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

                              FORM 10-Q

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

             For the quarterly period ended March 31, 1998

                                OR

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

            For the transition period from N/A to N/A
                                           ---    ---

                      Commission File No. 0-16683

                TECHNOLOGY FUNDING SECURED INVESTORS II
          ----------------------------------------------------
         (Exact name of Registrant as specified in its charter)

          CALIFORNIA                            94-3034262
-------------------------------     -----------------------------------
(State or other jurisdiction of    (I.R.S. Employer Identification No.)
incorporation or organization) 

2000 Alameda de las Pulgas, Suite 250
San Mateo, California                                            94403
--------------------------------------                        --------
(Address of principal executive offices)                     (Zip Code)


                              (650) 345-2200
             --------------------------------------------------
            (Registrant's telephone number, including area code)

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   
                                                               ---  ---

No active market for the units of limited partnership interests ("Units") 
exists, and therefore the market value of such Units cannot be 
determined.

<PAGE>
I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

BALANCE SHEETS
--------------
<TABLE>
<CAPTION>

                                         (unaudited)
                                          March 31,      December 31,
                                            1998              1997
                                        -------------    ------------
<S>                                    <C>                <C>
ASSETS

Investments:
 Secured notes receivable, net 
  (cost basis of $4,057,307 in 
  1998 and 1997)                        $1,792,307         1,792,307
 Equity investments (cost basis
  of $4,293,145 and $4,143,319 in
  1998 and 1997, respectively)           3,492,792         3,477,307
                                         ---------         ---------
 
     Total investments                   5,285,099         5,269,614

Cash and cash equivalents                  302,147           669,856

Restricted cash                            264,271           264,074

Due from related parties                    83,800            52,126

Other assets                                43,957            18,556
                                         ---------         ---------

     Total assets                       $5,979,274         6,274,226
                                         =========         =========

LIABILITIES AND PARTNERS' CAPITAL

Accounts payable and accrued expenses   $   44,092            57,675
Other liabilities                           11,301            11,301
                                         ---------         ---------

     Total liabilities                      55,393            68,976

Commitments, contingencies and
 subsequent event (Notes 1, 2 and 8)

Partners' capital:
 Limited Partners
  (Units outstanding of 150,570 in 
   1998 and 1997)                        9,144,507         9,290,065
 General Partners                         (155,273)         (153,803)
 Net unrealized fair value decrease
   from cost:
   Secured notes receivable             (2,265,000)       (2,265,000)
   Equity investments                     (800,353)         (666,012)
                                         ---------         ---------

     Total partners' capital             5,923,881         6,205,250
                                         ---------         ---------

     Total liabilities and
      partners' capital                 $5,979,274         6,274,226
                                         =========         =========
</TABLE>

See accompanying notes to financial statements.

<PAGE>

STATEMENTS OF OPERATIONS (unaudited)
-----------------------------------

<TABLE>
<CAPTION>
                                   For the Three Months Ended March 31,
                                   ------------------------------------
                                             1998         1997
                                          ----------   -----------
<S>                                       <C>           <C>
Income:
 Secured notes receivable interest       $      --       22,462
 Short-term investment interest              9,405       37,657
 Other income                                   --        5,172
                                           -------      -------
     Total income                            9,405       65,291
                                           -------      -------

Costs and expenses:
 Management fees                            31,716       34,004
 Other investment expenses                      --      148,831
 Operating expenses                        124,717      122,520
                                           -------      -------
     Total costs and expenses              156,433      305,355
                                           -------      -------

Net operating loss                        (147,028)    (240,064)

 Net realized gain from sales of
  equity investments                            --        5,198
                                           -------      -------

Net realized loss                         (147,028)    (234,866)

 Change in net unrealized 
  fair value:
   Equity investments                     (134,341)     (14,388)
                                           -------      -------

Net loss                                 $(281,369)    (249,254)
                                           =======      =======

Net realized loss per Unit               $      (1)          (1)
                                           =======      =======
</TABLE>
See accompanying notes to financial statements.

<PAGE>
STATEMENTS OF CASH FLOWS (unaudited)
-----------------------------------
<TABLE>
<CAPTION>

                                       For the Three Months Ended March 31,
                                       ------------------------------------
                                                 1998             1997
                                              ---------         ---------
<S>                                          <C>              <C>
Cash flows from operating activities:
 Interest received                            $  9,405            65,291
 Cash paid to vendors                          (54,315)          (38,265)
 Cash paid to related parties                 (172,776)         (167,972)
                                               -------         ---------

     Net cash used by operating 
      activities                              (217,686)         (140,946)
                                               -------         ---------

Cash flows from investing activities:
 Purchase of equity investments               (149,826)               --
 Secured notes receivable issued                    --           (33,213)
 Repayments of secured notes receivable             --             4,989
                                               -------         ---------

     Net cash used by investing
      activities                              (149,826)          (28,224)
                                               -------         ---------

Net decrease in cash and
 restricted cash                              (367,512)         (169,170)

Cash and restricted cash at
 beginning of year                             933,930         3,886,602
                                               -------         ---------
Cash and restricted cash at March 31          $566,418         3,717,432
                                               =======         =========

</TABLE>
See accompanying notes to financial statements.


