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

                           FORM 10-K

   X      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
-------   SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

                    For the fiscal year ended
                        December 31, 1996

                               OR

          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
-------   SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

                     Commission File Number
                             0-14548
                             -------

           RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
           -----------------------------------------
     (Exact name of registrant as specified in its charter)

           Wisconsin                         39-1494302
-------------------------------     --------------------------
(State or other jurisdiction of            (I.R.S. Employer
incorporation or organization           Identification Number)

   20875 Crossroads Circle
         Suite 800
     Waukesha, Wisconsin                       53186
-------------------------------      -------------------------
     (Address of principal                    (Zip Code)
      executive offices)
Registrant's telephone number, including area code (414) 798-0900
                                                   --------------
     Securities registered pursuant to Section 12(b) of the Act:
                              None
                              ----
     Securities registered pursuant to Section 12(g) of the Act:
                  LIMITED PARTNERSHIP INTERESTS
                  -----------------------------
                        (Title of Class)

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 requirement
for the past 90 days.
     Yes     X                               No
         ---------                              ---------


              RAL-YIELD EQUITIES II LIMITED PARTNERSHIP

                         1996 FORM 10-K
                        TABLE OF CONTENTS
                        -----------------
Part I

Item 1    Business                                     

Item 2    Properties                                   

Item 3    Legal Proceedings                            

Item 4    Submission of Matters to a Vote of
          Security Holders                             

Part II

Item 5    Market for Registrant's Common Equity and
          Related Stockholder Matters                  

Item 6    Selected Financial Data                      

Item 7    Management's Discussion and Analysis of
          Financial Condition and Results of
          Operations                                   

Item 8    Financial Statements and Supplementary
          Data                                         

Item 9    Changes in and Disagreements with
          Accountants on Accounting and Financial
          Disclosure                                  
Part III

Item 10   Directors and Executive Officers of the
          Registrant                                   

Item 11   Executive Compensation                       

Item 12   Security Ownership of Certain Beneficial
          Owners and Management                        

Item 13   Certain Relationships and Related
          Transactions                                 

Part IV

Item 14   Exhibits, Financial Statement Schedules,
          and Reports on Form 8-K                      

Financial Statements and Supplementary Data           
Signatures

                            PART I

Item 1.  BUSINESS

RAL-YIELD EQUITIES II LIMITED PARTNERSHIP (the "registrant" or
"Partnership") is a Wisconsin Limited Partnership formed on March
5, 1984, under the Wisconsin Revised Uniform Limited Partnership
Act.  The Registrant was organized to acquire, for cash (no debt),
real estate projects, including real estate for restaurants, mobile
home communities and other commercial properties.  The Partnership
sold $8,301,500 in Limited Partnership Interests (8,301.5 Interests
at $1,000 per unit) from March 30, 1984, through June 30, 1985.
The Partnership has registered with the Securities and Exchange
Commission a total of 8,301.5 units of Limited Partnership
Interests ("Interests") held by the public.  The Partnership
utilized the net offering proceeds to acquire the real property
investments as described under "Properties"  (Item 2).

The Registrant originally acquired ten real property investments,
utilizing the net offering proceeds available for investment.  The
Registrant has sold three of the original properties.
<TABLE>
For the three years covered by this report, listed below is certain
financial information related to the Properties owned by the
Partnership:
<CAPTION>
                    Mobile Home Park        Commercial Properties
                    ----------------        ---------------------
Rental            1996    1995    1994       1996    1995    1994
                  ----    ----    ----       ----    ----    ----
<S>               <C>      <C>     <C>        <C>     <C>     <C>
Revenues(000'S)   $483     462     441        324     318     301

Revenues from
restaurant(000'S) $---     ---     ---        843     796     757
</TABLE>
The mobile home park was expanded from 155 to 182 spaces in 1987.
Originally there were nine commercial properties owned by the
Partnership.  One commercial property was sold in December, 1987
and another commercial property, leased to an affiliate, was sold
in November, 1988.  A third commercial property was sold in
February, 1992.  

The officers and employees of RAL Asset Management Group, a
Wisconsin general partnership, performed services for the
Registrant through June 1, 1993.  RAL Asset Management Group is
controlled by the General Partners of the Partnership.  Effective
June 1, 1993 the Partnership made separate property and partnership
management agreements. 

The partnership management agreement is with an unrelated
management company.  The property management agreement is with a
related entity with the same general partners as the Partnership.
The related property management firm simultaneously subcontracted
with the same unrelated management company handling the partnership
management.  The terms and conditions of these agreements are
similar to the above related party agreements, which they replace.
                             
The Registrant, itself, has 27 employees, twenty-four of which are
employees of the restaurant operated by the Partnership.

Item 2.  PROPERTIES

As of March 15, 1997, the Registrant owned the following
properties:

Property Name                 Approximate Size
----------------------------- ------------------------------
Rocky Rococo Restaurant       A 3,200 square foot building
Wauwatosa, WI                 on approximately 20,591 square
                              feet of land
Vacant Restaurant             A 4,000 square foot building
West Allis, WI                on 34,000 square feet of land

Pizza Hut Restaurant          A 4,000 square foot building
Waterloo, IA                  on 34,000 square feet of land

Wendy's Restaurant            A 3,600 square foot building
Wauwatosa, WI                 on 56,000 square feet of land

Spacious Acres*               182 mobile home pads on 63.5
Mobile Home Park              acres of land
Town of Concord, WI 

Wendy's Restaurant            A 3,900 square foot building
Eden Prairie, MN              on 62,000 square feet of land

Rocky Rococo Restaurant       A 3,900 square foot building
Racine, WI                    on 79,025 square feet of land

*Denotes a material property, having gross revenues greater than 
 10% of total revenues.

All properties were unencumbered as of December 31, 1996.

Leases on Investment Properties:

The restaurant properties are leased under 20-year leases with two
five-year options to renew the lease at the end of the original
term.  Rent, which is payable monthly, generally is equal to the
greater of 6.50% or 6.75% of gross sales depending on the lease, or
a minimum base rental stated in the lease.  All of the tenants are
paying rent based on the minimum base rental.  The leases are
"triple net" to the Partnership with the lessee being responsible
for occupancy costs such as maintenance, insurance, taxes and
utilities.  The Rocky Rococo Restaurant in Wauwatosa is being
operated by the Partnership.  Any excess cash flow is contributed
to the Partnership.  The vacant restaurant property in West Allis,
WI was leased to a Hardee's Restaurant franchisee who has filed for
bankruptcy.  The lessee vacated the premises in December, 1996.
The property has been reclassified in the Partnership financial
statements as property held for sale or re-lease as of December 31,
1996.  The mobile home park receives income on a monthly basis from
tenant leases which normally have lease terms of one year or less.

