| CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER | |
| PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 |
| | | |
I, Blair D. Koblenz, certify that:
| 1. | I have reviewed this quarterly report on Form 10-Q of Cole Credit |
| Property Trust II, Inc.; | |
| 2. | Based on my knowledge, this report does not contain any untrue | |
| statement of a material fact or omit to state a material fact | |
| necessary to make the statements made, in light of the circumstances |
| under which such statements were made, not misleading with respect | |
| to the period covered by this report; | |
| | | | | | |
| 3. | Based on my knowledge, the financial statements, and other financial |
| information included in this report, fairly present in all material | |
| respects the financial condition, results of operations and cash | |
| flows of the registrant as of, and for, the periods presented in | |
| this report; | |
| | | | | |
| 4. | The registrant's other certifying officer and I are responsible for |
| establishing and maintaining disclosure controls and procedures (as |
| defined in Exchange Act Rules 13a-15(e) and 15d-15(e) for the | |
| registrant and have: | |
| | | | |
| a) | designed such disclosure controls and procedures, or caused | |
| such disclosure controls and procedures to be designed under | |
| our supervision, to ensure that material information relating | |
| to the registrant, including its consolidated subsidiaries, is |
| made known to us by others within those entities, particularly |
| during the period in which this report is being prepared; | |
| | | | | | | |
| b) | evaluated the effectiveness of the registrant's disclosure | |
| controls and procedures and presented in this report our | |
| conclusions about the effectiveness of the disclosure controls |
| and procedures as of the end of the period covered by this | |
| report based on such evaluation; and | |
| | | | | | | |
| c) | disclosed in this report any change in the registrant's | |
| internal control over financial reporting that occurred during |
| the registrant's most recent fiscal quarter (the registrant's | |
| fourth fiscal quarter in the case of an annual report) that | |
| has materially affected, or is reasonably likely to materially |
| affect, the registrant's internal control over financial | |
| reporting; and | |
| | | | | | | | |
| 5. | The registrant's other certifying officer and I have disclosed, | |
| based on our most recent evaluation of internal control over | |
| financial reporting, to the registrant's auditors and the audit | |
| committee of registrant's board of directors (or persons performing |
| the equivalent functions): | |
| | | | | |
| a) | all significant deficiencies and material weaknesses in the | |
| design or operation of internal control over financial | |
| reporting which are reasonably likely to adversely affect the |
| registrant's ability to record, process, summarize and report |
| financial information; and | |
| | | | | | |
| b) | any fraud, whether or not material, that involves management |
| or other employees who have a significant role in the | |
| registrant's internal control over financial reporting. | |
| | | | | |
| /s/ Blair D. Koblenz | |
| ------------------------------------------ |
| Blair D. Koblenz | |
| Executive Vice President and | |
| Chief Financial Officer | |
| | | | | | | | | |
Date: August 14, 2006
