CHAPMAN AND CUTLER LLP                            111 WEST MONROE STREET
                                                 CHICAGO, ILLINOIS 60603



                             September 23, 2010


Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549


Re:           First Trust Strategic High Income Fund II (the "Fund")

To the Commission:

      On behalf of the above Fund, electronically transmitted herewith pursuant
to Rule 14a-6 under the Securities Exchange Act of 1934 are the preliminary
proxy statement, form of proxy and other soliciting materials for the Fund. It
is intended that the proxy materials will be mailed to shareholders of each
series of the Fund on or about October 5, 2010. Please call the undersigned
at (312) 845-3446 (fax (312) 701-2361) with any questions or comments regarding
this filing.

                                   Very truly yours,

                                   CHAPMAN AND CUTLER LLP



                                   By /s/ Suzanne M. Russell
                                      -----------------------------
                                      Suzanne M. Russell