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                            UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  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 September 30, 2000

                               OR

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

           For the transition period from _________to_________

                Commission file number:  0-25600

          OXFORD TAX EXEMPT FUND II LIMITED PARTNERSHIP
     ------------------------------------------------------
     (Exact name of registrant as specified in its charter)

           Maryland                            52-1394232
-------------------------------           --------------------
(State or other jurisdiction of            (I.R.S. Employer
incorporation or organization)            Identification No.)

  7200 Wisconsin Avenue, 11th floor, Bethesda, Maryland, 20814
  ------------------------------------------------------------
      (Address of principal executive offices)  (Zip Code)


Registrant's telephone number, including area code 301-654-3100

Securities registered pursuant to Section 12(b) of the Act:
Beneficial Assignee Interests

Securities registered pursuant to Section 12(g) of the Act:  None

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 / /.

At  September  30,  2000,  the following  classes  of  beneficial
assignee   interests  of  Oxford  Tax  Exempt  Fund  II   Limited
Partnership were outstanding:  (i) 7,344,425 beneficial  assignee
interests  ("BACs") with an aggregate market value ($26.5625  per
share) of $195,086,289, and (ii) 97 Status Quo BACs ("SQBs").


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          OXFORD TAX EXEMPT FUND II LIMITED PARTNERSHIP

                            FORM 10-Q

                  PART I-FINANCIAL INFORMATION


Item 1.  Financial Statements.

   The financial statements of OTEF II are incorporated herein by
reference  to sequentially numbered pages 12 through 15  of  OTEF
II's Quarterly Report (Unaudited).

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

    A  discussion of OTEF II's financial condition and results of
operations  for  the three and nine month period ended  September
30,  2000  and  1999  is  incorporated  herein  by  reference  to
sequentially  numbered  pages 6 through 11  entitled  "Report  of
Management" included in OTEF II's Quarterly Report (Unaudited).

                    PART II OTHER INFORMATION

Item 1.  Legal Proceedings.
   None.

Item 2.  Changes in Securities.
   None.

Item 3. Defaults Upon Senior Securities.
   None.

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

Item 5. Other Information.
    None.

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

   (a)  Exhibits.
     For  a  list  of  Exhibits  as  required  by  Item  601   of
     Regulation S-K, see Exhibit Index on page 3 of this report.

   (b)  Reports on Form 8-K.

     A  report  on  Form  8-K  was filed with  the  Securities  &
     Exchange  Commission  on  July 13,  2000  regarding  certain
     contractual  arrangements that could result in a  change  in
     control of the Registrant.

     A  report  on  Form  8-K was filed with the  Securities  and
     Exchange  Commission  on September 20,  2000  regarding  the
     sale of the Registrant's San Bruno investments.

     A  report  on  Form  8-K was filed with the  Securities  and
     Exchange  Commission  on  October  5,  2000  regarding   the
     consummation  of the contractual arrangements  discussed  in
     the Form 8-K filed on July 13, 2000.

   No other items were applicable.




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          OXFORD TAX EXEMPT FUND II LIMITED PARTNERSHIP

                            FORM 10-Q

                          EXHIBIT INDEX

(Listed according to the number assigned in the Exhibit Table in
Item 601 of Regulation S-K).

(20) Report furnished to Security Holders.

   Oxford Tax Exempt Fund II Limited Partnership's Quarterly
   Report (Unaudited) dated September 30, 2000, follows on pages
   5 through 21 of this report.

(27) Financial Data Schedule.




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          OXFORD TAX EXEMPT FUND II LIMITED PARTNERSHIP

                            FORM 10-Q

                           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.

                    Oxford Tax Exempt Fund II Limited Partnership

                    By:  Oxford Tax Exempt Fund II Corporation,
                         Managing General Partner of the registrant



Date: 11/13/00      By:   /s/ Martha Long
      --------            -------------------------------------------
                          Martha Long,
                          Chief Accounting Officer


Date: 11/13/00      By:   /s/ Peter Kompaniez
      --------            ------------------------------------------
                          Peter Kompaniez,
                          Director and President


Date: 11/13/00      By:   /s/ Patrick J. Foye
      --------            -------------------------------------------
                          Patrick J. Foye,
                          Director and Executive Vice President



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          OXFORD TAX EXEMPT FUND II LIMITED PARTNERSHIP

                        Quarterly Report
                           (Unaudited)

                       September 30, 2000





















     CONTENTS

     Report of Management
     Balance Sheets
     Statements of Income and Comprehensive Income
     Statement of Partners' Capital
     Statements of Cash Flows
     Notes to Financial Statements
     Instructions for Investors who wish to reregister or
      transfer OTEF II BACs


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Report of Management
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        The  following  report  provides  information  about  the
financial  condition  of  Oxford  Tax  Exempt  Fund  II   Limited
Partnership,  a Maryland limited partnership ("OTEF  II"  or  the
"Partnership"),  as  of September 30, 2000, and  its  results  of
operations and cash flows for the period then ended.  This report
and   analysis  should  be  read  together  with  the   financial
statements and related notes thereto appearing elsewhere in  this
Quarterly Report.

Recent Developments

        Change  in  Control  of  Managing  General  Partner.   On
September  20, 2000, Apartment Investment and Management  Company
("AIMCO") (NYSE: AIV) acquired all of the stock of Oxford  Realty
Financial Group, Inc. ("ORFG"), that it did not already  own,  as
well as other interests in various Oxford entities.  ORFG is  the
parent company of OTEF II's Managing General Partner, Oxford  Tax
Exempt  Fund  II  Corporation (the "Managing  General  Partner").
Merrill  Lynch & Co. served as financial advisor to ORFG and  its
affiliates with respect to this transaction.

       AIMCO,  a  publicly-traded real  estate  investment  trust
headquartered   in   Denver,  Colorado,  owns   and   manages   a
geographically  diversified portfolio  of  approximately  365,000
apartments  and  is  one of the largest owners  and  managers  of
apartment  communities  in  the nation.   AIMCO  has  substantial
experience  with properties financed with tax-exempt  bonds,  and
continues  to  serve as the property manager for  19  of  the  21
apartment  communities  that  collateralize  the  tax-exempt  and
taxable debt held by OTEF II.

      With the completion of this transaction, AIMCO now owns the
Managing  General Partner of OTEF II, Oxford Tax Exempt  Fund  II
Corporation,  and  thereby controls the management  of  OTEF  II.
Effective  as  of the closing of the acquisition  agreement,  the
board  of  directors and executive officers of Oxford Tax  Exempt
Fund  II  Corporation are those set forth on Annex I  to  AIMCO's
Schedule 13D regarding the ORFG transaction, dated September  20,
2000.  AIMCO also owns the managing general partner interests  in
20   of  the  21  partnerships  whose  apartment  properties  are
collateral for OTEF II's tax-exempt and taxable debt.

      As part of such acquisition, AIMCO acquired: (1) the entity
(ORFG)  which owns the managing general partner of OTEF  II,  and
approximately 40% of the non-managing general partner of OTEF II;
and  (2) options to purchase, from the principals of ORFG, 32,580
units  of beneficial assignee interest in OTEF II ("BACs")  owned
by  them  and (3) existing employee stock options that  had  been
held  by  the principals of ORFG to purchase from OTEF II 652,125
BACs.

       The options for 32,580 BACs were granted by the principals
of  ORFG  who  were  the  sellers of the  assets  in  the  Oxford
acquisition and, in general, are exercisable at the price offered
in any acquisition transaction (as discussed below) or at a price
equal  to 90% of the fully diluted book value per BAC as reported
by OTEF II for the last calendar quarter prior to the exercise of
the  option, subject in both cases to possible upward adjustments
if  certain events occur after the exercise of the option, but in
no case will the exercise price be less than the price the seller
paid  for the BACs.  The 652,125 options granted by OTEF II under
its  option  plan  are exercisable at $23.88  per  BAC  and  were
acquired  by  AIMCO  for $8.00 per option,  subject  to  possible
upward adjustment if certain events occur in the future.

       AIMCO  has  agreed with the sellers of the assets  in  the
Oxford  acquisition  that  if AIMCO enters  into  an  acquisition
transaction  involving OTEF II before September 20,  2003,  AIMCO
will pay consideration in such acquisition transaction of no less
than  90% of the fully diluted book value per BAC as reported  by
OTEF  II for the calendar quarter immediately preceding the  date
of  the  acquisition  transaction.   An  acquisition  transaction
includes,  but  is  not limited to, a merger,  reorganization  or
other   business  combinations,  tenders  and  exchange   offers,
purchases and the liquidation of OTEF II.

