UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, DC.  20549

                            FORM 10-Q

(Mark One)

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

For the quarterly period ended         June 30, 1999
                               ----------------------------------
                               or

[   ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)  OF  THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________________ to ________

Commission file number               0-14645
                       ------------------------------------------
                    DIVERSIFIED HISTORIC INVESTORS II
-----------------------------------------------------------------
     (Exact name of registrant as specified in its charter)

     Pennsylvania                                  23-2361261
-------------------------------                ------------------
(State or other jurisdiction of                 (I.R.S.Employer
incorporation or organization                  Identification No.)

              1609 Walnut Street, Philadelphia, PA   19103
-----------------------------------------------------------------
  (Address of principal executive offices)         (Zip Code)

Registrant's telephone number, including area code  (215) 557-9800

                                N/A
-----------------------------------------------------------------
 (Former name, former address and former fiscal year, if changed
                       since last report)

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
<PAGE>
                 PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements.

        Consolidated Balance Sheets - June 30, 1999 (unaudited)
        and December 31, 1998
        Consolidated Statements of Operations - Three Months and
        Six Months Ended June 30, 1999 and 1998 (unaudited)
        Consolidated Statements of Cash Flows - Six Months Ended
        June 30, 1999 and 1998 (unaudited)
        Notes to Consolidated Financial Statements (unaudited)

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

          (1)  Liquidity

              As  of  June  30,  1999,  Registrant  had  cash  of
$162,873.   Cash generated from operations is used  primarily  to
fund operating expenses and debt service.  If cash flow proves to
be  insufficient, the Registrant will attempt to  negotiate  loan
modifications with the various lenders in order to remain current
on   all  obligations.   The  Registrant  is  not  aware  of  any
additional sources of liquidity.

              As of June 30, 1999, Registrant had restricted cash
of  $1,276,711  consisting primarily of funds  held  as  security
deposits,   replacement  reserves  and  escrows  for  taxes   and
insurance.   As  a  consequence of the restrictions  as  to  use,
Registrant does not deem these funds to be a source of liquidity.

               In   recent  years  the  Registrant  has  realized
significant  losses, including the foreclosure of  one  property,
due to the properties' inability to generate sufficient cash flow
to pay their operating expenses and debt service.  At the present
time,  all  three  remaining properties are  able  to  pay  their
operating expenses and debt service but it is unlikely  that  any
cash  will be available to the Registrant to pay its general  and
administrative  expenses.   In  the  legal  proceeding  involving
Morrison  Clark Inn, if Capital Bank executes upon its $1,800,000
judgment with respect to the Registrant, it is expected  to  have
significant  adverse  impact on the  Registrant  since  there  is
insufficient  available  cash to  pay  the  judgment.   Any  such
execution  could  result  in a forced sale  of  the  Registrant's
remaining  properties.  However, the Registrant has in  the  past
been  able to obtain forebearance on execution for several  years
upon  payment  of  a  $20,000 fee to the  judgment  creditor  and
believes  it  may be able to do so when the current  forebearance
period  ends  in  July  2000.   See  Part  II.  Item  1.    Legal
Proceedings.

             It is the Registrant's intention to continue to hold
the  properties  until they can no longer meet the  debt  service
requirements  (or, as described above, Capital Bank executes  its
judgment   against  the  Registrant),  and  the  properties   are
foreclosed, or the market value of the properties increases to  a
point  where  they can be sold at a price which is sufficient  to
repay   the  underlying  indebtedness  (principal  plus   accrued
interest).

          (2)  Capital Resources

               Any  capital  expenditures  needed  are  generally
replacement  items and are funded out of cash from operations  or
replacement reserves, if any.  The Registrant is not aware of any
factors, which would cause historical capital expenditure  levels
not  to  be indicative of capital requirements in the future  and
accordingly,  does  not  believe that  it  will  have  to  commit
material  resources  to capital investment  for  the  foreseeable
future.

