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

                                   FORM 10-Q


[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
    Exchange Act of 1934

                 For the Quarterly Period Ended March 31, 2000

                                      or

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
    Exchange Act of 1934

For the transition period from                    to


                           Commission File #0-16780


                   Inland Real Estate Growth Fund II, L.P.
            (Exact name of registrant as specified in its charter)


         Delaware                                     #36-3547165
  (State or other jurisdiction     (I.R.S. Employer Identification Number)
of incorporation or organization)


       2901 Butterfield Road, Oak Brook, Illinois         60523
        (Address of principal executive office)         (Zip Code)


    Registrant's telephone number, including area code:  630-218-8000


                                   N/A
                (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







                                      -1-



                    INLAND REAL ESTATE GROWTH FUND II, L.P.
                            (a limited partnership)

                                Balance Sheets

                     March 31, 2000 and December 31, 1999
                                  (unaudited)

                                    Assets
                                    ------
                                                       2000          1999
                                                       ----          ----
Current assets:
  Cash and cash equivalents including amounts
    held by property manager (Note 1)............. $   331,420       287,520
  Accrued interest receivable.....................         455           465
                                                   ------------  ------------
    Total current assets..........................     331,875       287,985
                                                   ------------  ------------
Investment property (including acquisition fees
    paid to Affiliates of $59,500) (Notes 1 and 2):
  Land............................................     438,388       438,388
  Building and improvements.......................   1,096,872     1,096,872
                                                   ------------  ------------
                                                     1,535,260     1,535,260
  Less accumulated depreciation...................     401,912       392,772
    Total investment property, net of accumulated  ------------  ------------
      depreciation................................   1,133,348     1,142,488
                                                   ------------  ------------
Accrued rents receivable (Notes l and 3)..........      28,511        32,424
Deferred leasing fees to Affiliates (net of
  accumulated amortization of $21,987 and $21,321
  at March 31, 2000 and December 31, 1999,
  respectively) (Note 1)..........................       3,998         4,664
                                                   ------------  ------------
Total assets...................................... $ 1,497,733     1,467,561
                                                   ============  ============


















                See accompanying notes to financial statements.


                                      -2-



                    INLAND REAL ESTATE GROWTH FUND II, L.P.
                            (a limited partnership)

                                Balance Sheets
                                  (continued)

                     March 31, 2000 and December 31, 1999
                                  (unaudited)

                       Liabilities and Partners' Capital
                       ---------------------------------
                                                       2000          1999
Current liabilities:                                   ----          ----
  Accounts payable................................ $     8,835          -
  Current portion of long-term debt (Note 4)......     786,081       786,081
  Due to Affiliates (Note 2)......................      21,855           878
                                                   ------------  ------------
    Total current liabilities.....................     816,771       786,959
                                                   ------------  ------------
Commission payable to Affiliates (Note 2).........     135,000       135,000

    Total liabilities.............................     951,771       921,959
                                                   ------------  ------------
Partners' capital (Notes 1 and 2):
  General Partner:
    Capital contribution..........................         500           500
    Cumulative net income.........................      16,753        16,749
    Cumulative cash distributions.................      (9,939)       (9,939)
                                                   ------------  ------------
                                                         7,314         7,310
  Limited Partners:                                ------------  ------------
    Units of $1,000. Authorized 25,000 Units,
      3,921.25 Units outstanding at March 31, 2000
      and December 31, 1999 (net of offering
      costs of $462,849, of which $59,476 was
      paid to Affiliates).........................   3,534,495     3,534,495
    Cumulative net income.........................   1,658,565     1,658,209
    Cumulative cash distributions.................  (4,654,412)   (4,654,412)
                                                   ------------  ------------
                                                       538,648       538,292
                                                   ------------  ------------
      Total Partners' capital.....................     545,962       545,602
                                                   ------------  ------------
Total liabilities and Partners' capital........... $ 1,497,733     1,467,561
                                                   ============  ============










                See accompanying notes to financial statements.


                                      -3-



                    INLAND REAL ESTATE GROWTH FUND II, L.P.
                            (a limited partnership)

                           Statements of Operations

              For the three months ended March 31, 2000 and 1999
                                  (unaudited)



                                                       2000          1999
Income:                                                ----          ----
  Rental income (Note 3).......................... $    51,661        51,661
  Interest income.................................       4,211         2,291
                                                   ------------  ------------
                                                        55,872        53,952
                                                   ------------  ------------
Expenses:
  Professional services to Affiliates.............       1,009           419
  Professional services to non-affiliates.........      16,600        14,000
  General and administrative expenses to
    Affiliates....................................       6,220         6,194
  General and administrative expenses to
    non-affiliates................................       2,754         7,237
  Property operating expenses to Affiliates.......         556           556
  Mortgage interest to Affiliates.................      18,567        11,867
  Mortgage interest to non-affiliates.............        -            5,543
  Depreciation....................................       9,140          -
  Amortization....................................         666         1,612
                                                   ------------  ------------
                                                        55,512        47,428
                                                   ------------  ------------
Net income........................................ $       360         6,524
                                                   ============  ============