       AIMCO  has  informed OTEF II that it does  not  intend  to
change OTEF II's current distribution policy.  OTEF II's Managing
General  Partner expects to consider on behalf  of  OTEF  II  (1)
refinancing, reducing or increasing existing indebtedness of OTEF
II;  (2)  sales of assets, individually or as part of a  complete
liquidation;  and (3) mergers or other consolidation transactions
involving  OTEF  II.   There is no assurance,  however,  when  or
whether any of these transactions might occur.


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The  partnerships  which own four senior  living  properties  are
marketing  for sale the assets of such operating partnerships  on
which   OTEF   II  hold  tax-exempt  bonds  in  the   amount   of
approximately $63.1 million at September 30, 2000.  Affiliates of
AIMCO   serve   as   the  general  partners  of  such   operating
partnerships.  Such operating partnerships have not entered  into
contracts of sale as of the date of this report, and no assurance
can  be  given that any of the operating partnerships will  enter
into contracts of sale, or as to the terms thereof or that any or
all of such sales will be consummated.  In  connection  with  any
such sale, OTEF II expects to sell the tax-exempt  bonds  secured
by these properties.

      Distribution for the Quarter ended September 30, 2000.  The
Managing  General  Partner declared, on  September  13,  2000,  a
distribution  for the quarter ended September  30,  2000  in  the
amount of $0.565 per BAC which will be paid on or before November
14,  2000.  This distribution is $0.025 or 4.6% greater than  the
distribution for the second quarter of 2000, which  was  paid  on
August 11, 2000.

       Sale of San Bruno Securities.  On September 13, 2000, OTEF
II received approximately $35.6 million from the sale of: (1) tax-
exempt  bonds secured by the San Bruno property with a par  value
of  $26.06  million;  (2) a demand note in the  amount  of  $8.27
million  received  from  the San Bruno Operating  Partnership  in
connection   with  the  San  Bruno  tax-exempt  bond  remarketing
transaction  that  closed on November  1,  1999;  and  (3)  $1.27
million  of accrued interest on the San Bruno Securities.   As  a
result  of  this  sale,  OTEF II has now  received  amounts  with
respect  to  its San Bruno investment equal to all principal  and
interest  owed under the original 1986 bonds and the 1999  demand
note.   This  sale concludes OTEF II's investment in  San  Bruno.
For  financial  statement purposes, OTEF II realized  a  gain  of
approximately $23.5 million with respect to the sale of  the  San
Bruno  Securities.  As of June 30, 2000, the San Bruno Securities
had  a  cost basis of approximately $10.8 million and a  carrying
value  of approximately $26.06 million, being the estimated  fair
value of the investments at that time.  Therefore, OTEF II's book
value  increased by approximately $8.27 million as  a  result  of
this  transaction.  On  October 27, 2000,  the  Managing  General
Partner used approximately $9.1 million of the San Bruno proceeds
to reduce a portion of OTEF II's financing  debt  associated with
one of the senior living properties. The Managing General Partner
intends  to  use  substantially  all of  the  remaining San Bruno
proceeds to further reduce OTEF II's financing debt.

       Investment  Transactions.  On November 24, 1999,  OTEF  II
closed a development venture transaction for The Peaks at Conyers
Apartments,  a  260-unit apartment community being  developed  in
Conyers, Georgia, an Atlanta suburb, for a total development cost
of  approximately $18.2 million.  As of the date of this  report,
construction  continues on The Peaks at Conyers.   Based  on  the
draw  requests  received  to date, work completed  and  materials
supplied  represent  approximately  65%  of  the  amount  of  the
construction  contract.  OTEF II will  continue  to  monitor  the
progress of construction relating to this property.

       Financing  Transactions.  On May 11, 2000, the  letter  of
credit  issued by Banco Santander Central Hispano,  S.A.  ("Banco
Santander")  with  respect  to the  Naples  investment,  and  the
standby  reimbursement agreement with a Merrill  Lynch  affiliate
which  effectively  guarantees  the  obligations  of  the  Naples
Borrower  to Banco Santander Central Hispano, S.A. were  extended
to  December  11, 2000. It is the intent of the Managing  General
Partner to extend these agreements.

       OTEF  II  is  continuing to work  on  bond  refunding  and
refinancing transactions with respect to the Summerwalk property.
The   senior  tax-exempt  bonds  secured  by  this  property  are
currently  held  by  third  parties.  Based  on  its  preliminary
discussions,   the  Managing  General  Partner   may   consummate
refunding  or  refinancing transactions for  this  property.  The
credit  enhancement  associated with the  bonds  secured  by  the
property owned by the Summerwalk borrower, scheduled to terminate
on December 15, 2000, was extended to December 15, 2001.

       Amortization of Series A Bonds.  Effective April 15, 2000,
mandatory quarterly sinking fund redemptions began on the  twelve
Original  Refunding  Bonds (as defined  below).   These  Original
Refunding  Bonds provide for payments of interest  only  for  the
first  three  years  and  then amortize  over  a  27-year  period
beginning  in the fourth bond year.  While the total payments  on
these  bonds  increase  each year, the portion  of  the  payments
allocable  to  interest  will decrease in  the  fourth  year  and
increase  each  year thereafter.  Accordingly, it is  anticipated
that  OTEF  II  will  receive  aggregate  principal  payments  of
approximately   $1.4   million  in   2000.    Of   this   amount,
approximately  41% will be applied to reduce the  financing  debt
reported by OTEF II on its balance sheet.  Substantially  all  of
the  balance  of  the principal payments will  reduce  OTEF  II's
remaining  investment in the related bonds.  While  the  interest
received  on  these bonds will decrease in 2000 from  the  amount
received  for  1999 by approximately $0.19 per share,  the  total
principal and interest that is projected to be received  by  OTEF
II  with respect to these bonds for 2000 will be higher than  the
amount  of  interest  received on  these  bonds  for  1999.   The


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Report of Management
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scheduled interest rates on these bonds will increase in 2001 and
each  year thereafter through the remaining term of the  Original
Refunding Bonds.  On April 15, 2000, approximately $0.47  million
in   sinking  fund  redemptions  was  received  on  the  Original
Refunding Bonds and approximately $0.19 million was paid  on  the
financing debt.  On July 31, 2000, approximately $0.47 million in
sinking  fund redemptions was received on the Original  Refunding
Bonds  and approximately $0.195 million was paid on the financial
debt.  The outstanding balance of the financing debt at September
30, 2000 was $52.2 million.  In October 2000, approximately $0.48
million  in sinking fund redemptions was received on the Original
Refunding Bonds and approximately $0.196 million was paid on  the
financing debt.

       Book Value.  For the quarter ended September 30, 2000, the
book  value  of  the  BACs was approximately $37.54  on  a  fully
diluted  basis,  taking into account the 1997 Incentive  Options.
Book  value  is calculated as the sum of the BAC capital  account
plus  the  BACs'  allocable  share of  accumulated  comprehensive
income,  divided  by  the  fully diluted  shares  outstanding  at
September 30, 2000.

       BAC Repurchase Program.  On October 30, 1998, the Managing
General Partner authorized the repurchase, from time to time,  of
up to 250,000 BACs.  OTEF II may purchase BACs in the open market
or  through  privately negotiated transactions.  The  timing  and
amount of BACs purchased will be dependent on the availability of
BACs  and other market factors.  OTEF II will purchase BACs  only
to  the  extent  that they may be purchased at favorable  prices.
Under this program, OTEF II acquired 2,000 BACs in December  1998
for  approximately $0.05 million.  On January 18, 2000,  OTEF  II
acquired  an  additional  10,000  BACs  for  approximately  $0.24
million.  These securities are reflected in partners' capital  on
the  balance sheet as Treasury Shares.  No further purchases have
been made through the date of this report.

Liquidity and Capital Resources

       To  pursue  additional investment opportunities,  OTEF  II
requires  additional capital from time to time.  In  addition  to
proceeds   from   financings,  OTEF  II  may  generally   acquire
additional investments ("New Assets"):  (i) from the proceeds  of
sales  or other dispositions of Original Refunding Bonds (defined
below)  and the Original Remarketed Bonds (as defined below)  and
the proceeds from principal payments with respect to the Original
Refunding  Bonds  (except  for  the  portion  of  such   proceeds
allocable to Status Quo BACs ("SQBs")), as well as bonds issued to
refund  any tax-exempt bonds acquired by OTEF II pursuant to  the
Liquidity  and Growth Plan; (ii) from the proceeds  of  sales  or
other  dispositions of New Assets and the proceeds from principal
payments  with respect to New Assets; (iii) from the proceeds  of
issuances  of additional equity securities, including  additional
BACs or other limited partnership interests in OTEF II; (iv) from
the issuance of  additional equity securities in exchange for New
Assets;  or  (v) from funds borrowed from lenders or  by  issuing
evidences of indebtedness.

