UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q/A
                                 AMENDMENT NO. 1



(Mark one)

(X)   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                     SECURITIES EXCHANGE ACT OF 1934

      For the quarterly period ended       March 31, 1998
                                       OR
( )   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                    SECURITIES EXCHANGE ACT OF 1934

      For the transition period from             to
                      Commission file number   0-13415




                CONSOLIDATED RESOURCES HEALTH CARE FUND II
            (Exact name of registrant as specified in its charter)



                       Georgia                 58-1542125
            (State or other jurisdiction        (I.R.S. Employer
            of incorporation or organization)   (identification No.)



      400  Perimeter  Center  Terrace,  Suite  650,  Atlanta,  Georgia  30346
           (Address of principal executive offices)       (Zip Code)



Registrant's telephone number, including area code   770-698-9040



Indicate  by check  mark  whether  the  registrant,  (1) has filed  all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934 during the  preceding  12 months,  and (2) has been  subject to such filing
requirements for the past 90 days. Yes   x    No















                             THERE ARE NO EXHIBITS.
                              PAGE ONE OF 11 PAGES.

<PAGE>
                      PART I. FINANCIAL INFORMATION


                CONSOLIDATED RESOURCES HEALTH CARE FUND II
                       CONSOLIDATED BALANCE SHEETS
                               (Unaudited)

                                                 March 31,     December 31,
                                                    1998           1997
                                                ------------   ------------
ASSETS

Current assets:
  Cash and cash equivalents                     $   964,290    $   257,310
  Accounts receivable, net of
    allowance for doubtful accounts
    of $19,674 and $19,035                          550,931        793,554
  Due from related party                            590,000        890,000
  Prepaid expenses and other                         14,858         18,964
                                                ------------   ------------
    Total current assets                          2,120,079      1,959,828
                                                ------------   ------------

Property and equipment
  Land                                              178,609        178,609
  Buildings and improvements                      6,741,397      6,733,131
  Equipment and furnishings                         827,433        808,245
                                                ------------   ------------
                                                  7,747,439      7,719,985
                                                ------------   ------------
  Accumulated depreciation
     and amortization                            (4,257,418)    (4,142,935)
                                                ------------   ------------
    Net property and equipment                    3,486,825      3,577,050
                                                ------------   ------------

Other
  Restricted escrows and other deposits             363,252        456,992
  Deferred loan costs, net of
    accumulated amortization
    of $12,777 and $12,516                           19,535         19,794
                                                ------------   ------------
     Total other assets                             382,787        476,786
                                                ------------   ------------

                                                $ 5,992,887    $ 6,013,664
                                                ============   ============


LIABILITIES AND PARTNERS' EQUITY

Current liabilities:
  Current maturities of long-term debt          $    81,959    $    75,836
  Accounts payable                                  327,116        242,484
  Accrued expenses                                  409,633        375,411
  Accrued management fees                           394,656        440,167
  Other liabilities                                 201,817         69,931
                                                ------------   ------------
    Total current liabilities                     1,415,181      1,203,829
                                                ------------   ------------

Long-term obligations,
  less current maturities                         4,105,377      4,124,298
                                                ------------   ------------
    Total liabilities                             5,520,558      5,328,127
                                                ------------   ------------

Partners' equity (deficit):
    Limited partners                                633,003        849,683
    General partners                               (160,674)      (164,146)
                                                ------------   ------------
     Total partners' deficit                        472,329        685,537
                                                ------------   ------------

                                                $ 5,992,887    $ 6,013,664
                                                ============   ============


See accompanying notes to consolidated financial statements.





<PAGE>
                    CONSOLIDATED RESOURCES HEALTH CARE FUND II
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)




                                                  Three months ended March 31,
                                                      1998           1997
                                                   -----------   -----------


Revenue:
  Operating revenues                              $ 2,036,150   $ 1,728,212
  Interest income                                       3,513         9,604
                                                   -----------   -----------
    Total revenue                                   2,039,663     1,737,816
                                                   -----------   -----------

Expenses:
  Operating expenses                                1,734,430     1,557,297
  Depreciation & amortization                         114,743        98,211
  Interest                                             78,840        80,146
  Partnership administration costs                     24,858        15,867
                                                   -----------   -----------
    Total expenses                                  1,952,871     1,751,521
                                                   -----------   -----------

Net income (loss)                                 $    86,792   $   (13,705)
                                                   ===========   ===========

Net income (loss) per L.P. unit                   $      5.55   $     (0.88)
                                                   ===========   ===========

L.P. units outstanding                                 15,000        15,000
                                                   ===========   ===========


See accompanying notes to consolidated financial statements.