The real estate business is highly competitive and the Partnership
competes with many other real estate investment entities many of
which have greater financial resources.  No one firm or group of
firms, in the opinion of the General Partners, is dominant in the
industry.  The Partnership, therefore, faces substantial
competition from a variety of sources for attracting and retaining
tenants.

Any commercial, residential or mobile home property acquired by the
Partnership has competition for tenants from similar properties in
the vicinity.  To the extent that the Partnership owns commercial
properties, such as restaurants, which have leases entitling the
Partnership to participate in gross receipts of tenants above fixed
minimum amounts, the success of the Partnership will depend in part
on the success of its tenants in competing with similar businesses
in the vicinity.

In the opinion of management of the Partnership, all properties are
adequately covered by insurance.

MATERIAL PROPERTIES
-------------------

Following is information with respect to each property whose
revenues are greater than 10% of total revenues as denoted above.
<TABLE>
The following is a listing of the approximate average physical
occupancy rates for the Partnership's investment in Spacious Acres
Mobile Home Park during each of the last five years:
<CAPTION>
                                         Occupancy Rate         
                              ----------------------------------

                               1996   1995   1994   1993   1992
                               ----   ----   ----   ----   ----  
<S>                             <C>    <C>    <C>    <C>    <C>
                                99%    99%    99%    99%    99%
</TABLE>
<TABLE>
The following is a listing of the average annual per unit rental
rates for the Partnership's investment in Spacious Acres Mobile
Home Park during each of the last five years:
<CAPTION>
                                 Annual Per Unit Rental Rate
                              ---------------------------------
                               1996   1995   1994   1993   1992  
                               ----   ----   ----   ----   ----
<S>                          <C>     <C>    <C>    <C>    <C>
                             $2,670  2,539  2,447  2,335  2,226
</TABLE>
<TABLE>
The Federal tax basis for the mobile home park is identical to the
book basis as listed in Schedule III on page F-14 of this report.
Depreciation information on the mobile home park is as follows:
<CAPTION>
      Type of Asset       Rate      Method    Depreciable Life
      -------------       ----      ------    ----------------
      <S>                  <C>    <C>           <C>
      Land Improvements    SL        ACRS         15/20 Year
      Building             SL        ACRS       18/19/40 Year
      Equipment            DDB    ACRS/MACRS     5/7/12 Year
</TABLE>
                             
<TABLE>
Real estate tax information for the three years covered by this
report for Spacious Acres is as follows:
<CAPTION>                            
                                   1996        1995         1994
                                   ----        ----         ---- 
        <S>                      <C>         <C>          <C>
        Tax rate (per 1,000)     .018925     .020455      .029525
        Real estate taxes        $35,735     $38,626      $43,331
</TABLE>

Item 3.  LEGAL PROCEEDINGS

The Partnership is not subject to any material pending legal
action.

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted to a vote of security holders
during 1996.



















                               PART II

Item 5.   MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
          STOCKHOLDER MATTERS

(b)  As of December 31, 1996, there were approximately 1,200 record
     holders of Interests of the Partnership.  There is no public
     market for Interests and it is not anticipated that a public
     market for Interests will develop.  The General Partners will
     not redeem or repurchase Interests.

(c)  All cash available for distribution other than sale or
     refinancing proceeds is distributed to the Limited Partners.
     The Partnership makes distributions, to Limited Partners, of
     cash available for distribution within 45 days after the end
     of each quarter in which such cash is available.  See attached
     financial statements and footnotes for a detailed discussion
     of amounts and timing of distributions to Limited Partners.

Item 6.  SELECTED FINANCIAL DATA
<TABLE>
             Year Ended Year Ended Year Ended Year Ended Year Ended
              12/31/96   12/31/95   12/31/94   12/31/93   12/31/92
             ---------- ---------- ---------- ---------- ----------
<S>          <C>        <C>        <C>        <C>        <C>
Total Revenue$1,650,595 $1,575,619 $1,498,653 $1,286,016 $1,202,639

Net Income      643,133    654,540    566,968    331,268    319,293

Net Income (Loss) from
   Sale of Investment
   Properties         0         0          0          0    (65,261)
 

Total Assets  4,786,990  5,199,217  5,212,005  5,275,948  5,441,106


Long Term Obligations 0         0          0          0          0

Distributions to
   Limited Partners:
   Return of Capital  0         0          0          0          0
   Cash Flow  1,066,332    642,121    594,903    498,539    333,351

Per Interest Data (1):
   Distributions 128.45      77.35      71.66      60.05      40.16

   Net Income     76.70      78.06      67.61      39.51      38.08

   Net Income (Loss) from
   Sale of Investment
   Properties      0.00       0.00       0.00       0.00     (7.78)


<FN>
The above selected financial data should be read in conjunction
with financial statements and related footnotes elsewhere herein.

(1)The Net Income and Distributions per Interest are based on total
limited partner units of 8,301.5.
</FN>
</TABLE>

Item 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

RAL-YIELD EQUITIES II LIMITED PARTNERSHIP (the "Registrant" or
"Partnership") is a Wisconsin Limited Partnership formed on March
30, 1984, under the Wisconsin Revised Uniform Limited Partnership
Act.  The Registrant was organized to acquire, for cash (no debt),
real estate projects, including restaurants, mobile home
communities and other commercial properties.  The Partnership sold
$8,301,500 in Limited Partnership Interests (8,301.5 Interests at
$1,000 per unit) from March 30, 1984, through June 30, 1985.  After
deducting offering costs, the Partnership had approximately
$6,641,200 with which to make investments in income producing
residential and commercial properties, to pay legal fees and other
costs related to such investments and for working capital reserves.
The Partnership utilized the net offering proceeds to purchase the
real property investments as described under
"Properties" (Item 2).

Liquidity and Capital Resources:

Properties acquired by the Partnership are generally intended to be
held from seven to ten years.  Since the Partnership has purchased
the Properties for cash, liquidity is not reduced by debt service
payments.

During the Properties' holding periods, the investment strategy is
to maintain (on the "triple net lease" restaurant properties) and
improve (on Spacious Acres Mobile Home Park) occupancy rates
through the application of professional property management
(including selective capital improvements).  The Partnership also
accumulates working capital reserves for normal repairs,
replacements, working capital, and contingencies.

Net cash flow provided by operating activities and collections on
note receivable was $823,000 in 1996, $865,000 in 1995, and
$724,000 in 1994 primarily from earnings and depreciation, net of
increases in receivables.

