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

                                FORM 10-K/A
(Mark One)

[x]  Annual  Report  Pursuant  to Section 13 or  15(d)  of  the  Securities
     Exchange Act of 1934 [Fee Required]

For the fiscal year ended          December 31, 1995
                                   -----------------
[ ]  Transition  Report Pursuant to Section 13 or 15(d) of  the  Securities
     Exchange Act of 1934 [Fee Required]

For the transition period from                     to

Commission file Number     33-31778
                           --------  
      Historic Preservation Properties 1990 L.P. Tax Credit Fund
          (Exact name of registrant as specified in its charter)

          Delaware                           04-3066191
          --------                           ----------
            (State   or  other  jurisdiction  of (I.R.S. Employer
             incorporation or organization) Identification No.)

     Batterymarch Park II, Quincy, MA 02169
     -------------------------------------- 
                (Address of principal executive offices)

Registrant's telephone number, including area code     617-472-1000
                                                       ------------
Previous Address: One Liberty Square, Third Floor, Boston, MA 02109
                  -------------------------------------------------
Securities registered pursuant to Section 12(b) of the Act:

          Title of each class                Name of each exchange on
                                             which registered
             None

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

                                   None
                             (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.
                                                  [x]  Yes   [ ] No
      Indicate by check mark if disclosure of delinquent filers pursuant to
Item  405  of  Regulation S-K (229.405 of this chapter)  is  not  contained
herein,  and will not 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.



        HISTORIC PRESERVATION PROPERTIES 1990 L.P. TAX CREDIT FUND
                       1995 FORM 10-K/A ANNUAL REPORT

                            TABLE OF CONTENTS

                                                                Sequential
                                                  Page No.       Page No.

PART I

   Item 1   Business                                K-3             4
   Item 2   Properties                              K-9             10
   Item 3   Legal Proceedings                       K-9             10
   Item 4   Submission of Matters
             to a Vote of Unit Holders              K-9             10

PART II

   Item 5   Market for Registrant's
             Units and Related Unit
             Holder Matters                         K-10            11
   Item 6   Selected Financial Data                 K-11            12
   Item 7   Management's Discussion and
             Analysis of Financial
             Condition and Results of
             Operations                             K-12            13
   Item 8   Financial Statements and
             Supplementary  Data                    K-15            16
Item 9      Changes in and Disagreements
             with Accountants on Accounting
             and Financial Disclosure               K-15            16

PART III

   Item 10  Directors and Executive
             Officers of the Registrant             K-16            17
   Item 11  Executive Compensation                  K-17            18
   Item 12  Unit Ownership of Certain
             Beneficial Owners and
             Management                             K-17            18
   Item 13  Certain Relationships and
             Related Transactions                   K-18            19

PART IV

   Item 14  Exhibits, Financial Statement
             Schedules and Reports on
             Form 8-K                               K-19            20

SIGNATURES                                          K-26            27

SUPPLEMENTAL INFORMATION                            K-27            28


                               K-2



                   DOCUMENTS INCORPORATED BY REFERENCE



Part of the Form 10-K                                Document
into which Incorporated                      Incorporated by Reference
-----------------------                      -------------------------
I                                            Prospectus of the Registrant
                                             dated March 30, 1990 (the
                                             "Prospectus").

                                             Supplement No. 1 to the
                                             Prospectus  dated  August  1,
1990.

                                             Supplement No. 2 to the
                                             Prospectus dated December 3,
                                             1990.

III                                          The Prospectus.








                                K-1


                                  PART I
Item 1.   Business.

           Historic Preservation Properties 1990 L.P. Tax Credit Fund  (the
Partnership),  a  Delaware limited partnership,  was  organized  under  the
Delaware Revised Uniform Limited Partnership Act on October 4, 1989 for the
purpose  of  investing in a portfolio of real properties which qualify  for
rehabilitation tax credits (Rehabilitation Tax Credits) afforded by Section
47  of  the  Internal  Revenue Code of 1986, as  amended  (the  Code),  and
rehabilitating such properties (or acquiring such properties in the process
of  rehabilitation and completing such rehabilitation) in a manner intended
to  render  the cost of such rehabilitation eligible for classification  as
"Qualified  Rehabilitation Expenditures", as such term is  defined  in  the
Code,  and  thus eligible for Rehabilitation Tax Credits.  The  Partnership
was  initially  capitalized with contributions of  $100  from  its  general
partner  and $100 from each of three initial limited partners.  On  October
26, 1989, the Partnership filed a Registration Statement on Form S-11, File
Number  33-31778  (the  Registration Statement), with  the  Securities  and
Exchange Commission (the Commission) with respect to the public offering of
units  of  limited  partnership interest (Units) in the  Partnership.   The
Registration Statement, covering the offering of up to 50,000  Units  at  a
purchase  price  of  $1,000  per Unit (an aggregate  of  $50,000,000),  was
declared  effective on March 30, 1990. The offering of Units terminated  on
December  31,  1990,  at  which  time the Partnership  had  received  gross
offering proceeds of $16,361,000 from 1,391 investors.

           The general partner of the Partnership (the General Partner)  is
Boston  Historic  Partners II Limited Partnership, a Massachusetts  limited
partnership.  The general partner of the General Partner is BHP II Advisors
Limited  Partnership (BHP II Advisors).  The general  partners  of  BHP  II
Advisors are Terrence P. Sullivan and Portfolio Advisory Services II,  Inc.
(PAS  II)  a  corporation  whose  controlling  shareholder,  director   and
president is Mr. Sullivan (Sullivan).

           The  Partnership does not have any employees.  Through September
30, 1995, accounting, asset management and investor services were performed
by  Portfolio  Advisory  Services, Inc. (PAS), a Massachusetts  corporation
whose  sole  shareholder is Sullivan.  PAS is related  to  BHP  II  through
certain  common  ownership  and management and whose  sole  shareholder  is
Sullivan.  The original contract was for one year, commencing July 1, 1993,
and was extended through September 30, 1995.  PAS received no fee for these
services  but was reimbursed by the Partnership for all operating  expenses
of providing such services.

           Effective  October  1, 1995, the Partnership  engaged  Claremont
Management  Corporation,  an  unaffiliated  Massachusetts  Corporation   to
perform  accounting, asset management and investor services for  an  annual
fee  of  $38,400 and reimbursement of all operating expenses  of  providing
such  services.   The contract expires June 30, 1997 and  is  automatically
renewed  on a yearly basis unless otherwise terminated as provided  for  in
the agreement.


                                K-3




           The  Partnership's only business is investing in real properties
which   are  expected  to  qualify  for  Rehabilitation  Tax  Credits.    A
presentation  of information about industry segments is not applicable  and
would not be helpful in understanding the Partnership's business taken as a
whole.   The Partnership's investment objectives and policies are described
in  pages  28-36  of its prospectus dated March 30, 1990  (the  Prospectus)
under  the  caption "Investment Objectives and Policies," which description
is  incorporated herein by this reference.  The Prospectus was  filed  with
the Commission pursuant to Rule 424(b) on April 6, 1990.

           During 1990, the Partnership acquired interests in the following
real estate, collectively referred to as the "Ventures".  The Partnership's
purchases  of  the  Ventures  were  made on  substantially  the  same  terms
described  in  Supplement  No. 1 to the Prospectus  dated  August  1,  1990
(Supplement No. 1) and Supplement No. 2 to the Prospectus dated December 3,
1990  (Supplement No. 2).  Both Supplement No. 1 and Supplement No.  2  are
incorporated herein by this reference.  Supplement No. 1 and Supplement No.
2  were  filed pursuant to Rule 424(b) on August 14, 1990 and  December  4,
1990, respectively.  As of December 31, 1995, 100% of the limited partners'
capital contributions (net of selling commission, organizational and  sales
costs,  acquisition fees and reserves) had been invested in  real  property
investments:

           Henderson's  Wharf Baltimore, L.P. (the Building Venture)  is  a
Delaware  limited  partnership formed on July 20, 1990  to  acquire  a  fee
interest  in  a seven-story building on 1.5 acres of land located  at  1000
Fell  Street,  Baltimore, Maryland and to rehabilitate  the  building  into
residential  units,  149 indoor parking spaces and  a  38  room  inn.   The
building  contains 137 residential units as of December 31,  1995,  125  of
which  were  currently owned by the Building Venture and 12 of  which  were
owned by unrelated parties.

