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 June 30, 1998

                             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 0-7771

               URBAN IMPROVEMENT FUND LIMITED - 1973-II
                (Exact name of registrant as specified in its charter)

          California                                      95-6398192
State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization                          Identification No.)

1201 Third Avenue, Suite 5400, Seattle, Washington        98101 3076
     (Address of principal executive offices)              (ZIP code)

Registrant's telephone number, including area code:   (206) 622-9900


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 and (2) has been subject to such
filing requirements for the past 90 days.  Yes X       No

<PAGE>

                    PART I - FINANCIAL INFORMATION

                       Item 1 - Financial Statements

                              BALANCE SHEETS

               URBAN IMPROVEMENT FUND LIMITED - 1973-II
                      (A Limited Partnership)

                             ASSETS
<TABLE>
<CAPTION>
                                       June 30,               December 31,
                                         1998                     1997
<S>                                <C>                      <C>
Cash                               $    43,336             $    11,749

Investments in and advances
 to Local Limited Partnerships
 accounted for on the equity
 method                              4,276,202               4,376,202

     Total Assets                  $ 4,319,538              $ 4,387,951


                       LIABILITIES AND PARTNERS' (DEFICIT)

Accounts payable                   $     6,350              $       -0-

Management fee payable               1,103,167                1,068,167

Due to affiliates                      732,923                  732,923
                                     1,842,440                1,801,090

Partners' (Deficit):
 General Partner - 100 
 Partnership units
 authorized, issued 
 and outstanding                      (352,644)               (347,156)

 Limited Partners - 11,335
 partnership units authorized,
 issued and outstanding              2,829,742               2,937,017

                                     2,477,098               2,586,861

Total Liabilities and 
Partners' (Deficit)                $ 4,319,538             $ 4,387,951
</TABLE>

Unaudited.  See accompanying notes.
<PAGE>

                CAPITALIZATION AND PARTNERS' (DEFICIT)

               URBAN IMPROVEMENT FUND LIMITED - 1973-II
                           (A Limited Partnership)

<TABLE>
<CAPTION>
                                        June 30,              December 31,
                                          1998                    1997
<S>                                  <C>                     <C>
General Partner Interest - 100
  Partnership units issued
  and outstanding                    $     95,000            $     95,000

Limited Partners' Interest - 11,335
  Partnership units issued and
  outstanding                          11,335,000              11,335,000

      Total                            11,430,000              11,430,000

Offering Expenses                      (1,237,673)             (1,237,673)

Accumulated loss through
 December 31, 1997                     (7,605,466)            (7,605,466)

Loss for six-month period
 ended June 30, 1998                     (109,763)                   -0-

                                       (7,715,229)            (7,605,466)

Partners' (Deficit) at End of Period $  2,477,098           $ (2,586,861)
</TABLE>

Unaudited.  See accompanying notes.
<PAGE>

                        STATEMENTS OF INCOME

               URBAN IMPROVEMENT FUND LIMITED - 1973-II
                        (A Limited Partnership)
<TABLE>
<CAPTION>
                           For the Three-Month            For the Six-Month
                               Period Ended                  Period Ended
                                 June 30,                       June 30,
                          1998            1997           1998          1997
<S>                   <C>              <C>            <C>          <C>
Revenues              $     209        $       5       $     311   $     644

Cost and expenses:

 Professional fees        3,200            5,600           6,375       10,460

 Management fee          17,500           17,500          35,000       35,000

 Other                      801            6,936             806        6,936
                         21,501           30,036          42,181       52,396

Loss before equity in
loss of Local
Limited Partnerships    (21,292)         (30,031)        (41,870)     (51,752)

Equity in loss of
 Local Limited
 Partnership            (17,893)              13         (67,893)          13

Net loss              $ (39,185)       $ (30,018)      $(109,763)   $ (51,739)

Allocation of net loss:

 Net loss allocated to 
General Partner       $  (1,959)       $  (1,501)      $  (5,488)   $  (2,587)
 
 Net loss allocated 
 to Limited
 Partners               (37,226)         (28,517)       (104,275)     (49,152)

                      $ (39,185)       $ (30,018)      $(109,763)   $ (51,739)

Net loss allocated
 to Limited
 Partners per
 Limited Partner-
 ship Unit
 (11,335 units out-
 standing at
 June 30, 1998
 and 1997)           $      (3)      $       (3)      $      (9)   $      (5)
</TABLE>


Unaudited.  See accompanying notes.
<PAGE>

                       STATEMENTS OF CASH FLOWS

               URBAN IMPROVEMENT FUND LIMITED   1973 II
                        (A Limited Partnership)

