FORM 10-Q

                      SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549

(Mark One)

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

     For the quarterly period ended    June 30, 1997
                                     ------------------
                                             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    0-19443
                        -----------------------------------------

       BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP
-----------------------------------------------------------------
           (Exact name of registrant as specified in its charter)

           Delaware                           04-3066791
--------------------------------    -----------------------------
 (State or other jurisdiction of             (I.R.S. Employer
incorporation or organization)                Identification No.)

  One Boston Place, Suite 2100,  Boston, Massachusetts   02108
-----------------------------------------------------------------
   (Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code (617) 624-8900
                                                   --------------

-----------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report)

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

                            Yes   X          No
                                ------           ------

             BOSTON CAPITAL TAX CREDIT FUND II LIMITED PARTNERSHIP
             -----------------------------------------------------



                        QUARTERLY REPORT ON FORM 10-Q
                    FOR THE QUARTER ENDED JUNE 30, 1997
              -----------------------------------------------


                              TABLE OF CONTENTS
                              -----------------



 PART I - FINANCIAL INFORMATION

   Item 1.  Financial Statements..............................

            Balance Sheets....................................
            Statements of Operations..........................
            Statement of Changes in Partners' Capital.........
            Statements of Cash Flows..........................
            Notes to Financial Statements.....................
   Item 2.  Management's Discussion and Analysis of
            Financial Condition and Results
            of Operations.....................................

PART II - OTHER INFORMATION

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

            Signatures........................................



               Boston Capital Tax Credit Fund II Limited Partnership

                                BALANCE SHEETS


                                              June 30,             March 31,
                                                1997                 1997
                                             (Unaudited)           (Audited)
                                            ------------         ------------
ASSETS

INVESTMENTS IN OPERATING
PARTNERSHIPS (Note D)                       $ 66,061,262        $ 69,472,764


OTHER ASSETS
   Cash and cash equivalents                   1,721,144           1,725,325
   Notes Receivable                              556,415             603,920
   Deferred acquisition costs (Note B)         1,226,182           1,238,321
   Organization costs, net of accumulated
     amortization (Note B)                             -                   -
   Other assets                                  390,050             342,545
                                              ----------          ----------

                                            $ 69,955,053        $ 73,382,875
                                              ==========          ==========

LIABILITIES

Accounts payable & accrued
    expenses                                $          -        $          -
Accounts Payable - affiliates (Note C)        12,282,617          11,654,634
Capital Contributions payable (Note D)           374,098             387,098
                                              ----------          ----------
                                              12,656,715          12,041,732
                                              ----------          ----------
PARTNERS' CAPITAL
   Limited Partners
     Units of limited partnership interest,
     $10 stated value per BAC; 20,000,000
     authorized BACs, 18,679,738 issued and
     outstanding                              58,342,068          62,344,445

General Partner                               (1,043,730)         (1,003,302)
                                              ----------          ----------
                                              57,298,338          61,341,143
                                              ----------          ----------

                                            $ 69,955,053        $ 73,382,875
                                              ==========          ==========

       The accompanying notes are an integral part of these statements.


                                     1

              Boston Capital Tax Credit Fund II Limited Partnership

                              BALANCE SHEETS

                                                     SERIES 7
                                           ----------------------------
                                              June 30,         March 31,
                                                1997             1997
                                             (Unaudited)      (Audited)
                                             -----------      ---------
ASSETS

INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                    $1,616,425       $1,771,367

OTHER ASSETS
Cash and cash equivalents                        9,711           12,008
Notes receivable                                     -                -
Deferred acquisition costs (Note B)                  -                -
Organization costs, net of
   accumulated amortization (Note B)                 -                -
Other assets                                    16,450           16,450
                                             ---------        ---------

                                            $1,642,586       $1,799,825
                                             =========        =========
LIABILITIES

Accounts payable and accrued
   expenses                                 $        -       $        -
Accounts payable - affiliates (Note C)         759,113          730,326
Capital contributions payable (Note D)               -                -
                                             ---------        ---------
                                               759,113          730,326
                                             ---------        ---------
PARTNERS' CAPITAL
Limited Partners
     Units of limited partnership interest,
     $10 stated value per BAC; 20,000,000
     authorized BACs 1,036,100 and issued
     outstanding                               964,564        1,148,730


General Partner                                (81,091)         (79,231)
                                             ---------        ---------

                                               883,473        1,069,499
                                             ---------        ---------

                                            $1,642,586       $1,799,825
                                             =========        =========


        The accompanying notes are an integral part of these statements.


                                     2

           Boston Capital Tax Credit Fund II Limited Partnership

                           BALANCE SHEETS

                                                      SERIES 9
                                            ----------------------------
                                              June 30,         March 31,
                                                1997             1997
ASSETS                                       (Unaudited)       (Audited)
                                             -----------       ---------
INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                     $11,774,778     $12,528,610


OTHER ASSETS
Cash and cash equivalents                        570,436         566,836
Notes receivable                                       -               -
Deferred acquisition costs (Note B)               21,965          22,182
Organization costs, net of
  accumulated amortization (Note B)                    -               -
Other assets                                      14,009          14,009
                                              ----------      ----------

                                             $12,381,188     $13,131,637
                                              ==========      ==========

LIABILITIES

Accounts payable & accrued
   expenses                                  $         -     $         -
Accounts payable - affiliates (Note C)         3,025,322       2,881,376
Capital contributions payable (Note D)             4,590           4,590
                                              ----------      ----------
                                               3,029,912       2,885,966
                                              ----------      ----------
PARTNERS' CAPITAL
Limited Partners
    Units of limited partnership interest,
    $10 stated value per BAC; 20,000,000
    authorized BACs, 4,178,029 and issued
    outstanding                                9,618,103      10,503,554

General Partner                                 (266,827)       (257,883)
                                              ----------      ----------

                                               9,351,276      10,245,671
                                              ----------      ----------
                                             $12,381,188     $13,131,637
                                              ==========      ==========


        The accompanying notes are an integral part of these statements.


                                     3

              Boston Capital Tax Credit Fund II Limited Partnership

                              BALANCE SHEETS

                                                       SERIES 10
                                             ----------------------------
                                              June 30,         March 31,
                                                1997             1997
ASSETS                                       (Unaudited)       (Audited)
                                             -----------       ---------
INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                     $ 8,767,998     $ 9,224,595

OTHER ASSETS
Cash and cash equivalents                        143,179         144,428
Notes receivable                                       -               -
Deferred acquisition costs (Note B)               86,895          87,755
Organization costs, net of
   accumulated amortization (Note B)                   -               -
Other assets                                      38,979          38,979
                                              ----------      ----------

                                             $ 9,037,051     $ 9,495,757
                                              ==========      ==========
LIABILITIES

Accounts payable & accrued
   expenses                                  $         -     $         -
Accounts payable - affiliates (Note C)         2,072,838       1,983,960
Capital contributions payable (Note D)                 -               -
                                              ----------      ----------
                                               2,072,838       1,983,960
                                              ----------      ----------

PARTNERS' CAPITAL
Limited Partners
    Units of limited partnership interest,
    $10 stated value per BAC; 20,000,000
    authorized BACs, 2,428,925 and issued
    outstanding                                7,105,384       7,647,492


General Partner                                 (141,171)       (135,695)
                                              ----------      ----------

                                               6,964,213       7,511,797
                                              ----------      ----------

                                             $ 9,037,051     $ 9,495,757
                                              ==========      ==========


       The accompanying notes are an integral part of these statements.