<PAGE>

STATEMENTS OF CASH FLOWS (unaudited) (continued)
------------------------------------------------

<TABLE>
<CAPTION>
                                   For the Three Months Ended March 31,
                                   ---------------------------------------
                                                 1998            1997
                                              ----------      ---------
<S>                                           <C>             <C>
Reconciliation of net loss to net cash 
 used by operating activities:

Net loss                                      $(281,369)      (249,254)

Adjustments to reconcile net loss to net 
 cash used by operating activities:
  Net realized gain from sales of 
   equity investments                                --         (5,198)
  Change in net unrealized fair value:
   Equity investments                           134,341         14,388

Changes in:
  Accounts payable and accrued expenses         (13,583)       128,581
  Due to/from related parties                   (31,674)       (29,602)
  Other assets                                  (25,401)         1,954
  Other liabilities                                  --         (1,815)
                                                -------        -------

Net cash used by operating
 activities                                   $(217,686)      (140,946)
                                                =======        =======

</TABLE>

See accompanying notes to financial statements.

<PAGE>

NOTES TO FINANCIAL STATEMENTS (unaudited)
----------------------------------------

1.     General
       -------

In the opinion of the Managing General Partner, the Balance Sheets as of 
March 31, 1998, and December 31, 1997, and the related Statements of 
Operations and Statements of Cash Flows for the three months ended March 
31, 1998 and 1997, reflect all adjustments which are necessary for a fair 
presentation of the financial position, results of operations and cash 
flows for such periods.  These statements should be read in conjunction 
with the Annual Report on Form 10-K for the year ended December 31, 1997.  
The following notes to financial statements for activity through March 31, 
1998, supplement those included in the Annual Report on Form 10-K. 
Allocation of income and loss to Limited and General Partners is based on 
cumulative income and loss.  Adjustments, if any, are reflected in the 
current quarter balances.

       Extension of Partnership
       ------------------------

In April 1998, the General Partners extended the Partnership's term for 
another two-year period to December 31, 2000.

2.     Related Party Transactions
       --------------------------

Related party costs are included in costs and expenses shown on the 
Statements of Operations.  Related party costs for the three months ended 
March 31, 1998 and 1997, were as follows:

<TABLE>
<CAPTION>

                                                   1998          1997
                                                 --------      --------
<S>                                              <C>            <C>

Management fees                                  $ 31,716        34,004

Reimbursable operating expenses                   109,386       104,366

</TABLE>
Certain reimbursable expenses have been allocated and accrued based upon 
interim estimates prepared by the Managing General Partner and are adjusted 
to actual cost periodically. At March 31, 1998 and December 31, 1997, due 
from related parties for such expenses were $83,800 and $52,126, 
respectively.

3.     Net Realized Income (Loss) Per Unit
       -----------------------------------

Net realized income (loss) per Unit is calculated by dividing total net 
realized income (loss) allocated to the Limited Partners by the average 
number of Units outstanding for the three months ended March 31, 1998 and 
1997 of 150,570 and 155,671, respectively.

4.     Secured Notes Receivable, Net
       -----------------------------

There were no secured notes receivable activities from January 1 through 
March 31, 1998.

The Partnership's secured notes receivable portfolio was on nonaccrual 
status due to the uncertainty of the financial conditions of certain 
borrowers at March 31, 1998 and December 31, 1997.  The Managing General 
Partner continues to monitor the progress of these companies and intends to 
manage these investments to maximize the Partnership's net realizable 
value.  The fair value at March 31, 1998, recognizes the Managing General 
Partner's estimate of collectibility of these notes.  All notes are secured 
by specific assets of the borrowing company.


5.     Equity Investments
       ------------------
<TABLE>
A complete listing of the Partnership's equity investments at December 31, 1997, is included 
in the 1997 Annual Report.  Activity from January 1 through March 31, 1998, consisted of:
<CAPTION>
                                                       January 1 through March 31, 1998
                                                       --------------------------------
                            Investment                            Cost          Fair
Industry/Company               Date           Position            Basis         Value
----------------            ----------        --------          ---------    ----------
<S>                          <C>            <C>                <C>          <C>   
Balance at January 1, 1998                                     $4,143,319     3,477,307
                                                                ---------     ---------

Significant changes:

STOCKS:
------

Industrial/Business Automation
------------------------------
Cyclean of                    01/98-        149,826
 Long Beach, LLC              03/98         LLC Units             149,826       149,826

Microelectronics
----------------
Celeritek, Inc.               05/94         47,219 Common
                                            shares                      0      (136,558)

                                                                ---------     ---------

   Total significant changes                                      149,826        13,268

   Other changes, net                                                   0         2,217
                                                                ---------     ---------

Total equity investments at March 31, 1998                     $4,293,145     3,492,792
                                                                =========     =========
</TABLE


Marketable Equity Securities
----------------------------

At March 31, 1998, and December 31, 1997, marketable equity securities had 
aggregate costs of $261,804 and $261,804, respectively and aggregate fair 
values of $574,527 and $708,864, respectively.  The net unrealized gains at 
March 31, 1998, and December 31, 1997, did not include any gross losses.