<TABLE>
<CAPTION>
                            For the Three-Month         For the Six-Month
                               Period Ended                Period Ended
                                  June 30,                    June 30,
                            1998             1997      1998            1997
<S>                       <C>            <C>           <C>           <C>
CASH FLOWS FROM
OPERATING ACTIVITIES:
 Net loss                 $ (39,185)     $ (30,018)    $(109,763)    $(51,739)
 Adjustments to 
 reconcile net 
 loss to net cash 
 used by operating 
 activities:
 Equity in net loss
 of local limited 
partnership                  17,893           (13)        67,893          (13)
 Increase (decrease)
 in accounts payable
 and accrued manage-
 ment fees                   20,675        27,178         41,350       49,412
  Total adjustments          38,568        27,165        199,243       49,399
  Net cash provided by
  operating activities         (617)       (2,853)          (520)      (2,340)

CASH FLOWS FROM 
INVESTING ACTIVITIES:
 Advance repayment from 
 local limited partnership    32,107           13          32,107          13
 Net cash provided by
 Investing activities         32,107           13          32,107          13

NET DECREASE IN
 CASH AND CASH
 EQUIVALENTS                  31,490       (2,840)         31,587      (2,327)

CASH BALANCE AT
 BEGINNING OF
 PERIOD                       11,846        5,389          11,749       4,876

CASH BALANCE AT
 END OF PERIOD             $  43,336    $   2,549      $   43,336   $   2,549
</TABLE>

Unaudited.  See accompanying notes.
<PAGE>

             NOTES TO SUMMARIZE FINANCIAL INFORMATION
                          June 30, 1998

             URBAN IMPROVEMENT FUND LIMITED - 1973-II
                      (A Limited Partnership)


Note 1 - Organization - Urban Improvement Fund Limited - 1973 II (the
Partnership) was formed under the California Uniform Limited
Partnership Act on July 1, 1973, for the principal purpose of investing in
other limited partnerships (Local Limited Partnerships), which own federal
and state-assisted housing projects.  The Partnership issued 11,335 units of
limited partnership interest pursuant to a public offering of such units
which terminated on December 31, 1973.  The Partnership also issued 100
units of general partnership interest to Interfinancial Real Estate
Management Company (the General Partner).

The Urban Improvement Fund Limited - 1973-II prospectus, dated
October 24, 1973, specified that the General Partner has five percent
interest in profits, losses and special allocations, and the limited partners
will share the remaining ninety-five percent interest in profits, losses and
special allocations in proportion to their respective units of limited
partnership interests.

Note 2 - Method of Accounting - Initial rent-up fees paid by the
Partnership to the General Partner, deducted when paid for income tax
purposes, are capitalized as acquisition costs of the Local Limited
Partnerships for financial reporting purposes.  These costs and other costs
of acquisition are amortized using the straight-line method over the lives
(fifteen to forty years) of the Local Limited Partnership Properties. 
Amortization is discontinued when the investment is reduced to zero.
<PAGE>

Repayment of advances and cash distributions by the Local Limited
Partnerships, after the Partnership investment has been reduced to zero, are
recognized as income by the Partnership in the period received. 
Additional advances to Local Limited Partnership, after an investment is
reduced to zero, are recognized as losses in the period paid.

The unaudited interim financial statements furnished in this report reflect
all adjustments which are, in the opinion of management, necessary to a
fair statement of the results for the interim periods presented.  All such
adjustments are of a normal recurring nature.

    Taxes on Income

No provision for taxes on income has been recorded, since all taxable
income or loss of the Partnership is allocated to the partners for inclusion
in their respective tax returns.

 Cash Equivalents

Marketable securities that are highly liquid and have maturities of three
months or less at the date of purchase are classified as cash equivalents.

Note 3 - Management of Urban Improvement Fund Limited - 1973-II -
Under the terms of the Limited Partnership Agreement, the Partnership is
required to pay the General Partner an annual management fee equal to
one-quarter of one percent of invested assets or $136,548 (the fee will not
be more than fifty percent of the Partnership's annual net cash flow as
defined, subject to an annual minimum of $70,000).  This fee was not
payable during the first six years unless annual tax deductions plus cash
distributions aggregated $550 per unit.  The required level of tax
deductions was
<PAGE>

not achieved in these years, and accordingly, the fee was not paid for those
years.  However, fees of $350,000 have been recorded as a liability to the
General Partner.  Management fees payable totaling $753,167 for
subsequent years have been accrued to the General Partner because cash
flow was not sufficient to pay the fees.  The Partnership will also pay the
General Partner a liquidation fee for the sale of projects.