                                     4

              Boston Capital Tax Credit Fund II Limited Partnership

                           BALANCE SHEETS

                                                      SERIES 11
                                            ----------------------------
                                              June 30,        March 31,
                                                1997             1997
                                             (Unaudited)      (Audited)
                                            ------------      ----------
ASSETS

   INVESTMENTS IN OPERATING
      PARTNERSHIPS (Note D)                  $10,462,975     $11,085,975

OTHER ASSETS

Cash and cash equivalents                        305,847         307,351
Notes receivable                                       -               -
Deferred acquisition costs (Note B)               44,043          44,479
Organization costs, net of
   accumulated amortization (Note B)                   -               -
Other assets                                      41,567          41,567
                                              ----------      ----------
                                             $10,854,432     $11,479,372
                                              ==========      ==========

LIABILITIES

Accounts payable & accrued
   expenses                                  $         -     $         -
Accounts payable - affiliates (Note C)         1,381,493       1,300,073
Capital contributions payable (Note D)            27,528          27,528
                                              ----------      ----------
                                               1,409,021       1,327,601
                                              ----------      ----------
PARTNERS' CAPITAL
Limited Partners
    Units of limited partnership interest,
    $10 stated value per BAC; 20,000,000
    authorized BACs, 2,489,599 issued and
    outstanding                                9,565,642      10,264,938

General Partner                                 (120,231)       (113,167)
                                              ----------      ----------

                                               9,445,411      10,151,771
                                              ----------      ----------

                                             $10,854,432     $11,479,372
                                              ==========      ==========


          The accompanying notes are an integral part of these statements.


                                     5

             Boston Capital Tax Credit Fund II Limited Partnership

                            BALANCE SHEETS

                                                      SERIES 12
                                            ----------------------------
                                              June 30,        March 31,
                                                1997            1997
                                             (Unaudited)      (Audited)
                                            ------------      ----------
ASSETS

  INVESTMENTS IN OPERATING
    PARTNERSHIPS (Note D)                    $11,374,036     $11,946,248

OTHER ASSETS
Cash and cash equivalents                          5,156           8,532
Notes receivable                                  12,831          60,336
Deferred acquisition costs (Note B)              336,250         339,579
Organization costs, net of
   accumulated amortization (Note B)                   -               -
Other assets                                     103,491          55,986
                                               ---------       ---------

                                             $11,831,764     $12,410,681
                                              ==========      ==========

LIABILITIES

Accounts payable & accrued
   expenses                                  $         -     $         -
Accounts payable - affiliates (Note C)         1,724,201       1,628,384
Capital contributions payable (Note D)            11,405          11,405
                                              ----------      ----------
                                               1,735,606       1,639,789
                                              ----------      ----------
PARTNERS' CAPITAL
Limited Partners
    Units of limited partnership interest,
    $10 stated value per BAC; 20,000,000
    authorized BACs, 2,972,795 issued and
    outstanding                               10,252,455      10,920,442

General Partner                                 (156,297)       (149,550)
                                              ----------      ----------

                                              10,096,158      10,770,892
                                              ----------      ----------

                                             $11,831,764     $12,410,681
                                              ==========      ==========


       The accompanying notes are an integral part of these statements.


                                     6

            Boston Capital Tax Credit Fund II Limited Partnership

                         BALANCE SHEETS


                                                     SERIES 14
                                            ----------------------------
                                             June 30,          March 31,
                                               1997              1997
                                            (Unaudited)       (Audited)
                                            ------------      ----------
ASSETS

   INVESTMENTS IN OPERATING
      PARTNERSHIPS (Note D)                  $22,065,050     $22,915,969

OTHER ASSETS

Cash and cash equivalents                        686,815         686,170
Notes receivable                                 543,584         543,584
Deferred acquisition costs (Note B)              737,029         744,326
Organization costs, net of
   accumulated amortization (Note B)                   -               -
Other assets                                     175,554         175,554
                                              ----------      ----------

                                             $24,208,032     $25,065,603
                                              ==========      ==========

LIABILITIES

Accounts payable & accrued
   expenses (Note C)                         $         -     $         -
Accounts payable - affiliates (Note C)         3,319,650       3,130,515
Capital contributions payable (Note D)           330,575         343,575
                                              ----------      ----------
                                               3,650,225       3,474,090
                                              ----------      ----------
PARTNERS' CAPITAL
Limited Partners
    Units of limited partnership interest,
    $10 stated value per BAC; 20,000,000
    authorized BACs, 5,574,290 issued and
    outstanding                               20,835,920      21,859,289

General Partner                                 (278,113)       (267,776)
                                              ----------      ----------
                                              20,557,807      21,591,513
                                              ----------      ----------
                                             $24,208,032     $25,065,603
                                              ==========      ==========


      The accompanying notes are an integral part of these statements.


                                     7

             Boston Capital Tax Credit Fund II Limited Partnership

                         STATEMENTS OF OPERATIONS

                     Three Months Ended June 30,
                                (Unaudited)



                                             1997         1996
                                             ----         ----

Income
  Interest income                       $    11,969   $    13,920
  Miscellaneous income                            -             -
                                         ----------    ----------

                                             11,969        13,920
                                         ----------    ----------

Share of loss from Operating
  Partnerships                           (3,408,453)   (3,931,170)
                                         ----------    ----------
Expenses
  Partnership management fees               587,499       526,756
  Amortization                               12,139        21,967
  General and administrative expenses        46,683       124,318
                                         ----------    ----------

                                            646,321       673,041
                                         ----------    ----------


  NET LOSS                              $(4,042,805)  $(4,590,291)
                                         ==========    ==========

Net loss allocated to limited
   partners                             $(4,002,377)  $(4,544,388)
                                         ==========    ==========

Net loss allocated to general partner   $   (40,428)  $   (45,903)
                                         ==========    ==========

Net loss per BAC                        $     (1.29)  $     (1.38)
                                         ==========    ==========





       The accompanying notes are an integral part of these statements.

                                     8

          Boston Capital Tax Credit Fund II Limited Partnership

                       STATEMENTS OF OPERATIONS

                       Three Months Ended June 30,
                              (Unaudited)

                                                      SERIES 7
                                               -----------------------
                                                  1997          1996
                                                  ----          ----
Income
  Interest income                              $      88     $      20
  Miscellaneous income                                 -             -
                                                --------      --------

                                                      88            20
                                                --------      --------

Share of loss from Operating
  Partnerships                                  (154,942)     (128,101)
                                                --------      --------

Expenses
  Partnership management fees                     28,287        28,287
  Amortization                                         -             -
  General and administrative expenses              2,885         5,343
                                                --------      --------

                                                  31,172        33,630
                                                --------      --------


  NET LOSS                                     $(186,026)    $(161,711)
                                                ========      ========

Net loss allocated to limited
  partners                                     $(184,166)    $(160,094)
                                                ========      ========

Net loss allocated to general partner          $  (1,860)    $  (1,617)
                                                ========      ========

Net loss per BAC                               $    (.18)    $    (.15)
                                                ========      ========






        The accompanying notes are an integral part of these statements.


                                     9

            Boston Capital Tax Credit Fund II Limited Partnership

                        STATEMENTS OF OPERATIONS

                        Three Months Ended June 30,
                                (Unaudited)


                                                     SERIES 9
                                               ----------------------
                                                  1997         1996
                                                  ----         ----
Income
  Interest income                           $     4,348     $   4,761
  Miscellaneous income                                -             -
                                              ---------      --------

                                                  4,348         4,761
                                              ---------      --------

Share of loss from Operating
  Partnerships                                 (753,828)     (763,578)
                                              ---------      --------

Expenses
  Partnership management fees                   135,983       123,042
  Amortization                                      217           217
  General and administrative expenses             8,715        17,101
                                              ---------      --------

                                                144,915       140,360
                                              ---------      --------


  NET LOSS                                  $  (894,395)    $(899,177)
                                              =========      ========

Net loss allocated to limited partners      $  (885,451)    $(890,185)
                                              =========      ========

Net loss allocated to general partner       $    (8,944)    $  (8,992)
                                              =========      ========

Net loss per BAC                            $      (.21)    $    (.22)
                                              =========      ========





       The accompanying notes are an integral part of these statements.