           In 1994, the Building Venture entered into contracts to purchase
three  condominium  units  and  parking  spaces  (the  Property)  owned  by
unrelated  parties.  The purchase price of the Property is the  greater  of
the seller's outstanding mortgage balance as of the date of purchase or the
fair market value of the property as defined in the contracts. The Building
Venture  has possession of the property, bears the risk of loss and  damage
to  the  Property, receives all of the rents and other income generated  by
the  Property  and  is responsible for payment of all related  costs  which
include  but  are not limited to debt service, taxes and condominium  fees.
On  February 27, 1996, the Building Venture purchased the three  units  for
approximately $314,800.

           The  building  has  been renovated and certain  of  the  related
renovation  costs  have  qualified  for Rehabilitation  Tax  Credits.   The
Building  Venture  purchased  the building for  $6,812,500  which  included
seller  financing  of  $6,350,000.  The Building  Venture  and  the  seller
entered  into  an  agreement (Agreement) whereby the  seller  extended  the
original December 31, 1990 maturity date on this note to December 31,  1992
in  exchange  for the payment of $1,000,000 of this note in December  1990.
On December 7, 1992 the Building Venture entered into an agreement with the
seller  to extend the maturity date on the note until January 2, 1994.   In
consideration for the extension, the Building Venture was obligated to  pay
$150,000  on  the  earlier of January 2, 1994 or the date of  any  optional
prepayment  of  the note in full.  In April 1994, the seller  extended  the

                               K-4


maturity  date  of  the note to December 31, 1995 and  added  the  $150,000
extension  fee to the outstanding principal balance of the note along  with
unpaid  interest  totaling $89,168 on the note, for the period  March  16,
1994 through May 15, 1994 and unpaid interest on the extension fee totaling
$1,250 for the period April 16, 1994 through May 15, 1994. Interest through
the  date  of refinancing (February 27, 1996) was due  monthly  on  the  new
principal balance of the note at the annual rate of 10%.  In addition,  the
seller  required the Building Venture to establish a real estate tax escrow
account  (Tax Escrow) which was funded on a monthly basis through the  date
of  refinancing  (February 27, 1996).  The balance of  the  Tax  Escrow  at
December 31, 1995 was approximately $49,000.

           On  February  27, 1996, HPP 1990 obtained a $6,000,000  deed  of
trust  note with a third party lender which provided funds for the Building
Venture  to  refinance  the  outstanding balance  of  the  seller  financed
purchase  money note totaling $5,590,418, to pay $109,582 to the seller  in
release  of the contingent purchase price promissory note, and to  purchase
in  part  three  condominium units and parking spaces  owned  by  unrelated
parties  for  an aggregate purchase price of $314,800.  The deed  of  trust
note  bears  interest at 7.85% and requires monthly principal and  interest
payments  in the amount of $49,628 commencing in April 1996.  The  deed  of
trust  note  amortizes  over a 20 year schedule and  all  remaining  unpaid
principal and interest is due in March 2006.  Under the deed of trust note,
the  lender  has the option with six months written notice to call  amounts
outstanding under the deed of trust note at the end of ten years or anytime
thereafter.   The  deed of trust note is secured by the Building  Venture's
property, rents and assignment of leases and is guaranteed by the  Building
Venture.   This  transaction  will  release  approximately  $1,000,000   of
suspended  rehabilitation tax credits to the Partnership from the  Building
Venture in 1996.

           The Building Venture was placed in service in December 1990  and
commenced  lease-up in January 1991 and currently is fully operational.  As
of  December 31, 1995, approximately 93% of the apartment units  have  been
leased. The inn was opened in May 1991 and is also fully operational.   The
average  occupancy  for  the  inn  in  1995  and  1994  was  74%  and  65%,
respectively.  No  Rehabilitation Tax Credits have been  allocated  to  the
Partnership in 1995, 1994 and 1993 from the Building Venture.

           The Partnership may invest in other real estate ventures as  set
forth on pages 28-36 of the Prospectus (which pages are hereby incorporated
by  this  reference)  upon the remaining lease-up and refinancing  of  this
property.

          Henderson's Wharf Marina, L.P. (the Marina Venture) is a Delaware
limited  partnership formed on July 20, 1990 to acquire a 1.92 acre  parcel
of  land  together with a 256-slip marina which is adjacent to the Building
Venture's  property.   The  Marina Venture owns the  fee  interest  in  the
property.   The Marina Venture purchased the property for $1,266,363  which
included seller financing of $1,187,500.

           Under  the  Second  Amended and Restated  Agreement  of  Limited
Partnership  of Henderson's Wharf Baltimore, L.P. dated February  1,  1991,
Henderson's  Wharf  Development Corporation (HWDC), a Delaware  corporation
that  is wholly owned by the Partnership, was admitted as a general partner
of the Building Venture (the Partnership and HWDC are collectively referred
to as "Henderson's General Partners").  Hillcrest Management, Inc. (HMI), a

                                K-5



Massachusetts  corporation,  was admitted as the  limited  partner  of  the
Building  Venture.  Generally, allocations of net profits  and  losses,  as
well as cash flow, are to be allocated 99%, .9% and .1% to the Partnership,
HWDC  and  HMI,  respectively.  The overall management and control  of  the
business  and  affairs  of  the  Building  Venture  are  solely  vested  in
Henderson's General Partners.

           The Second Amended and Restated Agreement of Limited Partnership
of Henderson's Wharf Marina, L.P. dated February 1, 1991 provided ownership
and  management identical to that of the Building Venture described in  the
preceding  paragraph.  On August 1, 1991, Amendment No.  1  to  the  Second
Amended  and Restated Agreement of Limited Partnership was executed.   HWDC
became  the  sole  general partner of the Marina Venture and  HMI  and  the
Partnership became limited partners.  Generally, allocations of net profits
and  losses,  as  well  as cash flow under this agreement,  were  allocated
98.9%,  1%  and  .1%  to the Partnership, HWDC and HMI, respectively.   The
overall  management and control of the business and affairs of  the  Marina
Venture is solely vested with the general partner of the Marina Venture.

           On  February 1, 1991, the Building Venture entered into  a  long
term property management and brokerage agreement (Management Agreement), an
inn  lease  (Inn  Lease) and a consulting agreement (Consulting  Agreement)
with  HMI.  The Management Agreement expired on December 31, 1991  and  was
originally extended until December 31, 1993, and subsequently terminated as
of  July 31, 1993, and required the payment of management fees to HMI equal
to  6%  of  gross  rental  receipts, as  defined  in  the  agreement.   The
Management  Agreement also required the payment of a one time lease-up  fee
during the lease-up phase equal to one month's rent.  Management and lease-
up  fees paid to HMI totaled $82,766 for the period January 1 through July
31,  1993.  The Inn Lease originally expired on December 31, 1995  and  was
also terminated as of July 31, 1993 and required the payment to HMI of  50%
of  the  operating profit, as defined in the agreement, relating to the  38
room  inn.  If total management fees earned based on the inn's gross rental
receipts  were  less  than $75,000 for any one year,  then  the  Inn  Lease
required  payments to HMI equal to the difference between actual management
fees  paid  and $75,000.  No amounts were paid under the Inn  Lease  during
1993.

           The  Consulting  Agreement which expired on  December  31,  1991
required the Building Venture to pay HMI a $15,000 refinancing fee upon the
closing  of  any refinancing of the existing Building Venture's  financing.
The  Consulting Agreement also required the Building Venture to pay HMI  an
incentive  fee equal to 1% of the gross sales proceeds resulting  from  the
sale  of the building property to an unaffiliated third party buyer.  These
commitments survive the December 31, 1991 expiration date of the Consulting
Agreement and the termination of all other agreements with HMI (see below).
The Building Venture paid the $15,000 refinancing fee to HMI in March 1996 as a
result  of  refinancing its purchase money note on February  27,  1996,  as
mentioned above.