      Current Position.  OTEF II uses its cash receipts primarily
for  distributions to BAC Holders, and its General  Partners,  to
pay  administrative expenses, to acquire New Assets, and pay  the
costs  and  expenses  relating  to  such  transactions.   As   of
September  30, 2000, OTEF II held approximately $41.4 million  in
cash  and cash equivalents, compared to $5.5 million in cash  and
cash  equivalents  held as of December 31, 1999.   This  increase
primarily   reflects  the  net  proceeds  from  the   San   Bruno
transaction   described  above.  The  Managing  General   Partner
intends,  to use the majority of the San Bruno proceeds to reduce
OTEF II's financing debt.

       Financing Transactions.  OTEF II undertakes securitization
transactions with respect to its bond portfolio from time to time
to  enhance  its  overall return on investment  and  to  generate
proceeds,  which facilitate the acquisition of New Assets.   OTEF
II  has  securitized  approximately $77.0  million  of  its  bond
portfolio  by assigning these bonds to a Merrill Lynch  affiliate
which, in turn, deposited them into trusts.  The trusts, in turn,
sold  to institutional investors senior, floating rate securities
credit  enhanced  by  a  Merrill Lynch affiliate.   These  senior
securities  have  first  priority on the  debt  service  payments
related to the bonds held in these trusts.  OTEF II acquired  all
the   subordinated   interests  in  these   trusts,   aggregating
approximately  $15  million, and received the  proceeds,  net  of
transaction  costs  from the sale of the senior  securities.   In
addition, in a transaction involving the Carpenter bonds, OTEF II
acquired  approximately  $9 million of  senior  trust  interests,
which may be sold at any time to provide cash to OTEF II for  new
acquisitions  or  for  any other purpose.  OTEF  II  has  certain
rights to repurchase and/or refinance the bonds and to repurchase
the  senior securities and, therefore, retains a level of control
over the bonds.  These securitization transactions provide a low-
cost  financing option for OTEF II's growth.  The portion of  the
net  proceeds from these transactions that is not invested in New
Assets  is temporarily invested in liquid tax-exempt money market
securities.


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   In  connection with these transactions, OTEF II converted  the
interest  rate  mode  on  the Series A Bonds  involved  in  these
transactions from an annual to weekly reset.  On August 22, 1997,
and  September  21,  1998, OTEF II purchased three-year  interest
rate  caps on a notional amount of approximately $27 million  and
$30  million, respectively, to minimize the effects  of  interest
rate  volatility.  Additionally,  on  August  4,  2000,  OTEF  II
purchased a two-year interest rate cap on the notional amount  of
approximately  $55  million.  Under these  arrangements,  if  the
average short-term, tax-exempt interest rates during the term  of
the  cap  increase above a specified level (6%,  4.5%,  and  5.5%
respectively),  the  counter-party  to  the  interest  rate   cap
transaction is required to pay directly to OTEF II the amount  by
which such rates exceed the specified level.  For the nine months
ended  September 30, 2000, $0.03 million was required to be  paid
by the counter-party pursuant to these interest cap agreements.

       For  financial statement purposes, these transactions  are
accounted  for  as financing transactions.  The amount  of  bonds
financed,  as  of  September  30,  2000  of  approximately  $76.0
million,  is reflected as Securities Held in Trust, the net  cash
proceeds   not  reinvested  are  classified  as  Cash  and   Cash
Equivalents  and the difference between the principal  amount  of
the  bonds  financed and the principal amount of the subordinated
interests acquired by OTEF II is classified as financing debt  on
OTEF  II's  balance  sheet.   The  aggregate  financing  debt  at
September 30, 2000 and December 31, 1999 was approximately  $52.2
and  $52.6  million,  respectively.   OTEF  II's  financing  debt
represents  approximately 15.6 % of OTEF II's  total  assets  (or
29.3 % of OTEF II's total assets if the entities in which OTEF II
has  made a subordinated debt investment were consolidated).  Due
to  the  credit enhancement provided by a Merrill Lynch affiliate
in connection with the securitization transactions, and favorable
underwriting  characteristics (generally, low  loan-to-value  and
high  debt coverage), this financing debt bears interest  at  the
Bond  Marketing Association (BMA) weekly floating bond index plus
approximately   80   to   85  basis  points   (including   credit
enhancement, trustee and related fees).  This rate averaged 4.96%
for the 9 months ended September 30, 2000, 4.03% for the 9 months
ended September 30, 1999 and 4.18% for the twelve months of 1999.
The  credit enhancement associated with substantially all of  the
financing debt was extended to February 15, 2001.  While OTEF  II
is  not an obligor and, therefore, is not liable for repayment of
this financing debt, the Securitized Bonds (in which OTEF II owns
approximately $15 million of subordinated interests  through  the
trusts) are in effect collateral for this financing debt.

       Costs  associated  with these financing  transactions  are
amortized  over ten years for financial statement  purposes,  and
costs  associated with the interest rate caps are being amortized
over the lives of the interest rate cap agreements, which are two
to   three  years.   For  federal  income  tax  purposes,   these
transactions  are treated as sales by OTEF II of  the  applicable
bonds and a purchase of senior and subordinated interests in  the
trusts.

      Original Refunding Bonds.    OTEF II has acquired refunding
bonds  ("Original  Refunding Bonds") for twelve  of  the  fifteen
mortgage  revenue bonds acquired by OTEF upon its formation  (the
"Original  MRBs"), representing approximately  88%  of  the  face
amount  of  the original bond portfolio.  The Original  Refunding
Bonds  currently held by OTEF II consist of senior bonds ("Series
A  Bonds")  and  subordinated bonds  ("Series  B  Bonds").   This
senior/subordinated structure has allowed OTEF  II  to  undertake
several  financing  transactions involving  the  Series  A  Bonds
allocable to BAC Holders ("Liquidity Assets").  OTEF II  retained
the  related  Series B Bonds for the benefit of the BAC  Holders,
and  retained both the Series A Bonds and the Series B Bonds that
are  designated as Status Quo Assets and held for the benefit  of
SQB Holders.

       Series A Bonds.  The term of each Original Refunding  Bond
and,  accordingly,  each  mortgage loan  underlying  an  Original
Refunding Bond, is 30 years following the date of refunding.  The
Series  A  Bonds require interest only payments during the  first
three  years and, thereafter, are subject to annual sinking  fund
redemptions that will result in full amortization of the Series A
Bonds   during   the   27-year  remaining  term.    See   "Recent
Developments" for a discussion of the amortization.

       In  the annual reset mode, Series A Bond interest was  set
initially  at  closing of the refundings and  is  reset  annually
thereafter at a market rate based upon a percentage of  the  then
prevailing one-year U.S. Treasury Bill rate, with a maximum  rate
of 5.6% per annum.  See Note 3 to the Financial Statements for  a
schedule  of  the  current reset rates for  the  Series  A  Bonds
retained by OTEF II.  Upon a remarketing, the Series A Bonds  may
be  converted  to  a  different  interest  rate  mode  (fixed  or
floating) and the interest rates may be modified at that time  to
reflect  the  prevailing market interest rates for whatever  rate
mode and remaining term are then applicable.


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

       Series  B  Bonds.   The term of each Series  B  Bond  and,
accordingly, each mortgage loan underlying a Series B Bond, is 30
years following the date of refunding.

       Series B Bond Interest and Principal.   The Series B Bonds
accrue  interest  equal to the product of the Combined  Rate  (as
defined below) multiplied by the total combined principal balance
of  the  Series A Bonds and the Series B Bonds for each Operating
Partnership,  less the interest payable on the related  Series  A
Bonds;  the resulting amount of interest divided by the principal
balance of the Series B Bonds equals the interest accrual rate on
the  Series  B Bonds.  Interest-only is payable on the  Series  B
Bonds  to  the  extent of available cash flow  of  the  Operating
Partnership,  with the entire principal balance  and  any  unpaid
interest due at maturity.

       Combined Rate.  The Combined Rate represents that  portion
of  each  Property's  projected Cash  Flow  Before  Debt  Service
("CFBDS")  for each year (projected at the time of the  refunding
of  each  Existing MRB) that may be applied to  interest  on  the
combined Series A Bonds and Series B Bonds.

       Other  Sources.   In connection with the  closing  of  the
Original  Refunding Bonds, the applicable Operating  Partnerships
entered  into certain pooling agreements which may provide  under
certain circumstances additional sources of funds to enable  them
to  pay  their respective debt service on the Series A Bonds  and
the Series B Bonds and related fees and expenses. As of September
30,  2000, the aggregate amount of net excess cash flow  held  in
the Operating Partnership escrows was approximately $5.4 million,
including  deposits from September's cash flow compared  to  $3.8
million at the end of 1999.