                                     10

            Boston Capital Tax Credit Fund II Limited Partnership

                        STATEMENTS OF OPERATIONS

                        Three Months Ended June 30,
                               (Unaudited)


                                                     SERIES 10
                                               ----------------------
                                                 1997         1996
                                                 ----         ----
Income
  Interest income                             $     978     $   1,092
  Miscellaneous income                                -             -
                                               --------      --------

                                                    978         1,092
                                               --------      --------

Share of loss from Operating
  Partnerships                                 (456,597)     (540,138)
                                               --------      --------

Expenses
  Partnership management fees                    84,528        78,309
  Amortization                                      860           860
  General and administrative expenses             6,577        14,187
                                               --------      --------

                                                 91,965        93,356
                                               --------      --------


  NET LOSS                                    $(547,584)    $(632,402)
                                               ========      ========

Net loss allocated to limited partner         $(542,108)    $(626,078)
                                               ========      ========

Net loss allocated to general partner         $  (5,476)    $  (6,324)
                                               ========      ========

Net loss per BAC                              $    (.22)    $    (.26)
                                               ========      ========





       The accompanying notes are an integral part of these statements.

                                     11

           Boston Capital Tax Credit Fund II Limited Partnership

                         STATEMENTS OF OPERATIONS

                        Three Months Ended June 30,
                                (Unaudited)


                                                     SERIES 11
                                               ----------------------
                                                 1997          1996
                                                 ----          ----
Income
  Interest income                             $   1,673     $   1,685
  Miscellaneous income                                -             -
                                               --------      --------

                                                  1,672         1,685
                                               --------      --------

Share of loss from Operating
  Partnerships                                 (623,000)     (579,456)
                                               --------      --------

Expenses
  Partnership management fees                    78,834        77,294
  Amortization                                      436           436
  General and administrative expenses             5,763        12,814
                                               --------      --------

                                                 85,033        90,544
                                               --------      --------


  NET LOSS                                    $(706,360)    $(668,315)
                                               ========      ========

Net loss allocated to limited partner         $(699,296)    $(661,632)
                                               ========      ========

Net loss allocated to general partner         $  (7,064)    $  (6,683)
                                               ========      ========

Net loss per BAC                              $    (.28)    $    (.26)
                                               ========      ========





       The accompanying notes are an integral part of these statements.

                                     12

         Boston Capital Tax Credit Fund II Limited Partnership

                     STATEMENTS OF OPERATIONS

                     Three Months Ended June 30,
                             (Unaudited)

                                                      SERIES 12
                                               ----------------------
                                                 1997          1996
                                                 ----          ----
Income
  Interest income                             $      85     $   1,242
  Miscellaneous income                                -             -
                                               --------      --------

                                                     85         1,242
                                               --------      --------

Share of loss from Operating
  Partnerships                                 (572,212)     (604,800)
                                               --------      --------

Expenses
  Partnership management fee                     91,518        80,502
  Amortization                                    3,329         3,329
  General and administrative expenses             7,760        21,001
                                               --------      --------

                                                102,607       104,832
                                               --------      --------


  NET LOSS                                    $(674,734)    $(708,390)
                                               ========      ========

Net loss allocated to limited partner         $(667,987)    $(701,306)
                                               ========      ========

Net loss allocated to general partner         $  (6,747)    $  (7,084)
                                               ========      ========

Net loss per BAC                              $    (.22)    $    (.23)
                                               ========      ========






       The accompanying notes are an integral part of these statements.

                                     13

           Boston Capital Tax Credit Fund II Limited Partnership

                     STATEMENTS OF OPERATIONS

                     Three Months Ended June 30,
                            (Unaudited)


                                                      SERIES 14
                                               ----------------------
                                                 1997          1996
                                                 ----          ----
Income
  Interest income                           $     4,797    $    5,120
  Miscellaneous income                                -             -
                                              ---------     ---------

                                                  4,797         5,120
                                              ---------     ---------

Share of loss from Operating
  Partnerships                                 (847,874)   (1,315,097)
                                              ---------     ---------

Expenses
  Partnership management fees                   168,349       139,322
  Amortization                                    7,297        17,125
  General and administrative expenses            14,983        53,872
                                              ---------     ---------

                                                190,629       210,319
                                              ---------     ---------


  NET LOSS                                  $(1,033,706)  $(1,520,296)
                                              =========     =========

Net loss allocated to limited partner       $(1,023,369)  $(1,505,093)
                                              =========     =========

Net loss allocated to general partner       $   (10,337)  $   (15,203)
                                              =========     =========

Net loss per BAC                            $      (.18)  $      (.27)
                                              =========     =========





       The accompanying notes are an integral part of these statements.

                                     14

              Boston Capital Tax Credit Fund II Limited Partnership

                  STATEMENT OF CHANGES IN PARTNERS' CAPITAL

                      Three Months Ended June 30, 1997
                                 (Unaudited)



                                               General
                                Assignees      Partner      Total
                                ---------      -------      -----


Partners' capital (deficit),
    April 1, 1997            $ 62,344,445   $(1,003,302) $61,341,143


    Net loss                   (4,002,377)      (40,428)  (4,042,805)
                               ----------     ---------   ----------


Partners' capital (deficit),
   June 30, 1997             $ 58,342,068   $(1,043,730) $57,298,338
                               ==========     =========   ==========

























       The accompanying notes are an integral part of these statements.

                                     15

              Boston Capital Tax Credit Fund II Limited Partnership

                  STATEMENT OF CHANGES IN PARTNERS' CAPITAL

                      Three Months Ended June 30, 1997
                                 (Unaudited)


                                 Limited       General
                                 Partners      Partner      Total
                                 --------      -------      -----
Series 7
--------

Partners' capital (deficit),
    April 1, 1997             $ 1,148,730     $ (79,231)   $1,069,499

Net loss                         (184,166)       (1,860)     (186,026)
                                ---------      --------     ---------
Partners' capital (deficit),
    June 30, 1997             $   964,564     $ (81,091)   $  883,473
                                =========      ========     =========

Series 9
--------

Partners' capital (deficit),
    April 1, 1997             $10,503,554     $(257,883)  $10,245,671

Net loss                         (885,451)       (8,944)     (894,395)
                               ----------       -------    ----------

Partners' capital (deficit),
    June 30, 1997             $ 9,618,103     $(266,827)   $9,351,276
                               ==========      ========    ==========

Series 10
--------

Partners' capital (deficit),
    April 1, 1997             $ 7,647,492     $(135,695)  $ 7,511,797

Net loss                         (542,108)       (5,476)     (547,584)
                               ----------      --------    ----------
Partners' capital (deficit),
    June 30, 1997             $ 7,105,384     $(141,171)  $ 6,964,213
                               ==========      ========    ==========


       The accompanying notes are an integral part of these statements.

