UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549
                                 FORM 10-Q


[X]    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
       ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001

                                    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 Nos.:  33-67202


                  FUND AMERICA INVESTORS CORPORATION II
           (Exact name of registrant as specified in its charter)


          Delaware                                             84-1218906
       --------------                                       ----------------
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                           identification number)



    6400 S. Fiddler's Green Circle, Suite 1200B, Englewood, Colorado 80111
    ----------------------------------------------------------------------
                  (Address of principal executive offices)


     Registrant's telephone number including area code: (303) 290-6025



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 (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.     YES   [X]       NO   [ ]

Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of May 15, 2001- 349,000 shares









                    FUND AMERICA INVESTORS CORPORATION II
                              FORM 10-Q FOR THE
                      THREE MONTHS ENDED MARCH 31, 2001


                                   INDEX



PART I.  FINANCIAL INFORMATION                                 PAGE NO.
------------------------------                                ----------

         Item 1.  Financial Statements                             3

         Item 2.  Management's Discussion and
                  Analysis of Financial Condition
                  and Results of Operations                        6



PART II. OTHER INFORMATION
---------------------------

         Item 1.  Legal Proceedings                                9

         Item 2.  Changes in Securities                            9

         Item 3.  Defaults upon Senior Securities                  9

         Item 4.  Submission of Matters to a Vote
                  of  Security Holders                             9

         Item 5.  Other Information                                9

         Item 6.  Exhibits and Reports                             9

         SIGNATURES                                               10

















                                           2


                            PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements
-----------------------------

                         FUND AMERICA INVESTORS CORPORATION II
                                    Balance Sheets
                                     (Unaudited)



                                                March 31,      December 31,
                                                  2001            2000
                                               ----------      -----------

       Assets
          Cash and cash equivalents            $    1,497      $       797
          Deferred offering costs, net            256,361          256,361
          Prepaid expenses                              -              195
                                               ----------      -----------

       Total assets                            $  257,858      $   257,353
                                               ==========      ===========


       Liabilities - accounts payable          $    8,700      $       145


       Commitments and Contingencies


       Shareholder's equity
          Common stock, par value $.01
            per share;1,000,000 shares
            authorized; 349,000 shares
            issued and outstanding                  3,490            3,490
          Additional paid-in capital              453,010          450,510
          Shareholder distributions            (1,874,798)      (1,849,798)
          Retained earnings                     1,667,456        1,653,006
                                               ----------      -----------

       Total shareholder's equity                 249,158          257,208
                                               ----------      -----------

       Total liabilities and
          shareholder's equity                 $  257,858      $   257,353
                                               ==========      ===========



       See notes to financial statements



                                          3


                         FUND AMERICA INVESTORS CORPORATION II
                               Statements of Operations
                                     (Unaudited)


                                                     Three months ended
                                                          March 31,
                                                  ------------------------
                                                     2001          2000
                                                  ----------    ----------

      Revenue
         Other bond income                        $   30,000    $        -
         Interest                                          7           460
         Issuance fees                                     -        76,253
                                                  ----------    ----------

      Total revenue                                   30,007        76,713
                                                  ----------    ----------


      Expenses
         General and administrative                    9,557         8,853
         Management fees                               6,000         6,000
         Issuance expense                                  -         1,358
                                                  ----------    ----------

      Total expenses	                              15,557        16,211
                                                  ----------    ----------

         Net income                               $   14,450    $   60,502
                                                  ==========    ==========






      See notes to financial statements















                                          4


                        FUND AMERICA INVESTORS CORPORATION II
                              Statements of Cash Flows
                                     (Unaudited)


                                                      Three months ended
                                                           March 31,
                                                   ------------------------
                                                      2001          2000
                                                   ----------    ----------

Net cash flows from operating activities:
    Net income                                     $   14,450    $   60,502
 Adjustments to reconcile net income to
    net cash from operating activities:
      Amortization of deferred offering costs               -         1,253
 Changes in operating assets and liabilities
      Accounts payable                                  8,555         8,000
      Prepaid expenses                                    195           187
                                                   ----------    ----------

    Net cash provided by operating activities:         23,200        69,942



Cash flows used in financing activities:
      Capital contributions                             2,500             -
      Shareholder distributions                       (25,000)      (45,000)
                                                   ----------    ----------

    Net cash used in financing activities:            (22,500)      (45,000)
                                                   ----------    ----------


Net increase in cash and cash equivalents                 700        24,942

Cash and cash equivalents at beginning of year            797        15,513
                                                   ----------    ----------

Cash and cash equivalents at end of year           $    1,497    $   40,455
                                                   ==========    ==========




See notes to financial statements








                                          5


                         FUND AMERICA INVESTORS CORPORATION II
                             NOTES TO FINANCIAL STATEMENTS
                                      (Unaudited)
                       Three months ended March 31, 2001 and 2000


1.    Basis of Presentation
---------------------------

Organization
------------

     Fund America Investors Corporation II (the "Company") was incorporated in
the State of Delaware on December 14, 1992 as a limited purpose finance
corporation. The Company was established to engage in the issuance and
administration of Collateralized Mortgage Obligations (the "Bonds") and Asset-
Backed Certificates (the "Certificates", and together with the Bonds, the
"Securities").  The Securities are issued in one or more series, from time to
time, by the Company in accordance with the provisions in the prospectus and
series-related prospectus supplement of the Company's latest effective
registration statement.