Cyclean of Long Beach, LLC
--------------------------

In the first quarter of 1998, the Partnership purchased 149,826 LLC Units 
for a total of $149,826.

Other Equity Investments
------------------------

Other significant changes reflected above relate to market value 
fluctuations for publicly-traded portfolio companies.

6.     Other Investment Expenses
       -------------------------

Other investment expenses, primarily legal fees, of $148,831 in 1997, 
reflect the participated cost of litigation which was settled in the same 
year.  There were no such expenses in 1998.

7.     Cash and Cash Equivalents
       -------------------------

At March 31, 1998, and December 31, 1997, cash and cash equivalents 
consisted of:

</TABLE>
<TABLE>
<CAPTION> 

                                                1998          1997
                                              --------      ---------
<S>                                           <C>	          <C>
Demand and brokerage accounts                 $ 30,194         38,563
Money market accounts                          271,953        631,293
                                               -------      ---------
Total                                         $302,147        669,856
                                               =======      =========

</TABLE>

8.     Commitments and contingencies
       -----------------------------

The Partnership is a party to financial instruments with off-balance-sheet 
risk in the normal course of its business.  Generally, these instruments 
are equipment financing commitments or accounts receivable lines of credit 
that are outstanding but not currently fully utilized by a borrowing 
company.  As they do not represent current outstanding balances, these 
unfunded commitments are properly not recognized in the financial 
statements. The Partnership had unfunded commitments for equity investments 
of $47,920 as of March 31, 1998.
At March 31, 1998, restricted cash of $264,271 included the following:

In April, 1997, the Partnership together with an affiliated partnership, 
deposited $750,000 into an escrow account as collateral for a note payable 
of a portfolio company.  The Partnership's share of the deposit is 
$247,500.  While the Partnership expects the company to repay the note, if 
they fail to do so, the note holder may assume the escrow account.

In December 1997, the Partnership together with an affiliated Partnership, 
guaranteed equipment financing for a portfolio company by depositing 
$50,000 in an escrow account with the lending institution.  The Partnership 
funded $16,500 of this deposit.  If the portfolio company fails to repay 
the line of credit, the Partnership may forego the escrowed funds.

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

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

During the three months ended March 31, 1998, net cash used by operating 
activities totaled $217,686.  The Partnership paid $172,776 to related 
parties.  Other operating expenses of $54,315 were paid, and interest 
income of $9,405 was received.

During the three months ended March 31, 1998, the Partnership funded 
$149,826 in equity investments to a portfolio company in the industrial and 
business automation industry.

Cash and restricted cash at March 31, 1998, were $566,418.  Future 
distributions will be dependent upon loan repayments from borrowing 
companies, future proceeds from equity investment sales, and available 
cash.  Operating cash reserves combined with proceeds from the sale of 
investments, interest income received from short-term investments, 
repayments of secured notes receivable and equity investment sales are 
expected to be sufficient to fund Partnership operations through the next 
twelve months.

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

Current quarter compared to corresponding quarter in the preceding year
-----------------------------------------------------------------------

Net losses were $281,369 and $249,254 for the three months ended March 31, 
1998 and 1997, respectively.  The increase in net loss was primarily a 
result of a $119,953 decrease in the change in net unrealized fair value of 
investments and a $55,886 decrease in interest and other income, partially 
offset by a $148,831 decrease in other investment expenses.

The $134,341 decrease in net unrealized fair value of investments during 
the quarter ended March 31, 1998, was primarily due to decreases in the 
microelectronics industry.

Interest and other income was $9,405 and $65,291 during the three months 
ended March 31, 1998 and 1997, respectively.  The decrease was mostly 
attributable to lower cash and cash equivalent balances in 1998 and loans 
on nonaccrual status.
Other investment expenses, primarily legal fees, for the quarter ended 
March 31, 1997 were $148,831.  There were no such expenses in 1998.  The 
decrease was due to the settlement of the related litigation.

Total operating expenses were $124,717 and $122,520 for the three months 
ended March 31, 1998 and 1997, respectively.

Given the inherent risk associated with the business of the Partnership, 
the future performance of the portfolio company investments may 
significantly impact future operations.

II.  OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K

(a)  No reports on Form 8-K were filed by the Partnership during the 
     quarter ended March 31, 1998.

(b)  Financial Data Schedule for the three months ended and as of March 
     31, 1998 (Exhibit 27).


<PAGE>




                              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.

                         TECHNOLOGY FUNDING SECURED INVESTORS II

                         By:  TECHNOLOGY FUNDING INC.
                              Managing General Partner





Date:  May 14, 1998      By:      /s/Michael R. Brenner
                           ------------------------------------
                                     Michael R. Brenner
                                     Controller