       Original  Remarketed Bonds.  As required under  the  trust
indentures  for  the  Original MRBs, on  November  1,  1999,  the
Original MRBs for the Apollo and San Bruno Operating Partnerships
were remarketed, which means that OTEF II exchanged those for new
bonds  ("Original Remarketed Bonds") that bear a  fixed  rate  of
interest to maturity at a market rate determined by a remarketing
agent.   The  remarketing  agent determined  the  fixed  rate  of
interest  on the San Bruno bonds to be 9% per annum.   The  trust
indenture for the Apollo bonds specified that the fixed  rate  of
interest  on  the  remarketed bonds was the  lower  of  the  rate
established  by  the  remarketing agent or 150  basis  points  in
excess  of  the  Bond  Buyer 20-bond index.   The  new  rate  was
determined  to  be 7.49% on the remarketing date.   The  original
maturity date of November 2009 was not changed.

      In addition, in connection with the remarketing, the Apollo
Operating  Partnership delivered to OTEF II an  interest-bearing,
demand  promissory note dated November 1, 1999, in  the  original
principal  amount of $5.2 million. The principal  amount  of  the
Apollo  note reflects accrued but unpaid interest only  since  no
contingent interest was due and payable on the remarketing  date.
The  demand  note bears floating rate interest at the  short-term
federal funds rate. Due to uncertainty of collection, the  Apollo
demand  note has not been recognized for either tax or  financial
statement purposes.

       OTEF II is continuing to explore with the Apollo Operating
Partnership   a   possible  bond  restructuring  or   refinancing
transaction.   The  Managing General Partner  currently  believes
that  the  amount of the Apollo bond and cumulative  unpaid  base
interest  exceeds the value of the property owned by  the  Apollo
Operating Partnership.

Results of Operations

       OTEF  II  Distributions.  Distributions to  Partners  will
amount  to  approximately $4.2 million, or  $0.565  per  BAC,  to
holders of record as of September 30, 2000.

       OTEF II's Three-Month Operations.  For financial statement
purposes, Net Income allocated to BAC holders and Net Income  per
BAC was approximately $27.7 million and $3.774, respectively, for
the  three month period ended September 30, 2000, as compared  to
$5.1 million and $0.689, respectively, for the three month period
ended  September 30, 1999.  For the three months ended  September
30,  2000, Net Income allocated to BAC holders and Net Income per
BAC of $23.0 million and $3.135, respectively, is associated with
the  realized gain on the sale of the San Bruno Bond  and  Demand
Note.  Net Income allocated to BAC holders and Net Income per BAC
net  of  the San Bruno transaction were $4.7 million and  $0.639,
respectively for the three months ended September 30, 2000.  This
decrease  of  7.3%  net  of  the San  Bruno  transaction  is  due
primarily to additional interest earned on New Assets and taxable
loans  reduced  by  the principal amortization  payments  on  the
Series  A  Bonds.  While the total cash receipts on the Series  A
Bonds,  including  interest and principal, are approximately  the
same  as  the  prior comparative periods, due  to  the  principal
amortization, the current period interest earned on  these  bonds
is lower than the prior comparative period.


<PAGE> 11
-----------------------------------------------------------------
Report of Management
-----------------------------------------------------------------

       OTEF  II's Nine-Month Operations.  For financial statement
purposes, Net Income allocated to BAC holders and Net Income  per
BAC was $37.4 million and $5.098, respectively for the nine month
period ended September 30, 2000, as compared to $14.5 million and
$1.983,  respectively, for the nine month period ended  September
30,  1999.   For  the nine months ended September 30,  2000,  Net
Income  allocated to BAC holders and Net Income per BAC of  $23.0
million and $3.135, respectively, is associated with the realized
gain  on  the  sale of the San Bruno Bond and Demand  Note.   Net
Income allocated to BAC holders and Net Income per BAC net of the
San Bruno transaction were $14.4 million and $1.963, respectively
for the nine months ended September 30, 2000.  This 1.0% decrease
net  of  the San Bruno transaction is due primarily to additional
interest  earned on New Assets and taxable loans reduced  by  (i)
the  principal amortization payments on the Series  A  Bonds  and
(ii)  increases  in  financial interest expense  for  the  second
quarter due to increases in the floating rate interest payable on
OTEF  II's financing debt.  While the total cash receipts on  the
Series   A   Bonds,   including  interest  and   principal,   are
approximately the same as the prior comparative periods,  due  to
the principal amortization, the current period interest earned on
these  bonds  is  lower than the prior comparative  period.   The
increase  in expenses is primarily attributable to the  level  of
advisory  fees in the current period versus the prior comparative
period.

THIS   REPORT   CONTAINS  STATEMENTS  THAT  ARE   FORWARD-LOOKING
STATEMENTS   WITHIN   THE  MEANING  OF  THE  PRIVATE   SECURITIES
LITIGATION  REFORM  ACT OF 1995, SECTION 21E  OF  THE  SECURITIES
EXCHANGE  ACT  OF  1934,  AS AMENDED,  AND  SECTION  27A  OF  THE
SECURITIES  ACT OF 1933, AS AMENDED, AND IS SUBJECT TO  THE  SAFE
HARBORS   CREATED   BY  THOSE  SECTIONS.   THESE  FORWARD-LOOKING
STATEMENTS  REFLECT MANAGEMENT'S CURRENT VIEWS  WITH  RESPECT  TO
FUTURE EVENTS AND FINANCIAL PERFORMANCE AND MAY BE INDENTIFIED BY
WORDS INCLUDING "EXPECTS," "BELIEVES," "ESTIMATES," "INTENDS" AND
SIMILAR  LANGUAGE.   ACTUAL RESULTS MAY  DIFFER  MATERIALLY  FROM
THOSE  DESCRIBED IN THE FORWARD-LOOKING STATEMENTS, AND  WILL  BE
AFFECTED BY A VARIETY OF RISKS AND FACTORS.  THESE STATEMENTS ARE
SUBJECT  TO  MANY  UNCERTAINTIES AND RISKS,  AND  SHOULD  NOT  BE
CONSIDERED  GUARANTEES OF FINANCIAL PERFORMANCE.  READERS  SHOULD
REVIEW  CAREFULLY OTEF II's FINANCIAL STATEMENTS  AND  THE  NOTES
THERETO,  AS  WELL AS RISK FACTORS DESCRIBED IN THE SEC  FILINGS.
OTEF  II DISCLAIMS ANY OBLIGATION TO PUBLICLY RELEASE THE RESULTS
OF ANY REVISIONS TO THESE FORWARD-LOOKING STATEMENTS WHICH MAY BE
MADE  TO REFLECT EVENTS OR CIRCUMSTANCES OCCURRING SUBSEQUENT  TO
THE  FILING OF THE FORM 10 Q WITH THE SEC OR OTHERWISE TO  REVISE
OR  UPDATE ANY ORAL OR WRITTEN FORWARD-LOOKING STATEMENT THAT MAY
BE MADE FROM TIME TO TIME BY OR ON BEHALF OF OTEF II.


<PAGE> 12

<TABLE>
Oxford Tax Exempt Fund II Limited Partnership
----------------------------------------------------------------------------
Balance Sheets (in thousands, except per BAC and SQB amounts)
(Unaudited)
============================================================================
<CAPTION>
                                               September 30,   December 31,
                                                   2000            1999
                                                (Unaudited)
----------------------------------------------------------------------------
<S>                                               <C>              <C>
Assets
 Investments:
   Tax-exempt securities                          $184,406         $208,216
   Tax-exempt securities held in trust              76,245           76,765
   Taxable securities                               27,711           27,190
----------------------------------------------------------------------------
     Total Investments                            $288,362         $312,171
----------------------------------------------------------------------------
  Cash and cash equivalents                         41,358            5,500
  Other Assets                                       4,452            3,980
============================================================================
     Total Assets                                 $334,172         $321,651
============================================================================
Liabilities and Partners' Capital
 Liabilities
   Financing debt                                 $ 52,229         $ 52,614
   Distributions payable                             4,234            4,049
   Accounts payable and accrued expenses               254              571
----------------------------------------------------------------------------
     Total Liabilities                              56,717           57,234
----------------------------------------------------------------------------
Partners' Capital
  General Partners' Interests                       (1,670)          (2,189)
  Limited Partners' Interests:
    Beneficial Assignee Interests (7,499,875
      interests issued and 7,344,425 and
      7,338,425 interests outstanding as of
      September 30, 2000 and December 31,
      1999, respectively)                          193,967          168,308
    SQB Interests (12,587 interests issued
      and 97 and 737 interests outstanding
      as of September 30, 2000 and December
      31, 1999, respectively)                           35              379
 Accumulated other comprehensive income             85,411           97,966
 Treasury shares                                      (288)             (47)
----------------------------------------------------------------------------
     Total Partners' Capital                       277,455          264,417
----------------------------------------------------------------------------
     Total Liabilities and Partners' Capital      $334,172         $321,651
============================================================================