As of December 31, 1996, the Partnership had cash and cash
equivalents of approximately $429,000 representing undistributed
cash flow, working capital reserves, and tenant security deposits.
Total liabilities amounted to approximately $186,000.

Distributions paid in 1996 totaled approximately $1,066,000.

The Partnership had a $47,209 note receivable which originated in
1988 from past due rental and real estate tax payments from three
restaurants which had been leased to a affiliate of the General
Partners.  In 1988, Robert A. Long, a General Partner and
stockholder of the affiliate personally guaranteed the
note receivable.  On December 31, 1993, an agreement was made
between the Partnership and Robert A. Long, which exchanged the
personally guaranteed promissory note payable to the Partnership
for the rights to a promissory note held by Robert A. Long.  The
new note, which is due from a related entity, had a principal
balance of $51,325 at December 31, 1994.  The note was paid off in
its entirety in June, 1995.

On January, 1991 the Partnership began operating its restaurant
property located at 11319 West Bluemound Road Wauwatosa, Wisconsin
as a Rocky Rococo restaurant.  Revenue for the restaurant was
$843,00 in 1996, $796,000 in 1995, and $757,000 in 1994.  Expenses
were $623,000 in 1996, $557,000 in 1995, and $529,000 in 1994:
Cash flow provided by the restaurant operations was $220,000 in
1996, $239,000 in 1995, and $228,000 in 1994.  The performance of
the restaurant continues to be strong and cash flow should increase
during 1997 as a result of it.

Results of Operations:
<TABLE>
Gross rental revenues varied between 1996, 1995, and 1994 as
follows:
<CAPTION>
          <S>       <C>
          1996      $807,000
          1995       780,000
          1994       742,000
</TABLE>
The increase from 1996 through 1994 is a result of Rocky Rococo
Corporation beginning to pay rent to the Partnership in 1994 and
the annual rent increase at Spacious Acres Mobile Home Park.

Operating expenses, exclusive of restaurant operations, were
$461,000 in 1996, $450,000 in 1995, and $454,000 in 1994.

Net income was $643,000 in 1996 compared to $655,000 in 1995, and
$567,000 in 1994.  The increases between 1994 and 1995 are due to
the reduction in vacancies of the commercial properties, the 1994
agreement with Rocky Rococo Corporation which enabled them to begin
paying rent again and continued improved performance of the Rocky
Rococo restaurant being operated by the Partnership.  The decrease
in income between 1996 and 1995 is due to the reduction in income
generated by the Rocky Rococo restaurant, the West Allis restaurant
property being vacated in December, 1996 by the lessee and the
improved performance of the Spacious Acres Mobile Home Park.

Inflation:
Due to the comparatively low level of inflation in the
Partnership's last three fiscal years, the effect of inflation on
the Partnership has not been material.  Should the rate of
inflation increase substantially over the life of the Partnership,
it is likely to moderately influence ongoing operations, in
particular, the operating expenses of the Partnership.  The
commercial leases generally contain clauses permitting pass-through
of certain increased operating costs.  Residential leases are
typically of one year or less in duration; this allows the
Partnership to react quickly (through rental increases) to changes
in the level of inflation.  These factors should serve to reduce
any impact of rising costs on the Partnership.

Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

See Index to Financial Statements and Financial Statement Schedule
on page F-1, incorporated herein by reference.

The supplemental financial information specified by Item 302 of
Regulation S-K is not applicable.
                             
Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

    a.  None.

    b.  None.





























                            PART III

Item 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE PARTNERSHIP

The General Partners of RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
(the "Partnership") are Robert A. Long, John A. Hanson, Thomas R.
Brophy, Bart Starr and Robert F. Skoronski.  The General Partners
manage and control the Partnership's affairs and have the general
responsibility and the ultimate authority in all matters affecting
the partnership's business.  Some of the General Partners are also
General Partners of an affiliate, RAL Asset Management Group.  The
relationship of the General Partners to their affiliates is
described under the caption "Conflicts of Interest" on pages 50
through 51 of Form 10, and is incorporated herein by reference.

The names, ages and business experience of the General Partners and
the significant employee of First Financial Realty Management are
as follows:

Name                                    Position    
----                               ------------------
Robert A. Long                     General Partner
John A. Hanson                     General Partner
Thomas R. Brophy                   General Partner
Bart Starr                         General Partner
Robert F. Skoronski                General Partner
Douglas C. Heston                  President (FFRM)

There is no family relationship among any of the foregoing
officers.  The business experience of the General Partners and
significant employee includes the following:


Robert A. Long, age 55, has, since January 1982, been a partner in
RAL Asset Management Group.  He is co-founder of RAL Asset
Management Group.  Since 1966, Mr. Long has been involved in real
estate consulting, development and syndication.  Mr. Long is a
licensed securities agent.  Since 1981 Mr. Long has been involved
as an individual, general partner, or affiliate in ownership and
management of twenty-six (26) mobile home parks totaling over
2,600 pads in the states of Wisconsin and Minnesota.  Prior to
1981, Mr. Long developed or purchased over 200 commercial
properties in six states and currently owns individually or through
partnerships over 50 restaurants (land and building) leased to
restaurant operators, including Pizza Hut, Hardee's, Taco Bell, and
Rocky Rococo (or their franchisees).  Mr. Long also played
professional football for the Green Bay Packers, Atlanta Falcons,
and Washington Redskins.  Mr. Long received a Bachelor of Science
Degree in Business from Wichita State University in 1965 and is
currently Executive Director of the Vince Lombardi Scholarship Fund
for Wichita State University.  Mr. Long is also on the Board of
Directors of Roundy's Inc., a major Midwestfood distributor and
originator of the Pick 'N Save stores. 

John Hanson, age 55, has, since March 1982, been a partner in RAL
Asset Management Group.  Mr. Hanson is involved individually, as a
general partner, or as an affiliate, in the ownership and
management of twenty-six (26) mobile home parks in the states of
Wisconsin and Minnesota.  Mr. Hanson has been involved in pension
and profit-sharing and tax consulting for 25 years.  In 1975 he
founded, and since that time has been president of Pension
Designers, Inc., of Appleton, Wisconsin, a firm that specializes in
structuring and consulting with respect to qualified retirement
plans, estate planning, investment sales and sales of life, health
and disability insurance products to individuals, groups or
corporations.  From 1966 to 1971 Mr. Hanson was engaged in tax
consulting, having management and tax accounting responsibilities
for a farm management firm with approximately 200 clients.  Mr.
Hanson is past president of the Fox River Valley Association of
Life Underwriters, and the General Agents and Managers Association,
an associate member of the American Society of Pension Actuaries,
a member of the International Association of Financial Planners, a
qualifying and life member of the Million Dollar Round Table, and
a registered principal with the National Association of Securities
Dealers.  Mr. Hanson received his Bachelor of Science Degree in
Agri-Business from the University of Wisconsin - River
Falls in 1966.  Mr. Hanson is a licensed securities agent.

