Uniprop Manufactured Housing Communities Income Fund

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended June 30, 2002 Commission File No. 0-16701

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
a Michigan Limited Partnership
(Exact name of registrant as specified in its charter)

MICHIGAN 38-2702802
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)

280 Daines Street, Birmingham, Michigan 48009
(Address of principal executive offices) (Zip Code)

(248) 645-9261
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(g) of the Act: units of limited partnership interest

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 [X] No [ ]

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
A MICHIGAN LIMITED PARTNERSHIP

INDEX

Page
ITEM 1. FINANCIAL STATEMENTS
Balance Sheets
June 30, 2002 and
December 31, 2001 3

Statements of Income
Six months ended June 30, 2002 and 2001
Three months ended June 30, 2002
and 2001 4

Statement of Partners' Equity
Six months ended June 30, 2002(Unaudited) 4
Statements of Cash Flows
Six months ended June 30, 2002
and 2001(Unaudited) 5
Notes to Financial Statements
June 30, 2002(Unaudited) 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS 7

ITEM 3. QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK 10

PART II OTHER INFORMATION10

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
10

UNIPROP MANUFACTURED HOUSING COMMUNITIES INCOME FUND II,
A MICHIGAN LIMITED PARTNERSHIP

NOTES TO FINANCIAL STATEMENTS

June 30, 2002(Unaudited)

1. Basis of Presentation:

The accompanying unaudited 2002 financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The balance sheet at December 31, 2001 has been derived from the audited financial statements at that date. Operating results for the six months ended June 30, 2002 are not necessarily indicative of the results that may be expected for the year ending December 31, 2002, or for any other interim period. For further information, refer to the consolidated financial statements and footnotes thereto included in the Partnership's Form 10-K for the year ending December 31, 2001.

2. Reclassifications:

Certain prior year amounts have been reclassified in the financial statements to conform with current year presentation with respect to manufactured homes and the sales of those homes. As of result, total revenue and total operating expenses in the statement of income for the six months and quarter ended June 30, 2001 increased by $456,720 and $197,720, respectively; net income was not affected by the reclassification.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Capital Resources

The Partnership's capital resources consist primarily of its nine manufactured housing communities. On August 20, 1998, the Partnership Refinanced seven of its nine properties with GMAC Commercial Mortgage Corporation (the "Refinancing").

Liquidity

As a result of the Refinancing, seven of the Partnership's nine properties are mortgaged. At the time of the Refinancing, the aggregate principal amount due under the seven mortgage notes was $30,000,000 and the aggregate fair market value of the Partnership's mortgaged properties was $66,000,000. The Partnership expects to meet its short-term liquidity needs generally through its working capital provided by operating activities.

Partnership liquidity is based, in part, upon its investment strategy. Upon acquisition, the Partnership anticipated owning the properties for seven to ten years. All of the properties have been owned by the Partnership for more than ten years. The General Partner may elect to have the Partnership own the properties for as long as, in the opinion of the General Partner, it is in the best interest of the Partnership to do so.

Net Cash from Operations totaled $1,104,086 and $928,277 for the quarters ended June 30, 2002 and 2001, respectively. Net Cash from Operations is defined as net income computed in accordance with generally accepted accounting principals ("GAAP"), plus real estate related depreciation and amortization. Net Cash from Operations does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of cash available to fund cash needs. Net Cash from Operations should not be considered as an alternative to net income as the primary indicator of the Partnership's operating performance nor as an alternative to cash flow as a measure of liquidity. From Net Cash from Operations the General Partner has decided to distribute $759,779, or $.23 per unit, to the unit holders during the quarter ending June 30, 2002. The General Partner will continue to monitor cash flow generated by the Partnership's nine properties during the coming quarters. If cash flow generated is greater or lesser than the amount needed to maintain the current distribution level, the General Partner may elect to reduce or increase the level of future distributions paid to Unit Holders.

While the Partnership is not required to maintain a working capital reserve, the Partnership has not distributed all the Distributable Cash from Operations in order to build reserves. As of June 30, 2002, the Partnership's cash reserves amounted to $3.4 million.

Results of Operations

Overall, as illustrated in the following table, the Partnership's nine properties reported combined occupancy of 85% (2,783/3,329 sites) at the end of June 2002, versus 89% (2,948/3,329) for June 2001. The average monthly homesite rent as of June 30, 2002 was approximately $380, versus $370, an increase of 3% from June 2001.

Total
Capacity Occupied
Sites Occupancy
Rate Average
Rent*
Ardmor Village 339 329 97% 362
Camelot Manor 335 278 83% 360
Country Roads 311 258 83% 261
Dutch Hills 278 263 95% 356
El Adobe 367 286 78% 432
Paradise Village 614 414 67% 325
Stonegate Manor 308 256 83% 360
Sunshine Village 356 336 94% 477
West Valley 421 363 86% 486
Total on 6/30/02: 3,329 2,783 85% $380
Total on 6/30/01: 3,329 2,948 89% $370

*Not a weighted average

Gross Revenues Net Income
6/30/02 6/30/01 6/30/02 6/30/01
Ardmor Village $ 545,206 $ 585,136 $ 310,540 $ 210,288
Camelot Manor 306,823 297,570 135,744 141,586
Country Roads 202,124 237,586 71,783 21,344
Dutch Hills 322,892 256,229 166,969 117,344
El Adobe 351,616 393,503 157,592 230,487
Paradise Village 494,600 530,874 119,696 131,902
Stonegate Manor 261,348 275,455 123,807 138,991
Sunshine Village 462,616 521,877 282,561 261,717
West Valley 452,442 566,552 345,186 345,963
3,399,667 3,664,782 1,713,878 1,599,622
Partnership Management: 8,270 32,970 (50,575) (62,663)
Other Non Recurring expenses: ----- ---- (98,616) (139,174)
Debt Service (460,601) (469,508)
Depreciation and Amortization ----- ---- (449,101) (431,250)
$ 3,407,937 $ 3,697,752 $645,985 $497,027

Comparison of Six Months and Quarter Ended June 30, 2002 to Six Months and Quarter Ended June 30, 2001

Gross revenues for the first six months of 2002 decreased to $6,726,670 as compared to $7,140,799 for the same six months of 2001. Gross revenues for the quarter ended June 30, 2002 decreased to $3,407,937 in 2002, as compared to $3,697,752 the same three months of 2001. The decrease was the result of the decrease in site rentals and income from home sales.