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


<PAGE> 13

<TABLE>
Oxford Tax Exempt Fund II Limited Partnership
-------------------------------------------------------------------------------
Statements of Income and Comprehensive Income (in thousands,
except per BAC amounts) (Unaudited)
===============================================================================
<CAPTION>
                                             Three months        Nine months
                                                ended              ended
                                             September 30,      September 30,
                                            ---------------    ---------------
                                             2000     1999      2000     1999
-------------------------------------------------------------------------------
<S>                                       <C>       <C>      <C>       <C>
Revenues
 Interest on tax-exempt securities        $  4,312  $ 4,597  $ 13,375  $14,189
 Interest on tax-exempt securities
  held in trust                              1,042      901     3,094    2,229
 Interest on taxable securities                618      718     1,846    1,390
 Other, primarily tax-exempt income             89       92       224      370
-------------------------------------------------------------------------------
    Total Interest Earned                    6,061    6,308    18,539   18,178
-------------------------------------------------------------------------------
Finance interest expense                      (654)    (536)   (1,943)  (1,510)
-------------------------------------------------------------------------------
    Net Interest Margin                      5,407    5,772    16,596   16,668
-------------------------------------------------------------------------------
Realized gain on sale of security         $ 23,499  $     0  $ 23,499  $     0
-------------------------------------------------------------------------------
Expenses
 Third party expenses                          272      251       839      821
 Related party expenses                        350      363     1,100    1,006
-------------------------------------------------------------------------------
   Total Expenses                              622      614     1,939    1,827
-------------------------------------------------------------------------------
Net income                                $ 28,284  $ 5,158  $ 38,156  $14,841
===============================================================================
Other comprehensive income:

 Unrealized gains (losses) on
  investments                             $(14,712) $(2,280) $(12,555) $ 1,002
===============================================================================
Comprehensive income                      $ 13,572  $ 2,878  $ 25,601  $15,843
===============================================================================
Net income allocated to BAC holders       $ 27,720  $ 5,058  $ 37,412  $14,534
===============================================================================
Net income per BAC                        $  3.774  $ 0.689  $  5.098  $ 1.983
===============================================================================
Net income per BAC-assuming dilution      $  3.750  $ 0.688  $  5.086  $ 1.978
===============================================================================
Weighted Average BACs outstanding            7,344    7,337     7,339    7,329
===============================================================================
Weighted Average BACs outstanding -
 assuming dilution                           7,391    7,352     7,356    7,347
===============================================================================
Distribution per BAC                      $  0.565  $ 0.520  $  1.645  $ 1.550
===============================================================================

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


<PAGE> 14

<TABLE>
Oxford Tax Exempt Fund II Limited Partnership
------------------------------------------------------------------------------
Statement of Partners' Capital (in thousands, except per BAC and SQB amounts)
(Unaudited)
------------------------------------------------------------------------------
<CAPTION>
                                  Partners'
                                Limited Inerest
                              ------------------              Accumulated
                              Beneficial  Status                 Other
                    General   Assignee    Quo BAC   Treasury Comprehensive
                    Partners  Interests   Interests Shares     Income    Total
--------------------------------------------------------------------------------
<S>                 <C>       <C>          <C>       <C>      <C>     <C>
Balance,
December 31, 1999   $(2,189)  $168,308     $379      $(47)    $97,966 $264,417
================================================================================
Comprehensive Income:

Net Income, including
  $0.668 per BAC and
   $(5.88) per SQB      100      4,896       (4)        0           0    4,992

Unrealized gains on
  investments             0          0        0         0       1,225    1,225
                      ----------------------------------------------------------
Total comprehensive
  income                100      4,896       (4)        0       1,225    6,217

Allocation of SQB
  Capital                 0         13      (13)        0           0        0

Purchase of Treasury
  Shares                  0          0        0      (241)          0     (241)

Distributions payable to
  BAC Partners
   of $0.54             (81)    (3,957)       0         0           0   (4,038)
================================================================================
Balance,
March 31, 2000      $(2,170)  $169,260     $362     $(288)    $99,191 $266,355
================================================================================
Comprehensive Income:

Net Income (loss),
  including $0.649 per
   BAC and $(112.14)
    per SQB              97      4,796     (13)         0           0    4,880

Unrealized gains on
  investments             0          0       0          0         932      932
                      ----------------------------------------------------------

Total comprehensive
  income                 97      4,796     (13)         0         932    5,812


Allocation of SQB
  Capital                 0        301    (301)         0           0        0

Distributions payable to
  BAC Partners
   of $0.54             (78)    (3,972)      0          0           0   (4,050)
================================================================================
Balance,
June 30, 2000       $(2,151)  $170,385     $48      $(288)   $100,123 $268,117
================================================================================
Comprehensive Income:

Net Income (loss),
  including $3.774 per
   BAC and $(21.73)
    per SQB             566     27,720      (2)         0           0   28,284

Unrealized gains
  (losses) on
   investments            0          0       0          0     (14,712) (14,712)
                     -----------------------------------------------------------
Total comprehensive
  income                566     27,720      (2)         0     (14,712)  13,572

Allocation of SQB
  Capital                 0         11     (11)         0           0        0

Distributions payable to
  BAC Partners
   of $0.565            (85)    (4,149)      0          0           0   (4,234)
================================================================================
Balance,
September 30, 2000  $(1,670)  $193,967     $35      $(288)    $85,411 $277,455
================================================================================

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



<PAGE> 15

<TABLE>
Oxford Tax Exempt Fund II Limited Partnership
-----------------------------------------------------------------------------
Statements of Cash Flows  (in thousands) (Unaudited)
-----------------------------------------------------------------------------
<CAPTION>
                                              Nine months ended September 30,
                                              -------------------------------
                                                       2000            1999
-----------------------------------------------------------------------------
<S>                                                   <C>            <C>
Operating Activities:
  Net income                                          $38,156        $14,841
  Adjustments to reconcile net income
    to net cash provided by operating activities:
  Realized gain on security sale                      (23,499)             0
  Change to accounts payable and
   accrued expenses                                      (317)           (21)
-----------------------------------------------------------------------------
Net cash provided by operating activites               14,340         14,820
-----------------------------------------------------------------------------
Investing Activities:
  Investment in new assets                               (521)       (14,689)
  Principal proceeds from security sale                34,332              0
  Receipt of bond principal payments                      943              0
  Increase in other assets, net                          (472)        (1,295)
-----------------------------------------------------------------------------
Net cash provided by (used) in investing activities    34,282        (15,984)
-----------------------------------------------------------------------------
Financing activities:
  Increase in financing debt                                0          5,000
  Purchase of treasury shares                            (241)             0
  Financing debt principal payments                      (385)             0
  Distributions paid                                  (12,138)       (11,557)
-----------------------------------------------------------------------------
Net cash used in financing activities                 (12,764)        (6,557)
-----------------------------------------------------------------------------
Net (decrease) increase in cash and cash equivalents    35,858        (7,721)
Cash and cash equivalents, beginning of period           5,500        18,011
-----------------------------------------------------------------------------
Cash and cash equivalents, end of period             $  41,358     $  10,290
=============================================================================

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



<PAGE> 16
-----------------------------------------------------------------
Notes to Financial Statements
-----------------------------------------------------------------

Note 1.  Financial Statements

       The financial statements reflect all adjustments which, in
the  opinion of the Managing General Partner of Oxford Tax Exempt
Fund  II Limited Partnership ("Oxford Tax Exempt Fund II,"  "OTEF
II"  or  the  "Partnership"),  are necessary  to  present  fairly
OTEF  II's  financial  position as  of  September  30,  2000  and
December  31,  1999, the Statements of Income  and  Comprehensive
Income for the three month and nine month periods ended September
30,  2000  and  1999, the Statement of Partners'  Capital  as  of
September 30, 2000, and the Statements of Cash Flows for the nine
month  periods ended September 30, 2000 and 1999, and  the  notes
thereto,   in  accordance  with  generally  accepted   accounting
principles.  These statements should be read in conjunction  with
the  audited  financial  statements and  notes  included  in  the
Partnership's Annual Report for the year ended December 31, 1999.

Note 2.  Change in Control of Managing General Partner

       On September 20, 2000, Apartment Investment and Management
Company ("AIMCO") (NYSE: AIV) acquired all of the stock of Oxford
Realty  Financial Group, Inc. ("ORFG"), that it did  not  already
own, as well as other interests in various Oxford entities.  ORFG
is  the parent company of the Managing General Partner.  As  part
of  such  acquisition, AIMCO acquired: (1) ORFG and approximately
40%  of  the  non-managing general partner of OTEF  II;  and  (2)
options  to purchase from the principals of ORFG 32,580 units  of
beneficial  assignee interest in OTEF II ("BACs") owned  by  them
and (3) existing employee stock options that had been held by the
principals of ORFG to purchase from OTEF II 652,125 BACs.