Thomas R. Brophy, CLU, ChFC., age 51, has, since March 1982, been
a partner of RAL Asset Management Group.  Mr. Brophy is involved
individually, as a general partner, or as an affiliate in the
ownership and management of twenty-six (26) mobile home parks in
the states of Wisconsin and Minnesota which total approximately
2,600 pads.  Mr. Brophy has been a NASD registered securities
representative since 1969, active in the marketing and sales of
mutual funds, unit investment trusts, stocks, bonds, limited
partnerships and private ventures.  Since 1967 Mr. Brophy has also
been active in the marketing, selling, training, supervising and
managing of personnel, with respect to qualified retirement plans
and personal or business life, health and disability insurance
plans.  He is active in the financial planning field, having been
conferred the degree of Chartered Financial Consultant, by
the American College, Bryn Mawr, PA, in 1984.  He is associated
with the Principal Financial Group.  Mr. Brophy is an active member
of the National and Wisconsin Association of Life Underwriters,
Million Dollar Round Table, Fox Valley Estate Planning Council and
International Association of Financial Planners.  He is recipient
of the Fox River Valley Association of Life Underwriters' 1983
"Agent of the Year" award.  A 1967 Bachelor of Science graduate
from Marquette University, Mr. Brophy went on for advanced studies
in insurance, receiving his Chartered Life Underwriter (CLU) degree
from the American College, Bryn Mawr, PA, in 1975.  Mr. Brophy is
a licensed securities agent.

Bart Starr, age 64, has, since January 1984, been a partner in RAL
Asset Management Group.  He is a University of Alabama graduate
with a B.S. Degree in Education.  Since 1970, he has been a partner
in the Bart Starr Motor Company, Birmingham, Alabama.  Since 1979
he has been a member of the Board of Directors of the Sentry
Insurance Company, Stevens Point, Wisconsin.  He was a Green Bay
Packer football player from 1956-1972, the Green Bay Packer
Head Coach from 1975-1983, the NFL Most Valuable Player in 1966,
and the Most Valuable Player in Super Bowls I and II.  Mr. Starr
was a CBS Game Analyst in 1973 and 1974 and the first winner of the
Byron White Award in 1967.  Mr. Starr has been the recipient of
numerous civic and sports awards and is actively engaged in many
charitable and public service organizations.

Robert F. Skoronski, age 62, was formerly a general partner of RAL
Asset Management Group.  From 1968 to 1983, Mr. Skoronski was the
president and largest stockholder of Valley School & Office
Suppliers, Inc., a Wisconsin corporation, and its affiliates,
Valley Business Interiors, Gamut Retail Stores, and a mail order
catalog business.  Prior to the operating of these business
enterprises, Mr. Skoronski served as a regional salesman for
Jostens, Inc., a Minnesota corporation.  From 1956 through 1968 Mr.
Skoronski played professional football with the Green Bay Packers.
Mr. Skoronski received a Bachelor of Science Degree in Marketing
from Indiana University in 1956.

The following individual is an employee of the unaffiliated
property management firm who makes significant contributions to the
business of the Partnership:

Douglas C. Heston, age 43, is President of First Financial Realty
Management (FFRM). FFRM and affiliates own and/or manage over 50
investment properties.  Mr. Heston received a B.A. degree from Duke
University (North Carolina) with a double major in Economics and
Public Policy Analysis (Statistics) in 1975.  He received an M.S.
degree in Real Estate Investment Analysis from the University of
Wisconsin in 1979.  Previously, he worked for real estate appraisal
firms in Atlanta and Milwaukee.  He co-founded RAL Asset Management
Group in 1982 and left at the end of 1984 to found his current
firm.
                          
Item 11.  EXECUTIVE COMPENSATION

(a,b,c, and d)
     The Registrant has not paid and does not propose to pay any
     executive compensation to the General Partners or any of their
     affiliates (other than described in Item 13 below).

(e)  There are no compensatory plans or arrangements regarding
     termination of employment or change of control.

Item 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT

(a)  No person of record owns or is known by the Registrant to own
     beneficially more than 5% of the outstanding Interests of the
     Registrant as of December 31, 1996.

(b)  As of December 31, 1996, the General Partners beneficially
     owned the following Interests in the Partnership:

Title of Class           Name of Partner          Percent of Class
--------------           ---------------          ----------------

General Partnership      Robert A. Long                 45.80%
Interests                John A. Hanson                 21.70
                         Thomas R. Brophy               19.28
                         Robert A. Skoronski             2.00
                         Bart Starr                     11.00 
                                                     --------
                                                       100.00
                                                     ========

Title of Class      Amount Beneficially Owned     Percent of Class
--------------      -------------------------     ----------------
Limited Partnership       49 Interests              Less than 1%
Interests

The General Partners or their affiliates, except as noted above, do
not own any other interest in the Registrant.

(c)  None

Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

(a and b)
     Certain General Partners own or control businesses which have
     agreed to perform a variety of services for the Partnership.

     In consideration for these services, the General Partners and
     related parties receive certain compensation at amounts which
     were established by the General Partners.  The following table
     sets forth the types, amount and recipients of compensation
     related to the Partnership.

Real estate commissions payable     The total compensation paid
to Douglas C. Heston Real Estate    all persons for the sale of
or other related party on sale of    properties is limited to 6% of
Partnership properties.             the contract price.  No
                                    commissions were paid in 1996,
                                    1995 and 1994.  Commissions
                                    paid in 1987 were $52,500.  No
                                    commissions were paid prior to
                                    1987.









                            PART IV

Item 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
          FORM 8-K

(a)  (1 and 2) See Index to Financial Statements and Financial
     Statement Schedule on Page F-1

(b)  Reports on Form 8-K
     None.

(c)  Exhibits
     See Exhibit 27

(d)  Financial Statement Schedule
     See Index to Financial Statements and Financial Statement
     Schedule on Page F-1.






































            RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
                (A Wisconsin Limited Partnership)

                 INDEX TO FINANCIAL STATEMENTS
                AND FINANCIAL STATEMENT SCHEDULE

          COVERED BY REPORTS OF INDEPENDENT ACCOUNTANTS

Report of Independent Accountants                           F-2

Balance Sheets at December 31, 1996 and 1995                F-3

Statements of Income for the years ended
December 31, 1996, 1995 and 1994                            F-4

Statements of Partners' Equity for the
years ended December 31, 1996, 1995 and 1994                F-5

Statements of Cash Flows for the years ended
December 31, 1996, 1995 and 1994                            F-6

Notes to Financial Statements                           F-7 to F-12

Financial statement schedule:  III - Real estate
and accumulated depreciation                           F-13 to F-17

Schedules, other than those listed, are omitted for the reason that
they are inapplicable or equivalent information has been included
elsewhere herein.




















                              

                              F-1




               INDEPENDENT AUDITOR'S REPORT
               ----------------------------

January 13, 1997



To the Partners of
RAL-Yield Equities II

We have audited the accompanying Balance Sheets of RAL-Yield
Equities II (a Wisconsin Limited partnership) as of December 31,
1996 and 1995, and the related Statements of Income, Partners'
Equity and Cash Flows for each of the three years in the period
ended December 31, 1996.  Our audits also included the financial
statement schedule listed in the Index at Item 14.  These financial
statements are the responsibility of the Partnership's management.
Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements.  An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
RAL-Yield Equities II as of December 31, 1996 and 1995, and the
results of its operations and cash flows for each of the three
years in the period ended December 31, 1996 in conformity with
generally accepted accounting principles.  Also, in our opinion,
such financial statement schedule, when considered in relation to
the basic financial statements taken as a whole, presents fairly in
all material respects the information set forth therein.



Kolb Lauwasser & Co., S.C.

Milwaukee, Wisconsin




                              F-2





<TABLE>
                        RAL-YIELD EQUITIES II
                            Balance Sheets
                            --------------
                         As of December 31,
<CAPTION>

     ASSETS                                1996         1995
     ------                                ----         ----
Properties
----------
Income-Producing Properties - Notes #1, #3 and #4
---------------------------
  <S>                                   <C>            <C>
  Buildings and land improvements       3,772,952      4,172,130
  Equipment                               168,387        138,654
                                        ---------      ---------
                                        3,941,339      4,310,784
  Less:  Accumulated depreciation       1,482,561      1,503,961
                                        ---------      ---------
                                        2,458,778      2,806,823
  Land                                  1,080,200      1,330,200
                                        ---------      ---------
     Total Income-Producing Property    3,538,978      4,137,023
  Property held for sale or re-lease,
   net-Note #5                            561,276            0
                                        ---------      ---------
     Total Properties                   4,100,254      4,137,023
                                        =========      =========
Other
-----
  Cash and cash equivalents - Note #1     428,615        796,258
  Rent and other receivables - Note #1     16,153          7,510
  Note receivable - Note #3               231,679        244,865
  Deferred charges - Note #1                6,906          8,406
  Prepaid expenses                          3,383          5,155
                                        ---------      ---------
     Total Other                          686,736      1,062,194
                                        ---------      ---------
     Total Assets                       4,786,990      5,199,217
                                        =========      =========

     LIABILITIES AND PARTNERS' EQUITY
     --------------------------------

Liabilities
-----------
  Accounts payable and accrued expenses   154,543        145,170
  Tenant's security deposits               31,153         29,554
                                        ---------      ---------
     Total Liabilities                    185,696        174,724
                                        ---------      ---------
Partners' Equity
----------------
  General partners                         56,528         50,097
  Limited partners                      4,544,766      4,974,396
                                        ---------      ---------
     Total Partners' Equity             4,601,294      5,024,493
                                        ---------      ---------
 Total Liabilities and Partners' Equity 4,786,990      5,199,217
                                        =========      =========
<FN>
      THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.

                              F-3
</FN>
</TABLE>
                                     






































<TABLE>
                        RAL-YIELD EQUITIES II
                         Statements of Income
                         --------------------
                    For the years ended December 31,
<CAPTION>
                                 1996        1995          1994
                              ---------    ---------    ---------
<S>                           <C>          <C>          <C>
Revenues
--------
  Rental income                 807,256      779,833      742,020
  Restaurant income             843,339      795,786      756,633
                              ---------    ---------    ---------
     Total Revenues           1,650,595    1,575,619    1,498,653
                              ---------    ---------    ---------
Expenses
--------
  Property management fees       52,180       50,074       47,837
  Administrative expenses        92,477       84,716       89,864
  Property operating expenses   154,580      156,022      150,074
  Amortization and depreciation 163,106      159,005      166,145
  (Gain) loss on
     disposal of property        (1,000)        -          16,925
  Restaurant operating expenses 622,767      556,985      529,020
                              ---------    ---------    ---------
    Total Expenses            1,084,110    1,006,802      999,865
                              ---------    ---------    ---------
     Income Before Other Income 566,485      568,817      498,788
                              ---------    ---------    ---------
Other Income
------------
  Interest                       44,896       52,650       39,352
  Miscellaneous                  31,752       33,073       28,828
                              ---------    ---------    ---------
    Total Other Income           76,648       85,723       68,180
                              ---------    ---------    ---------
      Net Income                643,133      654,540      566,968
                              =========    =========    =========
Net income per limited
   partner interest               76.70        78.06        67.61
                                  =====        =====        =====
Allocation of Income:
  Limited partners              636,702      647,995      561,298
  General partners                6,431        6,545        5,670
                              ---------    ---------    ---------
                                643,133      654,540      566,968
                              =========    =========    =========
<FN>
      THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.
                              F-4
</FN>
</TABLE>

<TABLE>
                          RAL-YIELD EQUITIES II
                     Statements of Partners' Equity
                     ------------------------------
                      For the years ended December 31,
<CAPTION>

                  Limited  General    1996      1995        1994
                  Partners Partners   Total     Total       Total
                 --------- -------- ---------  --------- ---------
<S>            <C>         <C>    <C>        <C>        <C>
Capital contributions:
  Contributed
     cash       8,301,500   1,000  8,302,500  8,302,500 8,302,500
  Less: Syndi-
     cation costs 768,022    -       768,022    768,022   768,022
                ---------  ------ ---------- ---------- ---------
  Net contri-
     butions    7,533,478   1,000  7,534,478  7,534,478 7,534,478
                ---------  ------ ---------- ---------- ---------
Accumulated income:
  Balance,
     beginning  4,860,584  49,097  4,909,681  4,255,141 3,688,173
  Current net
     income       636,702   6,431    643,133    654,540   566,968
                ---------  ------ ---------- ---------- ---------
  Balance,
     ending     5,497,286  55,528  5,552,814  4,909,681 4,255,141
                ---------  ------ ---------- ---------- ---------
Accumulated distributions:
  Balance,
     beginning (7,419,666)   -    (7,419,666)(6,777,545)(6,182,642)
  Current distri-
     butions   (1,066,332)   -    (1,066,332)  (642,121)  (594,903)
                ---------  ------ ---------- ----------  ---------
  Balance,
     ending    (8,485,998)   -    (8,485,998)(7,419,666)(6,777,545)
                ---------  ------ ---------- ----------  ---------
Total Partners'
   Equity       4,544,766  56,528  4,601,294  5,024,493  5,012,074
                =========  ====== ==========  ========== =========



<FN>
</FN>
      THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.