<PAGE>
                    CONSOLIDATED RESOURCES HEALTH CARE FUND II
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


                                                  Three months ended March 31,

                                                    1998                1997
                                                -----------         -----------


Operating Activities:
  Cash received from residents and
    government agencies                        $ 2,278,773         $ 1,671,874
  Cash paid to suppliers and employees          (1,397,416)         (1,606,125)
  Interest received                                  3,513               9,604
  Interest paid                                    (78,840)            (80,146)
  Property taxes paid                              (58,798)            (30,119)
                                                -----------         -----------
  Cash provided by (used in)
    operating activities                           747,232             (34,912)
                                                -----------         -----------

Investing Activities:
  Additions to property and equipment              (27,454)           (227,160)
                                                -----------         -----------

Financing Activities:
  Principal payments on long-term debt             (12,798)             (9,701)
  Due from related party                           300,000                  -
  Distributions                                   (300,000)           (200,100)
                                                -----------         -----------
  Cash used in financing activities                (12,798)           (209,801)
                                                -----------         -----------

Net (decrease) in cash
  and cash equivalents                             706,980            (471,873)

Cash and cash equivalents, beginning of period     257,310           1,339,758
                                                -----------         -----------

Cash and cash equivalents, end of period       $   964,290         $   867,885
                                                ===========         ===========



See accompanying notes to consolidated financial statements.







<PAGE>
                    CONSOLIDATED RESOURCES HEALTH CARE FUND II
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)


                                                  Three months ended March 31,
                                                    1998                1997
                                                -----------         -----------


Reconciliation of Net Income (Loss) to cash
Provided by Operating Activities:
  Net income (loss)                             $   86,792          $  (13,705)
  Adjustments to reconcile net income
    to cash provided by (used in)
    operating activities:
        Depreciation and amortization              114,742              98,211
        Changes in assets and liabilities:
          Accounts receivable                      242,623             (56,338)
          Restricted escrows                        93,740               2,619
          Other current assets                       4,106              13,108
          Accounts payable and
            accrued liabilities                    205,229             (78,807)
                                                -----------         -----------
  Cash provided by operating
    activities                                  $  747,232          $  (34,912)
                                                ===========         ===========



See accompanying notes to consolidated financial statements.






<PAGE>
                CONSOLIDATED RESOURCES HEALTH CARE FUND II
               CONSOLIDATED STATEMENTS OF PARTNERS' DEFICIT
                               (UNAUDITED)


                                                                    Total
                                                                  Partners'
                                          Limited     General      Deficit
                                         ----------  ----------  ----------


Balance, at December 31, 1996            $ 412,271   $(190,709)  $ 221,562

Net loss                                   (13,157)       (548)    (13,705)

Distribution                              (200,100)          -    (200,100)
                                         ----------  ----------  ----------

Balance, at March 31, 1997               $ 199,014   $(191,257)  $   7,757
                                         ==========  ==========  ==========


Balance, at December 31, 1997            $ 849,683   $(164,146)  $ 685,537

Net income                                  83,320       3,472      86,792

Distribution                              (300,000)          -    (300,000)
                                          ---------   ---------   ---------

Balance, at March 31, 1998               $ 633,003   $(160,674)  $ 472,329
                                         ==========  ==========  ==========



See accompanying notes to consolidated financial statements.







<PAGE>
                    CONSOLIDATED RESOURCES HEALTH CARE FUND II
                    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                 March 31, 1998

NOTE 1.

The financial  statements are unaudited and reflect all adjustments  (consisting
only of normal recurring  adjustments)  which are, in the opinion of management,
necessary for a fair  presentation of the Partnership's  financial  position and
operating  results for the interim  periods.  The results of operations  for the
three months ended March 31, 1998, are not necessarily indicative of the results
to be expected for the year ending December 31, 1998.

NOTE 2.

The  consolidated  financial  statements  should be read in conjunction with the
consolidated  financial  statements  and  the  notes  thereto  contained  in the
Partnership's  Annual Report on Form 10-K for the year ended  December 31, 1997,
as  filed  with  the  Securities  and  Exchange  Commission,  a copy of which is
available  upon  request  by  writing to  WelCare  Service  Corporation-II  (the
"Managing  General  Partner"),  at 400  Perimeter  Center  Terrace,  Suite  650,
Atlanta, Georgia 30346.

NOTE 3.

A  summary  of  compensation   paid  to  or  accrued  for  the  benefit  of  the
Partnership's  general partners and their affiliates and amounts  reimbursed for
costs incurred by these parties on the behalf of the Partnership are as follows:


                                                         Three Months Ended
                                                              March 31,
                                                          1998         1997
                                                        -------      -------
Charged to costs and expenses:
  Property management and oversight
   management fees..................................    $20,417       $6,795
  Financial accounting, data processing,
   tax reporting, legal and compliance,
   investor relations and supervision
   of outside services..............................    $18,203      $15,867


<PAGE>
ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Certain statements contained in this Management  Discussion and Analysis are not
based on historical  facts,  but are  forward-looking  statements that are based
upon numerous  assumptions  about future conditions that may ultimately prove to
be inaccurate.  Actual events and results may materially differ from anticipated
results described in such statements.  The Partnership's ability to achieve such
results  is  subject  to  certain  risks  and  uncertainties.   Such  risks  and
uncertainties   include,   but  are  not  limited  to,   changes  in  healthcare
reimbursement systems and rates, the availability of capital and financing,  and
other  factors  affecting  the  Partnership's  business  that may be beyond  its
control.