       AIMCO  has  agreed with the sellers of the assets  in  the
Oxford  acquisition  that  if AIMCO enters  into  an  acquisition
transaction  involving OTEF II before September 20,  2003,  AIMCO
will  pay  consideration to all BAC holders in  such  acquisition
transaction of no less than 90% of the fully diluted  book  value
per  BAC  as  reported  by  OTEF  II  for  the  calendar  quarter
immediately  preceding  the date of the acquisition  transaction.
An  acquisition transaction includes, but is not  limited  to,  a
merger,  reorganization or other business  combinations,  tenders
and exchange offers, purchases and the liquidation of OTEF II.

       AIMCO  has  informed OTEF II that it does  not  intend  to
change OTEF II's current distribution policy.  OTEF II's Managing
General Partner expects to consider on behalf of OTEF II  in  the
future   (1)   refinancing,  reducing  or   increasing   existing
indebtedness of OTEF II; (2) sales of assets, individually or  as
part  of  a  complete  liquidation;  and  (3)  mergers  or  other
consolidation  transactions  involving  OTEF  II.   There  is  no
assurance,  however,  when or whether any of  these  transactions
might occur.


Note 3.  General Business

       The Partnership was formed under the laws of the State  of
Maryland,  commenced  operations on March 1,  1995.   Oxford  Tax
Exempt  Fund  II  Corporation,  a Maryland  corporation,  is  the
Managing  General  Partner  of OTEF  II  (the  "Managing  General
Partner").   OTEF II Associates Limited Partnership,  a  Maryland
limited partnership, is the associate general partner of OTEF  II
(together  with  the  Managing  General  Partner,  the   "General
Partners").

       OTEF II is a publicly-traded partnership (AMEX: OTF)  that
invests  in  tax-exempt  bonds issued  to  finance  high  quality
apartment  and  senior living/health care communities,  with  the
objective   of   producing  increasing   income   and   quarterly
distributions  for  its  shareholders.  These  distributions  are
primarily exempt from federal income taxation.

       Original  Refunding Bonds (Series A Bonds).  The  term  of
each Original Refunding Bond and, accordingly, each mortgage loan
underlying  an Original Refunding Bond is 30 years following  the
date  of  refunding.   The Series A Bonds require  interest  only
payments  during  the  first  three years  and,  thereafter,  are
subject to quarterly sinking fund redemptions that will result in
full  amortization  of  the  Series A Bonds  during  the  27-year
remaining  term  beginning in the fourth  bond  year,  calculated
using an assumed interest rate of 5.6% per year.  While the total
payments on the Original Refunding Bonds increase each year,  the
portion  of  the payments allocable to interest will decrease  in
the  fourth year and increase each year thereafter.  Accordingly,
it  is  anticipated that OTEF II will receive aggregate principal
payments of approximately $1.4 million in 2000.  Of this  amount,
approximately  41% will be applied to reduce the  financing  debt
reported by OTEF II on its balance sheet, which was approximately
$52.2  million at September 30, 2000.  Substantially all  of  the
balance of the principal payments will reduce OTEF II's remaining
investment in the related bonds.  While the interest received  on
these  bonds  will  decrease in 2000 by approximately  $0.19  per

<PAGE> 17
-----------------------------------------------------------------
Notes to Financial Statements
-----------------------------------------------------------------
share, the total principal and interest that is projected  to  be
received by OTEF II with respect to these bonds for 2000 will  be
higher  than the amount of interest received on these  bonds  for
1999.   The interest rates on these bonds will increase  in  2001
and  each  year  thereafter through the  remaining  term  of  the
Original Refunding Bonds.

      Series A Bond Interest.  In the annual reset mode, Series A
Bond interest was set initially at closing of the refundings  and
is  reset  annually  thereafter at a market  rate  based  upon  a
percentage  of  the then prevailing one-year U.S.  Treasury  Bill
rate  on  the  dates indicated, with a maximum rate of  5.6%  per
annum.    The $54.153 million of Series A Bonds retained by  OTEF
II,  before  any principal reduction in 2000, were reset  to  the
following annual interest rates:

<TABLE>
            --------------------------------------------------
            <CAPTION>
                                Bond Amount       Interest
            Reset Dates        (in thousand)        Rate
            ==================================================
            <S>                  <C>                <C>
            November 1, 1999     $  7,010           4.88%
            December 1, 1999     $ 27,344           5.12%
            January  1, 2000     $ 11,126           5.37%
            March    1, 2000     $  8,673           5.54%
                                 ---------
                     Total       $ 54,153
</TABLE>


       The  interest  rates on the remaining $62.565  million  of
Series  A  Bonds involved in the financing transactions described
under  "Financing  Transactions" in Note 4 below  were  converted
from  annual  reset to a weekly floating rate based on  a  spread
over  the  BMA  index at the time such transactions were  closed.
The  BMA rate plus approximately 80 to 85 basis points (including
credit enhancement, trustee and related fees) averaged 4.96%  for
the  nine  months ended September 30, 2000, 4.03%  for  the  nine
months  ended September 30, 1999, and 4.18% for the twelve months
of 1999.  Upon a remarketing, the Series A Bonds may be converted
to  a  different interest rate mode (fixed or floating)  and  the
interest  rates  may  be modified at that  time  to  reflect  the
prevailing  market  interest rates for  whatever  rate  mode  and
remaining  term  is  then  applicable.  These  Bonds  will  begin
resetting again in November 2000.

      Taxable Investments.  In the first quarter of 2000, OTEF II
made additional taxable advances of  $0.25 million, $0.14 million
and  $0.05  million to the River Reach, Summerwalk and  Jacaranda
borrower entities, respectively.  In the second quarter of  2000,
OTEF  II  made  additional taxable advances of $0.08  million  to
Jacaranda.   No  additional  advances  were  made  in  the  third
quarter.

Note 4.  Significant Accounting Policies

       Method of Accounting.  OTEF II's financial statements  are
prepared   in  accordance  with  generally  accepted   accounting
principles.

       Use of Estimates.  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 dates of the  financial
statements  and  the  reported amounts of revenues  and  expenses
during  the reporting periods.  Actual results could differ  from
those estimates.

       Income  Taxes.   No provision has been made  for  federal,
state,  or  local  income  taxes in the financial  statements  of
OTEF  II  since the Partners, SQB holders and OTEF II BAC holders
are  required  to  report on their individual tax  returns  their
allocable share of taxable income, gains, losses, deductions, and
credits of OTEF II.

       Comprehensive Income. Comprehensive income  includes  both
"Net  Income" and "Other Comprehensive Income".  OTEF  II's  only
source  of  "Other  Comprehensive  Income"  is  related  to   the
valuation  of  its  investments to fair value, which  results  in
unrealized  gains  or  losses previously  charged  to  an  equity
account under Statement of Financial Accounting Standards No. 115
"Accounting   for   Certain  Investments  in  Debt   and   Equity
Securities" ("SFAS No. 115").


<PAGE> 18
-----------------------------------------------------------------
Notes to Financial Statements
-----------------------------------------------------------------
       Investments.  As previously reported, on June 1, 1995, the
then Existing MRBs were transferred from OTEF to OTEF II at their
book  value of approximately $153 million.  The OTEF II  Managing
General  Partner estimated at September 30, 2000  that  the  fair
value  of  the  Original Refunding Bonds and  the  one  remaining
Remarketed  Bond,  Apollo, was approximately  $227  million  and,
accordingly, unrealized appreciation on these investments of  $85
million is recorded as a credit to partners' capital.  The Series
A  Bonds, the Remarketed Bonds and the Other Refunding Bonds  are
valued  based  on comparable municipal bond securities,  and  the
Series  B  Bonds  and the taxable loans are  valued  based  on  a
discounted  cash flow analysis.  For this purpose the  applicable
cash  flows  are  based  on  certain assumptions  concerning  the
properties  and the markets in which they are located,  including
the timing and realization of such cash flows.

       Investments are accounted for using the provisions of SFAS
No.  115.   Under  this method the investments are  reflected  at
their  current  estimated fair value, with cumulative  unrealized
gains  or losses being credited or charged to Other Comprehensive
Income  in partners' capital.  In the event of a sale of a  bond,
these  unrealized gains or losses are realized and  would  impact
the Statement of Income in the period the sale occurred.