           On  January 1, 1992, the Marina Venture entered into a long term
property  management  agreement  with HMI.   This  agreement  provided  for
payment  of management fees to HMI equal to 9% of gross operating revenues,
as  defined  in  the  agreement.   In  addition,  the  property  management
agreement  required  the Marina Venture to pay HMI an incentive  management
fee  equal to 6% of the gross sales proceeds and an incentive brokerage fee


                               K-6

equal to 3% of gross sales proceeds. The incentive management and brokerage
fees were required to be paid to the extent that the partners of the Marina
Venture  have received a return of their capital contributions, as  defined
in  the  Third  Amended  and  Restated Agreement  of  Limited  Partnership.
Management fees paid to HMI for the period January 1, 1993 through July 31,
1993 totaled $2,494.

           On  January 1, 1992, the Partnership (herein referred to  as  HPP
1990) hired Hillcrest Asset Management, Inc. (Hillcrest), a company related
to HMI through common ownership, to assist the general partner in providing
accounting,  asset  management and investor services.   Hillcrest  provided
such  services  for a management fee of $12,000 annually plus reimbursement
of all its costs of providing such services.  This contract expired on June
30,  1993  and was not renewed. For the period January 1, 1993 to June  30,
1993 management fees paid to HMI totaled $6,000, and expense reimbursements
paid to HMI totaled $54,469.

           After  evaluating  the marina property over  the  initial  years
following acquisition, the Marina Venture had determined that it was in its
best  interest  to  either renegotiate the debt or restructure  the  Marina
Venture before proceeding with the development of the marina.  As such, the
Marina  Venture did not pay the interest due on the mortgage for  1992  and
1991.   Accordingly,  the mortgage was in default and the  seller,  at  its
option could have demanded immediate payment of the note.

           Based  on  the fair market value of marina land and improvements
determined  by  independent  appraisal and  the  priority  distribution  of
proceeds  from capital transactions as provided for in the Marina Venture's
Third   Amended   and  Restated  Agreement  of  Limited  Partnership,   the
Partnership had reserved $845,672 against its investment in the marina land
and  improvements  at December 31, 1992. On December 31, 1992,  the  seller
(HWFP, Inc.) agreed to reduce the original principal amount of the purchase
money  note  from  $1,187,500 to $350,000 and forgave $237,500  of  accrued
interest.   Also  on  December  31, 1992, the Third  Amended  and  Restated
Agreement  of  Limited  Partnership of Henderson's Wharf  Marina  L.P.  was
executed.   HWFP,  Inc.,  a Maryland corporation, received  a  50%  limited
partnership interest in the Marina Venture.  Concurrently, HMI withdrew  as
a  limited  partner  in the Marina Venture, HPP 1990's limited  partnership
interest  in the Marina Venture was reduced to 49% and HWDC retained  a  1%
general  partnership interest in the Marina Venture.  The minority interest
was  initially  recorded  at  fair market value  based  on  an  independent
appraisal  and priority distribution of proceeds from capital  transactions
as  provided  for  in  the  Marina Venture's  Third  Amended  and  Restated
Agreement of Limited Partnership.

           On February 27, 1996, HPP 1990, HWPC and HWPF, Inc. executed the
First  Amendment  to  the Third Amended and Restated Agreement  of  Limited
Partnership of Henderson's Wharf Marina L.P.  HWFP redeemed its 50% limited
partnership  interest in the Marina Venture in return for a $225,000  first
mortgage secured by the marina property.  The note bears interest at 7.50%,
matures in March 2006, and requires monthly principal and interest payments
in  the  amount  of  $2,086.  As a result, HPP 1990's  limited  partnership
interest in the Marina Venture increased to 98%, while HWDC's ownership  in
the Marina Venture increased to a 1% limited partnership interest and a  1%
general partnership interest.

                               K-7



          On July 1, 1993, HPP 90 engaged Portfolio Advisory Services, Inc.,
a  Massachusetts  corporation, which is related to BHP II  through  certain
common  ownership and management, and in which Terrence P. Sullivan is  the
sole  shareholder, for a twelve month period, to assist the general partner
in  providing  accounting,  asset management and  investor  services.   The
original contract was for one year and was extended through September 1995.
PAS  receives  no fee for its services, however it was reimbursed  for  all
operating costs of providing these services.  Expense reimbursement to  PAS
for  the period January 1, 1995 through September 30, 1995, the year  ended
December  31, 1994, and the period July 1, 1993 through December 31,  1993,
totaled $65,903, $46,063, and $24,964, respectively.

          Effective July 31, 1993, the Ventures terminated their respective
Management  Agreement and Inn Lease (Contracts) with HMI.  As  of  December
31,  1993, HPP 1990 had not reached an agreement with HMI as to whether any
additional  payments  were  due under the Contracts  as  a  result  of  the
termination.   Consequently,  HPP 1990 was unable  to  reasonably  estimate
amounts  due  to HMI, if any, and no liability was recorded as of  December
31, 1993.  During October 1994, HPP 1990 and HMI agreed in principle to  an
agreement whereby the parties would settle their differences to put rest to
all  further controversy and to avoid substantial expense of burdensome and
protracted litigation.  In January 1995, HPP 1990 entered into an agreement
on  behalf  of  the  Ventures  to pay HMI contract  termination  settlement
payments  (Settlement  Payments) totaling $271,108 which  was  included  in
accrued expenses as of December 31, 1994.  The Settlement Payments required
an  initial payment of $36,000 due on January 27, 1995 and requires monthly
payments  of  $3,221  commencing September  1995  through  the  earlier  of
September  2001  or  the occurrence of certain events  as  defined  in  the
agreement.   The  Settlement Payments are secured by  100%  of  HPP  1990's
economic  interest  as  a  partner, as defined in the  agreements,  in  the
Ventures; net sales and refinancing proceeds; cash flow; return of  capital
contributions; all of HPP 1990's cash and marketable equity  securities  in
excess  of $150,000; and all of the Venture's cash in excess of the greater
of  $200,000  or  reserves required by lenders.  No  distributions  to  the
partners  of HPP 1990 are permitted until all Settlement Payments are  paid
in  full.  As of December 31, 1995, unpaid settlement payments included  in
accrued expenses and other liabilities totaled $222,224.

           On  August  23,  1993  the Ventures engaged  McKenna  Management
Associates,  Inc.  (McKenna) as the independent onsite property  management
company.   The  management  agreement with McKenna  originally  expired  in
August  1995  and  was  extended until October  31,  1995.   The  agreement
required the payment of $9,000 per month for the first year and $7,650  per
month for the second year (and additional months) for the total complex.

          On November 1, 1995, the Building and Marina Venture entered into
property management contracts with Claremont Management Corporation  (CMC),
an  unaffiliated  Massachusetts corporation, to manage the apartments,  inn
and   marina  operations.   The  property  management  contracts  with  the
apartments and inn provide for payment of management fees to CMC equal  to
4%  and  4.5%  respectively, of gross receipts,  as  defined.   The  marina
property  management agreement with CMC provides for payment of  management
fees  equal to 9% of gross receipts, as defined. The agreements  expire  on
June  30,  1997,  and are automatically extended on a year  to  year  basis
unless otherwise terminated as provided for in the agreements.  A condition


                             K-8




of  the  agreements  requires the Ventures to maintain with  CMC,  for  the
benefit of the Ventures, operating cash and contingency reservesof $190,000
and  $70,000,  respectively.   To facilitate  the  transition  of  property
management  and  through  an  arrangement with CMC,  McKenna  continued  to
provide  management services to the apartments, inn and  marina  operations
through December 31, 1995.  Management fees paid to CMC and McKenna by  the
Ventures totaled $94,841, $102,600, and $38,334, for the years ended  1995,
1994 and 1993, respectively.

Item 2.   Properties.
-------   -----------
          See Item 1 above.

Item 3.   Legal Proceedings.
-------   ------------------

           The Partnership is not a party to, nor, to the best knowledge of
the  General Partner, are any of the Ventures or real properties  owned  by
the Ventures subject to, any material pending legal proceedings.

Item 4.   Submission of Matters to a Vote of Unit Holders.
-------   ------------------------------------------------
          No matters were submitted to a vote of Unit holders.