                                     16

            Boston Capital Tax Credit Fund II Limited Partnership

                  STATEMENT OF CHANGES IN PARTNERS' CAPITAL

                    Three Months Ended June 30, 1997
                                 (Unaudited)



                                 Limited       General
                                 Partners      Partner      Total
                                 --------      -------      -----
Series 11
--------

Partners' capital (deficit),
    April 1, 1997             $10,264,938     $(113,167)  $10,151,771

Net loss                         (699,296)       (7,064)     (706,360)
                               ----------      --------    ----------
Partners' capital (deficit),
    June 30, 1997             $ 9,565,642     $(120,231)  $ 9,445,411
                               ==========      ========    ==========

Series 12
--------

Partners' capital (deficit),
    April 1, 1997             $10,920,442     $(149,550)  $10,770,892

Net loss                         (667,987)       (6,747)     (674,734)
                               ----------      --------    ----------

Partners' capital (deficit),
    June 30, 1997             $10,252,455     $(156,297)  $10,096,158
                               ==========      ========    ==========

Series 14
--------

Partners' capital (deficit),
    April 1, 1997             $21,859,289     $(267,776)  $21,591,513

Net loss                       (1,023,369)      (10,337)   (1,033,706)
                               ----------      --------    ----------

Partners' capital (deficit),
    June 30, 1997             $20,835,920     $(278,113)  $20,557,807
                               ==========      ========    ==========

       The accompanying notes are an integral part of these statements.

                                     17

            Boston Capital Tax Credit Fund II Limited Partnership

                         STATEMENTS OF CASH FLOWS

                        Three Months Ended June 30,
                                  (Unaudited)

                                             1997             1996
                                             ----             ----
Cash flows from operating activities:
    Net loss                             $ (4,042,806)  $ (4,590,291)
    Adjustments
       Distributions from Operating
         Partnerships                           3,050         15,513
       Amortization                            12,139         21,967
       Share of loss from Operating
         Partnerships                       3,408,453      3,931,170
    Changes in assets and liabilities
       Increase in accounts payable
         and accrued expenses                 627,983        628,861
       Decrease (Increase) in prepaid
         expenses                                   -              -
       Decrease (Increase) in other
         assets                                     -              -
                                           ----------     ----------
         Net cash (used in) provided by
           operating activity                   8,819          7,220
                                           ----------     ----------
Cash flows from investing activities:
     Capital contributions paid to
       Operating Partnerships                 (13,000)       (86,448)
     Advances (made to) repaid from
       Operating Partnerships                       -              -
                                           ----------     ----------
         Net cash (used in) provided by
           investing activities               (13,000)       (86,448)
                                           ----------     ----------

         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                (4,181)       (79,228)

Cash and cash equivalents, beginning        1,725,325      1,862,286
                                           ----------     ----------
Cash and cash equivalents, ending        $  1,721,144    $ 1,783,058
                                           ==========     ==========


        The accompanying notes are an integral part of these statements.


                                     18

             Boston Capital Tax Credit Fund II Limited Partnership

                           STATEMENTS OF CASH FLOWS

                        Three Months Ended June 30,
                                  (Unaudited)
                                                    Series 7
                                            -------------------------
                                                1997          1996
                                                ----          ----
Cash flows from operating activities:
    Net loss                                 $(186,026)   $ (161,711)
    Adjustments
       Distributions from Operating
         Partnerships                                -             -
       Amortization                                  -             -
       Share of loss from Operating
         Partnerships                          154,942       128,101
    Changes in assets and liabilities
       Increase in accounts
         payable and accrued expenses           28,787        29,669
       Decrease (Increase) in prepaid
         expenses                                    -             -
       Decrease (Increase) in other
         assets                                      -             -
                                              --------     ---------
         Net cash (used in) provided by
           operating activities                 (2,297)       (3,941)
                                              --------     ---------
Cash flows from investing activities:
     Capital contributions paid to
       Operating Partnerships                        -             -
     Advances (made to) repaid from Operating
       Partnerships                                  -             -
                                              --------     ---------
         Net cash (used in) provided by
           investing activities                      -             -
                                              --------     ---------

         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                 (2,297)       (3,941)

Cash and cash equivalents, beginning            12,008         4,874
                                              --------     ---------
Cash and cash equivalents, ending            $   9,711    $      933
                                              ========     =========


     The accompanying notes are an integral part of these statements.


                                   19

             Boston Capital Tax Credit Fund II Limited Partnership

                           STATEMENTS OF CASH FLOWS

                       Three Months Ended June 30,
                                  (Unaudited)
                                                    Series 9
                                            -------------------------
                                                1997           1996
                                                ----           ----
Cash flows from operating activities:
    Net loss                                $ (894,396)    $ (899,177)
    Adjustments
       Distributions from Operating
         Partnerships                                5          2,474
       Amortization                                217            217
       Share of loss from Operating
         Partnerships                          753,828        763,578
    Changes in assets and liabilities
       Increase in accounts
         payable and accrued expenses          143,946        143,946
       Decrease (Increase) in prepaid
         expenses                                    -              -
       Decrease (Increase) in other
         assets                                      -              -
                                             ---------      ---------
         Net cash (used in) provided by
           operating activities                  3,600        11,038
                                             ---------      ---------
Cash flows from investing activities:
    Capital contributions paid to
       Operating Partnerships                        -       (86,448)
    Advances (made to) repaid from
       Operating Partnerships                        -              -
                                             ---------      ---------
         Net cash (used in) provided by
          investing activities                       -       (86,448)
                                             ---------      ---------

         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                  3,600        (75,410)

Cash and cash equivalents, beginning           566,836        658,264
                                             ---------      ---------
Cash and cash equivalents, ending          $   570,436     $  582,854
                                             =========      =========


         The accompanying notes are an integral part of these statements.


                                     20

          Boston Capital Tax Credit Fund II Limited Partnership

                       STATEMENTS OF CASH FLOWS

                   Three Months Ended June 30,
                             (Unaudited)
                                                    Series 10
                                           -------------------------
                                              1997            1996
                                              ----            ----
Cash flows from operating activities:
    Net loss                               $ (547,584)    $ (632,402)
    Adjustments
       Distributions from Operating
         Partnerships                               -            235
       Amortization                               860            860
       Share of loss from Operating
Partnerships                        456,597        540,138
    Changes in assets and liabilities
       Increase in accounts
         payable and accrued expenses          88,878         88,874
       Decrease (Increase) in prepaid
         expenses                                   -              -
       Decrease (Increase) in other
         assets                                     -              -
                                            ---------      ---------
         Net cash (used in) provided by
           operating activities                (1,249)        (2,295)
                                            ---------      ---------
Cash flows from investing activity:
     Capital contributions paid to
       Operating Partnerships                       -              -
     Advances (made to) repaid from
       Operating Partnerships                       -              -
                                            ---------      ---------
         Net cash (used in) provided by
           investing activities                     -              -
                                            ---------      ---------

         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                (1,249)        (2,295)

Cash and cash equivalents, beginning          144,428        152,625
                                            ---------      ---------
Cash and cash equivalents, ending          $  143,179     $  150,330
                                            =========      =========


          The accompanying notes are an integral part of these statements.


                                     21

             Boston Capital Tax Credit Fund II Limited Partnership

                         STATEMENTS OF CASH FLOWS

                     Three Months Ended June 30,
                                (Unaudited)
                                                    Series 11
                                           -------------------------
                                              1997           1996
                                              ----           ----
Cash flows from operating activities:
    Net loss                               $ (706,360)    $ (668,315)
    Adjustments
       Distributions from Operating
         Partnerships                               -            749
       Amortization                               436            436
       Share of loss from Operating
Partnerships                        623,000        579,456
    Changes in assets and liabilities
       Increase in accounts
         payable and accrued expenses          81,420         81,421
       Decrease (Increase) in prepaid
         expenses                                   -              -
       Decrease (Increase) in other
         assets                                     -              -
                                            ---------      ---------
         Net cash (used in) provided by
           operating activities                (1,504)        (6,253)
                                            ---------      ---------
Cash flows from investing activities:
     Capital contributions paid to
       Operating Partnerships                       -              -
     Advances (made to) repaid from
       Operating Partnerships                       -             -
                                            ---------      ---------
         Net cash (used in) provided by
           investing activities                     -             -
                                            ---------      ---------

         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                (1,504)        (6,253)

Cash and cash equivalents, beginning          307,351        233,619
                                            ---------      ---------
Cash and cash equivalents, ending          $  305,847     $  227,366
                                            =========      =========


        The accompanying notes are an integral part of these statements.