       Accounting  for  earnings per share.  Basic  earnings  per
share,  a  measure required by Statement of Financial  Accounting
Standards  No.  128,  "Earnings  Per  Share,"  does  not  include
incentive  BAC  options  as  common share  equivalents.   Diluted
earnings  per  share reflects the potential dilution  that  could
occur  if such options were exercised or resulted in the issuance
of  an  incremental amount of new shares based  on  the  Treasury
Method.   The  Treasury  Method assumes that  the  proceeds  from
exercise  of  the  options are used to  purchase  shares  at  the
average  market  price during the reporting  period,  which  were
$25.75 and $24.42 for the three months and $24.52 and $24.58  for
the  nine months ended September 30, 2000 and 1999, respectively.
To  the  extent that the average share price exceeds  the  strike
price of $23.88, the options are dilutive.

       Net  Income and Distributions per BAC and SQB.  Net income
and  distributions  per BAC and net income and distributions  per
Status Quo BAC ("SQB") are based upon the weighted average number
of BACs and SQBs outstanding during the applicable period.  As of
September  30,  1999, there were 7,337,425 BAC's  and  777  SQB's
outstanding, respectively.   As of December 31, 1999, there  were
7,338,425  BACs  and 737 SQBs outstanding.  In January  2000,  an
additional  25 SQBs were exchanged for 625 BACs and  10,000  BACs
were repurchased by OTEF II for approximately $0.24 million.   In
April  2000,  an  additional 590 SQBs were exchanged  for  14,750
BACs.  In July 2000, an additional 25 SQBs were exchange for  625
BACs.   BACs  and  SQBs outstanding at September  30,  2000  were
7,344,425 and 97, respectively.

      Statements of cash flows.  The statements of cash flows are
intended to reflect only cash receipts and cash payment activity.
The  statements  do not reflect investing and financing  activity
that affect recognized assets or liabilities and do not result in
cash  receipts or cash payments.  This non-cash activity consists
of distributions payable to Partners, SQB holders and OTEF II BAC
Holders  of $4.2 million and $4.0 million, at September 30,  2000
and December 31, 1999, respectively.  Non-cash investing activity
includes  a  change in unrealized gain (loss) on  investments  of
approximately $(12.5) million for the nine months ended September
30,  2000 and $3.1 million, for the year ended December 31, 1999,
respectively.

       Cash  and  cash  equivalents.  Cash and  cash  equivalents
consist of all demand deposits and tax-exempt money market  funds
stated  at  cost, which approximates market value, with  original
maturities of three months or less at date of purchase.

       Financing Transactions.  For financial statement purposes,
the  securitizations of approximately $76.0 million of bonds  are
accounted for as financing transactions.  The amount of the bonds
financed are reflected as Securities Held in Trust, the net  cash
proceeds  are  classified as cash and cash  equivalents  and  the
difference between the principal amount of the bonds financed and
the  principal amount of the subordinated interests  acquired  by
OTEF  II  is  classified as financing debt  on  the  accompanying
balance sheet.

       Costs  associated  with these financing  transactions  are
being  amortized over ten years for financial statement purposes,
and  costs  associated  with  the interest  rate  cap  are  being
amortized  over  the  life of each interest rate  cap  agreement.
These  deferred costs are included in other assets on the balance
sheet.   For federal income tax purposes, these transactions  are
treated as sales by OTEF II of the applicable Series A Bonds  and
a purchase of subordinated interests in the trusts.


<PAGE> 19
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Notes to Financial Statements
-----------------------------------------------------------------
       Accounting  for  SQBs.   On  February  8,  1999,  OTEF  II
distributed  to  SQB  holders an offering circular  describing  a
voluntary  offer  to exchange 25 BACs, which are publicly  traded
(AMEX:  OTF), for each SQB (SQBs are not publicly traded).   This
offer  terminated  on July 31, 1999.  As of September  30,  2000,
holders  of  6,849 SQBs, or 99% of the amount of SQBs  originally
issued,  had  converted  their SQBs  to  BACs,  leaving  97  SQBs
outstanding.  These remaining SQBs represent less than  one-tenth
of  one percent of the total outstanding equity interests of OTEF
II.

      As previously reported, since substantially all of the SQBs
have  been  exchanged  for  BACs, the remaining  SQBs  have  been
allocated  increased shares of administrative  costs,  which  are
relatively  fixed costs and not dependent on the number  of  SQBs
outstanding.   Since the second quarter of 1999 such  costs  have
exceeded  allocable income reducing existing SQB  cash  reserves.
Accordingly,   all  subsequent  distributions  have   been   paid
exclusively  from existing cash reserves allocable  to  remaining
SQB  holders.   As  of  March  31, 2000,  costs  exceeded  income
allocable  to SQBs resulting in a net loss of $5.88 per  SQB  for
the  first  quarter of 2000 and remaining SQB cash reserves  were
fully exhausted to pay SQB holder distributions.  Accordingly, on
March   16,  2000  the  Board  of  Directors  declared  that   no
distribution  would be paid to SQB holders for the quarter  ended
March  31, 2000.  For the quarter ended September 30, 2000, costs
exceeded  income allocable to SQBs resulting in  a  net  loss  of
$21.73  per  SQB,  and no distribution was paid to  SQB  holders.
This loss of $21.73 is a combination of a $78.36 per SQB gain  on
the  sale  of  the  San Bruno Bond and Demand Note  offset  by  a
$100.09  per SQB loss from operations for the three months  ended
September  30,  2000.  In the absence of a sale of any  remaining
SQB assets, or a redemption by one or more borrowers of the bonds
in  which  SQB holders have an ownership interest, or some  other
transaction  of  a  capital nature, it is  anticipated  that  SQB
holders  will continue to realize net losses and will  no  longer
receive    quarterly   distributions   payable   from   recurring
operations.  Continued losses will cause a reduction in  the  SQB
capital  accounts, which will reduce the amount of  net  proceeds
from  any  future capital transaction otherwise  payable  to  SQB
holders.

      For financial statement purposes, the SQBs are treated as a
separate  class of equity and, accordingly, net income  allocated
to  SQB holders, net income per SQB, and distribution per SQB are
reflected  separately  from  the  OTEF  II  BAC  Holders  on  the
Statement of Partners' Capital.  The SQBs were not split as  were
the  OTEF  II  BACs  on  July 1, 1997.   The  redeemed  SQBs  are
reflected  as  a reduction of Partners' Capital and  were  offset
against  the  SQB  Holders'  interests  when  redeemed.    Assets
associated  with  those SQB holders exchanging their  shares  for
BACs have been reclassified as BAC assets.

       The  SQB  Holders  do  not share in the  growth  or  other
benefits  expected to be achieved under the Liquidity and  Growth
Plan.  In addition, the SQBs are not allocated any capital losses
for  federal  income  tax  purposes  that  may  result  from  the
disposition  of the Refunding Bonds or interests therein  or  new
assets in connection with a financing undertaken pursuant to  the
Liquidity and Growth Plan.

Note 5.  Related Party Transactions

       The  AIMCO  Affiliates.  The Managing General Partner  and
each  of the affiliates discussed below are collectively referred
to   as  the  AIMCO  Affiliates  in  the  accompanying  financial
statements.   See Note 2 for a discussion of the  acquisition  by
AIMCO  of  various interests relating to OTEF  II.   The  General
Partners own interests in OTEF II that entitle them to receive  a
share  of  OTEF II's cash flow and possibly of sale,  refinancing
and  liquidation proceeds.  Distributions to the General Partners
totaled  approximately  $0.085  million  for  the  quarter  ended
September 30, 2000.

      Interests in the Operating Partnerships.  Affiliates of the
Managing General Partner that are general and limited partners of
the  Operating  Partnerships have an interest  in  the  Operating
Partnerships that entitles them to receive a share  of  any  cash
flow  and  sale,  refinancing  and liquidation  proceeds  of  the
Operating  Partnerships.  Since inception, the original Operating
Partnerships have not been able to make any distributions of cash
flow  to  their respective partners.  In addition, in  connection
with  the issuance of the Original Refunding Bonds all cash  flow
from the applicable Operating Partnership that is attributable to
these  interests  will be pledged for the  benefit  of  OTEF  II.
Affiliates  of  the  Managing General Partner receive  fees  from
these  partnerships  and serve as their general  partners,  which
entitles  them  to a share of any cash flow and  refinancing  and
liquidation proceeds from these partnerships.


<PAGE> 20
-----------------------------------------------------------------
Notes to Financial Statements
-----------------------------------------------------------------
       Compensation and Fees.  Affiliates of the Managing General
Partner  provide  various  management services  relating  to  the
Existing  Mortgaged Properties and OTEF II's investment  therein.
They   also  provide  additional  services  in  connection   with
OTEF  II's  investment in New Assets, as described below.   These
services fees (the "Existing Fees") are operating expenses of the
Operating  Partnerships that are payable prior to the payment  of
interest on the Remarketed Bonds.