                                  K-9




                                 PART II

Item 5.   Market For Registrant's Units and Related Unit Holder Matters.
-------   --------------------------------------------------------------
               (a)   There  is no active market for the Units and  no  such
               market  is  expected to develop. Trading  in  the  Units  is
               sporadic and occurs solely through private transactions.

               (b)   As  of  March  15, 1996, there were 1,392  holders  of
               Units.

           The  Amended  and  Restated  Agreement  of  Limited  Partnership
(Partnership Agreement) requires that any Cash Flow (as defined therein) be
distributed  quarterly to the investor limited partners (Limited  Partners)
in  specified  proportions  and priorities and  that  Sale  or  Refinancing
Proceeds  (as  defined therein) be distributed as and when  available.   As
discussed  in  Item  1,  there are some restrictions on  the  Partnership's
present  and future ability to make distributions of Cash Flow or  Sale  or
Refinancing  Proceeds.  For the periods ended December 31,  1994,  1993  and
1992,  no  distributions of Cash Flow or Sale or Refinancing Proceeds  were
paid or accrued to the Limited Partners.

                                K-10




Item 6.   Selected Financial Data.
-------   ------------------------
<TABLE>
<CAPTION>

                                                        Periods Ended December 31,
                                       1995          1994           1993         1992           1991      
                                   --------------------------------------------------------------------------
<S>                                <C>           <C>            <C>            <C>           <C>
Revenues                           $ 2,769,347   $  2,501,562   $ 2,220,822    $ 2,256,736   $ 1,106,631

Net Loss before extraordinary
    gain                           $  (359,021)  $  (667,504)   $ (917,379)    $(2,009,440)  $(2,165,604)

Extraordinary Gain                 $         0   $         0    $        0     $ 1,075,000   $         0

Net Loss                           $  (359,021)  $  (667,504)   $ (917,379)    $(  934,440)  $(2,165,604)

Net Loss per units of Investor
 Limited Partnership Interest
 based on Unit outstanding:

Loss before extraordinary gain     $   (21.72)   $    (40.39)   $   (55.51)    $  (121.59)   $  (131.04)

Extraordinary gain                 $        0    $         0    $        0     $    65.05    $        0

Net Loss                           $   (21.72)   $    (40.39)   $   (55.51)    $   (56.54)   $  (131.04)

Total Assets as of December 31,    $15,483,025   $ 15,849,184   $16,276,877    $16,997,456   $18,843,454

Long Term Debt as of December 31,  $ 5,590,418   $  5,590,418   $ 5,350,000    $ 5,530,000   $ 6,537,500

Cash Distributions per weighted
          average Unit outstanding $         0   $          0   $         0    $         0   $         0

Rehabilitation Tax Credit per Unit $         0   $          0   $         0    $         0   $     26.60

</TABLE>


See  Item 7 for a discussion of the factors that may materially affect  the
foregoing information in future years.


                                    K-11



Item 7.   Management's  Discussion and Analysis of Financial Condition  and
          Results of Operations.

           Liquidity and Capital Resources. The Partnership terminated  its
offering of Units on December 31, 1990, at which time Limited Partners  had
purchased  16,361  Units,  representing  gross  capital  contributions   of
$16,361,000.   As  of December 31, 1995, the Partnership  had  invested  an
aggregate  of  $12,461,719  in  the  Building  and  Marina  Ventures.   The
rehabilitation  of  the  Building  Venture  is  intended  to  qualify   for
Rehabilitation Tax Credits.

           Such  amount  contributed in the Building  and  Marina  Ventures
represents approximately 100% of the Limited Partners' capital contribution
after  deducting  selling  commissions,  organizational  and  sales  costs,
acquisition fees and reserves.  The Partnership does not anticipate  making
any additional investments in new real estate.

           As  of  December  31,  1995,  the  Ventures  and  HPP  1990  had
unrestricted cash of $196,606 and $186,747, respectively.  HPP 1990's  cash
is  used  primarily to fund general and administrative expenses of  running
the public fund. The Venturers' cash is used to fund operating expenses  of
the  properties. In addition, to the extent available, the Building Venture
distributes  cash  to  HPP  1990 to help fund  general  and  administrative
expenses  of running the public fund.  As mentioned in Item 1, on  February
27, 1996, the Building Venture obtained mortgage financing of $6,000,000 at
7.85% which requires principal and interest monthly payments of $49,628 for
ten  years  based on a 20 year amortization and matures in March 2006.  The
short  term  liquidity of the Building Venture depends upon its ability  to
pay  its  debt  service,  real estate taxes, operating  expenses  and  have
sufficient cash to distribute to HPP 1990.  The short term liquidity of the
Building  Venture  depends  on its ability to  generate  sufficient  rental
income  to fund operating expenses and debt service requirements  and  have
sufficient cash to distribute to HPP 1990.

           Settlement Payments due HMI, that were negotiated as part of the
contract  termination  (See Item 1), are secured  by  100%  of  HPP  1990's
economic  interest  as  a  partner, as defined in the  agreements,  in  the
Ventures; net sales and refinancing proceeds; cash flow; return of  capital
contributions; all of HPP 1990's cash and marketable equity  securities  in
excess  of $150,000; and all of the Ventures' cash in excess of the greater
of $200,000 or reserves required by potential lenders.

           Cash  flow  generated from the Partnership's present  investment
properties  and the Partnership's share of the proceeds from  the  sale  of
such properties is expected to be the source of future long-term liquidity.

           Results  of  Operations.  The Partnership incurred total  losses
under  generally accepted accounting principles of $359,021 in  1995  which
includes  depreciation and amortization of $568,217.  The  Partnership  was
not  allocated any Rehabilitation Tax Credits from the Building Venture  in
1995.

           In  1995, the Building Venture was fully operational during  the
entire  year, and the Marina Venture had available approximately 240  slips
for use, of which a minimal number of slips were fully operational offering
various  utility hook-ups.  The results of the Partnership's operations  in

                                 K-12


          

future years should be comparable to 1995 numbers provided the Ventures are
able  to  maintain greater than 90% occupancy in the Apartments and greater
than  60%  in  the  Inn. Expense levels should increase with  the  rate  of
inflation  but,  it is anticipated that the monthly rents and  the  average
daily room rate revenues should increase accordingly.

          In recent years,    the occupancy of the apartments has increased
from   previous years as  a  result  of management's decision to enter into
more traditional  long term,  annual,  leases. The Apartments have achieved
stabilized occupancy in 1995  and  1994 with occupancy rates of 94% and 93%,
respectively.  In  addition,   a  market  study  of  the  competition   was
prepared, and the Building Ventures' monthly rental rates were adjusted  to
reflect  market rates for a property located in the Fells Point,  Baltimore
neighborhood.   Management  is  projecting  economic  occupancy   for   the
Apartments  to  be approximately 93% for calendar year 1996 which  will  be
indicative of the expected levels for future years.

           The  average occupancy of the Inn increased from 47% in 1993  to
64%  in  1994 to 74% in 1995. Also, the average daily rate from room rentals
increased approximately 4% in 1994 and approximately 7% in 1995, respectively,
from  previous   years.   The  Building  Venture  made  a decision  in  the
third  quarter of 1993 to hire a full time hospitality manager to  generate
new  business from previously untapped markets.  The increase in  occupancy
of  the  Inn  for  1995  was due in part to a major competitor  temporarily
discontinuing  operations  for major renovations.   That  major  competitor
reopened  in  early  1996.  In addition, the hospitality market  nationwide
experienced  an increase from previous years. Management is projecting  Inn
occupancy  of 67% for calendar year 1996 and Inn occupancy in future  years
is expected to stay at the same level, depending upon market constraints.

           Certain expense items, including condominium assessments, real 
estate taxes, and depreciation which remained consistent throughout 1993,
1994, and 1995, are not variable expenses and are not effected by changes in
operational activity.    Payroll  services and  other  operating  expenses
experienced a reduction from 1993 to 1994 due  to  certain   efficiencies 
implemented by the full time hospitality manager;  these   expense   items
increased from 1994 to 1995 primarily due to the increased activity of the
Inn.  Management fees were reduced in 1994 and 1995 as a direct result of the
negotiated contract with the hospitality manager.  The decrease from 1993 to 
1994 and the increase from 1994 to 1995,   in  operating and administrative
expenses are due to the fees and other administrative expenses associated 
with engaging third  party  entities  in  1993  and  1995  to  perform asset
management, accounting and investor services for HPP 1990.