                              F-5
</TABLE>

                                 


<TABLE>
                            RAL-YIELD EQUITIES II
                          Statements of Cash Flows
                          ------------------------
                       For the years ended December 31,
<CAPTION>
                                     Cash Increase or (Decrease)
                                   ------------------------------
                                       1996       1995      1994
                                     --------   --------  --------
<S>                                <C>          <C>      <C>
Cash Flows From Operating Activities
------------------------------------
  Net income                          643,133    654,540   566,968
  Adjustments to reconcile net income to
   net cash provided by operating activities:
    Amortization and depreciation     163,106    159,005   166,145
   (Gain) Loss on disposal of property (1,000)       -      16,925
    Additions to doubtful accounts     12,243        -         -

  Decrease (increase) in
  ----------------------
    Rent and other receivables, net   (20,886)    12,526     2,634
    Due from affiliates                   -       51,325       -
    Prepaid expenses                    1,772        981    (3,566)

  Increase (decrease) in
  ----------------------
    Accounts payable and
       accrued expenses                 9,373    (26,347)  (37,353)
    Tenants' security deposits          1,599      1,140     1,345
                                      -------    -------   -------
    Net Cash Provided by
       Operating Activities           809,340    853,170   713,098
                                      -------    -------   -------

Cash Flows From Investing Activities
------------------------------------
  Additions to income-producing
     properties                      (123,837)       -      (2,321)
  Proceeds from note receivable        13,186     12,054    11,020
                                      -------    -------   -------
     Net Cash Provided (Used) by
       Investing Activities          (110,651)    12,054     8,699
                                      -------    -------   -------
Cash Flows From Financing Activities
------------------------------------
  Distributions to partners        (1,066,332)  (642,121) (594,903)
                                      -------    -------   -------
   Net (Decrease) Increase in Cash   (367,643)   223,103   126,894

   Cash and cash equivalents-
      Beginning of Year               796,258    573,155   446,261
                                      -------    -------   -------

   Cash and cash equivalents-
      End of Year                     428,615    796,258   573,155
                                      =======    =======   =======
<FN>
</FN>
      THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE
STATEMENTS.

                              F-6
</TABLE>
                                    











































                             RAL-YIELD EQUITIES II
                          Notes to Financial Statements
                          -----------------------------
          For the years ended December 31, 1996, 1995 and 1994

Note #1  Nature of Business and Summary of Significant Accounting
-------  --------------------------------------------------------
            Policies
            --------
A.  Nature of Business
    ------------------
RAL-Yield Equities II(the Partnership) is a Wisconsin limited
partnership formed on March 5, 1984 under the provisions of the
Wisconsin Uniform Limited Partnership Act, to acquire for cash,
operate, lease, develop and eventually sell income-producing real
estate properties.  Currently, the Partnership owns seven
properties. It operates both a mobile home park and a restaurant
and leases five commercial properties to various restaurant
franchisors.  These properties are located in Iowa, Minnesota and
Wisconsin.  The Partnership will terminate December 31, 2014,
except in the event of prior sale of the Partnership's properties,
action by a majority interest of the Limited Partners or certain
other events.

         Effective June 30, 1985, the Partnership completed its
offering of limited partnership interests.  A total of 8,301.5
interests were sold for an aggregate contribution of $8,301,500.
In connection with the sale of the limited partnership interests,
the Partnership incurred costs to raise capital of approximately
$768,000, which were charged against partners' equity.

B.  Method of Accounting
    --------------------
Assets, liabilities, revenue and expenses are recognized on the
accrual basis method of accounting.

The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from these estimates.

C.  Income-Producing Properties
    ---------------------------
Income-producing properties are carried at the lower of cost less
accumulated depreciation or fair value.  Cost includes acquisition
fees paid to RAL Asset Management Group.  Management periodically
evaluates a property's fair value based upon occupancy rate and
comparison to similar properties in the same geographic area.

                              F-7



<TABLE>
For financial statement purposes, depreciation is determined using
the straight-line method.  For income tax reporting purposes,
building and land improvements are depreciated using the straight-
line method while equipment is depreciated using accelerated
methods.  Depreciable lives for financial statement and income tax
purposes are set forth below:
<CAPTION>
                                   Depreciable Lives
                                  --------------------------
                                   Financial       Income Tax
                                   Reporting       Reporting
                                   ---------      ------------
               <S>                 <C>             <C>
               Land improvements   30 years        15-31.5 years
               Buildings           30 years        15-39 years
               Equipment           5-7 years       3-7 years
</TABLE>

D.  Allowance for Doubtful Accounts
-----------------------------------
Receivables are reviewed periodically by management to determine
the adequacy of the allowance for doubtful accounts.  Based upon
managements' evaluation, an allowance for doubtful accounts was
recorded for the years ended December 31, 1996 and 1995 in the
amounts of $12,243 and -0-, respectively.

E.  Deferred Charges
--------------------
Costs incurred with respect to organizing the Partnership were
deferred and have been fully amortized.  Prepaid management fees
incurred in the initial public offering were amortized to expense
on the straight-line method over the term (ten years) of the
management agreement and have been fully amortized.  Commission
fees incurred to lease the properties have been deferred and
amortized over the respective lease term.
<TABLE>
         Deferred charges consist of the following at December 31,
<CAPTION>
                                                   1996       1995
                                                  ------     ------
         <S>                                      <C>        <C>
         Lease commissions                        15,000     15,000
         Less:  Accumulated amortization           8,094      6,594
                                                  ------     ------
                                                   6,906      8,406
                                                  ======     ======
</TABLE>


                              F-8


F.  Leases
    ------
The Partnership has determined that all leases relating to the
income-producing properties are properly classified as operating
leases; therefore, rental income is reported when earned and the
cost of each of the properties, excluding cost of land, is
depreciated over its estimated useful life.