                                     22

               Boston Capital Tax Credit Fund II Limited Partnership

                          STATEMENTS OF CASH FLOWS
                         Three Months Ended June 30,
                                (Unaudited)
                                                    Series 12
                                            -------------------------
                                               1997           1996
                                               ----           ----
Cash flows from operating activities:
    Net loss                               $ (674,734)    $ (708,390)
    Adjustments
       Distributions from Operating
         Partnerships                               -          8,571
       Amortization                             3,329          3,329
       Share of loss from Operating
Partnerships                        572,212        604,800
    Changes in assets and liabilities
       Increase in accounts
         payable and accrued expenses          95,817         95,816
       Decrease (Increase) in prepaid
         expenses                                   -              -
       Decrease (Increase) in other
         assets                                     -              -
                                            ---------      ---------
         Net cash (used in) provided by
           operating activities                (3,376)         4,126
                                            ---------      ---------
Cash flows from investing activity:
     Capital contributions paid to
       Operating Partnerships                       -             -
     Advances (made to) repaid from Operating
       Partnerships                                 -              -
                                            ---------      ---------
         Net cash (used in) provided by
           investing activities                     -             -
                                            ---------      ---------

         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                (3,376)         4,126

Cash and cash equivalents, beginning            8,532        167,568
                                            ---------      ---------
Cash and cash equivalents, ending          $    5,156    $   171,694
                                            =========      =========


        The accompanying notes are an integral part of these statements.


                                     23

             Boston Capital Tax Credit Fund II Limited Partnership
                           STATEMENTS OF CASH FLOWS

                       Three Months Ended June 30,
                                 (Unaudited)
                                                    Series 14
                                            -------------------------
                                                1997          1996
                                                ----          ----
Cash flows from operating activities:
    Net loss                               $(1,033,706)  $(1,520,296)
    Adjustments
       Distributions from Operating
         Partnerships                            3,045         3,484
       Amortization                              7,297        17,125
       Share of loss from Operating
Partnerships                         847,874     1,315,097
    Changes in assets and liabilities
       Increase in accounts
         payable and accrued expenses          189,135       189,135
       Decrease (Increase) in prepaid
         expenses                                    -             -
       Decrease (Increase) in other
         assets                                      -             -
                                            ----------     ---------
         Net cash (used in) provided by
           operating activities                 13,645         4,545
                                            ----------     ---------
Cash flows from investing activity:
     Capital contributions paid to
       Operating Partnerships                  (13,000)            -
     Advances (made to) repaid from
       Operating Partnerships                        -             -
                                            ----------     ---------
         Net cash (used in) provided by
           investing activities                (13,000)            -
                                            ----------     ---------

         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                    645         4,545

Cash and cash equivalents, beginning           686,170       645,336
                                            ----------     ---------
Cash and cash equivalents, ending         $    686,815   $   649,881
                                            ==========     =========


       The accompanying notes are an integral part of these statements.


                                     24

            Boston Capital Tax Credit Fund II Limited Partnership

                        NOTES TO FINANCIAL STATEMENTS
                               June 30, 1997
                                (Unaudited)

NOTE A - ORGANIZATION

Boston Capital Tax Credit Fund II Limited Partnership (the "Partnership") was
formed under the laws of the State of Delaware as of June 28, 1989, for the
purpose of acquiring, holding, and disposing of limited partnership interests
in operating partnerships which will acquire, develop, rehabilitate, operate
and own newly constructed, existing or rehabilitated low-income apartment
complexes ("Operating Limited Partnerships").  The general partner of the
Partnership is Boston Capital Associates II Limited Partnership and the
limited partner is BCTC II Assignor Corp. (the "Assignor Limited Partner").

Pursuant to the Securities Act of 1933, the Partnership filed a Form S-11
Registration Statement with the Securities and Exchange Commission, effective
October 25, 1989, which covered the offering (the "Public Offering") of the
Partnership's beneficial assignee certificates ("BACs") representing
assignments of units of the beneficial interest of the limited partnership
interest of the Assignor Limited Partner.  The Partnership registered
20,000,000 BACs at $10 per BAC for sale to the public in six series.  The
Partnership sold 1,036,100 of Series 7 BACs, 4,178,029 of Series 9 BACs,
2,428,925 of Series 10 BACs, 2,489,599 of Series 11 BACs, 2,972,795 of Series
12 BACs, and 5,574,290 of Series 14 BACs.  In 1991, when BACs were offered
and sold to certain residents of the Commonwealth of Pennsylvania, provisions
of Section 201 of the Pennsylvania Securities Act of 1972 relating to the
registration of securities may not have been complied with, in connection
with, the offer or sale of some of the securities.  Accordingly the
Partnership offered to repurchase, at the investors option, these securities.
Three investors holding 6,100 BACs representing $61,000 accepted the
Partnership's offer to repurchase.  In 1993 the Partnership repurchased the
BAC's with an effective date of December 31, 1992.  The Partnership issued the
last BACs in Series 14 on January 27, 1992.  This concluded the Public
Offering of the Partnership.

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES

The condensed financial statements included herein as of June 30, 1997
and for the three months then ended have been prepared by the Partnership,
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission.  No BACs with respect to Series 8 and Series 13 were
offered.  The Partnership accounts for its investments in Operating
Partnerships using the equity method, whereby the partnership adjusts its
investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.




                                     25








           Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED

                               June 30, 1997
                                (Unaudited)


NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES - Continued

Costs incurred by the Partnership in acquiring the investments in Operating
Partnerships are capitalized to the investment account.  The Partnership's
accounting and financial reporting policies are in conformity with generally
accepted accounting principles and include adjustments in interim periods
considered necessary for a fair presentation of the results of operations.
Such adjustments are of a normal recurring nature.  Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed
or omitted pursuant  to such rules and regulations.    It is  suggested that
these  condensed financial statements be read in conjunction with the
financial statements and the notes thereto included in the Partnership Annual
Report on Form 10-K.

     On July 1, 1995, the Partnership began amortizing unallocated acquisition
costs over 330 months from April 1, 1995.  As of June 30, 1997, the
Partnership has accumulated unallocated acquisition amortization totaling
$109,263.  The breakdown of accumulated unallocated acquisition amortization
within the Partnership as of June 30, 1997 for Series 9, Series 10,
Series 11, Series 12, and Series 14 is $1,957, $7,743, $3,924, $29,963, and
$65,676, respectively.

