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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Form 10-Q

Commission File number: 0-17680 (formerly 33-20255)

SOUTHEAST ACQUISITIONS II, L.P.

Issuer’s Telephone Number: 615-834-0872

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

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PART I — FINANCIAL INFORMATION

Item 1 — Financial Statements

     The unaudited financial statements of Southeast Acquisitions II, L.P. (the “Partnership”) at September 30, 2003 are attached hereto as Exhibit A.

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

     Background

     The Partnership was formed to acquire, own and realize appreciation in the following properties by holding them for investment and eventual sale (each a “Property”, collectively the “Properties”): 353 acres of undeveloped land in Henry County, Georgia; 91 acres of undeveloped land near Greenville, South Carolina; and l35 acres of undeveloped land in Rutherford County, Tennessee. However, there can be no assurance that the Partnership’s objectives will be realized. At September 30, 2003, there remains approximately 45 acres of Rutherford County, Tennessee property.

     Results of Operations for Third Quarter of 2003 Compared with Third Quarter of 2002

     The Partnership activities for the third quarter of 2003 and the third quarter of 2002 were focused on the sale of Partnership property. During the third quarter of 2003, as in 2002, there were no sales. However, the Partnership did receive interest income of $372 as compared to $614 of interest earned in the third quarter of 2002. The decrease in interest earned is a result of having a lower average cash reserve during the third quarter of 2003 compared to the same quarter of 2002.

     Expenses in the third quarter of 2003 included general and administrative expenses of $23,873 versus $6,080 in the third quarter of 2002. The increase was primarily due to an increase in professional fees paid to consultants to develop a marketing plan to subdivide the remaining property in Rutherford County, Tennessee into 14 sites of one to two acre sites. There were no such fees in the third quarter of 2002. In addition, the Partnership paid $400 for the third quarter 2003 estimated Tennessee franchise and excise taxes, as compared to $136 paid for the same quarter in 2002. Real estate taxes in the third quarter of 2003 were $1,163 compared to $21 in the third quarter of 2002. This increase was primarily the result of .71 acres of land being re-zoned as commercial property when the connecting property was sold to an auto dealer. Insurance in the third quarter of 2003 was $58 compared to $57 in the third quarter of 2002.

     Inflation did not have any material impact on operations during the third quarter of 2003, and it is not expected to materially impact future operations.

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     Liquidity and Capital Resources

     The Partnership has cash reserves of $133,172 at September 30, 2003, which will be used to cover the following estimated costs: accounting fees of $16,500, legal fees of $5,000, insurance costs of $230, property taxes of $1,613, Tennessee franchise taxes of $1,600 and other administrative costs of $39,000. In the General Partner’s opinion, the Partnership’s reserves will be sufficient to cover costs during the liquidation mode. However, if additional expenses are incurred or if the Property cannot be sold within the next year, the reserves may be inadequate to cover the Partnership’s operating expenses. If the reserves are exhausted, the Partnership may have to dispose of some or all of the Property or incur indebtedness on unfavorable terms.

Item 3. Controls and Procedures

     (a)  Within the ninety day period prior to the date of this report, we carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and our principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-14(c) under the Securities Exchange Act of 1934). Based upon that evaluation, our management, including our principal executive officer and our principal financial officer, concluded that the design and operation of these disclosure controls and procedures were effective to timely alert them to any material information relating to the company that must be included in our periodic SEC filings.

     (b)  There have been no significant changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date we carried out this evaluation.

PART II — OTHER INFORMATION

Item 1 — Legal Proceedings

     None

Item 2 — Changes in Securities

     There were no changes in the Partnership’s securities during the third quarter of 2003.

Item 3 — Defaults Upon Senior Securities

     There was no default in the payment of principal, interest, a sinking or purchase fund installment or any other default with respect to any indebtedness of the Partnership. The Partnership has issued no preferred stock; accordingly, there have been no arrearages or delinquencies with respect to any such preferred stock.

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Item 4 — Submission of Matters to a Vote of Security Holders

     No matters were submitted to the Partners for a vote during the third quarter of 2003.

Item 5 — Other Information

     None

Item 6 — Exhibits and Reports on Form 8-K

     None

Exhibits (numbered in accordance with Item 601 of Regulation S-K)

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SIGNATURE

     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 Registrant and in the capacities and on the date indicated.

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EXHIBIT A

SOUTHEAST ACQUISITIONS II, LP

BALANCE SHEETS

See notes to financial statements.

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EXHIBIT A

SOUTHEAST ACQUISITIONS II, LP

See notes to financial statements.

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EXHIBIT A

SOUTHEAST ACQUISITIONS II, LP

See notes to financial statements.

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SOUTHEAST ACQUISITIONS II, LP
(A Limited Partnership)

NOTES TO FINANCIAL STATEMENTS

For the Nine Months Ended September 30, 2003
(Unaudited)

A. ACCOUNTING POLICIES

The unaudited financial statements presented herein have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America. These statements should be read in conjunction with the financial statements and notes thereto included in the Partnership’s Form 10-K for the year ended December 31, 2002. In the opinion of management, such financial statements include all adjustments, consisting only of normal recurring adjustments, necessary to summarize fairly the Partnership’s financial position and results of operations. The results of operations for the nine-months ended September 30, 2003 may not be indicative of the results that may be expected for the year ending December 31, 2003.

B. RELATED PARTY TRANSACTIONS

	The General Partner and its affiliates have been actively involved in managing the Partnership’s operations. Compensation earned for these services in the first nine months were as follows: