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United States SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION  12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
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         Commission File Number  1-10553

PLM Equipment Growth Fund II

(Exact name of registrant as specified in its charter)

235 3 ^rd Street South, Suite 200, St. Petersburg, FL 33701 (727) 803-8200

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

7,381,265 Depositary Units Representing Limited Partnership Interests

(Title of each class of securities covered by this Form)

None

(Titles of all other classes of securities for which a duty to file reports under section  13(a) or

15(d) remains)

Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:

Rule 12g-4(a)(1)(i)              X                        Rule 12h-3(b)(1)(i) 

Rule 12g-4(a)(1)(ii)  Rule 12h-3(b)(1)(ii) 

Rule 12g-4(a)(2)(i)  Rule 12h-3(b)(2)(i) 

Rule 12g-4(a)(2)(ii)  Rule 12h-3(b)(2)(ii) 

      Rule 15d-6  

Approximate number of holders of record as of the certification or notice date: 0

Pursuant to the requirements of the Securities Exchange Act of 1934 PLM Equipment Growth Fund II has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.

Date: September 30, 2003

By: PLM Financial Services, Inc., its general partner

By:  /s/ Richard K Brock

Its: Chief Financial Officer