NOTE C - RELATED PARTY TRANSACTIONS

The Partnership has entered into several transactions with various affiliates
of the general partner, including Boston Capital Partners, Inc., and Boston
Capital Asset Management Limited Partnership (formerly Boston Capital
Communications Limited Partnership) as follows:

     An annual partnership management fee based on .5 percent of the aggregate
cost of all apartment complexes owned by the Operating Partnerships has been
accrued to Boston Capital Asset Management Limited Partnership (formerly
Boston Capital Communications Limited Partnership).  The partnership
management fee charged to operations, less the amount of certain partnership
management and reporting fees paid by the Operating Partnerships, for the
quarters ended June 30, 1997 and 1996 are as follows:








                                     26

           Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED

                              June 30, 1997
                                (Unaudited)

NOTE C - RELATED PARTY TRANSACTIONS - Continued


                                1997           1996
                              --------       --------
               Series  7      $ 28,287       $ 28,287
               Series  9       135,983        123,042
               Series 10        84,528         78,309
               Series 11        78,834         77,294
               Series 12        91,518         80,502
               Series 14       168,349        139,322
                               -------        -------
                              $587,499       $526,756
                               =======        =======


     Accounts payable - affiliates at June 30, 1997 and 1996 represents
accrued general and administrative expenses, partnership management fees,
and advances from an affiliate of the general partner, which are payable to
Boston Capital Partners, Inc., and Boston Capital Asset Management Limited
Partnership (formerly Boston Capital Communications Limited Partnership).

     As of June 30, 1997, an affiliate of the general partner has advanced
a total of $46,900 to the Partnership to pay certain operating expenses of one
of the series (Series 7).  These advances are included in Accounts Payable -
affiliates.  These advances, and any additional advances, will be paid,
without interest, from available cash flow or the proceeds of sales or
refinancing of the Partnership's interests in Operating Partnerships.
















                                     27

           Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                              June 30, 1997
                                (Unaudited)

NOTE D - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS

     At June 30, 1997 and 1996 the Partnership had limited partnership
interests in 310 Operating Partnerships which own apartment complexes.  The
number of Operating Partnerships in which the Partnership had limited
partnership interests at June 30, 1997 and 1996 by series are as follows:

                           1997      1996
                           ----      ----
            Series  7       15        15
            Series  9       55        55
            Series 10       46        46
            Series 11       40        40
            Series 12       53        53
            Series 14      101       101
                           ---       ---
                           310       310
                           ===       ===

    Under the terms of the Partnership's investment in each Operating
Partnership, the Partnership is required to make capital contributions to the
Operating Partnerships.  These contributions are payable in installments over
several years upon each Operating Partnership achieving specified levels of
construction and/or operations.

  The contributions payable at June 30, 1997 and 1996 by series are as
follows:

                              1997            1996
                           ----------      ----------
            Series  7      $        -      $        -
            Series  9           4,590           4,590
            Series 10               -               -
            Series 11          27,528          27,528
            Series 12          11,405          87,835
            Series 14         330,575       1,705,563
                            ---------       ---------
                           $  374,098      $1,825,516
                            =========       =========

The Partnership's fiscal year ends March 31 of each year, while all the
Operating Partnerships' fiscal years are the calendar year.  Pursuant to the
provisions of each Operating Partnership Agreement, financial results for each
of the Operating Partnerships are provided to the Partnership within 45 days
after the close of each Operating Partnership's quarterly period.
Accordingly, the current financial results available for the Operating
Partnerships are for the three months ended March 31, 1997.


                                   28







      Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                            June 30, 1997
                              (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                      Three months ended March 31,
                             (Unaudited)

                                                 Series 7
                                       ---------------------------
                                          1997             1996
                                          ----             ----
Revenues
   Rental                             $   532,590      $   564,863
   Interest and other                      47,244           96,341
                                        ---------        ---------
                                          579,834          661,204
                                        ---------        ---------
Expenses
  Interest                                240,882          280,921
  Depreciation and amortization           248,577          254,461
  Operating expenses                      447,561          348,305
                                        ---------        ---------
                                          937,020          883,687
                                        ---------        ---------

          NET LOSS                    $  (357,186)     $  (222,483)
                                        =========        =========
Net loss allocated to Boston
  Capital Tax Credit Fund II
   Limited Partnership                $  (154,942)     $  (128,101)
                                        =========        =========

Net loss allocated to other partners  $    (3,572)     $    (2,225)
                                        =========        =========

Net loss suspended                    $  (198,672)     $   (92,158)
                                        =========        =========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                     29

            Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                             June 30, 1997
                              (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                      Three months ended March 31,
                              (Unaudited)
                                                Series 9
                                        --------------------------
                                           1997             1996
                                          -----            -----
 Revenues
   Rental                             $ 2,394,795      $ 2,391,790
   Interest and other                     153,558           94,703
                                       ----------       ----------
                                        2,548,353        2,486,493
                                       ----------       ----------
Expenses
  Interest                                887,058          905,651
  Depreciation and amortization           967,950          996,087
  Operating expenses                    1,556,261        1,406,131
                                       ----------       ----------
                                        3,411,269        3,307,869
                                       ----------       ----------

          NET LOSS                    $  (862,916)     $  (821,376)
                                       ==========       ==========
Net loss allocated to Boston
  Capital Tax Credit Fund II
   Limited Partnership                $  (753,828)     $  (763,578)
                                       ==========       ==========

Net loss allocated to other partners  $    (8,629)     $    (8,214)
                                        =========       ==========

Net loss suspended                    $  (100,459)     $   (49,584)
                                        =========       ==========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for an distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                     30








           Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                              June 30, 1997
                               (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                      Three Months ended March 31,
                             (Unaudited)

                                                  Series 10
                                        --------------------------
                                          1997             1996
 Revenues                                 ----             ----

   Rental                             $ 1,839,292      $ 1,813,800
   Interest and other                      96,997           62,645
                                       ----------       ----------
                                        1,936,289        1,876,445
                                       ----------       ----------
Expenses
  Interest                                648,229          746,662
  Depreciation and amortization           632,318          631,226
  Operating expenses                    1,186,240        1,106,743
                                       ----------       ----------
                                        2,466,787        2,484,631
                                       ----------       ----------
          NET LOSS                    $  (530,498)     $  (608,186)
                                       ==========       ==========

Net loss allocated to Boston
  Capital Tax Credit Fund
   Limited Partnership II             $  (456,597)     $  (540,138)
                                       ==========       ==========

Net loss allocated to other partners  $    (5,305)     $    (6,082)
                                       ==========       ==========

Net loss suspended                    $   (68,596)     $   (61,966)
                                       ==========       ==========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                     31

           Boston Capital Tax Credit Fund II Limited Partnership

                NOTES TO FINANCIAL STATEMENTS - CONTINUED
                           June 30, 1997
                            (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

             COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                   Three months ended March 31,
                          (Unaudited)

                                                  Series 11
                                      ----------------------------
                                          1997             1996
 Revenues                                 ----             ----
   Rental                             $ 1,792,926      $ 1,543,015
   Interest and other                      91,081           58,967
                                       ----------       ----------
                                        1,884,007        1,601,982
                                       ----------       ----------
Expenses
  Interest                                785,878          578,998
  Depreciation and amortization           592,009          643,868
  Operating expenses                    1,165,760        1,017,107
                                       ----------       ----------

                                        2,543,647        2,239,973
                                       ----------       ----------

          NET LOSS                    $  (659,640)     $  (637,991)
                                       ==========       ==========
Net loss allocated to Boston
  Capital Tax Credit Fund II
   Limited Partnership                $  (623,000)     $  (579,456)
                                       ==========       ==========

Net loss allocated to other partners  $    (6,596)     $    (6,380)
                                       ==========       ==========

Net loss suspended                    $   (30,044)     $   (52,155)
                                       ==========       ==========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of accounting.
Under the equity method of accounting, the partnership adjusts its investment
cost for its share of each Operating Partnership's results of operations and for
any distributions received or accrued.  However, the Partnership recognizes
individual operating losses only to the extent of capital contributions.  Excess
losses are suspended for use in future years to offset excess income.
                                     32

         Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                            June 30, 1997
                              (Unaudited)


NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                     Three months ended March 31,
                             (Unaudited)