As described in the Statements of Income, Total Operating Expenses for the first six months of 2002 were $5,568,783 a 7% decrease from $5,987,104 for the same six months of 2001. Total Operating Expenses for the three months ended June 30, 2002 decreased $447,773, or 13.9%, to $2,752,952 in 2002, as compared to $3,200,725 in 2001.

As a result of the aforementioned factors, Net Income for the six month period increased to $1,157,887, compared to $1,153,695 in 2001. Net Income for the three months ended June 30,2002 increased to $654,985 compared to $497,027 for the same three months of 2001, a 32% increase.

ITEM 3.

QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK

The Partnership is exposed to interest rate rise primarily through its borrowing activities. There is inherent roll over risk for borrowings as they mature and are renewed at current market rates. The extent of this risk is not quantifiable or predictable because of the variability of future interest rates and the Partnership's future financing requirements.

Note Payable: At June 30, 2002 the Partnership had a note payable outstanding in the amount of $28,486,813. Interest on this note is at a fixed annual rate of 6.37% through March 2009.

The Partnership does not enter into financial instruments transactions for trading or other speculative purposes or to manage its interest rate exposure

PART II - OTHER INFORMATION

ITEM 6. Reports of Form 8-K

(A) Reports of Form 8-K
There were no reports filed on Form 8-K during
the three months ended June 30, 2002.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned. We the undersigned certify to the best of our knowledge neither the report nor the financial statements therein, contain any untrue statements of material fact. The financial information included in the report fairly represents the financial condition and result of operations for the periods presented herein.

                                           Uniprop Manufactured Housing
                                       Communities Income Fund II,
                                             A Michigan Limited Partnership

                                               BY:   Genesis Associates Limited Partnership,
                                                General Partner

							BY:  Uniprop, Inc.,
							     its Managing General Partner
                                 BY:    /s/ Paul M. Zlotoff

                                        Paul M. Zlotoff, General Partner

                                  BY:   /s/ Gloria A. Koster

                                        Gloria A. Koster, Principal Financial Officer

Dated: August 8, 2002

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Uniprop Manufactured Housing Income Fund II (the "Partnership") on Form 10-Q for the period ending June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Paul M Zlotoff, General Partner of the Partnership, certify, pursuant to U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of June 30, 2002.

Genensis Associates Limited Partnership,
General Partner

/s/ Paul M. Zlotoff

__________________________
By: Paul M Zlotoff its General Partner

MICHIGAN		38-2702802
(State or other jurisdiction of		(I.R.S. employer
incorporation or organization)		identification number)

			Page
ITEM 1.	FINANCIAL STATEMENTS
	Balance Sheets
	June 30, 2002 and
	December 31, 2001	3
	Statements of Income
	Six months ended June 30, 2002 and 2001
	Three months ended June 30, 2002
	and 2001	4
	Statement of Partners' Equity
	Six months ended June 30, 2002(Unaudited)	4
	Statements of Cash Flows
	Six months ended June 30, 2002
	and 2001(Unaudited)	5
	Notes to Financial Statements
	June 30, 2002(Unaudited)	6
ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS
	OF FINANCIAL CONDITION AND RESULTS
	OF OPERATIONS	7
ITEM 3.	QUANTITATIVE AND QUALITATIVE
	DISCLOSURES ABOUT MARKET RISK	10

	Total Capacity	Occupied Sites	Occupancy Rate	Average Rent*
Ardmor Village	339	329	97%	362
Camelot Manor	335	278	83%	360
Country Roads	311	258	83%	261
Dutch Hills	278	263	95%	356
El Adobe	367	286	78%	432
Paradise Village	614	414	67%	325
Stonegate Manor	308	256	83%	360
Sunshine Village	356	336	94%	477
West Valley	421	363	86%	486
Total on 6/30/02:	3,329	2,783	85%	$380
Total on 6/30/01:	3,329	2,948	89%	$370

	Gross Revenues		Net Income
	6/30/02	6/30/01	6/30/02	6/30/01
Ardmor Village	$ 545,206	$ 585,136	$ 310,540	$ 210,288
Camelot Manor	306,823	297,570	135,744	141,586
Country Roads	202,124	237,586	71,783	21,344
Dutch Hills	322,892	256,229	166,969	117,344
El Adobe	351,616	393,503	157,592	230,487
Paradise Village	494,600	530,874	119,696	131,902
Stonegate Manor	261,348	275,455	123,807	138,991
Sunshine Village	462,616	521,877	282,561	261,717
West Valley	452,442	566,552	345,186	345,963
	3,399,667	3,664,782	1,713,878	1,599,622
Partnership Management:	8,270	32,970	(50,575)	(62,663)
Other Non Recurring expenses:	-----	----	(98,616)	(139,174)
Debt Service			(460,601)	(469,508)
Depreciation and Amortization	-----	----	(449,101)	(431,250)
	$ 3,407,937	$ 3,697,752	$645,985	$497,027