At March 31, 1998,  the  Partnership  had three  general  partners (the "General
Partners"), Consolidated Associates II, ("CA-II") WelCare Consolidated Resources
Corporation of America, serving as the corporate general partner ("WCRCA" or the
"Corporate  General  Partner") and WelCare  Service  Corporation-II  as managing
general partner ("WSC-II" or the "Managing General Partner").


Results of Operations

Revenues:

Operating revenue showed an increase of $307,938 for the quarter ended March 31,
1998, compared to the same period for the prior year. This increase is primarily
due to the  inclusion  of  approximately  $120,000  in cost  report  settlements
related to prior  periods and  increased  rates for all payor  categories at the
Partnership's  nursing  facility.   Census at  both the  nursing and  retirement
facilities were  slightly higher in the  current period as compared to the prior
year.

Expenses:

Operating  expenses  showed an increase of $177,133 for the quarter  ended March
31, 1998,  as compared to the same period for the prior year.  This  increase is
primarily due to increased  salary and general costs due to increased  census at
the Partnership's nursing and retirement facilities.

Liquidity and Capital Resources:

At March 31, 1998,  the Partnership held cash and  cash equivalents of $964,290,
an increase of $706,980  from  December 31, 1997.  This  increase in cash is due
primarily to the  collection  of  approximately  $450,000 in prior year Medicare
settlement  receivables  for the nursing  facility during the  first quarter  of
1998 and a reduction of $300,000 in amounts Due From Related Party.  The current
cash balance and the amounts Due From Related Party of $590,000 which is held in
accounts controlled by the General Partner of the  Partnership will be necessary
to meet the  Partnership's current obligations  and for operating reserves.   In
addition,  cash balances maintained at the two Partnership facilities  will have
to be maintained in accordance with operating reserves established by HUD.

The Partnership's two remaining  facilities produced sufficient revenues to meet
their operating and debt service  obligations as well as provide additional cash
flow to supplement cash reserves.  These  facilities  should continue to produce
positive cash flow in 1998.

As of March 31, 1998,  the  Partnership  was not  obligated to perform any major
capital  expenditures or renovations.  The Managing General Partner  anticipates
that any repairs,  maintenance,  or capital  expenditures  will be financed with
cash reserves, HUD replacement reserves and cash flow from operations.

On  February  15,  1998,  the  Partnership  distributed  $300,000 to the Limited
Partners. The Managing General Partner anticipates the annual distributions from
operating cash flow will continue in future periods.  However, the Partnership's
ability to make  distributions may be limited by HUD's  requirements for surplus
cash at the facility level.


Health Care Reform

The  Balanced  Budget Act of 1997,  (the  "Act"),  enacted in August  1997,  has
targeted the Medicare program for reductions in spending growth of approximately
$9.5 billion for skilled nursing facilities over the next five years,  primarily
through the implementation of a Medicare  prospective payment system for skilled
services.  The Medicare  prospective  payment rate, which reimburses for routine
service,  ancillary and capital costs, will initially be a blended rate based on
(i) a  facility-specific  payment rate  derived from each  facility's  1995 cost
report, adjusted by an inflation factor and (ii) a federal per diem rate derived
from all  hospital-based  and freestanding  (skilled nursing facility) 1995 cost
reports, adjusted to remove geographic, wage-related,  inflationary and case mix
differences between  facilities.  The blended rate will be further adjusted by a
facility-specific case mix (acuity) index. The exact amount of these adjustments
has not yet been released by the Secretary of the Department of Health and Human
Services.

The Partnership  believes that, due to the cost structure at its skilled nursing
facility in 1995 and its facility's costs as compared to other facilities in its
market, the overall reimbursement rate should not be lower than its current rate
and could possibly be higher.  However,  until the rate is ultimately determined
under  the  prospective  payment  system,  the  Partnership  will not be able to
determine  the exact  nature or long term  financial  impact of the  legislative
changes. The Partnership can give no assurance that payments under such programs
in the  future  will  remain  at a level  comparable  to the  present  level  or
increase,  and decreases in the level of payments could have a material  adverse
effect on the  Partnership.  During the first quarter of 1998,  the  Partnership
derived 17% of its revenues from Medicare at its nursing facility.





<PAGE>
Part II - OTHER INFORMATION

ITEM 6.    Exhibits and Reports on Form 8-K

(a)           Exhibits

              None

(b)           Reports on Form 8-K

              None



<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, thereunto duly authorized.

                    CONSOLIDATED RESOURCES HEALTH CARE FUND II

                       By:  WELCARE SERVICE CORPORATION - II
                              Managing General Partner



Date: June 12, 1998                By: /s/ J. Stephen Eaton
                                       J. Stephen Eaton
                                       President



Date: June 12, 1998                By: /s/ Alan C. Dahl
                                       Alan C. Dahl
                                       Vice President and Principal
                                       Financial Officer