10

                                  
                                  
                                  
                 SECURITIES AND EXCHANGE COMMISSION

                        Washington, DC  20549
                        ---------------------

                              FORM 10-Q
                                  
               Quarterly Report Under Section 13 or 15(d)
                of the Securities Exchange Act of 1934
              --------------------------------------------                    
    For Quarter Ended September 30, 1997  Commission file number 2-90654


                       AMRECORP REALTY FUND II

        (Exact name of registrant as specified in its charter)

                 TEXAS                     75-1956009
                -------                    -----------
    (State or other jurisdiction of      (IRS Employer
     incorporation or organization       Identification Number)

                    6210 Campbell Road Suite 140
                         Dallas, Texas  75248
                   --------------------------------

              (Address of principal executive offices)


Registrant's telephone number, including area code:  (972) 380-8000.
                                                     ---------------

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:  Y        No:
                             -----         ------   

                 REGISTRANT IS A LIMITED PARTNERSHIP

                           TABLE OF CONTENTS
                                  
                                  
                                  

Item 1.  Financial Statements


The following Unaudited financial statements are filed herewith:

    Consolidated Balance Sheet as of September 30, 1997 and
    December 31, 1996                                                 Page 3

     Consolidated Statements of Operations for the Three and Six
     Months Ended September 30, 1997 and 1996                         Page 4

     Consolidated Statements of Cash Flows for the Nine months Ended
     September 30, 1997and 1996                                       Page  5



Item 2.  Results of Operations and Management's Discussion and
         Analysis of Financial Condition                              Page  6

         Liquidity and Capital Resources                              Page 7

         Other Information                                            Page 8

         Signatures                                                   Page 9

The statements, insofar as they relate to the period subsequent to
December 31, 1996 are Unaudited.
                                  

PART 1.   FINANCIAL INFORMATION

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

                       AMRECORP REALTY FUND II
                Condensed Consolidated Balance Sheets

                 September 30,           December 31,
                     1997                    1996
                  (Unaudited)
                                             
ASSETS                                             
                                                   
Real Estate assets, at cost                  $580,045      $580,045
Land                                        4,547,323     4,547,323
Buildings and improvements                  5,127,368     5,127,368
     Less: Accumulated depreciation        (2,473,376)   (2,350,376)
Real estate, net                            2,653,992     2,776,992
Investments in Real Estate Held for sale                  2,862,244
Cash including cash investments               466,675       362,135
Escrow deposits                               180,318       166,070
Deferred Costs and Fees                        50,746        86,057
Other assets                                   12,139        17,866
                                             ---------   ----------             
         Total assets                        $3,363,87    $6,271,364
                                             =========== ============
                                                   
                                                   
LIABILITIES AND PARTNERS'EQUITY:
                                                   
LIABILITIES:                                       
Mortgage and notes payable                   $2,401,850   $5,054,073
Payable to Affiliates                               446        6,854
Interest payable                                      0       35,827
Real estate taxes payable                        52,200            0
Security deposits                                17,648       40,002
Accounts payable and accrued expenses            44,809      103,019
                                            ------------  -----------
                                                   
     Total liabilities                        2,516,953    5,239,775
PARTNERS CAPITAL (DEFICIT):                        
Limited Partners                                936,785    1,134,154
General Partners                                (89,868)    (102,565)
                                                   
Total Partners Capital (Deficit)                 846,917    1,031,589
                                                ---------  -----------
                                                   
Total Liability and Partners Equity           $3,363,870   $6,271,364
                                             ============  ===========

                                  
      See notes to Condensed Consolidated Financial Statements
                                  
                                  
                                  
                       AMRECORP REALTY FUND II
           Condensed Consolidated Statement of Operations
                             (Unaudited)
                                                          
                            Three Months Ended       Nine Months Ended
                                September 30,          September 30,
                           --------------------     --------------------
REVENUES                      1997        1996        1997         1996
                              ----        ----        ----         ----
                                                          
         Rental income              $190,645  $402,441  $602,711  $1,220,431
         Other property                4,117    19,368    27,240      36,532
                                    --------  --------  --------  ----------
         Total revenues              194,762   421,809   629,951   1,256,963
                                                           