          (3)  Results of Operations

              During  the  second  quarter  of  1999,  Registrant
incurred  a  net loss of $643,008 ($30.91 per limited partnership
unit)  compared  to  a net loss of $691,705 ($33.25  per  limited
partnership unit) for the same period in 1998.  For the first six
months  of 1999, the Registrant incurred a net loss of $1,472,693
($70.79  per limited partnership unit) compared to a net loss  of
$1,297,451  ($62.37 per limited partnership unit)  for  the  same
period in 1998.

              Rental income increased $105,202 from $1,119,098 in
the  second quarter of 1998 to $1,224,300 in the same  period  in
1999  and  increased $154,908 from $2,260,055 for the  first  six
months  of  1998 to $2,414,963 in the same period on  1999.   The
increase  in  rental income for both the second quarter  and  the
first six months of 1999 as compared to the same periods in  1998
is the result of an increase at Tindeco Wharf partially offset by
decreases at Washington Square and Factors Walk.  The increase at
Tindeco Wharf is due to an increase in the average rental  rates.
The decrease at Factor's Walk is due to a decrease in the average
occupancy of the commercial space (86% to 64%).  The decrease  at
Washington  Square is due to a decrease in the average  occupancy
of  the  residential  units (97% to 95%)  and  the  loss  of  one
commercial tenant.

              Hotel income decreased $25,163 from $435,163 in the
second quarter of 1998 to $410,000 in the same period in 1999 and
decreased $20,814 from $814,173 for the first six months of  1998
to  $793,359 for the same period in 1999.  The decrease in  hotel
income  for both the second quarter and the first six  months  of
1998  as  compared to the same periods in 1998 is the  result  of
decreases  in  the  average  room rates  and  average  occupancy.
Average room rates decreased ($134.96 to $134.72) for the  second
quarter  and  ($129.67  to $123.07) for  the  first  six  months.
Average  occupancy rates decreased (79% to 74%)  for  the  second
quarter and (73% to 67%) for the first six months.

              Expense for rental operations increased by  $47,120
from  $461,036 in the second quarter of 1998 to $508,156  in  the
same period in 1999 and increased $150,734 from $892,027 for  the
first  six  months of 1998 to $1,042,761 for the same  period  in
1999. The increase in rental operations during the second quarter
and first six months of 1999 is due to the planned renovations at
the  Tindeco  Wharf  and  an  increase in  apartment  preparation
expense at Washington Square.  The planned renovations at Tindeco
Wharf  include  painting and repairs of the roof, electrical  and
plumbing  systems.   The  increase  in  maintenance  expense   at
Washington  Square  was caused by an increase  in  the  apartment
preparation expense caused by a high turnover of apartment units.

              Hotel  operations expense decreased  $117,329  from
$373,024  in the second quarter of 1998 to $255,695 in  the  same
period in 1999 and decreased $39,234 from $656,257 for the  first
six  months of 1998 to $617,023 for the same period in 1999.  The
decrease in hotel operations expense at the River Street Inn  was
due  to  an  overall decrease in hotel occupancy from the  second
quarter  (79%  to  74%) and the first six  months  (73%  to  67%)
partially   offset   by  an  increase  in  maintenance   expense.
Maintenance  expense  increased due to general  building  repairs
such as elevator, painting, and heating/air conditioning repairs.

              Interest expense increased $79,586 from $948,126 in
the  second quarter of 1998 to $1,027,712 in the same  period  in
1999,  and  increased $152,439 from $1,896,031 for the first  six
months  of  1998 to $2,048,470 for the same period in 1999.   The
increase from the second quarter and first six months of 1998  to
the  same  period in 1999 is due to an increase in the  principal
balance  upon which interest is calculated at both Tindeco  Wharf
and Factor's Walk.

               Losses   incurred  during  the  quarter   at   the
Registrant's three properties amounted to $518,000, compared to a
loss of approximately $563,000 for the same period in 1998.   For
the  first  six months of 1999, the Registrant's three properties
recognized   a  loss  of  $1,216,000  compared  to  approximately
$1,041,000 for the same period in 1998.