           During  1994,  HPP  1990  entered  into  an  agreement  to  make
settlement  payments to HMI (see Item 1) totaling $271,108 which  has  been
recorded in the fourth quarter of 1994 and included in accrued expenses and
other  liabilities at December 31, 1994.  As of December 31,  1995,  unpaid
settlement  payments  included in accrued expenses  and  other  liabilities
totaled $222,224.

           The  Building  Venturer's $5,350,000  purchase  money  note  was
originally due on December 31, 1990. During 1991, the maturity date of  the
purchase  money  note was extended to December 31, 1992. During  1992,  the
fmaturity  date of the purchase money note was extended to January 2,  1994.
During 1993, the maturity date was extended to March 2, 1994. On April  15,

                               K-13



1994,  the  holder  of  the purchase money note (the Lender)  extended  the
maturity date to December 31, 1995 and added $150,000 of extension fees and
approximately two months of unpaid interest to the principal balance  under
the  purchase money note. The lender also required the Building Venture  to
make monthly payments to a Tax Escrow account for the  exclusive purpose of
funding real estate tax payments by the required due date.

           On  February  27, 1996, HPP 1990 obtained a $6,000,000  deed  of
trust  note with a third party lender which provided funds for the Building
Venture  to  refinance  the  outstanding balance  of  the  seller  financed
purchase  money note totaling $5,590,418 to pay $109,582 to the  seller  in
release  of the contingent purchase price promissory note, and to  purchase
in  part  three  condominium units and parking spaces  owned  by  unrelated
parties for an aggregate purchase price of $314,800.  The deed
of  trust  note bears interest at 7.85% and requires monthly principal  and
interest  payments in the amount of $49,628 commencing in April 1996.   All
remaining  unpaid principal and interest is due in March 2006.   Under  the
deed  of  trust  note, the lender had the option with  six  months  written
notice to call amounts outstanding under the deed of trust note at the  end
of  ten years or anytime thereafter.  The deed of trust note is secured  by
the  Building  Venture's property, rents and assignment of  leases  and  is
guaranteed  by  the  Building  Venture.   This  transaction  will   release
approximately  $1,000,000 of suspended rehabilitation tax  credits  to  the
Partnership from the Building Venture in 1996.

           The Marina Venture requires substantial rehabilitation to become
fully  operational.  After evaluating the marina over the past  few  years,
the  Marina  Venture  determined  that it  was  in  its  best  interest  to
restructure  the Marina Venture before proceeding with the  development  of
the marina. The Marina Venture did not pay the real estate taxes in 1991 or
the interest due on its property's mortgage in 1992 and 1991.  Accordingly,
the  mortgage  was in default and the lender could, at its  option,  demand
immediate payment of the note.

           Based  on  management's  analysis completed  during  the  fourth
quarter  of 1992 which considered the fair market value of marina land  and
improvements  determined by independent appraisal and priority distribution
of  proceeds  from  capital  transactions as provided  for  in  the  Marina
Venture's Third Amended and Restated Agreement of Limited Partnership,  the
Partnership reserved $845,672 against its investment in the marina land and
improvements as of December 31, 1992.

           On  December 31, 1992, the seller (HWFP, Inc.) agreed to  reduce
the original principal amount of the purchase money note from $1,187,500 to
$350,000  and  forgave  $237,500 of accrued interest.   As  a  result,  the
Partnership recognized an extraordinary gain of $1,075,000 in  1992.   Also
on  December 31, 1992, the Third Amended and Restated Agreement of  Limited
Partnership  of Henderson's Wharf Marina L.P. was executed. HWFP,  Inc.,  a
Maryland  corporation, received a 50% limited partnership interest  in  the
Marina  Venture.  Concurrently, HMI withdrew as a limited  partner  in  the
Marina  Venture,  HPP  1990's limited partnership interest  in  the  Marina
Venture  was  reduced  to  49% and HWDC retained a 1%  general  partnership
interest  in  the  Marina Venture.  HWFP, Inc.'s minority interest  in  the
Marina  Venture  was recorded at fair market value based on an  independent
appraisal  and priority distribution of proceeds from capital  transactions

                                 K-14



as  provided  for  in  the  Marina Venture's  Third  Amended  and  Restated
Agreement of Limited Partnership.

           On February 27, 1996, HPP 1990, HWDC and HWFP, Inc. entered into
the  First Amendment to the Third Amended and Restated Agreement of Limited
Partnership of Henderson's Wharf Marina, L.P. by which HWFP, Inc.  redeemed
its 50% limited partnership interest in the Marina Venture in return for  a
$225,000  first  mortgage note secured by the marina  property.   The  note
bears  interest  at 7.50%, matures on March 15, 2006, and requires  monthly
principal  and interest payments in the amount of $2,086.  As a  result  of
the  redemption of HWFP's interest, HPP 1990's limited partnership interest
in  the  Marina  Venture increased to 98% and HWDC received  a  1%  limited
partnership interest and maintained its 1% general partnership interest  in
the Marina Venture.

          Inflation and Other Economic Factors
          ------------------------------------
           Recent  economic  trends  have  kept  inflation  relatively  low
although  the Partnership cannot make any predictions as to whether  recent
trends  will continue.  The assets of the Partnership are highly  leveraged
in  view of the fact that the Building Venture was subject to a substantial
purchase  money  note  as of December 31, 1995, and remains  subject  to  a
substantial  mortgage note based on the refinancing effective February  27,
1996.   Operating expenses and rental revenues of each property are subject
to  inflationary  factors.  Low rates of inflation could result  in  slower
rental  rate increases, and to the extent that these factors are not offset
by similar increases in property operating expenses (which could arise as a
result of general economic circumstances such as an increase in the cost of
energy  or  fuel, or from local economic circumstances), the operations  of
the  Partnership could be adversely affected.  Actual deflation  in  prices
generally  would, in effect, increase the economic burden of  the  mortgage
debt service with a corresponding adverse effect.  High rates of inflation,
on  the  other hand, raise the operating expenses for projects and  to  the
extent  they  cannot  be passed on to tenants through  higher  rents,  such
increases could also adversely affect Partnership operations.  Although, to
the  extent  rent increases are commensurable, the burden  imposed  by  the
mortgage  leverage is reduced with a favorable effect.  Low levels  of  new
construction  of  similar projects and high levels of  interest  rates  may
foster demand for existing properties through increasing rental income  and
appreciation in value.

Item 8.   Financial Statements and Supplementary Data.
-------   --------------------------------------------
           See the Financial Statements of the Partnership included as part
of this Annual Report on Form 10-K.

Item 9.   Changes  in and Disagreements with Accountants on Accounting  and
-------   Financial Disclosure.

          None

                                 K-15




                                 PART III

Item 10.  Directors and Executive Officers of the Registrant.
--------  ---------------------------------------------------
          (a) and (b) Identification of Directors and Executive Officers.

           The  following table sets forth the name and age of the director
and  executive  officer of BHP II Advisors and the  offices  held  by  such
person.

        Name                          Office                        Age
        ----                          ------                        ---
Terrence P. Sullivan               President and Director            49

           Mr.  Sullivan has served as a director and executive officer  of
BHP  II Advisors since the organization of PAS II in June 1989.  Since that
time  he  has  also  been a general partner of BHP II  Advisors.   He  will
continue  to  serve in the capacity indicated above until his successor  is
elected and qualified.  Mr. Sullivan is also an executive officer of Boston
Capital Planning.

          (c)  Family Relationships.
               ---------------------
               None.