G.  Income Taxes
    ------------
No income taxes will be payable or provided by the Partnership
since net income or loss is includable in the respective tax
returns of the partners.  In the initial year of ownership of
partnership interests, each individual partner's share of taxable
income or loss, tax credits and distributions is allocated to them
on a pro rata basis that considers the number of days in the year
during which their respective interests were held.
<TABLE>
         The Partnership files its income tax return on the accrual
basis of accounting.  The following reconciles the income reported
in the accompanying Statements of Income to that reported in the
tax returns.
<CAPTION>
                                         1996      1995     1994
                                       -------   -------   -------
  <S>                                  <C>       <C>       <C>
  Net income per Statements of Income  643,133   654,540   566,968
  Other book/tax differences (principally
   depreciation and amortization)      (34,892)  (50,736)  (81,552)
                                       -------   -------  -------
    Net income for tax purposes        608,241   603,804   485,416
                                       =======   =======    =======
</TABLE>
H.  Cash and Cash Equivalents
    -------------------------
For purposes of the Statements of Cash Flows, the Partnership
considers all short-term investments in interest-bearing bank
accounts and certificates of deposit with an original maturity of
three months or less, to be equivalent to cash.  Several demand
deposit accounts are at one financial institution.  Such funds on
deposit exceeded the federally insured limit by $323,952 and
$654,619 for the years ended December 31, 1996 and 1995,
respectively.








                              F-9



Note #2  General Provisions of the Limited Partnership Agreement
-------  -------------------------------------------------------
Pursuant to the terms of the partnership agreement, net income or
losses of the Partnership from operations and losses on sale of
income-producing properties are allocated 99% to the limited
partners and 1% to the general partners.

In general, profits from the sale of income-producing properties
will be allocated first to limited partners to the extent necessary
to eliminate any deficit in their capital accounts, and then to the
general partners to the extent necessary to eliminate any deficit
in their capital accounts and finally, to each limited partner
until they have received distributions equal to their original
capital contribution less previous distributions.  The remainder of
the profits will be allocated 75% to the limited partners and 25%
to the general partners provided that general partners will be
allocated at least 1% of the total profits from the sale of
income-producing properties.  The general partners' share of sale
or refinancing proceeds is subject to the limited partners earning
specified noncompounded rates of return on their original
investment.  The priority rates of return for limited partners are
dependent upon when they acquired their interest in the
Partnership.

The partnership agreement requires that distributions to limited
partners of Cash Available for Distribution (as defined in the
Prospectus dated March 30, 1984) shall be made in such amounts and
at such times as the general partners may determine, but not less
frequently than semi-annually.

Note #3  Income-Producing Properties
-------  ---------------------------
<TABLE>
         A summary of income-producing properties as of December 31
follows:
<CAPTION>
                                         1996            1995
                                       ---------       ---------
         <S>                           <C>             <C>
         Mobile home park              1,853,927       1,754,456
         Restaurant properties (five
          in 1996 and six in 1995)     3,167,612       3,886,528
                                       ---------       ---------
                                       5,021,539       5,640,984

         Less: Accumulated
            depreciation               1,482,561       1,503,961
                                       ---------       ---------
                                       3,538,978       4,137,023
                                       =========       =========
</TABLE>
                              F-10


On February 28, 1992, a restaurant property owned by the
Partnership which previously had been leased to an affiliate, was
sold to a non-affiliated third party in exchange for a note
receivable totalling $285,000, secured by the property, and cash
proceeds of $72,000.  Of those proceeds, $38,000 was utilized to
pay accrued real estate taxes from prior years.  This transaction
resulted in a $65,000 loss which was reflected in a prior year
Statement of Income.  The outstanding balance on the note
receivable, which bears interest at 9%, is $231,679 and $244,865 at
December 31, 1996 and 1995, respectively.


Note #4  Leases of Income-Producing Properties
-------  -------------------------------------
The Partnership leases four restaurant properties under various
terms ranging from nine to ten years with various options to renew
the leases at the end of the original term.  As of January 1, 1997,
one of the restaurant properties is vacant. Rent, which is payable
monthly, is generally equal to the greater of the percentage of
each restaurant's gross sales or a minimum base rental stated in
the lease.  Leases of restaurant properties are "triple net" to the
Partnership, with the lessee being responsible for occupancy costs
such as maintenance, insurance, taxes and utilities.  The
Partnership is, however, contingently liable for real estate taxes
that are owed by its tenants.  The Partnership will incur occupancy
expenses for the period of time that the vacant property remains
unoccupied.  All rents received to date are based on the minimum
rentals, as none of the properties have exceeded the gross sales
levels as defined in the leases.

In January 1992, the Partnership reached an agreement with a former
tenant whereby the tenant terminated their lease arrangement and
paid $47,822 in delinquent rent and property taxes.  In addition,
the former tenant paid the Partnership $40,000 to compensate for
decreased rental income to be received from a new tenant obtained
by the Partnership.  The $40,000 has been recorded as deferred
rental income and was amortized over a four year period, which
represents the terminated lease period.  During 1995 and 1994,
$10,026 and $10,575, respectively, of deferred rent was amortized
and recorded as rental income.  As of December 31, 1996, all
deferred rental income had been recognized.










                              F-11


<TABLE>
The approximate minimum annual rental commitments under four
operating lease agreements in effect at December 31, 1996 are as
follows:
<CAPTION>
              <S>                        <C>
              1997                         219,000
              1998                         219,000
              1999                         171,000
              2000                         171,000
              2001                         103,500
              After 2001                   284,000
                                         ---------
                                         1,167,500
</TABLE>
The Partnership also operates a mobile home park which has 182
rental spaces.  As of December 31, 1996 and 1995, respectively, all
rental spaces were leased.  The mobile home park receives income on
a monthly basis from tenant leases which normally have lease terms
of one year or less.  Rental revenue for the park was approximately
$483,000, $462,000 and $441,000 in 1996, 1995 and 1994,
respectively.