             In the second quarter of 1999, Registrant incurred a
loss   of  $390,000  at  Tindeco  Wharf  including  $306,000   of
depreciation  and amortization expense, compared  to  a  loss  of
$376,000  in  the second quarter of 1998, including  $288,000  of
depreciation  and  amortization expense and, for  the  first  six
months of 1999, incurred a loss of $822,000 including $613,000 of
depreciation  and amortization expense, compared  to  a  loss  of
$693,000  for  the  same  period in 1998, including  $576,000  of
depreciation and amortization expense.  The increased  loss  from
the  second quarter and the first six months of 1998 to the  same
periods  in  1999  is the result of an increase  in  maintenance,
interest,  and depreciation expense combined with a  decrease  in
interest  income,  partially offset  by  an  increase  in  rental
income.   The increase in maintenance expense is due  to  planned
renovations  at  the property including roof repairs,  electrical
and  plumbing repairs, and painting.  Interest expense  increased
due  to the increase in principal balance upon which interest  is
calculated.   Depreciation expense increased due to  improvements
made  at  the  property  in the last six  months  of  1998.   The
decrease  in  interest income is due to a decrease  in  the  cash
balances  that  generate the interest income.   The  increase  in
rental  income is due to an increase in average rental  rates  of
the residential units.

             In the second quarter of 1999, Registrant incurred a
loss  of  $123,000 at The River Street Inn including  $93,000  of
depreciation  expense, compared to a loss of  $197,000  including
$93,000  of depreciation expense in the second quarter  of  1998.
The  decrease in the loss from the second quarter of 1998 to  the
same  period in 1999 is the result of a decrease in overall hotel
expenses  partially offset by an increase in maintenance  expense
and  a decrease in hotel revenue and rental income.  The decrease
in  overall hotel expenses is a result of a decrease in occupancy
(79% to 74%).  The increase in the maintenance expense is due  to
an  increase  in  the general building repairs and  increases  in
elevator,  painting,  and heating/air conditioning  repairs.  The
decrease  in  hotel and rental income is due  to  a  decrease  in
occupancy at the hotel (79% to 74%) and commercial units (86%  to
64%).

              For  the  first  six  months  of  1999,  Registrant
incurred  a  loss of $378,000 at The River Street  Inn  including
$184,000  of depreciation expense, compared to a loss of $367,000
for  the  same period in 1998, including $185,000 of depreciation
expense.   The increase in the loss from the first six months  of
1998  to  the same period in 1999 is the result of a decrease  in
rental and hotel income combined with an increase in interest and
maintenance expense.  Rental income decreased due to  a  decrease
in  the average occupancy of commercial space (86% to 64%).   The
decrease  in  hotel income is due to a decrease  in  the  average
occupancy  (73% to 67%) and a decrease in the average room  rates
($129.67  to  $123.07).  Interest expense  increased  due  to  an
increase in the principal balance upon which interest is accrued.
Maintenance  expense increased due to an increase in the  general
building  repairs  and  increases  in  elevator,  painting,   and
heating/air conditioning repairs made to the property.

             In the second quarter of 1999, Registrant incurred a
loss  of  $5,000  at  Washington  Square,  including  $30,000  of
depreciation  expense, compared to income  of  $10,000  including
$29,000  of  depreciation expense in the second quarter  of  1998
and, for the first six months of 1999, incurred a loss of $16,000
including $60,000 of depreciation expense, compared to income  of
$19,000  for  the  same  period in  1998,  including  $57,000  of
depreciation  expense.  The change from income  recognized  to  a
loss from the second quarter and the first six months of 1998  to
the  same  periods in 1999 is due to a decrease in rental  income
combined  with an increase in maintenance expense.  The  decrease
in  rental  income is due to a decrease in the average  occupancy
(97% to 95%) of the apartment units combined with the loss of one
commercial tenant.  The increase in maintenance expense is due to
an  increase  in the apartment preparation expense  caused  by  a
higher turnover of apartment units.
<PAGE>

                DIVERSIFIED HISTORIC INVESTORS II
              (a Pennsylvania limited partnership)