     The Securities of each series can be issued directly by the Company, but
typically the Company forms a separate trust to act as the issuer solely for the
purpose of issuing a series of Securities.  A series of Securities that consist
of Bonds will be issued pursuant to an indenture and will represent indebtedness
of the trust or issuer.  A series of Securities that consist of Certificates
will represent beneficial ownership in the related trust or issuer.  The sole
source of payments to Bondholders or Certificateholders within each series of
Securities is produced from the related trust property.  The trust property is
generally comprised of mortgage loans and/or mortgage-related assets as
described in each of the series' related prospectus supplements.

     The Company may not, either directly or indirectly through a beneficially
owned trust, engage in any business or investment activity other than to; (1)
issue and sell Bonds; (2) purchase, own, hold, pledge or sell mortgage loans or
other mortgage-related assets; (3) invest and maintain cash balances on an
interim basis in high quality short-term securities; and (4) engage in other
activities which are necessary or convenient to accomplish the foregoing and are
incidental thereto.

     On January 1, 2001, the Company had a total of $561 million registered and
unissued Securities on its Registration Statement No. 333-33823.  No Securities
were issued during the first quarter of 2001.  From inception to date, the
Company has issued nineteen series of Securities, which aggregate $2.4 billion
in original issued principal.  The Company does not have any further obligations
in connection with the issuance of these Securities.  Under accounting
principles generally accepted in the United States of America, these issuances
are considered to be a direct sale of the collateral.





                                     6


     The Company's fifth Registration Statement on Form S-3 was filed on
September 30, 1998 with the Securities and Exchange Commission.  The purpose of
this filing was to register an additional amount of Securities and to merge the
Company's Effective Registration Statement No. 333-33823, thereby increasing the
total amount of Securities that can be issued by the Company.  As of January 1,
2001, this Registration Statement was not effective and was subject to
completion or amendment.  The Company intends to file one or more further
amendments to complete this Registration Statement and to bring it effective.


2.  Unaudited Financial Statements
----------------------------------

     In the opinion of management, the accompanying unaudited financial
statements contain all adjustments necessary to present fairly the financial
position of the Company at March 31, 2001, and the results of its operations
and cash flows for the periods ended March 31, 2001 and 2000.



Item 2.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations
          ---------------------------------------------------------------


Liquidity and Capital Resources
-------------------------------

     The Company expects to fund ongoing operations from its cash balances,
revenues derived from the issuance of Securities, and if necessary, from loans
or capital contributions from its sole shareholder. The current cash position
will not adequately fund overhead costs over the next twelve months without
additional revenues generated during this period.  Capital funding will be
provided by the sole shareholder to cover operating costs as needed or until the
Company generates sufficient revenue.  The funding source for any additional
capital costs relating to the registration of securities will be determined when
the funding is required and will depend on the cash position at that time.


Results of Operations
---------------------

     The Company reported a net income for the three months ended March 31, 2001
of $14,450 as compared to a net income for the three months ended March 31, 2000
of $60,502.  The company earned call option income of $30,000 for selling the
call rights on Fund America Investors Corporation II, Series 1993-E in the first
quarter ended March 31, 2001 as compared to net issuance fees of $75,000 in the
first quarter ended March 31, 2000. This income variance makes up the primary
difference in the results of operations between the two reporting periods.





                                      7


Forward Looking Statements
--------------------------

     The statements contained in this Item 2 that are not historical facts,
including, but not limited to, statements that can be identified by the use of
forward-looking terminology such as "may," "will," "expect," "anticipate,"
"estimate" or "continue" or the negative thereof or other variations thereon or
comparable terminology, are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995, and involve a number of risks
and uncertainties.  The actual results of the future events described in such
forward-looking statements could differ materially from those stated in such
forward-looking statements.










































                                         8


                            PART II. OTHER INFORMATION



Item 1.    Legal Proceedings
-------    -----------------
           None.


Item 2.    Changes in Securities
-------    ---------------------
           None.


Item 3.    Defaults Upon Senior Securities
-------    -------------------------------
           None.


Item 4.    Submission of Matters to a Vote of Security Holders
-------    ---------------------------------------------------
           None.


Item 5.    Other Information
-------    -----------------
           None.


Item 6.    Exhibits and Reports on Form 8-K
-------    --------------------------------

           A.  Exhibits

               None

           B.  Form 8-K

               None















                                 9

                             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.




                                   FUND AMERICA INVESTORS ORPORATION II
                                   (Registrant)



Date:   May 15, 2001               By:  /s/ Helen M. Dickens
      -----------------               ---------------------------------
                                        Helen M. Dickens
                                        Vice President and Secretary
                                       (Duly authorized and Principal
                                        Financial Officer)


































                                     9