          (e)  Business Experience.
               --------------------
           The  background  and  experience of the  executive  officer  and
director of BHP II Advisors and Boston Capital Planning identified above in
Items 10(a) and 10(b) are as follows:

           Terrence P. Sullivan, 49, is the founder and sole shareholder of
Boston Capital Planning, a financial consulting and real estate syndication
firm, and its wholly-owned subsidiary, Boston Bay Capital, Inc. (Boston Bay
Capital).   Founded  in  1979, Boston Bay Capital  was  an  NASD-Registered
broker/dealer specializing in placement of interests in real estate limited
partnerships  which  own historic and restoration  properties.   From  1986
through December 31, 1989, Boston Bay Capital participated in the placement
of  limited  partnership interest in 98 real estate programs,  over  60  of
which  were historic rehabilitation or restoration partnerships, placing  a
total  of approximately $140,000,000 in equity.  In addition, from 1987  to
1990,  Boston Bay Capital served as dealer manager in connection  with  the
sale  of  units  of  limited partnership interest in Historic  Preservation
Properties  Limited  Partnership,  Historic  Preservation  Properties  1988
Limited   Partnership,  Historic  Preservation  Properties   1989   Limited
Partnership  and the Partnership, the first four public programs  sponsored
by  Affiliates  of  the  General Partner.  Such  public  programs  sold  an
aggregate  of  approximately $82 million of Units  of  limited  partnership
interest.   From 1972 to 1978, Mr. Sullivan was the Tax Shelter coordinator
for  the  Boston  office of White, Weld & Co., Inc., an investment  banking
firm.  Mr. Sullivan graduated from Worcester Polytechnic Institute in  1968
with a Bachelor of Science degree in mechanical engineering.  He received a
Masters   in   Business  Administration  degree  from  the  University   of
Massachusetts (Amherst) in 1971.  Mr. Sullivan serves as a general  partner
of  BBC  Restoration  Properties Limited Partnership  and  BBC  Restoration
Properties  II  Limited Partnership.  In addition, an entity controlled  by
Mr. Sullivan serves as the general partner of Institutional Credit Partners

                                 K-16




Limited  Partnership  (ICP),  a  partnership  organized  to  invest  in   a
diversified  portfolio of properties which qualify for low  income  housing
tax credits, Rehabilitation Tax Credits, or both.  In 1989, ICP completed a
private  placement  of  $5,790,000  of  limited  partnership  interest   to
corporations and other institutional investors.

          (f)-(g) Involvement in Certain Legal Proceedings.

          None

Item 11.  Executive Compensation.
--------  -----------------------
           The  director and executive officer of PAS II and Boston Capital
Planning received no remuneration from the Partnership.

           Under  the  Partnership Agreement, the General Partner  and  its
affiliates  are  entitled to receive various fees, expense  reimbursements,
commissions, cash distributions, allocations of taxable income or loss  and
tax credits from the Partnership.  The amounts of these items and the times
at  which  they  are payable to the General Partner or its  affiliates  are
described  at  pages 14-16 and 36-39 of the Prospectus under  the  captions
"Management Compensation" and "Cash Distributions and Net Profits  and  Net
Losses", respectively, which descriptions are incorporated herein  by  this
reference.

           No  commissions, fees, or cash distributions were  paid  by  the
Partnership  to the General Partner or its affiliates for the  years  ended
December  31, 1995, 1994 and 1993.  The Partnership reimbursed an affiliate
of  the  General  Partner $65,903, $46,063, and $24,964 for  administrative
expenses   for  the  years  ended  December  31,  1995,  1994   and   1993,
respectively.

           For  the year ended December 31, 1995, the Partnership allocated
approximately $6,800 of taxable loss and no Rehabilitation Tax  Credits  to
the  General  Partner.  See Note 6 to Financial Statements  for  additional
information  about  transactions between the Partnership  and  the  General
Partner and its affiliates.

Item 12.  Unit Ownership of Certain Beneficial Owners and Management.
--------  -----------------------------------------------------------
          (a)  Unit Ownership of Certain Beneficial Owners.
               --------------------------------------------
                The  Spiegel Corporation, 1515 West 22nd Street, Oak Brook,
Illinois  60522, is known by the Partnership to be the beneficial owner  of
more  than  5%  of  the outstanding Units at March 15,  1996  (2,000  units
12.22%). Under the Partnership Agreement, the voting rights of the  Limited
Partners  are limited and, in some circumstances, are subject to the  prior
receipt of certain opinions of counsel or judicial decisions.

                Under  the  Partnership Agreement, the right to manage  the
business  of  the  Partnership is vested solely  in  the  General  Partner,
although  the consent of a majority in interest of the Limited Partners  is
required  for  the  sale  at one time of all or substantially  all  of  the
Partnership's assets and with respect to certain other matters.  See Item 1
above for a description of the General Partner and its general partners.

                             K-17




         (b)  Unit Ownership of Management.
              -----------------------------     
                No director or executive officer of BHP II Advisors, Boston
Capital Planning or their affiliates had any beneficial ownership of  Units
as  of March 15, 1996.  No officer or director of BHP II Advisors or Boston
Capital  Planning, nor any general partner of the General Partner, nor  any
of their respective affiliates, possesses the right to acquire Units.

          (c)  Change in Control.
               ------------------
                There exists no arrangement known to the Partnership  which
may at a subsequent date result in a change in control of the Partnership.

Item 13.  Certain Relationships and Related Transactions.
--------  -----------------------------------------------
          See Note 6 of Notes to Financial Statements for information about
transactions  between  the  Partnership and the  General  Partner  and  its
affiliates.   See  Item  11  above  for information  concerning  the  fees,
commissions,  reimbursements and cash distributions which  the  Partnership
paid  to  or  accrued  for  the  account of the  General  Partner  and  its
affiliates for the years ended December 31, 1995, 1994 and 1993.

                            K-18





                                 PART IV

Item 14.  Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
--------  -----------------------------------------------------------------
          (a)  The following documents are filed as part of this report:

               1.         Financial  Statements - The Financial  Statements
               listed on the accompanying Index to Financial Statements and
               Schedule are filed as a part of this Annual Report.

               2.         Financial  Statement Schedules  -  The  Financial
               Statement        Schedules listed on the accompanying  Index
               to Financial Statements and Schedules are filed as a part of
               this Annual Report.

          3.   Exhibits
               --------
                    3(a)   Certificate of Limited Partnership of Historic
                    Preservation Properties 1990 L.P. Tax Credit Fund dated
                    as  of September 29, 1989, (filed as exhibit 3A to  the
                    Partnership's Registration Statement on Form S-11, File
                    No.   33-31778,   and  incorporated  herein   by   this
                    reference).

                    3(b)   Certificate   of   Amendment   of   Historic
                    Preservation Properties 1990 L.P. Tax Credit Fund dated
                    as  of  October 23, 1989, (filed as exhibit 3C  to  the
                    Partnership's Registration Statement on Form S-11, File
                    No.   33-31778,   and  incorporated  herein   by   this
                    reference).

                    3(c)   Amended  and  Restated Agreement  of  Limited
                    Partnership  of  Historic Preservation Properties  1990
                    L.P.  Tax  Credit Fund dated as of March 30,  1990,  as
                    currently  in  effect,  other than  amendments  thereto
                    which provide solely for the admission or withdrawal of
                    investors   as  limited  partners  of  the  Partnership
                    (attached as Exhibit A to Prospectus of the Partnership
                    included as part of its Registration Statement on  Form
                    S-11,  File  No. 33-31778, and incorporated  herein  by
                    reference).

          4.   See Exhibits 3(a), 3(b) and 3(c).

               10(a)       Escrow   Deposit  Agreement   between   Historic
               Preservation  Properties  1990  L.P.  Tax  Credit  Fund  and
               Wainwright Bank and Trust Company, (filed as exhibit 10A  to
               the  Partnership's Registration Statement of Form S-11, File
               No. 33-31778, and incorporated herein by this reference).

