Exhibit 10(b)(2)

                  CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Mark D. Gersten, certify that:

1.    I have reviewed this report on Form N-CSR (the "Report") of Sanford C.
      Bernstein Fund II, Inc. (the "Fund");

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, changes in net
      assets, and cash flows (if the financial statements are required to
      include a statement of cash flows) of the Fund as of, and for, the periods
      presented in this Report;

4.    The Fund's other certifying officer and I are responsible for establishing
      and maintaining disclosure controls and procedures (as defined in Rule
      30a-3(c) under the Investment Company Act) for the Fund 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 Fund, 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 Fund's disclosure controls
                  and procedures and presented in this report our conclusions
                  about the effectiveness of the disclosure controls and
                  procedures, as of a date within 90 days prior to the filing
                  date of this Report based on such evaluation; and

            c)    disclosed in this Report any change in the Fund's internal
                  control over financial reporting that occurred during the
                  Fund's most recent fiscal half-year [or second fiscal
                  half-year in the case of an annual report] that has materially
                  affected, or is reasonably likely to materially affect, the
                  Fund's internal control over financial reporting; and

5.    The Fund's other certifying officer and I have disclosed to the Fund's
      auditors and the audit committee of the Fund's board of directors:

            a)    all significant deficiencies in the design or operation of
                  internal control over financial reporting which are reasonably
                  likely to adversely affect the Fund'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 Fund's
                  internal controls.


Date: June 7, 2004


                                           /s/ Mark D. Gersten
                                           ------------------------------------
                                           Mark D. Gersten
                                           Treasurer and Chief Financial Officer