The General Partner of the partnership is a corporation in which Paul H.
Pfleger has a majority interest.  Partnership Services, Inc. (PSI), another
corporation in which Paul H. Pfleger is a majority shareholder, has
contracted with the General Partner and the Partnership to provide certain
management and other services in any projects in which the Partnership
has an interest.  In addition, as shown in the following table, PSI has
become the General Partner in two of the Local Limited Partnerships in
which the Partnership has investments:
<TABLE>
<CAPTION>
<S>                                                    <C>
                                                       Date PSI Became
  Local Limited Partnerships                           General Partner

  Community Circle                                           1975

  808 Memorial Drive                                         1978
</TABLE>

Note 4 - Investments in Local Limited Partnerships -  As of June 30, 1998
and 1997, the Partnership has investments in ten active real estate Limited
Partnerships (Local Limited Partnership), which are accounted for on the
equity method.  The investment account represents the sum of the capital
investments and unamortized costs of acquisitions less the Partnership's
share in losses since the date of acquisition.  The Partnership discontinues
recognizing losses when the investment
<PAGE>
in a particular Local Limited Partnership is reduced to zero, unless the
Partnership intends to commit additional funds to the Local Limited
Partnerships. 

The investments in Local Limited Partnerships are comprised of:
<TABLE>
<CAPTION>

                                  June 30, 1998           December 31, 1997
<S>                               <C>                          <C>
Capital contributions             $6,831,192                   $6,831,192

Distributions                       (901,102)                    (901,102)

Equity in losses                  (2,330,439)                  (2,262,546)

Advances                              59,842                       91,949

Unamortized costs 
of acquisitions                      616,709                     616,709

                                  $4,276,202                  $4,376,202
</TABLE>

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

The Partnership has followed the practice of investing available funds not
used in the purchase of properties or in operations into short-term
investments.  Revenue resulted from such short-term investments.  The
Partnership is dependent upon interest earned and the distributions and
repayment of advances from Local Limited Partners for cash flow.  The
Partnership has advanced funds to selected partnerships.  The General
Partner does not believe these net advances will significantly affect the
operations of the Partnership.  The activity of advances is as follows:
<TABLE>
<CAPTION>
                          For the Three-Month          For the Six-Month
                              Period Ended               Period Ended
                                June 30,                   June 30,
                          1998           1997         1998             1997
<S>                   <C>              <C>           <C>           <C>
Advance made to
 (repaid from)
 Local Limited
 Partnership          $ (32,107)       $    13      $ (32,107)    $     13
<PAGE>

Under the terms of the Limited Partnership Agreement, the Partnership is
required to pay the General Partner an annual management fee equal to
one-quarter of one percent of invested assets or $136,548 (the fee will not
be more than fifty percent of the Partnership's annual net cash flow as
defined, subject to an annual minimum of $70,000).  The Partnership
recorded management fee expense of $35,000 for the six-month period
ended June 30, 1998 and 1997.

The components of the Partnership's equity in net loss of the Local
Limited Partnerships for June 30, 1998 and 1997, is summarized as
follows:


</TABLE>
<TABLE>
<CAPTION>
                         For the Three-Month             For the Six-Month
                             Period Ended                   Period Ended
                               June 30,                         June 30,
                          1998          1997            1998          1997
<S>                   <C>            <C>           <C>          <C>
Advance to Partnership
 with zero investment:

 Community Circle     $   32,107    $     (50)     $  32,107    $     (50)
 808 Memorial Drive          -0-           37            -0-           37
                          32,107          (13)        32,107          (13)

Income from investments
 with non-zero investment:
 808 Memorial Drive      (50,000)         -0-       (100,000)         -0-

                      $  (17,893)   $     (13)     $ (67,893)   $     (13)
</TABLE>
<PAGE>

                          PART II - OTHER INFORMATION

Items 1 through 5 not applicable
Item 6 Exhibits and Reports on Form 8 K

       a)  None

       b)  The registrant has not filed a report on Form 8 K during the
           quarter ending June 30, 1998.

<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.


                    URBAN IMPROVEMENT FUND LIMITED - 1973-II
                                         (Registrant)
                             By:  Interfinancial Real Estate Management
                                  Company, General Partner


Date August 18, 1998                                 Michael Fulbright
                                                        (Signature)
                                         By:  Michael Fulbright, Secretary




Date August 18, 1998                                    John M. Orehek
                                                         (Signature)
                                  By: John M. Orehek, Senior Vice President
<PAGE>