                                   K-18



               10(b)       Documents   relating  to  the   acquisition   of
               partnership  interests in Henderson's Wharf Baltimore,  L.P.
               and Henderson's Wharf Marina, L.P. and material contracts of
               these partnerships:



                    I.    Certificate of Limited Partnership of Henderson's
                    Wharf  Baltimore, L.P. dated as of July  12,  1990  and
                    filed  in  the  Office  of the Secretary  of  State  of
                    Delaware on July 20, 1990. (1)

                    II.   Certificate of Limited Partnership of Henderson's
                    Wharf  Marina, L.P. dated as of July 12, 1990 and filed
                    in  the Office of the Secretary of State of Delaware on
                    July 20, 1990. (1)

                    III.  Agreement  of Limited Partnership of  Henderson's
                    Wharf Baltimore, L.P. dated as of July 18, 1990. (1)

                    IV.   Agreement  of Limited Partnership of  Henderson's
                    Wharf Marina, L.P. dated as of July 18, 1990. (1)

                    V.   Certificate of Amendment of Certificate of Limited
                    Partnership of Henderson's Wharf Baltimore, L.P.  dated
                    as  of February 14, 1991 and filed in the Office of the
                    Secretary of State of Delaware on March 5, 1991. (2)

                    VI.  Certificate of Amendment of Certificate of Limited
                    Partnership of Henderson's Wharf Marina, L.P. dated  as
                    of  February  14, 1991 and filed in the Office  of  the
                    Secretary of State of Delaware on March 5, 1991. (2)

                    VII.   Amended  and  Restated  Agreement   of   Limited
                    Partnership of Henderson's Wharf Baltimore, L.P.  dated
                    as of July 31, 1990. (1)

                    VIII.      Second  Amended  and Restated  Agreement  of
                    Limited  Partnership  of Henderson's  Wharf  Baltimore,
                    L.P. dated February 1, 1991. (2)

                    IX.    Amended  and  Restated  Agreement   of   Limited
                    Partnership of Henderson's Wharf Marina, L.P. dated  as
                    of July 31, 1990. (1)

                    X.    Second Amended and Restated Agreement of  Limited
                    Partnership  of  Henderson's Wharf Marina,  L.P.  dated
                    February 1, 1991. (2)

      (1)  Previously  filed as part of exhibit 10B  to  the  Partnership's
Registration  Statement on Form S-11, File No. 33-31778,  and  incorporated
herein by this reference.

       (2)  Previously filed as part of exhibit 10(b) to the  Partnership's
Annual  Report  on  Form  10-K for the year ended  December  31,  1990  and
incorporated herein by this reference.

                                   K-20




                    XI.   Agreement  for  Sale  of Henderson's  Wharf,  the
                    Fastlands  and  Marina  among HWFP,  Inc.,  Kenneth  M.
                    Stein,   J.E.   Robert,  the  United   Brotherhood   of
                    Carpenters   and  Joiners  of  America   and   Historic
                    Preservation Properties 1990 L.P. Tax Credit Fund dated
                    June 19, 1990. (1)

                    XII.  Assignment  and  Assumption  Agreement  Regarding
                    Contract    Rights   between   Historic    Preservation
                    Properties  1990  L.P. Tax Credit Fund and  Henderson's
                    Wharf Baltimore, L.P. dated July 31, 1990. (1)

                    XIII.     Assignment and Assumption Agreement Regarding
                    Contract    Rights   between   Historic    Preservation
                    Properties  1990  L.P. Tax Credit Fund and  Henderson's
                    Wharf Marina, L.P. dated July 31, 1990. (1)

                    XIV.  Deed  dated July 31, 1990 from Joseph E.  Robert,
                    Jr.,  Kenneth  M. Stein and HWFP, Inc.  to  Henderson's
                    Wharf Baltimore, L.P. (1)

                    XV.   Deed  dated July 31, 1990 from Joseph E.  Robert,
                    Jr.,  Kenneth  M. Stein and HWFP, Inc.  to  Henderson's
                    Wharf Marina, L.P. (1)

                    XVI.  Assignment and Blanket Transfer from  HWFP,  Inc.
                    and the United Brotherhood of Carpenters and Joiners of
                    America to Henderson's Wharf Baltimore, L.P. dated July
                    31, 1990. (1)

                    XVII.  Assignment and Blanket Transfer from HWFP, Inc.
                    and the United  Brotherhood of Carpenters and Joiners of
                    America to Henderson's Wharf Marina, L.P. dated July 31,
                    1990. (1)

                    XVIII.    Purchase Money Promissory Note of Henderson's
                    Wharf Baltimore, L.P. to HWFP, Inc. dated July 31, 1990
                    in the principal amount of $6,350,000. (1)

                    XIX.  Purchase  Money  Promissory Note  of  Henderson's
                    Wharf Marina, L.P. to HWFP, Inc. dated July 31, 1990 in
                    the principal amount of $1,187,500. (1)

                    XX.   Contingent  Purchase  Price  Promissory  Note  of
                    Henderson's Wharf Baltimore, L.P. to HWFP,  Inc.  dated
                    July  31,  1990 in the principal amount of  $1,150,000.
                    (1)

                    XXI.  Purchase Money Deed of Trust between  Henderson's
                    Wharf  Baltimore, L.P. and Kenneth M. Stein and  Joseph
                    E. Robert, Jr., Trustees, dated July 31, 1990. (1)

         (1)Previously  filed as part of exhibit 10B to  the  Partnership's
Registration  Statement on Form S-11, File No. 33-31778,  and  incorporated
herein by this reference.

                                  K-21




                    XXII.       Purchase  Money  Deed  of   Trust   between
                    Henderson's Wharf Marina, L.P. and Kenneth M. Stein and
                    Joseph  E. Robert, Jr., Trustees, dated July 31,  1990.
                    (1)

                    XXIII.     First  Amendment  to  Amended  and  Restated
                    Henderson's    Wharf   Disposition   Agreement    among
                    Henderson's  Wharf  Baltimore, L.P., Henderson's  Wharf
                    Marina,  L.P.  and  the  Mayor  and  City  Council   of
                    Baltimore, Maryland dated July 31, 1990. (1)

                    XXIV.      Second  Amendment  to  Pedestrian  Promenade
                    Easement  Agreement among Henderson's Wharf  Baltimore,
                    L.P.  Henderson's Wharf Marina, L.P. and the Mayor  and
                    City  Council  of Baltimore, Maryland  dated  July  31,
                    1990. (1)

                    XXV.   Property  Management  and  Brokerage   Agreement
                    between  Henderson's Wharf Baltimore, L.P. and Richland
                    Management, Inc. dated as of July 31, 1990. (1)

                    XXVI.      Development  Agreement  between  Henderson's
                    Wharf Baltimore, L.P. and Richland #1, L.P. dated as of
                    July 31, 1990. (1)

                    XXVII.      Inn   Lease   between   Henderson's   Wharf
                    Baltimore, L.P. and Hillcrest Management, Inc. dated as
                    of July 31, 1990. (1)

                    XXVIII.  Property  Management and Brokerage Agreement 
                    between Henderson's Wharf Baltimore, L.P. and  Hillcrest
                    Management, Inc. dated as of February 1, 1991. (2)

                    XXIX.       Consulting  Agreement  between  Henderson's
                    Wharf  Baltimore,  L.P. and Hillcrest Management,  Inc.
                    dated as of February 1, 1991. (2)

                    XXX. Settlement Agreement between Historic Preservation
                    Properties 1990 L.P. Tax Credit Fund, Henderson's Wharf
                    Baltimore,  L.P.  Henderson's Wharf  Marina,  L.P.  and
                    Richard   F.   Holland,  Richland  #1  L.P.,   Richland
                    Management,  Inc.,  Richland Partners,  Inc.,  Richland
                    Construction, Inc., Richland Historic Properties,  Inc.
                    and Richland #2 L.P. dated February 1, 1991. (2)

      (1)  Previously  filed as part of exhibit 10B  to  the  Partnership's
Registration  Statement on Form S-11, File No. 33-31778,  and  incorporated
herein by this reference.

       (2)  Previously filed as part of exhibit 10(b) to the  Partnership's
Annual  Report  on  Form  10-K for the year ended  December  31,  1990  and
incorporated herein by this reference.