                                                  Series 12
                                        --------------------------
                                           1997             1996
 Revenues                                  ----             ----
   Rental                             $ 1,932,724      $ 1,694,420
   Interest and other                      59,344           52,493
                                        ---------        ---------

                                        1,992,068        1,746,913
                                        ---------        ---------
Expenses
  Interest                                855,014          706,054
  Depreciation and amortization           707,481          725,522
  Operating expenses                    1,024,261          943,607
                                        ---------        ---------
                                        2,586,756        2,375,183
                                        ---------        ---------

          NET LOSS                    $  (594,688)     $  (628,270)
                                        =========        =========
Net loss allocated to Boston
  Capital Tax Credit Fund II
   Limited Partnership                $  (572,212)     $  (604,800)
                                        =========        =========
Net loss allocated to other partners  $    (5,947)     $    (6,283)
                                        =========        =========

Net loss suspended                    $   (16,529)     $   (17,187)
                                        =========        =========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of accounting.
Under the equity method of accounting, the partnership adjusts its investment
cost for its share of each Operating Partnership's results of operations and for
any distributions received or accrued.  However, the Partnership recognizes
individual operating losses only to the extent of capital contributions. Excess
losses are suspended for use in future years to offset excess income.
                                     33

           Boston Capital Tax Credit Fund II Limited Partnership

                NOTES TO FINANCIAL STATEMENTS - CONTINUED
                           June 30, 1997
                             (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

           COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                   Three months ended March 31,
                             (Unaudited)

                                                Series 14
                                       --------------------------
                                          1997             1996
 Revenues                                 ----             ----
   Rental                             $ 3,723,187      $ 3,896,070
   Interest and other                     196,064          131,229
                                       ----------       ----------

                                        3,919,251        4,027,299
                                       ----------       ----------
Expenses
  Interest                              1,293,461        1,579,649
  Depreciation and amortization         1,275,282        1,406,901
  Operating expenses                    2,302,809        2,402,620
                                       ----------       ----------
                                        4,871,552        5,389,170
                                       ----------       ----------
          NET LOSS                    $  (952,301)     $(1,361,871)
                                       ==========       ==========
Net loss allocated to Boston
  Capital Tax Credit Fund II
  Limited Partnership                 $  (847,874)     $(1,315,097)
                                       ==========       ==========

Net loss allocated to other partners  $    (9,523)     $   (13,619)
                                       ==========       ==========

Net loss suspended                    $   (94,904)     $   (33,155)
                                       ==========       ==========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                     34

         Boston Capital Tax Credit Fund II Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED

                              June 30, 1997
                                (Unaudited)

NOTE E - TAXABLE LOSS

The Partnership's taxable loss for the fiscal year ended March 31, 1998 is
expected to differ from its loss for financial reporting purposes.  This is
primarily due to accounting differences in depreciation incurred by the
Operating Partnerships and also differences between the equity method of
accounting and the IRS accounting methods.  No provision or benefit for income
taxes has been included in these financial statements since taxable income or
loss passes through to, and is reportable by, the partners and assignees
individually.





































                                     35

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

Liquidity
---------
The Partnership's primary source of funds was the proceeds of its Public
Offering.  Other sources of liquidity include (i) interest earned on capital
contributions unpaid as of June 30, 1997 or on working capital reserves
and (ii) cash distributions from operations of the Operating Partnerships in
which the Partnership has invested in.  These sources of liquidity, along with
the Partnerships working capital reserve, are available to meet the
obligations of the Partnership.  The Partnership does not anticipate
significant cash distributions from operations of the Operating Partnerships.

The Partnership is currently accruing the annual partnership management fee to
enable each series to meet current and future third party obligations.
Pursuant to the Partnership Agreement, such liabilities will be deferred until
the Partnership receives sales or refinancing proceeds from Operating
Partnerships, and at that time proceeds from such sales or refinancing will be
used to satisfy such liabilities.  The Partnership anticipates that there
will be sufficient cash to meet future third party obligations.

An affiliate of the general partner has advanced $46,900 to the Partnership to
pay certain third party operating expenses.  This amount has been advanced
solely to Series 7.  These and any additional advances will be paid, without
interest, from available cash flow, reporting fees, or the proceeds of the
sales or refinancing of the Partnership's interest in Operating Partnerships.
The Partnership anticipates that as the Operating Partnerships continue to
mature, more cash flow and reporting fees will be generated.  Cash flow and
reporting fees will be added to the Partnership's working capital and will be
available to meet future third party obligations of the Partnership.  The
Partnership is currently pursuing, and will continue to pursue, available cash
flow and reporting fees and anticipates that the amount collected will be
sufficient to cover third party operating expenses.

Capital Resources
-----------------
The Partnership offered BACs in a Public offering declared effective by the
Securities and Exchange Commission on October 25, 1989.  The Partnership
received and accepted subscriptions for $186,337,017 representing 18,679,738
BACs from investors admitted as BAC Holders in Series 7 through Series 14
of the Partnership.




                                    36













(Series 7)  The Partnership commenced offering BACs in Series 7 on November
14, 1989.  Offers and sales of BACs in Series 7 totaled $10,361,000 and were
completed on December 29, 1989.  The Partnership had committed proceeds to pay
initial and additional installments of capital contributions to 15 Operating
Partnerships in the amount of $7,547,852.

As of June 30, 1997 Series 7 had paid all installments of capital contributions
to the Operating Partnerships.  Series 7 net offering proceeds in the amount of
$9,711 remains in working capital.

(Series 8)  No BACs with respect to Series 8 were offered.

(Series 9)  The Partnership commenced offering BACs in Series 9 on February 1,
1990.  Offers and sales of BACs in Series 9 totaled $41,574,018 and were
completed on May 4, 1990.  The Partnership had committed proceeds to pay
initial and additional installments of capital contributions to 55 Operating
Partnerships in the amount of $30,128,943.

During the quarter ended June 30, 1997 none of Series 9 net offering
proceeds had been used to pay capital contributions.  Series 9 net offering
proceeds in the amount of $4,590 remain to be used by the Partnership to pay
additional installments of capital contributions to the Operating
Partnerships.

(Series 10)  The Partnership commenced offering BACs in Series 10 on May 10,
1990.  Offers and sales of BACs in Series 10 totaled $24,288,997 and were
completed on August 24, 1990.  The Partnership had committed proceeds to pay
initial and additional installments of capital contributions to 46 Operating
Partnerships in the amount of $17,685,147.

As of June 30, 1997, Series 10 had paid all installments of capital
contributions to the Operating Partnerships. Series 10 net offering proceeds in
the amount of $143,179 remains in working capital.

(Series 11)  The Partnership commenced offering BACs in Series 11 on September
17, 1990.  Offers and sales of BACs in Series 11 totaled $24,735,002 and were
completed on December 27, 1990.  The Partnership had committed proceeds to pay
initial and additional installments of capital contributions to 40 Operating
Partnerships in the amount of $17,849,548.

During the quarter ended June 30, 1997 none of Series 11 net proceeds
had been used to pay capital contributions.  Series 11 net offering proceeds
in the amount of $27,528 remain to be used by the Partnership to pay remaining
capital contributions to the Operating Partnerships.

(Series 12)  The Partnership commenced offering BACs in Series 12 on January
29, 1991.  Offers and sales of BACs in Series 12 totaled $29,710,003 and were
completed on April 30, 1991.  The Partnership had committed proceeds to pay





                                   37







initial and additional installments of capital contributions to 53 Operating
Partnerships in the amount of $21,654,977.