Net income allocated to:
  General Partner.................................           4            65
  Limited Partners................................         356         6,459
                                                   ------------  ------------
Net income........................................ $       360         6,524
                                                   ============  ============

Net income allocated to the one General
  Partner Unit.................................... $         4            65
                                                   ============  ============

Net income per 3,921.25 weighted average
  Limited Partnership Units....................... $       .09          1.61
                                                   ============  ============






                See accompanying notes to financial statements.


                                      -4-



                    INLAND REAL ESTATE GROWTH FUND II, L.P.
                            (a limited partnership)

                           Statements of Cash Flows

              For the three months ended March 31, 2000 and 1999
                                  (unaudited)

                                                       2000          1999
Cash flows from operating activities:                  ----          ----
  Net income...................................... $       360         6,524
  Adjustments to reconcile net income to
      net cash provided by operating activities:
    Depreciation..................................       9,140          -
    Amortization..................................         666         1,612
    Changes in assets and liabilities:
      Accrued rents receivable....................       3,913         3,913
      Accrued interest receivable.................          10           102
      Accounts payable and accrued expenses.......       8,834         6,436
      Accrued interest payable....................      18,567        11,867
      Due to Affiliates...........................       2,410         1,156
                                                   ------------  ------------
Net cash provided by operating activities.........      43,900        31,610
                                                   ------------  ------------
Cash flows from financing activities:
  Proceeds from note payable to Affiliate.........        -          786,081
  Pay-off of long-term debt.......................        -         (780,288)
                                                   ------------  ------------
Net cash provided by financing activities.........        -            5,793
                                                   ------------  ------------
Net increase in cash and cash equivalents.........      43,900        37,403
Cash and cash equivalents at beginning of period..     287,520       185,913
                                                   ------------  ------------
Cash and cash equivalents at end of period........ $   331,420       223,316
                                                   ============  ============


Supplemental disclosure of cash flow information:

  Cash paid for mortgage and other interest....... $      -            5,543
                                                   ============  ============














                See accompanying notes to financial statements.


                                      -5-



                    INLAND REAL ESTATE GROWTH FUND II, L.P.
                            (a limited partnership)

                         Notes to Financial Statements

                                March 31, 2000
                                  (unaudited)


Readers of this  Quarterly  Report  should  refer  to the Partnership's audited
financial statements for the  fiscal  year  ended  December 31, 1999, which are
included  in  the  Partnership's  1999   Annual  Report,  as  certain  footnote
disclosures which would substantially duplicate those contained in such audited
financial statements have been omitted from this Report.

(1) Organization and Basis of Accounting

Inland Real Estate Growth Fund II, L.P. (the "Partnership"), was formed in June
1987, pursuant to  the  Delaware  Revised  Uniform  Limited Partnership Act, to
invest in improved residential,  retail,  industrial and other income producing
properties.  On September 21,  1987,  the  Partnership commenced an Offering of
25,000 Limited  Partnership  Units  (the  "Units")  pursuant  to a Registration
Statement on Form S-11  under  the  Securities  Act  of  1933.  The Partnership
terminated the Offering on September 21, 1989.   A total of 4,038.25 Units were
sold to the public  at  $1,000  per  Unit,  yielding gross offering proceeds of
$4,038,250, not including the General  Partner's  contribution of $500.  All of
the holders of these Units were admitted  to  the Partnership.  As of March 31,
2000, the Partnership  has  repurchased  a  total  of  117 Units ($40,906) from
various Limited Partners.    At  March  31,  2000,  included  in  cash and cash
equivalents, is approximately $8,000 restricted  for use by the Unit Repurchase
Program.  The Limited Partners  of  the  Partnership  share in their portion of
benefits of ownership of  the  Partnership's real property investment according
to the number of Units held.   Inland Real Estate Investment Corporation is the
General Partner.

The preparation of financial  statements  in conformity with generally accepted
accounting principles requires  management  to  make  estimates and assumptions
that affect the reported amounts  of  assets  and liabilities and disclosure of
contingent assets and liabilities at  the  date of the financial statements and
the reported amounts of  revenues  and  expenses  during the reporting periods.
Actual results could differ from those estimates.

In  the  opinion  of  management,  the  financial  statements  contain  all the
adjustments necessary, which  are  of  a  normal  recurring  nature, to present
fairly the financial position and  results  of operations.  Interim periods are
not necessarily indicative of results to be expected for the year.











