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

                                        FORM 10-K/A

[ X ]                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                            THE SECURITIES EXCHANGE ACT OF 1934
                        For the fiscal year ended December 31, 1994

                                            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 0-18149

                          DEAN WITTER REALTY YIELD PLUS II, L.P.
              (Exact name of registrant as specified in governing instrument)

       Delaware                                      13-3469111
(State of organization)                   (IRS Employer Identification No.)

   2 World Trade Center, New York, NY                             10048        
 (Address of principal executive offices)                       (Zip Code)    
Registrant's telephone number, including area code:  (212) 392-1054

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

Title of each class            Name of each exchange on which registered

     None                                      None

Securities registered pursuant to Section 12(g) of the Act:

                           Units of Limited Partnership Interest
                                     (Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

                             Yes      X         No            

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ X ]

State the aggregate market value of the voting stock held by nonaffiliates
of the registrant.  Not Applicable

                            DOCUMENTS INCORPORATED BY REFERENCE
                                           None

                                          1 of 4<PAGE>
                               
                                  PART IV


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

(a)      The following documents are filed as part of this
         Annual Report on Registrant's Form 10-K for the year
         ended December 31, 1994:

  1.     Financial Statements (see Index to Financial Statements filed
         as part of Item 8 of this Annual Report).

  2.     Financial Statement Schedules (see Index to Financial
         Statements filed as part of Item 8 of this Annual Report).

  3.       Exhibits

     (3)(a)     Amended and Restated Agreement of Limited Partnership
                dated as of June 24, 1988 set forth in Exhibit A to the
                Prospectus included in Registration Statement Number 33-
                20475 is incorporated herein by reference.

     (3)(b)     Certificate of Limited Partnership dated as of June 24,
                1988 incorporated by reference in Registration Statement
                Number 33-20475 is incorporated herein by reference.

     (4)(a)     Amended and Restated Agreement of Limited Partnership
                dated as of June 24, 1988 set forth in Exhibit A to the
                Prospectus included in Registration Statement Number 33-
                20475 is incorporated herein by reference.

    (4)(b)      Certificate of Limited Partnership dated as of June 24,
                1988 incorporated by reference in Registration Statement
                Number 33-20475 is incorporated herein by reference.

    (16)        Letter regarding change in certifying accountant. 
                Incorporated by reference to the Partnership's Current
                Report on Form 8-K dated December 31, 1994 is
                incorporated herein by reference.

(b)        Reports on Form 8-K -
                Report dated December 15, 1994 of the change in the
                Partnership's Certifying Accountant for the year ending
                December 31, 1994 is incorporated herein by reference.

(d) 1.     Financial statements of GCGA Limited Partnership, an office
           building/parking garage located in Boston, Massachusetts.

    2.     Financial statements of Michelson Co., an office building
           located in Irvine, California.<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.

DEAN WITTER REALTY YIELD PLUS II, L.P.

By:        Dean Witter Realty Yield Plus II Inc.
           Managing General Partner


By:  /s/E. Davisson Hardman, Jr.                 Date:  April 25, 1997
     E. Davisson Hardman, Jr.
     President


By:  /s/Lawrence Volpe                           Date:  April 25, 1997
     Lawrence Volpe
     Controller
     (Principal Financial and Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the dates indicated.

DEAN WITTER REALTY YIELD PLUS II INC.
Managing General Partner


/s/William B. Smith                             Date:  April 25, 1997
William B. Smith
Chairman of the Board of Directors


/s/E. Davisson Hardman, Jr.                     Date:  April 25, 1997
E. Davisson Hardman, Jr.
Director


/s/Lawrence Volpe                               Date:  April 25, 1997
Lawrence Volpe
Director


/s/Ronald T. Carman                             Date:  April 25, 1997
Ronald T. Carman
Director
<PAGE>
                         DEAN WITTER REALTY YIELD PLUS II, L.P.
                                  Two World Trade Center
                                 New York, New York 10048




Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549


Ladies and Gentlemen:

Pursuant to discussion with the staff, attached is Registrant's Form
10-K/A by which the financial statements of GCGA Limited Partnership
are filed as financial statement schedules to Registrant's annual
report on Form 10-K for the year ended December 31, 1994.


                                                  Very truly yours,

                                           DEAN WITTER REALTY YIELD PLUS
                                                    II, L.P.

                                     By:   Dean Witter Realty Yield Plus II
                                                    Inc.
                                           Managing General Partner


                                            By:   /s/C.M. Charrow              
                                                  Charles M. Charrow
                                                  Assistant Controller