content: SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
  
                                     FORM 8-K
  
                Current Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934
  
        Date of Report (Date of earliest event reported)   January 19, 1999
                                                          -------------------
  
                                PS Partners II, Ltd.
                        ------------------------------------
               (Exact name of registrant as specified in its charter)
  
           California                   0-11981             95-3878680
           ----------                   -------             ----------
      (State or other juris-          (Commission         (IRS Employer
      diction of incorporation)       File Number)      Identification No.)
  
        701 Western Avenue, Glendale, California             91203-1241
        -------------------------------------------------    ----------
            (Address of principal executive office)          (Zip Code)
  
        Registrant's telephone number, including area code  (818) 244-8080
                                                            --------------
  
                                     N/A
                                    -----
          (Former name or former address, if changed since last report)
  
  Item 5.  Other Events
           ------------
  
           PS Partners II, Ltd. (the "Partnership") has entered into an Agreement
  and Plan of Reorganization by and among Public Storage, Inc. ("PSI"), PS
  Partners II Merger Co., Inc. and the Partnership, dated as of January 19, 1999
  (the "Agreement and Plan of Reorganization"). Under the Agreement and Plan of
  Reorganization, each of the Partnership units held by the public limited
  partners will be converted into the right to receive a value of $697 in PSI
  common stock or, at the limited partner's election, in cash. The Agreement and
  Plan of Reorganization is filed as Exhibit 2 hereto and is incorporated herein
  by this reference.
  
  Item 7.  Financial Statements and Exhibits
           ---------------------------------
  
           (c)  Exhibits.
  
           (2) Agreement and Plan of Reorganization by and among Public Storage,
  Inc., PS Partners II Merger Co., Inc. and PS Partners II, Ltd. dated as of
  January 19, 1999.
  
  <PAGE>
  
                                    SIGNATURES
  
           Pursuant to the requirements of the Securities Exchange Act of 1934,
  the Registrant has duly caused this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
                                        PS PARTNERS II, LTD.
  
                                        By: PUBLIC STORAGE, INC.,
                                            General Partner
  
  
                                            By: /S/ DAVID GOLDBERG
                                                -------------------
                                                David Goldberg
                                                Senior Vice President
  
  Date:  January 21, 1999
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "FORM 8-K", "secsgml_size_bytes": 3058}]
metadata_filer: {"company-data": {"conformed-name": "PS PARTNERS II LTD", "cik": "0000727069", "assigned-sic": "6519", "irs-number": "953878680", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-11981", "film-number": "99509419"}, "business-address": {"street1": "701 WESTERN AVE", "street2": "SUITE 200", "city": "GLENDALE", "state": "CA", "zip": "91201-2397", "phone": "8182448080"}, "mail-address": {"street1": "701 WESTERN AVE", "street2": "SUITE 200", "city": "GLENDALE", "state": "CA", "zip": "91201"}}
text: SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549
  
                                     FORM 8-K
  
                Current Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934
  
        Date of Report (Date of earliest event reported)   January 19, 1999
                                                          -------------------
  
                                PS Partners II, Ltd.
                        ------------------------------------
               (Exact name of registrant as specified in its charter)
  
           California                   0-11981             95-3878680
           ----------                   -------             ----------
      (State or other juris-          (Commission         (IRS Employer
      diction of incorporation)       File Number)      Identification No.)
  
        701 Western Avenue, Glendale, California             91203-1241
        -------------------------------------------------    ----------
            (Address of principal executive office)          (Zip Code)
  
        Registrant's telephone number, including area code  (818) 244-8080
                                                            --------------
  
                                     N/A
                                    -----
          (Former name or former address, if changed since last report)
  
  Item 5.  Other Events
           ------------
  
           PS Partners II, Ltd. (the "Partnership") has entered into an Agreement
  and Plan of Reorganization by and among Public Storage, Inc. ("PSI"), PS
  Partners II Merger Co., Inc. and the Partnership, dated as of January 19, 1999
  (the "Agreement and Plan of Reorganization"). Under the Agreement and Plan of
  Reorganization, each of the Partnership units held by the public limited
  partners will be converted into the right to receive a value of $697 in PSI
  common stock or, at the limited partner's election, in cash. The Agreement and
  Plan of Reorganization is filed as Exhibit 2 hereto and is incorporated herein
  by this reference.
  
  Item 7.  Financial Statements and Exhibits
           ---------------------------------
  
           (c)  Exhibits.
  
           (2) Agreement and Plan of Reorganization by and among Public Storage,
  Inc., PS Partners II Merger Co., Inc. and PS Partners II, Ltd. dated as of
  January 19, 1999.
  SIGNATURES
  
           Pursuant to the requirements of the Securities Exchange Act of 1934,
  the Registrant has duly caused this report to be signed on its behalf by the
  undersigned hereunto duly authorized.
  
                                        PS PARTNERS II, LTD.
  
                                        By: PUBLIC STORAGE, INC.,
                                            General Partner
  
                                            By: /S/ DAVID GOLDBERG
                                                -------------------
                                                David Goldberg
                                                Senior Vice President
  
  Date:  January 21, 1999