                                      -6-



                    INLAND REAL ESTATE GROWTH FUND II, L.P.
                            (a limited partnership)

                         Notes to Financial Statements
                                  (continued)

                                March 31, 2000
                                  (unaudited)


Statement of Financial Accounting Standards No. 121 requires the Partnership to
record an impairment loss on  its  property  to be held for investment whenever
its carrying value  cannot  be  fully  recovered through estimated undiscounted
future cash flows from their operations and sale.  The amount of the impairment
loss to be recognized would  be  the difference between the property's carrying
value and the property's estimated fair  value.  The Partnership's policy is to
consider a property to be held for sale or disposition when the Partnership has
committed to sell such  property  and  active marketing activity has commenced.
Effective September 23, 1998,  the  Partnership's  investment property was held
for sale and the Partnership listed and was actively marketing the Scandinavian
Health Club property for sale at an amount in excess of its carrying value. The
listing agreement  expired  on  January  31,  1999,  however,  the property was
included in a sealed bid  auction  in  June  1999. The sole acceptable contract
received from the sealed bid auction  was terminated by the potential purchaser
on July 28, 1999. In accordance with SFAS 121, any property identified as "held
for sale or disposition" is  no  longer  depreciated. The Partnership which had
ceased depreciation  as  of  September  23,  1998,  began  depreciation  of the
property as of July 28,  1999  and all previously unrecognized depreciation was
recorded as of December 31, 1999.    Adjustments for impairment loss for such a
property are made in each  period  as  necessary  to report the property at the
lower of carrying value or fair value less  cost to sell. As of March 31, 2000,
the Partnership has not recognized any such impairment on its property.


(2) Transactions with Affiliates

The General  Partner  and  its  Affiliates  are  entitled  to reimbursement for
salaries and expenses of employees  of  the  General Partner and its Affiliates
relating to the administration  of  the  Partnership,  of which $3,288 and $878
remained unpaid at March 31, 2000 and December 31, 1999, respectively.

In connection with the sales at Wellington Place apartment complex during 1991,
the  Partnership  has  recorded  $135,000   of  sales  commissions  payable  to
Affiliates of the General Partner.  Such commissions will be deferred until the
Limited  Partners  have  received  their  Original  Capital  plus  a  return as
specified in the Partnership Agreement.











                                      -7-



                    INLAND REAL ESTATE GROWTH FUND II, L.P.
                            (a limited partnership)

                         Notes to Financial Statements
                                  (continued)

                                March 31, 2000
                                  (unaudited)


An Affiliate of the General Partner  is entitled to receive Property Management
Fees for management and leasing services.  Management fees of $556 for both the
three months ended March 31, 2000 and  1999,  have been incurred and paid to an
Affiliate and are included in  the Partnership's property operating expenses to
Affiliates.

(3) Accrued Rents Receivable

The health club lease contains provisions providing for stepped rent increases.
Generally accepted accounting principles require that rental income be recorded
for the period of  occupancy  using  the  effective  monthly rent, which is the
average monthly rent for the entire period  of occupancy during the term of the
lease.  The accompanying financial  statements  include a decrease of $3,913 in
both 1999 and 1998, of  rental  income  for  the  period of occupancy for which
stepped rent  increases  apply  and  $28,511  and  $32,424  in related accounts
receivable as of March 31,  2000  and  December  31, 1999, respectively.  Those
amounts are expected to be collected  over  the  terms of the related leases as
scheduled rent payments are made.

(4) Note Payable to Affiliate

As of February 1, 1999, the  General  Partner of the Partnership advanced funds
on a short-term  basis  to  the  Partnership  to  pay  off its mortgage payable
balance of $780,288 plus accrued interest  through the maturity date.  The note
payable to the General Partner of $786,081  has a current interest rate of 9.5%
and requires monthly interest only  payments.    A final balloon payment of all
outstanding principal and all accrued and  unpaid  interest, if any, was due on
December 31, 1999 and was  extended  to  December  31,  2000.  This note may be
extended at the Partnership's option.


(5) Subsequent Events

On May 1, 2000, in  order  to  reduce  interest expense, the Partnership made a
$286,081 principal paydown on the note payable to an Affiliate.












                                      -8-



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


Certain statements in this  "Management's  Discussion and Analysis of Financial
Condition and Results of Operations" and  elsewhere in this quarterly report on
Form 10-Q constitute  "forward-looking  statements"  within  the meaning of the
Federal Private Securities  Litigation  Reform  Act  of  1995.   These forward-
looking statements involve  known  and  unknown  risks, uncertainties and other
factors which  may  cause  the  Partnership's  actual  results,  performance or
achievements to be materially different from any future results, performance or
achievements expressed or implied  by  these forward-looking statements.  These
factors include,  among  other  things,  federal,  state  or local regulations;
adverse changes in general economic  or local conditions; inability of borrower
to meet financial  obligations;  uninsured  losses;  and potential conflicts of
interest between the  Partnership  and  its  Affiliates,  including the General
Partner.