During the quarter ended June 30, 1997, none of Series 12 net offering
proceeds had been used to pay capital contributions.  Series 12 net offering
proceeds in the amount of $5,156 remain to be used by the Partnership to pay
remaining capital contributions to the Operating Partnerships.

(Series 13)  No BACs with respect to Series 13 were offered.

(Series 14)  The Partnership commenced offering BACs in Series 14 on May 20,
1991.  Offers and sales of BACs in Series 14 totaled $55,728,997 and were
completed on  January 27, 1992.  The Partnership had committed proceeds to pay
initial and additional installments of capital contributions to 101 Operating
Partnerships in the amount of $40,673,736.

During the quarter ended June 30, 1997, 13,000 Series 14 net offering
proceeds had been used to pay capital contributions.  Series 14 net offering
proceeds in the amount of $330,575 remain to be used by the Partnership to pay
remaining capital contributions to the Operating Partnerships.

Results of Operations
---------------------
As of June 30, 1997 and 1996 the Partnership held limited partnership
interests in 310 Operating Partnerships.  In each instance the Apartment
Complex owned by the applicable Operating Partnership is eligible for the
Federal Housing Tax Credit.  Occupancy of a unit in each Apartment Complex
which initially complied with the Minimum Set-Aside Test (i.e., occupancy by
tenants with incomes equal to no more than a certain percentage of area median
income) and the Rent Restriction Test (i.e., gross rent charged tenants does
not exceed 30% of the applicable income standards) is referred to hereinafter
as "Qualified Occupancy."  Each of the Operating Partnerships and each of the
respective Apartment Complexes are described more fully in the Prospectus or
applicable report on Form 8-K.  The General Partner believes that there is
adequate casualty insurance on the properties.

The Partnership incurs a partnership management fee to Boston Capital
Asset Management Limited Partnership (formerly Boston Capital Communications
Communications Limited Partnership) in an amount equal to 0.5% of the
aggregate cost of the apartment complexes owned by the Operating Partnerships,
less the amount of certain asset management and reporting fees paid by the
Operating Partnerships. The annual partnership management fee is currently
being accrued.  It is anticipated that all outstanding fees will be repaid
from the sale or refinancing proceeds.   The partnership management fee
incurred for the quarters ended June 30, 1997 and 1996 were $587,499 and
$526,756, respectively.  The amount is anticipated to decrease in subsequent
future periods as the Operating Partnerships begin to pay annual asset
management and reporting fees to the partnership.


                                    38










The Partnership's investment objectives do not include receipt of significant
cash distributions from the Operating Partnerships in which it has invested or
intends to invest.  The Partnership's investments in Operating Partnerships
have been and will be made principally with a view towards realization of
Federal Housing Tax Credits for allocation to its partners and BAC holders.

The General Partner and it's affiliate, Boston Capital Asset Management
Limited Partnership, monitors the operations of all the properties in the
Partnership.  The Operating Partnerships that are mentioned in the following
discussion of each series' results of operations are being closely monitored
so as to improve the overall results of each series' operations.

(Series 7)  As of June 30, 1997 and 1996, the average Qualified Occupancy
for the series was 100% for both years.  The series had a total of 15
properties at June 30, 1997.

For the three months being reported the series reflects a net loss from the
Operating Partnerships of $357,186. When adjusted for depreciation, which is a
non-cash item, the Operating Partnerships reflect a net loss of $108,609.  This
is an interim period estimate; it is not necessarily indicative of the final
year end results.

(Series 9)  As of June 30, 1997 and 1996, the average Qualified Occupancy for
the series was 99.8% and 99.7%, respectively.  The series had a total of 55
properties at June 30, 1997.  Out of the total, 53 were at 100% Qualified
Occupancy.

For the three months being reported the series reflects a net loss from the
Operating Partnerships of $862,916. When adjusted for depreciation, which is
a non-cash item, the Operating Partnerships reflect positive operations of
$105,034.  This is an interim period estimate; it is not necessarily
indicative of the final year end results.

(Series 10)  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 99.57% and 99.7%, respectively.  The series had a
total of 46 properties at June 30, 1997, 43 of which were at 100%
Qualified Occupancy.

For the three months being reported the series reflects a net loss from the
Operating Partnerships of $530,498. When adjusted for depreciation which is
a non-cash item, the Operating Partnerships reflect positive operations of
$101,821.  This is an interim period estimate; it is not necessarily
indicative of the final year end results.

(Series 11)  As of June 30, 1997 and 1996 the average Qualified
Occupancy for the series was 100% for both years. The series had a total of 40
properties at June 30, 1997.



                                    39



For the three months being reported the series reflects a net loss from the
Operating Partnerships of 659,640. When adjusted for depreciation, which is
a non-cash item, the Operating Partnerships reflect a net loss of
$67,631.  This is an interim period estimate; it is not necessarily
indicative of the final year end results.

(Series 12)  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 99.9% and 100%, respectively. The series had a
total of 53 properties at June 30, 1997, 52 of which were at 100% qualified
occupancy.

For the three months being reported the series reflects a net loss from the
Operating Partnerships of $594,688. When adjusted for depreciation, which is
a non-cash item, the Operating Partnerships reflect positive operations of
$112,793.  This is an interim period estimate; it is not necessarily
indicative of the final year end results.

California Investors VII Limited Partnership was operating at a deficit due to
higher than projected operating expenses.  Operating shortfalls caused the
accrual of accounts payable.  The Operating Partnership closed on a debt
refinancing in the fourth quarter of 1996.  The favorable interest rate
enabled the Operating Partnership to payoff the accrued accounts payable and
reduced the monthly debt payment.  The refinancing should also create
increased operating stability for the Operating Partnership.

During 1996, the Operating General Partner of Brandywood Limited Partnership
experienced financial difficulties.  Shortly thereafter, the Operating General
Partner and its affiliated management company were replaced. The new Operating
General Partner and management company, together,  have improved the occupancy
of the property, which is currently at 89%.  Additionally, negotiations are
underway with the permanent mortgage lender to restructure the debt service in
order to improve the financial feasibility of the property.

(Series 14)  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 99.5% and 99.8%, respectively.  The series had a
total of 101 properties at June 30, 1997, 92 of which were at 100%
Qualified Occupancy.

For the three months being reported the series reflects a net loss from the
Operating Partnerships of $952,301. When adjusted for depreciation, which is
a non-cash item, the Operating Partnerships reflect positive operations of
$322,981.  This is an interim period estimate; it is not necessarily
indicative of the final year end results.






                                     40














California Investors VII Limited Partnership was operating at a deficit due to
higher than projected operating expenses.  Operating shortgalls caused the
accrual of accounts payable.  The Operating Partnership closed on a debt
refinancing in the fourth quarter of 1996.  The favorable interest rate
enabled the Operating Partnership to payoff the accrued accounts payable and
reduced the monthly debt payment.  The refinancing should also create
increased operating stability for the Operating Partnership.




































                                     41

                           PART II - OTHER INFORMATION
                           ---------------------------


Item 1.   Legal Proceedings

               None

Item 2.   Changes in Securities

               None

Item 3.   Defaults upon Senior Securities

               None

Item 4.   Submission of Matters to a Vote of Security Holders

               None

Item 5.   Other Information

               None

Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits

          None

          (b) Reports on Form 8-K

          None



















                                     42

                               SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                             BOSTON CAPITAL TAX CREDIT
                             FUND II LIMITED PARTNERSHIP



                             By:  Boston Capital Associates II Limited
                                  Partnership



                             By:  C&M Associates d/b/a
                                  Boston Capital Associates



Date:  August 20, 1997     By:    /s/ John P. Manning
                                  -------------------
                                  John P. Manning,
                                  Partner & Principal Financial
                                  Officer



























                                     43