SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 12b-25

                                               Commission File Number 811-10565

                           NOTIFICATION OF LATE FILING

(Check One):
     [ ] Form 10-K [ ] Form 20-F Form 11-K [ ] Form 10-Q
     [ ]Form N-SAR [X] Form N-CSR

     For Period Ended: June 30, 2004

 [ ] Transition Report on Form 10-K       [ ] Transition Report on Form 10-Q
 [ ] Transition Report on Form 11-K       [ ] Transition Report on Form N-SAR
 [ ] Transition Report on Form 20-F

     For the Transition Period Ended: ___________________

     Nothing in this form shall be  construed to imply that the  Commission  has
verified any information contained herein.

     If the  notification  relates  to a portion of the  filing  checked  above,
identify the item(s) to which the notification relates:

                                     PART I
                             REGISTRANT INFORMATION

Full name of registrant

     EQUITY SECURITIES TRUST II

Former name if applicable

     N/A

Address of principal executive office (Street and number)

     c/o The Bank of New York, 101 Barclay Street

City, state and zip code

     New York, New York 10286


                                     PART II
                             RULE 12b-25 (b) AND (c)

     If the subject  report could not be filed  without  unreasonable  effort or
expense  and  the  registrant  seeks  relief  pursuant  to Rule  12b-25(b),  the
following should be completed. (Check box if appropriate.)

    |(a)  The reasons  described in  reasonable  detail in Part III of this form
    |     could not be eliminated without unreasonable effort or expense;
    |
    |(b)  The subject annual report,  semi-annual  report,  transition report on
    |     Form 10-K,  20-F,  11-K,  Form N-SAR or Form N-CSR, or portion thereof
    |     will

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[X] |     be filed on or before the 15th calendar day  following the  prescribed
    |     due date; or the subject quarterly report or transition report on Form
    |     10-Q, or portion thereof will be filed on or before the fifth calendar
    |     day following the prescribed due date; and
    |
    |(c)  The accountant's statement or other exhibit required by Rule 12b-25(c)
    |     has been attached if applicable.


                                    PART III
                                    NARRATIVE

     State below in  reasonable  detail the reasons why Form 10-K,  20-F,  11-K,
10-Q, N-SAR,  N-CSR, or the transition report portion thereof could not be filed
within the prescribed time period. (Attach extra sheets if needed.)

          Certain  computer  files required to complete Form N-CSR were lost due
     to an equipment failure and are in the process of being recreated.


                                     PART IV
                                OTHER INFORMATION

     (1) Name and  telephone  number  of  person  to  contact  in regard to this
notification:

     Betty Cocozza                        212           815-2909
        (Name)                        (Area Code)   (Telephone Number)

     (2) Have all other periodic  reports  required under Section 13 or 15(d) of
the Securities  Exchange Act of 1934 or Section 30 of the Investment Company Act
of 1940  during the  preceding  12 months or for such  shorter  period  that the
registrant was required to file such report(s) been filed?  If the answer is no,
identify report(s).

                                                                 [X] Yes [ ] No

     (3) Is it anticipated that any significant  change in results of operations
from the corresponding  period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?

                                                                 [ ] Yes [X] No

     If so: attach an explanation of the anticipated  change,  both  narratively
and  quantitatively,  and, if  appropriate,  state the reasons why a  reasonable
estimate of the results cannot be made.



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                           EQUITY SECURITIES TRUST II
                  (Name of Registrant as Specified in Charter)

Has  caused  this  notification  to be signed on its  behalf by the  undersigned
thereunto duly authorized.

Date: August 27, 2004
                                                 /s/ Donald J. Puglisi
                                               ------------------------------
                                                     Donald J. Puglisi
                                                     Managing Trustee



          Instruction.  The form may be signed by an  executive  officer  of the
     registrant  or by any other duly  authorized  representative.  The name and
     title of the person signing the form shall be typed or printed  beneath the
     signature.  If the  statement is signed on behalf of the  registrant  by an
     authorized  representative  (other than an executive officer),  evidence of
     the representative's authority to sign on behalf of the registrant shall be
     filed with the form.



                                    ATTENTION

     Intentional  misstatements or omissions of fact constitute Federal criminal
violations (see 18 U.S.C. 1001).

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