Liquidity and Capital Resources

On September 21, 1987, the Partnership  commenced an Offering of 25,000 Limited
Partnership Units pursuant to a  Registration  Statement on Form S-11 under the
Securities Act of 1933.  The  Offering  terminated on September 21, 1989 with a
total of 4,038.25 Units being sold  to  the public at $1,000 per Unit resulting
in $4,038,250 in gross offering  proceeds,  not including the General Partner's
contribution, of which $3,077,513 was invested in two properties.  In addition,
proceeds were used to repay advances from the General Partner, pay offering and
organization costs and make distributions to the Limited Partners.  As of March
31, 2000, the  Partnership  has  repurchased  117  Units ($40,906) from various
Limited Partners through the Unit Repurchase Program.

At March 31, 2000, the Partnership  had  cash and cash equivalents of $331,420,
which includes approximately  $8,000  restricted  for  the  repurchase of Units
through the Unit Repurchase Program.   The Partnership intends to use available
cash for working capital requirements and cash distributions.

The  Partnership's  property  is  generating  sufficient  cash  flow  to  cover
operating expenses and  debt  service.    To  the  extent  that  this source is
insufficient to meet  the  Partnership's  needs,  the  Partnership  may rely on
advances from Affiliates of the  General Partner, other short-term financing or
may sell this property.

The General Partner has agreed  to  make,  if necessary, a Supplemental Capital
Contribution.  The  Supplemental  Capital  Contribution  shall  be in an amount
which will enable the  Partnership  to  pay  a  liquidating distribution to the
Limited Partners equal to their  Adjusted Invested Capital plus a noncompounded
Minimum Return of 2% per annum  on their Invested Capital.  After consideration
of the Supplemental Capital Contribution,  the Partnership believes that it has
sufficient funds to satisfy its obligations.







                                      -9-



Results of Operations

As of September 23, 1998, the Partnership listed and was actively marketing the
Scandinavian Health Club  property  for  sale  at  an  amount  in excess of its
carrying value. The listing agreement expired on January 31, 1999, however, the
property was included in a sealed bid auction in June 1999. The sole acceptable
contract received from the sealed  bid  auction was terminated by the potential
purchaser on July 28, 1999. The Partnership which had ceased depreciation as of
September 23, 1998, began depreciation of the  property as of July 28, 1999 and
all previously unrecognized depreciation was  recorded as of December 31, 1999.
The Company intends to continue to seek a purchaser and to sell the property at
an amount in excess of its book value.

The increase in mortgage interest  to  Affiliates  and the decrease in mortgage
interest to non-affiliates  for  the  three  months  ended  March  31, 2000, as
compared to the  three  months  ended  March  31,  1999,  is  the result of the
refinancing of the mortgage  payable.    As  of  February  1, 1999, the General
Partner of  the  Partnership  advanced  funds  on  a  short-term  basis  to the
Partnership to pay off its  mortgage  payable  balance of $780,288 plus accrued
interest through the maturity date.  The note payable to the General Partner of
$786,081 has a current interest rate of 9.5% and requires monthly interest only
payments.  A final balloon payment of all outstanding principal and all accrued
and unpaid interest, if any, is  due  on  December  31, 2000.  This note may be
extended at the Partnership's option.

The increase in professional services  to Affiliates and non-affiliates for the
three months ended March 31, 2000, as  compared to the three months ended March
31, 1999, is due to an increase in accounting fees.

The decrease in general and  administrative  expenses to non-affiliates for the
three months ended March 31, 2000, as  compared to the three months ended March
31, 1999, is due to a decrease in the Illinois Replacement Tax.




                          PART II - Other Information

Items 1 through 5 are omitted because  of the absence of conditions under which
they are required.

Item 6.  Exhibits and Reports on Form 8-K

     (a) Exhibits:

         (27) Financial Data Schedule

     (b) Reports on Form 8-K:

         None







                                     -10-



                                  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, thereunto duly authorized.



                            INLAND REAL ESTATE GROWTH FUND II, L.P.

                            By:   Inland Real Estate Investment Corporation
                                  General Partner


                                  /S/ ROBERT D. PARKS

                            By:   Robert D. Parks
                                  Chairman
                            Date: May 11, 2000


                                  /S/ PATRICIA A. DELROSSO

                            By:   Patricia A. DelRosso
                                  Senior Vice President
                            Date: May 11, 2000


                                  /S/ KELLY TUCEK

                            By:   Kelly Tucek
                                  Principal Financial Officer and
                                  Principal Accounting Officer
                            Date: May 11, 2000





















                                     -11-