Note #5  Property Held for Sale or Re-Lease
-------  ----------------------------------
At December 31, one of the commercial properties was vacant and is
being held for sale or re-lease.  Accordingly, this property has
been reclassified in the accompanying balance sheet at December 31,
1996.
<TABLE>
A summary of the property held for sale or re-lease at December 31,
follows:
<CAPTION>
                                        1996       1995
                                      -------     -------
          <S>                         <C>         <C>
          Land                        250,000         -

          Building and land
             improvements             494,282         -
                                      -------     -------
                                      744,282         -

          Less: Accumulated
                depreciation          183,006         -
                                      -------     -------
                                      561,276         -
                                      =======     =======

</TABLE>
                              F-12



<TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
  (A Wisconsin Limited Partnership)
Schedule of Real Estate and Accumulated Depreciation
                          December 31, 1996
<CAPTION>
Col. A               Col. B    Col. C                  Col. D
-------------------- ------- ----------------------- ------------
                              Initial cost to           Costs
                              Partnership             Capitalized
                              ----------------------- Subsequent to
                                                      Acquisition
                      Encum-             Buildings &  -------------
Descript              brances    Land    Improvements
Improvements(b)
--------------------  ------- ---------- ------------ -------------
<S>                     <C>    <C>         <C>          <C>
Rocky Rococo Restaurant
Wauwatosa, WI           (a)     $150,000    $325,125    $215,291

Vacant Restaurant
 West Allis, WI         (a)      250,000     394,282     100,000 

Pizza Hut Restaurant
 Waterloo, IA           (a)      128,800     392,595           0 

Wendy's Restaurant
 Wauwatosa, WI          (a)      235,000     420,395           0 

Spacious Acres
 Mobile Home Park
 Concord, WI            (a)      110,400   1,215,803     527,725

Wendy's Restaurant
 Eden Prairie, MN       (a)      265,000     436,023      20,274

Rocky Rococo Restaurant
 Racine, WI             (a)      175,000     404,108           0
                               ----------  ----------  ----------
Total                          1,314,200   3,588,331     863,290
                               =========   =========   =========
</TABLE>









                              F-13


<TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
  (A Wisconsin Limited Partnership)
Schedule of Real Estate and Accumulated Depreciation
                    December 31, 1996
<CAPTION>
Col. A                               Col. E
---------------------- --------------------------------------------
                       Gross Amount at which Carried
                       at Close of Period
                       --------------------------------------------
                                  Buildings and
Description             Land      Improvements(b)       Total
---------------------- ---------  ---------------    -----------
<S>                   <C>             <C>             <C>
Rocky Rococo Restaurant
Wauwatosa, WI          $150,000        $540,416        $690,416

Vacant Restaurant
 West Allis, WI         250,000         494,282         744,282 

Pizza Hut Restaurant
 Waterloo, IA           128,800         392,595         521,395 

Wendy's Restaurant
 Wauwatosa, WI          235,000         420,395         655,395

Spacious Acres
 Mobile Home Park
 Concord, WI            126,400       1,727,528       1,853,928

Wendy's Restaurant
 Eden Prairie, MN       265,000         456,297         721,297

Rocky Rococo Restaurant
 Racine, WI             175,000         404,108         579,108
                      ---------       ----------      ---------
Total                 1,330,200       4,435,621       5,765,821
                      =========       ==========      ==========
</TABLE>











                              F-14


<TABLE>
RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
  (A Wisconsin Limited Partnership)
Schedule of Real Estate and Accumulated Depreciation
                        December 31, 1996
<CAPTION>
Col. A               Col. F       Col. G       Col. H      Col. I
-----------------  ------------  ----------  -----------  --------
                                                        Depreciable
                  Accumulated                    Date     Life per
                  Depreciation    Date of     Acquired by  Income
Description       (Book basis)  Construction  Partnership Statement
-----------------  ------------  ----------  -----------  ---------
<S>                <C>            <C>          <C>           <C>
Rocky Rococo Restaurant
Wauwatosa, WI       $244,180      1984         07/06/84      (d) 

Vacant Restaurant
 West Allis, WI      183,006      1984         01/30/85      (d)

Pizza Hut Restaurant
 Waterloo, IA        154,856      1985         03/01/85      (d)

Wendy's Restaurant
 Wauwatosa, WI       163,486      1985         05/22/85      (d)

Spacious Acres
 Mobile Home Park
 Concord, WI         594,419      Var.         04/30/85      (d)

Wendy's Restaurant
 Eden Prairie, MN    170,712      1985         07/12/85      (d)

Rocky Rococo Restaurant
 Racine, WI          154,908      1985         07/10/85      (d)
                   ---------
Total              1,665,567
                   =========
</TABLE>












                              F-15



                    RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
                       (A Wisconsin Limited Partnership)

NOTES TO SCHEDULE III

(a)  All properties are unencumbered at December 31, 1996.

(b)  Includes personal property.

(c)  The aggregate cost of land, buildings and improvements for
Federal Income Tax purposes is the same as for book purposes.
<TABLE>
(d)  Depreciation expense is computed based upon the following
estimated useful lives:
<CAPTION>
                                                    Years
                                          ------------------------
                                          Financial       Income
                                          Statement         Tax
                                          Purposes        Purposes
                                          ---------       --------
     <S>                                     <C>           <C>
     Buildings and Improvements              30            15-40
     Personal Property                       5-7            7-12
</TABLE>
<TABLE>
(e)       Reconciliation of Real Estate
    ------------------------------------------
    <S>                                             <C>
    Balance at January 1, 1994                      $5,655,588

      Reductions during the period:
        Disposal of investment property                (16,925)

      Additions during the period:
        Acquisitions                                         0
        Improvements                                     2,321
                                                    ----------
    Balance at December 31, 1994                     5,640,984

      Additions during the period:
        Acquisitions                                         0
        Improvements                                         0
                                                    ----------
    Balance at December 31, 1995                    $5,640,984

      Additions during the period:
        Acquisitions                                         0
        Improvements                                   124,837
                                                    ----------
    Balance at December 31, 1996                    $5,765,821
                                                    ==========
</TABLE>
                              F-16
<TABLE>
                    RAL-YIELD EQUITIES II LIMITED PARTNERSHIP
                       (A Wisconsin Limited Partnership)

                    Reconciliation of Accumulated Depreciation
<CAPTION>
<S>                                                  <C>
Balance at January 1, 1994                           $1,189,133

  Depreciation expense for the period                   157,323
                                                     ----------
Balance at December 31, 1994                          1,346,456

  Depreciation expense for the period                   157,505
                                                     ----------
Balance at December 31, 1995                         $1,503,961

  Depreciation expense for the period                   161,606
                                                     ----------
Balance at December 31, 1996                         $1,665,567
                                                     ==========






























                              F-17



                           SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

RAL-YIELD EQUITIES II LIMITED PARTNERSHIP


BY:  Robert A. Long                       
     --------------------------------------
     Robert A. Long, General Partner


DATE:                  3/28/97             
       ---------------         -------------
Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the dates
indicated.

Signature                Title                         Date
-----------------------------------------------------------------
Robert A. Long           General Partner of            3/28/97
-------------------      RAL-Yield Equities II         -------
Robert A. Long           Limited Partnership

John A. Hanson           General Partner of            3/28/97
--------------           RAL-Yield Equities II         -------
John A. Hanson           Limited Partnership

Douglas C. Heston        President, First Financial    3/28/97
--------------------     Realty Management             -------
Douglas C. Heston


</TABLE>