                   CONSOLIDATED BALANCE SHEETS


                                    Assets

                                 June 30, 1999        December 31, 1998
                                  (Unaudited)
Rental properties, at cost:
Land                             $     934,582          $     934,582
Buildings and improvements          40,542,742             40,542,742
Furniture and fixtures               3,140,203              3,026,576
                                    ----------             ----------
                                    44,617,527             44,503,900
Less - Accumulated depreciation    (22,078,540)           (21,218,232)
                                    ----------             ----------
                                    22,538,987             23,285,668

Cash and cash equivalents              162,873                219,254
Restricted cash                      1,276,711              1,095,373
Accounts and notes receivable          127,501                 71,582
Other assets (net of amortization
of $375,056 and $351,780 at
June 30, 1999 and December 31,
1998, respectively)                  1,553,634              1,831,411
                                    ----------             ----------
     Total                         $25,659,706            $26,503,288
                                    ==========             ==========

                Liabilities and Partners' Equity

Liabilities:
Debt obligations                   $32,760,540           $32,808,014
Accounts payable:
     Trade                           3,084,034             2,827,452
     Related parties                 1,573,979             1,521,734
Interest payable                    11,584,880            11,343,408
Accrued liabilities                  1,418,883             1,293,221
Tenant security deposits               249,758               249,134
                                    ----------            ----------
     Total liabilities              50,672,074            50,042,963
                                    ----------            ----------
Partners' equity                   (25,012,368)          (23,539,675)
                                    ----------            ----------
     Total                         $25,659,706           $26,503,288
                                    ==========            ==========

The accompanying notes are an integral part of these financial statements.
<PAGE>

                DIVERSIFIED HISTORIC INVESTORS II
              (a Pennsylvania limited partnership)

              CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months and Six Months Ended June 30, 1999 and 1998
                           (Unaudited)

                          Three months               Six months
                         Ended June 30,            Ended June 30,
                         1999        1998          1999        1998

Revenues:
 Rental income       $1,224,300   $1,119,098   $2,414,963   $2,260,055
 Hotel income           410,000      435,163      793,359      814,173
 Interest income          5,547        8,180        9,824       16,415
                      ---------    ---------    ---------    ---------
  Total revenues      1,639,847    1,562,441    3,218,146    3,090,643
                      ---------    ---------    ---------    ---------
Costs and expenses:
 Rental operations      508,156      461,036    1,042,762      892,027
 Hotel operations       255,695      373,024      617,023      656,257
 General and
  Administrative         49,500       49,500       99,000       99,000
 Interest             1,027,712      948,126    2,048,470    1,896,031
 Depreciation and
  Amortization          441,792      422,460      883,584      844,779
                      ---------    ---------    ---------    ---------
Total costs and
        expenses      2,282,855    2,554,146    4,690,839    4,388,094
                      ---------    ---------    ---------    ---------
Net loss            ($  643,008) ($  691,705) ($1,472,693) ($1,297,451)
                      =========    =========    =========    =========
Net loss per limited
partnership unit    ($    30.91) ($    33.25) ($    70.79) ($    62.37)
                      =========    =========    =========    =========

The accompanying notes are an integral part of these financial statements.
<PAGE>
                DIVERSIFIED HISTORIC INVESTORS II
              (a Pennsylvania limited partnership)

              CONSOLIDATED STATEMENTS OF CASH FLOWS
         For the Six Months Ended June 30, 1999 and 1998
                           (Unaudited)

                                                 Six months ended
                                                     June 30,
                                                 1999           1998

