, the Partnership's internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings

	None

Item 1A.	Risk Factors

	There have been no material changes from the risk factors set forth under Part I, Item 1A. "Risk Factors" in our Form 10-K for the fiscal year ended March 31, 2014.

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

	None

Item 3.	Defaults upon Senior Securities

	None

Item 4.	Mine Safety Disclosures

	Not Applicable

Item 5.	Other Information

	None

Item 6.	Exhibits

	(a)Exhibits

		31.a Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herein

		31.b Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herein

		32.a Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of John P. Manning, Principal Executive Officer, filed herein

		32.b Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, of Marc N. Teal, Principal Financial Officer, filed herein

		101. The following materials from the Boston Capital Tax Credit Fund II L.P. Quarterly Report on Form 10-Q for the quarterly period ended December 31, 2014 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Balance Sheets, (ii) the Condensed Statements of Operations, (iii) the Condensed Statements of Changes in Partners' Capital (Deficit), (iv) the Condensed Statements of Cash Flows and (v) related notes, furnished herewith

SIGNATURES

Pursuant to the requirements of Section 13 of the Securities
Exchange Act of 1934, the Partnership has duly caused this Report to be
signed on its behalf by the undersigned, thereunto duly authorized.


	Boston Capital Tax Credit Fund II Limited Partnership

	By:	Boston Capital Associates II Limited Partnership, General Partner


	By:	BCA Associates Limited Partnership, General Partner


	By:	C&M Management, Inc., General Partner


Date: February 13, 2015	/s/ John P. Manning
	John P. Manning

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Partnership and in the capacities and on the dates
indicated:

DATE:	SIGNATURE:	TITLE:

February 13, 2015	/s/ John P. Manning John P. Manning	Director, President (Principal Executive Officer), C&M Management Inc.; Director, President (Principal Executive Officer) BCTC II Assignor Corp.

DATE:	SIGNATURE:	TITLE:

February 13, 2015	/s/ Marc N. Teal Marc N. Teal	Chief Financial Officer (Principal Financial and Accounting Officer), C&M Management Inc; Chief Financial Officer (Principal Financial and Accounting Officer) BCTC II Assignor Corp.

BOSTON CAPITAL TAX CREDIT FUND II LTD PARTNERSHIP - FORM 10-Q - February 13, 2015

Attached files

BOSTON CAPITAL TAX CREDIT FUND II LTD PARTNERSHIP Reports