       Affiliates  of  the  Managing  General  Partner  generally
receive  a 1% acquisition fee from OTEF II for services  rendered
in  connection with investment transactions.  No acquisition fees
were paid in the first nine months of 2000.

       OTEF  II  also generally pays affiliates of  the  Managing
General   Partner  an  annual  0.5%  advisory  fee  for  managing
OTEF II's new investments. The advisory fees associated with  the
acquisition  of  the Dallas, Carpenter, Jacaranda and  Summerwalk
investments commenced in 1998.  The advisory fees associated with
the   acquisition  of  the  Lakeside,  River  Reach  and  Conyers
investments commenced in 1999.   Total advisory fees incurred  by
OTEF  II for the nine month periods ended September 30, 2000  and
1999 were approximately $0.46 and $0.30 million, respectively.

       For  the  nine-month periods ended September 30, 2000  and
1999,   the   Operating  Partnerships,  including  the  Carpenter
Borrower and the Dallas Borrower, paid affiliates of the Managing
General  Partner  total  asset management fees  of  approximately
$0.56  million  for  both  periods, respectively.   The  original
Operating  Partnerships  also paid  affiliates  of  the  Managing
General Partner, in the aggregate, approximately $0.52 million of
fees  in  September 30, 2000 and 1999 pursuant  to  the  OTEF  II
Restructuring Plan Administration/Asset Management Fee Agreement,
which  amount is equal to 0.25% per annum of the principal amount
of  the  bonds  collateralized by the  properties  owned  by  the
original     Operating    Partnerships    ("Existing    Mortgaged
Properties").   Affiliates of the Managing  General  Partner  may
also  receive other fees and expense reimbursements from entities
other  than OTEF II in connection with the acquisition, financing
or refinancing, operation, repair, replacement and improvement of
Mortgaged Properties.

        Expense   Reimbursements.   OTEF  II  and  the  Operating
Partnerships  also reimburse affiliates of the  Managing  General
Partner  for  certain expenses they incur in  providing  services
with  respect  to the mortgaged properties and the administration
of  OTEF  II's  affairs.   Total reimbursements  to  the  General
Partners  and  their affiliates for the nine month periods  ended
September 30, 2000 and 1999 were approximately $0.63 million  and
$0.62   million,   respectively,  representing  primarily   staff
rebillable  time.  The Managing General Partner anticipates  that
the  amount  of expense reimbursements payable by  OTEF  II  will
increase  in  accordance with the terms of OTEF II's  partnership
agreement  due,  in  part,  to  the  additional  acquisition  and
financing  activities relating to the Liquidity and Growth  Plan.
The portion of the expense reimbursement relating to salaries  is
determined  based on the actual time the officers  and  employees
devote to OTEF II.

      OTEF II's Incentive Option Plans.  On May 21, 1997, OTEF II
adopted  an  incentive  option plan (the "1997  Incentive  Option
Plan")  in order for the Managing General Partner to attract  and
retain  key  employees of the affiliates of the Managing  General
Partner  and advisers.  The 1997 Incentive Option Plan authorizes
the  granting  to  the directors, officers and employees  of  the
Managing  General Partner and certain affiliates  of  options  to
purchase   652,125   OTEF  II  BACs  (on  a  post-split   basis),
representing approximately 8.3% of the then outstanding  OTEF  II
BACs on a fully diluted basis.  Such options are exercisable  for
10  years.  The Managing General Partner has awarded all  of  the
OTEF  II  BACs  authorized under the terms of the 1997  Incentive
Option Plan.  As of September 30, 2000 all of the 652,125 options
were  fully vested.  The exercise price for all options is $23.88
per BAC, which approximated the fair market value at the date  of
grant.  Since the exercise price of the options approximated  the
BAC  market  price at the date of grant, no compensation  expense
was  recognized.  For the first nine months ended  September  30,
2000,  the average market price was  $24.52.  Since the  date  of
grant,  no options have been exercised or forfeited. On September
20,  2000, in addition to acquiring the Managing General  Partner
of OTEF II, AIMCO also acquired from the officers of the Managing
General  Partner  of OTEF II all of the outstanding options under
the  1997 Incentive Option Plan.

      On  December 15, 1999,  OTEF  II adopted a second incentive
option plan (the "1999 Incentive Option Plan").   As of September
30, 2000  none  of  the  350,000 shares authorized under the 1999
Incentive   Option  Plan  had  been  awarded.   Additionally,  on
September  13, 2000 the Board of Directors amended  the  Plan  to
eliminate the dividend equivalent rights associated with the 1999
OTEF  II  Stock  Options.   Effective  November  7, 2000, OTEF II
Corporation,  the  Managing  General  Partner of OTEF, granted to
Scot B. Barker  and Stephen P.  Gavula,  both  whom  are  outside
directors of OTEF II Corporation, 25,000 options to purchase OTEF
BACs at a  price of  $26.00 per BAC.  The options are immediately
exercisable and have a term of 10 years. This grant of options is
in  consideration of past, present and anticipated future service
as outside directors of OTEF II Corporation.


<PAGE> 21
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Notes to Financial Statements
-----------------------------------------------------------------
       Guarantees  and Pledges.  In connection with the  Lakeside
and  Summerwalk  investments, OTEF II, along with  the  operating
partnership  that  owns  the  applicable  property,  executed   a
guaranty agreement relating to payment of issuer and trustee fees
and expenses (including expenses of their respective counsel), as
well  as an indemnity agreement relating to environmental matters
pertaining   to   the  property.   OTEF  II  obtained   Phase   I
environmental  site  assessment  reports  for  these  investments
which,  subject  to  the  limitations  stated  therein,  conclude
generally  that  no  adverse environmental  conditions  requiring
remediation  exist  at  either site.  Accordingly,  the  Managing
General  Partner  believes that OTEF II does  not  have  material
financial  exposure under these agreements.  In  connection  with
the  Carpenter  bond securitization, OTEF II  pledged  the  $10.3
million  of Dallas bonds as collateral.  In connection  with  the
River  Reach investment transaction, OTEF II executed  a  standby
reimbursement  agreement  with a Merrill  Lynch  affiliate  which
effectively  guarantees approximately $24 million obligations  of
the Naples Borrower to Banco Santander Central Hispano, S.A.   On
May  11,  2000,  this  reimbursement agreement  was  extended  to
December 11, 2000. It is the Managing General Partners' intent to
extend these agreements.


<PAGE> 22
-----------------------------------------------------------------
Instructions for Investors who wish to reregister or transfer
OTEF II BACs or SQBs
-----------------------------------------------------------------

On   July  22,  1997,  the American Stock Exchange began  trading
OTEF  II  BACs under the ticker symbol, OTF.       Please  follow
the  instructions  below  to  expedite  the  re-registration   or
transfer  of  ownership of any OTEF II BACs or  Status  Quo  BACs
("SQB") that you may own.

  IF YOU DO NOT HOLD CERTIFICATES

  Your  shares are being held by your brokerage firm  in  "street
  name".  To register a change of ownership of OTEF II BACs  held
  in  such  accounts, please have your account representative  or
  financial  consultant request the necessary transfer documents.
  YOU   MUST  HAVE  THE  PROPER  TRANSFER  DOCUMENTS  FROM   YOUR
  BROKERAGE  FIRM.   Additionally, please  contact  your  account
  representative or  financial consultant for address changes.


  IF YOU HOLD CERTIFICATES

  Effective  July  1,  1997,  OTEF  II  appointed  Registrar  and
  Transfer  Company  ("R&T") as the sole registrar  and  transfer
  agent with respect to the OTEF II BACs and SQBs.

  All  notices, claims, certificates, requests, demands and other
  communications relating to transfers of OTEF II BACs  and  SQBs
  should be sent to:

                    Registrar and Transfer Company
                    Attn:  William Tatler, Vice President
                    Stock Transfer Department
                    10 Commerce Drive
                    Cranford, NJ  07016

  All  phone calls relating to such transfers should be  directed
  to:

                    Registrar and Transfer Company
                    Stock Transfer Department
                    1-800-368-5948

  GENERAL INFORMATION

  All  general  inquiries relating to OTEF II should be  directed
  to OTEF II Investor Services at 1-888-321-OTEF.

  The  Quarterly  Report  on  Form 10-Q  for  the  quarter  ended
  September  30,  2000,  filed with the Securities  and  Exchange
  Commission,  is  available to SQB and OTEF II BAC  Holders  and
  may be obtained by writing:


                        Investor Services
          Oxford Tax Exempt Fund II Limited Partnership
                7200 Wisconsin Avenue, 11th Floor
                    Bethesda, Maryland  20814
                         1-888-321-OTEF