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, 2000

                               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 require-
ments 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, 2000-- 349,000 shares


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             FUND AMERICA INVESTORS CORPORATION II
                        FORM 10-Q FOR THE
                THREE MONTHS ENDED MARCH 31, 2000


                              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                             8

         Item 2.   Changes in Securities                         8

         Item 3.   Defaults upon Senior Securities               8

         Item 4.   Submission of Matters to a Vote
                   of Security Holders                           8

         Item 5.   Other Information                             8

         Item 6.   Exhibits and Reports                          8

                   SIGNATURES                                    9


                              Page 2

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<PAGE>
<TABLE>


                    PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

                 FUND AMERICA INVESTORS CORPORATION II
                            BALANCE SHEETS
                              (Unaudited)

<CAPTION>
                                       March 31,             December 31,
                                         2000                   1999
                                      -----------            ------------
<S>                                   <C>                    <C>
Assets
  Cash                                 $  40,455              $  15,513
  Deferred offering costs                253,573                254,826
  Prepaid expenses                             -                    187
                                       ---------              ---------
     Total assets                      $ 294,028              $ 270,526
                                       =========              =========


Liabilities - accounts payable         $   8,000              $       -
                                       ---------              ---------

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             445,510                445,510
  Shareholder distributions           (1,824,798)            (1,779,798)
  Retained earnings                    1,661,826              1,601,324
                                       ---------              ---------
Total shareholder's equity               286,028                270,526
                                       ---------              ---------

Total liabilities and
   shareholder's equity                $ 294,028              $ 270,526
                                       =========              =========


</TABLE>

See notes to financial statements

                                 Page 3

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<TABLE>

                 FUND AMERICA INVESTORS CORPORATION II
                       Statements of Operations
                              (Unaudited)

<CAPTION>
                                                 Three months ended
                                                      March 31,
                                             ---------------------------
                                               2000               1999
                                             --------           --------
<S>                                         <C>                <C>
Revenue
 Issuance income                             $ 76,253           $      -
 Interest income                                  460              2,159
                                             --------           --------
       Total revenue                           76,713              2,159
                                             --------           --------

Expenses
 General and administrative                     8,853              8,207
 Issuance expense                               1,358                  -
 Management fees                                6,000              6,000
                                             --------           --------
       Total expenses                          16,211             14,207
                                             --------           --------

  Net income/(loss)                          $ 60,502           $(12,048)
                                             ========           ========



</TABLE>

See notes to financial statements

                                     Page 4

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<TABLE>


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

<CAPTION>
                                                     Three months ended
                                                          March 31,
                                                 --------------------------
                                                   2000              1999
                                                 --------          --------
<S>                                             <C>               <C>
Net cash flow used in operating activities:
  Net income/(loss)                              $ 60,502          $(12,048)
 Adjustments to reconcile net loss to net
    cash flow from operating activities:
   Deferred offering costs                          1,253                 -
 Changes in operating assets and liabilities:
   Prepaid expenses                                   187            (1,820)
   Accounts payable                                 8,000             6,925
                                                 --------          --------
Net cash flow used in operating activities         69,942            (6,943)


Net cash flow used in financing activities:
  Shareholder distributions                       (45,000)                -
                                                 --------          --------

Net decrease in cash                               24,942            (6,943)

Cash at beginning of period                        15,513           226,446
                                                 --------          --------

Cash at end of period                            $ 40,455          $219,503
                                                 ========          ========

</TABLE>

See notes to financial statements

                                  Page 5

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                     FUND AMERICA INVESTORS CORPORATION II
                         NOTES TO FINANCIAL STATEMENTS
                                (Unaudited)
                   Three months ended March 31, 2000 and 1999

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 des-
cribed 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, 2000, the Company had a total of $564 million registered and
unissued Securities on its Registration Statement No. 333-33823.   During the
first quarter ended March 31, 2000, the Company issued one series of Securities
for 3.2 million. This series, Fund America Investors Corporation II, Issuer
Trust 2000-1, was issued pursuant to a seperate prospectus supplement filed on
January 21, 2000.  The balance of unissued Securities on Registration Statement
No. 333-33823 remaining after the first quarter issuance was $561 million as of
March 31, 2000.

To date, the Company has issued nineteen series of Securities which aggregate
$2.7 billion in original issued principal.  The Company does not have any
further obligations in connection with the issuance of these Securities.  Under
generally accepted accounting principles, such issuances are considered to be a
direct sale of the collateral.

On September 30, 1998, the Company filed its fifth Registration Statement on
Form S-3 with the Securities and Exchange Commission.  The purpose of this
Registration Statement is 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 March 31, 2000, 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, 2000, and the results of its operations
and  cash flows for the periods ended March 31, 2000 and 1999.


                               Page 6


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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 working capital and
revenues derived from the issuance of Securities.  Management believes that the
Company's current cash position and additional issuance fees earned during the
year will adequately fund overhead and capital costs related to the registration
of additional securities for the remainder of 2000.

Results of Operations

The Company reported a net income for the three months ended March 31,
2000 of $60,502 as compared to a net loss for the three months ended March
31, 1999 of $12,048. The company earned net issuance fees of $75,000 in the
first quarter ended March 31, 2000, which makes up the primary difference in
the results of operations between the two reporting periods.

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.



                                 Page 7

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                        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

             Exhibit 27. Financial Data Schedule

         B.  Form 8-K -

             Form 8-K filed on January 31, 2000 submitted the Underwriting
             Agreement, Terms Indenture, Standard Indenture Provisions, Legal
             Opinion, Amended and Reinstated Trust Agreement, Deposit and Sale
             Agreements Purchase Agreement and Legal Consents as exhibits to
             the Fund America Investors Corporation II, Issuer Trust 2000-1,
             series Prospectus Supplement.




                                 Page 8


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                               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 CORPORATION II
                                       (Registrant)


Date:       May 15, 2000               By: /s/ Helen M. Dickens
      ------------------------             -------------------------------
                                            Helen M. Dickens
                                            Vice President and Secretary
                                            (Duly authorized and
                                            Principal Financial Officer








                                  Page 9
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