                                 K-22



                    XXXI.      Amendment  No. 1 to the Second  Amended  and
                    Restated  Agreement  of  Limited  Partnership   between
                    Henderson's  Wharf  Development  Corporation,  Historic
                    Preservation Properties 1990 L.P. Tax Credit  Fund  and
                    Hillcrest Management, Inc. dated August 1, 1991. (3)

                    XXXII.      Settlement   Agreement   between   Historic
                    Preservation  Properties 1990  L.P.  Tax  Credit  Fund,
                    Boston Historic Partners II Limited Partnership, BHP II
                    Advisors  Limited  Partnership, Terrence  P.  Sullivan,
                    Portfolio  Advisory Services II, Inc.,  Boston  Capital
                    Planning  Group,  Inc., Boston Bay  Capital,  Inc.  and
                    Daniels Printing Company dated July 6, 1992. (4)

                    XXXIII.    Second  Amendment to Note  1,  the  Purchase
                    Money   Promissory  Note,  between  Henderson's   Wharf
                    Baltimore, L.P. and HWFP, Inc. dated December 7,  1992.
                    (4)

                    XXXIV.     Release of Deed of Trust securing $1,187,500
                    Purchase  money  Promissory  Note  between  HWFP,  Inc.
                    Joseph  E.  Robert,  Jr., S. Herbert  Tinley,  III  and
                    Henderson's Wharf Marina L.P. dated December 31,  1992.
                    (4)

                    XXXV.      Third  Amended  and  Restated  Agreement  of
                    Limited  Partnership of Henderson's Wharf Marina,  L.P.
                    dated December 31, 1992. (4)

                    XXXVI.     Agreement regarding refund  of  real  estate
                    taxes  pertaining to Henderson's Wharf  Baltimore  L.P.
                    and HWFP, Inc. dated December 31, 1992. (4)

                    XXXVII.     Property   Management   Agreement   between
                    Henderson's   Wharf   Marina,   L.P.   and    Hillcrest
                    Management, Inc. dated January 1, 1992. (4)




      (3)  Previously  filed as part of exhibit 10(c) to the  Partnership's
Annual  Report  on  Form  10-K for the year ended  December  31,  1991  and
incorporated herein by this reference.

      (4)  Previously  filed as part of exhibit 10(b) to the  Partnership's
Annual  Report  on  Form  10-K for the year ended  December  31,  1992  and
incorporated herein by this reference.

                                 K-23


                    XXXVIII.    Property   Management   Agreement   between
                    Henderson's   Wharf  Marina  L.P.,  Henderson's   Wharf
                    Baltimore,   L.P.  and  the  Residences  and   Inn   at
                    Henderson's   Wharf,  collectively   referred   to   as
                    "Henderson's Wharf" and McKenna Management  Associates,
                    Inc., dated August 23, 1993. (5)

                    XXXIX.    Third Amendment to Note 1, the Purchase Money
                    Promissory  Note, Between Henderson's Wharf  Baltimore,
                    L.P. and HWFP, Inc. dated December 31, 1993. (5)

                    XL.   Fourth  Amendment to Note 1, the  Purchase  Money
                    Promissory  Note, between Henderson's  Baltimore,  L.P.
                    and HWFP, Inc. dated February 22, 1994. (5)

                    XLI.  Promissory  Note  between  Historic  Preservation
                    Properties  1990  L.P. Tax Credit Fund  and  Lew  Cohen
                    dated July 1, 1993. (6)

                    XLII.       Settlement  documents  which  include   the
                    Settlement  Agreement and Mutual Release, Agreement  of
                    Purchase  and  Sale,  Deed, Escrow  Agreement,  Special
                    Power   of   Attorney,   Option   Agreement,   Maryland
                    Residential  Property Disclaimer Statement with  Joseph
                    and  Eileen Mason for Unit # 433, dated June  1,  1994.
                    (6)

                    XLIII.      Settlement  documents  which  include   the
                    Settlement  Agreement and Mutual Release, Agreement  of
                    Purchase  and  Sale,  Deed, Escrow  Agreement,  Special
                    Power   of   Attorney,   Option   Agreement,   Maryland
                    Residential  Property Disclaimer  Statement  and  Lease
                    with  Colvin Ryan for Unit # 510, dated June  1,  1994.
                    (6)

                    XLIV.       Settlement  documents  which  include   the
                    Agreement of Purchase and Sale, Deed, Escrow Agreement,
                    Special  Power  of Attorney and Option  Agreement  with
                    Anne B. Cook for Unit # 409. (6)

                    XLV.  Promissory  Note  between  Historic  Preservation
                    Properties  1990  L.P. Tax Credit  Fund  and  Hillcrest
                    Asset Management, Inc. dated December 30, 1994. (6)

                    XLVI.        Pledge    Agreement    between    Historic
                    Preservation  Properties, Henderson's Wharf  Baltimore,
                    L.P.,  Henderson's  Wharf Marina,  L.P.  and  Hillcrest
                    Asset Management, Inc., dated December 30, 1994. (6)


      (5)  Previously  filed as part of exhibit 10(b) to the  Partnership's
Annual  Report  on  Form  10-K for the year ended  December  31,  1993  and
incorporated herein by this reference.

        (6)  Previously  filed as part of exhibit 22 to  the  Partnership's
Annual  Report  on  Form  10-K for the year ended  December  31,  1994  and
incorporated herein by this reference.

                                 K-24




                    XLVII.      Property   Management   Agreement   between
                    Henderson's   Wharf  Marina  L.P.,  Henderson's   Wharf
                    Baltimore,   L.P.  and  the  Residences  and   Inn   at
                    Henderson's   Wharf,  collectively   referred   to   as
                    "Henderson's    Wharf"    and   Claremont    Management
                    Corporation, dated November 1, 1995.


                    XLVIII.    Asset Management Agreement between  Historic
                    Preservation Properties 1990 L.P. Tax Credit  Fund  and
                    Claremont Management Corporation dated October 1, 1995.

                    10  (c)     Asset Management Agreement between Historic
                    Preservation Properties 1990 L.P. Tax Credit  Fund  and
                    Hillcrest Asset Management, Inc. dated January 1, 1992.
                    (5)

22                  List of Ventures. (5)

28  (ii)     (a)    Supplement No. 1 to the Partnership's Prospectus dated
                    August 1, 1990. (7)
 
             (b)    Supplement No. 2 to the Partnership's  Prospectus
                    dated December 3, 1990. (7)

             (c)    Pages  14-16,  28-36 and 36-39 of  the  Partnership's
                    Prospectus dated  March 30, 1990  and  filed with  the
                    Commission pursuant to Rule 424(b) on April 6, 1990. (7)




     (5) Previously filed as part of exhibit 22 to the Partnership's Annual
Report  on  Form 10-K for the year ended December 31, 1993 and incorporated
herein by this reference.

      (7)  Previously  filed  as  part  of  exhibit  28  (ii)  (a)  to  the
Partnership's  Annual Partnership Report on Form 10-K for  the  year  ended
December 31, 1990 and incorporated herein by this reference.

                                K-25
    




                                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.

                      HISTORIC PRESERVATION PROPERTIES 1990 L.P.
                      TAX CREDIT FUND

                      By:  BOSTON HISTORIC PARTNERS II LIMITED
                           PARTNERSHIP, GENERAL PARTNER

                           By:  BHP II ADVISORS LIMITED PARTNERSHIP

                                By:  PORTFOLIO ADVISORY SERVICES II, INC.

Date:  March 28, 1996                By:_______________________
                                          Terrence P. Sullivan,
                                          President

                                     and

Date:  March 28, 1996                By:_______________________
                                          Terrence P. Sullivan,
                                          General Partner

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

Signature                       Title


____________________            Individual General Partner of
Terrence P. Sullivan            BHP II Advisors Limited Partnership
                                and as President and Principal
Date: March 28, 1996            Executive Officer of Portfolio
      --------------            Advisory Services II, Inc.,
                                General Partner of BHP II
                                Advisors Limited Partnership

                                Principal Financial and
____________________            Principal Accounting Officer
Terrence P. Sullivan            of Portfolio Advisory Services II,
                                Inc., General Partner of BHP II
Date: March 28, 1996            Advisors Limited Partnership
      --------------

                                   K-26



Supplemental  Information to be Furnished with Reports  Filed  Pursuant  to
Section  15(d)  of  the  Act  by  Registrants  Which  Have  Not  Registered
Securities Pursuant to Section 12 of the Act.

                       An  annual report will be furnished to Unit  holders
subsequent to filing of this Form 10-K.



                                  K-27