Cash flows from operating activities:
 Net loss                                    ($1,472,693)    ($1,297,451)
 Adjustments to reconcile net loss to
 net cash provided by operating
 activities:
Depreciation and amortization                    883,584         844,779
Changes in assets and liabilities:
 Increase in restricted cash                    (181,338)       (416,700)
 Increase in accounts receivable                 (55,919)        (14,205)
 Decrease in other assets                        254,500         147,701
 Increase in accounts payable - trade            256,582         181,317
 Increase in accounts payable -                   52,245       1,029,498
  related parties
 Increase in interest payable                    241,472         800,686
 Increase (decrease) in accrued liabilities      125,663        (922,933)
 Increase in tenant security deposits                624          10,514
                                              ----------      ----------
 Net cash provided by operating activities       104,720         363,206
                                              ----------      ----------
Cash flows from investing activities:
 Capital expenditures                           (113,627)       (162,666)
                                              ----------      ----------
Net cash used in investing activities           (113,627)       (162,666)
                                              ----------      ----------
Cash flows from financing activities:
 Principal payments                              (47,474)        (98,434)
                                              ----------      ----------
 Net cash used in financing activities           (47,474)        (98,434)
                                              ----------      ----------
(Decrease) increase in cash and cash             (56,381)        102,106
equivalents

Cash and cash equivalents at beginning           219,254          71,023
of period                                     ----------      ----------

Cash and cash equivalents at end of          $   162,873     $   173,129
period                                        ==========      ==========

The accompanying notes are an integral part of these financial statements.
<PAGE>

                DIVERSIFIED HISTORIC INVESTORS II
              (a Pennsylvania limited partnership)

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           (Unaudited)


NOTE 1 - BASIS OF PRESENTATION

The  unaudited  consolidated financial statements of  Diversified
Historic  Investors II (the "Registrant") and related notes  have
been  prepared  pursuant  to the rules  and  regulations  of  the
Securities   and   Exchange  Commission.   Accordingly,   certain
information   and  footnote  disclosures  normally  included   in
financial   statements  prepared  in  accordance  with  generally
accepted accounting principles have been omitted pursuant to such
rules  and  regulations.  The accompanying consolidated financial
statements  and related notes should be read in conjunction  with
the  audited financial statements in Form 10-K of the Registrant,
and notes thereto, for the year ended December 31, 1998.

The information furnished reflects, in the opinion of management,
all   adjustments,  consisting  of  normal  recurring   accruals,
necessary  for a fair presentation of the results of the  interim
periods presented.

                   PART II - OTHER INFORMATION

Item 1.   Legal Proceedings

           In May 1992, a partnership 69% owned by the Registrant
filed  a  reorganization petition pursuant to Chapter 11  of  the
U.S.  Bankruptcy  Code  in order to forestall  foreclosure  by  a
lender  on  the  property owned by it.  In addition,  the  lender
filed  a  claim against the Registrant on its guaranty of payment
of  the  partnerships debt.  In February 1993, the  lender,  with
permission  of the bankruptcy court, foreclosed on the  property.
In November 1993, the lender obtained a judgment in the matter of
Capital  Bank, N.A. v. Diversified Historic Investors II  in  the
amount  of $1,800,000.  In return for payment of $20,000, Capital
Bank  has agreed to forebear from executing on the judgment until
July 6, 2000.

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

           No matter was submitted during the quarter covered  by
this report to a vote of security holders.

Item 6.   Exhibits and Reports on Form 8-K

          (a) Exhibit     Document
              Number

                3         Registrant's    Amended     and
                          Restated Certificate of Limited
                          Partnership  and  Agreement  of
                          Limited Partnership, previously
                          filed as part of Amendment  No.
                          2  of Registrant's Registration
                          Statement  on  Form  S-11,  are
                          incorporated     herein      by
                          reference.

               21         Subsidiaries of the  Registrant
                          are    listed   in   Item    2.
                          Properties   on   Form    10-K,
                          previously      filed       and
                          incorporated     herein      by
                          reference.

          (b) Reports on Form 8-K:

              No  reports were filed on Form 8-K during the quarter
              ended June 30, 1999.
<PAGE>
                           SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act
of  1934, Registrant has duly caused this report to be signed  on
its behalf by the undersigned, thereunto duly authorized.

Date:  November 3, 1999    DIVERSIFIED HISTORIC INVESTORS II
       ----------------
                           By: Dover Historic Advisors, General Partner

                               By: EPK, Inc., Partner

                                   By: /s/ Spencer Wertheimer
                                       ----------------------
                                       SPENCER WERTHEIMER
                                       President and Treasurer