EXPENSES                                                   
         Salaries & wages             14,071    41,260    65,279     121,753
         Maintenance & repairs         9,185    55,438    60,142     163,082
         Utilities                     8,196    18,518    30,763      55,584
         Real estate taxes            17,400    35,382    55,986     107,382
         General administrative       12,860    20,324    40,064      62,474
         Contract services            10,613    17,082    34,454      54,372
         Insurance                     5,237     7,637    19,055      25,447
         Interest                     56,058   131,474   211,551     428,316
         Depreciation and             41,000    90,000   123,000     310,000
         amortization
         Property management fees      9,667    18,785    30,388      59,976
         Amortization ofdeferred       1,711     3,452     5,712      11,105
         and fees                     -------  -------   -------     -------
                                                           
         Total expenses               185,998  439,352   676,394    1,399,491
                                     -------- --------- --------   ----------  
NET INCOME BEFORE EXTRAORDINARY         8,764  (17,543) ($46,443)    (142,528)
ITEM
                                                          
         Gain on Sale of Property     22,649  1,687,725  1,316,171  1,687,725
                                     -------  ---------  ---------  ---------
                                                          
NET INCOME (LOSS)                  $31,413 $1,670,182 $1,269,728  $1,545,197
                                    ======= ========= ==========  ========== 
NET INCOME PER SHARE                $ 2.16  $  114.84 $    87.30   $  106.24
                                    =======  ========   ========    ========
 


        See Notes to Condensed Consolidated Financial Statements


                                  
                                  
                                  
                                  
                       AMRECORP REALTY FUND II
           Condensed Consolidated Statement of Cash Flows
                                                              
                                                              
                                                       Nine Months Ended
                                                         September 30,
                                                        1997       1996
                                                        ----       ----
CASH FLOWS FROM OPERATING ACTIVITY                            
Net income (loss)                                   $1,269,728    $1,545,197
Adjustments to reconcile net income (loss)                    
to net cash provided by operating activities:                             
Depreciation and amortization                          123,000    (1,000,847)
Gain on Sale of Asset                               (1,293,5522)   1,949,685
Net Effect of changes in operating Accounts                           
Escrow deposits                                         (14,248)     (39,852)
Deferred Costs                                           35,311        8,992
Accrued real estate taxes                                52,200       82,800
Security deposits                                       (22,354)      (7,312)
Accounts payable                                        (58,210)     (38,314)
Other assets                                              5,727        4,794
                                                       ---------    --------
Net cash used by operating activities                    97,632    2,505,143
                                                              
CASH FLOWS FROM INVESTING ACTIVITIES                          
Proceeds from Sale of Asset                            4,155,766           0
                                                       ---------    ---------
Net cash provided by operating activities              4,155,766           0
                                                       ---------    ---------
                                                              
CASH FLOWS FROM FINANCING ACTIVITIES                          
Repayment of mortgage notes payable                 (2,652,223)   (1,505,704)
Distribution to Limited Partners                    (1,454,400)            0
Proceeds from amounts due affiliates                    (6,408)        5,352
Increase in accrued interest                           (35,827)     (233,648)
                                                     ---------      ---------
Net cash provided by investing activities           (4,148,858)   (1,734,000)
                                                              
NET INCREASE (DECREASE) IN CASH AND CASH               104,540       771,143
EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD         362,135       254,189
                                                       --------     --------
CASH AND CASH EQUIVALENT, END OF PERIOD               $466,675    $1,025,332
                                                      =========   ==========
                                  

      See Notes to Condensed Consolidated Financial Statements


                                  
Basis of Presentation:

     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, although the Partnership believes that the disclosures are 
adequate to make the information presented not misleading.  It is suggested 
that these condensed financial statements be read in conjunction with the 
financial statements and notes thereto included in the Partnership's latest
annual report on Form 10-K.
                                  
Item 2. RESULTS OF OPERATIONS AND MANAGEMENT'S DISCUSSION AND ANALYSIS OF 
-------------------------------------------------------------------------
FINANCIAL CONDITION
-------------------
Results of Operations

At September 30, 1997 the Partnership owned one property. The
Chimney Square Apartment community aggregate approximately 126,554
net rentable square feet. The Shorewood Apartments consisting of
124,194 net rentable square feet located in Mecklenburg County,
North Carolina was sold in January, 1997. The Shopping Center,
Lancaster Place consists of approximately 53,860 net rentable square
feet. was sold in 1996.

The occupancy of Chimney square was 96% as of September 30 1997
compared to 100% September 30, 1996.

FIRST NINE MONTHS 1997 COMPARED TO FIRST NINE MONTHS 1996

Revenue from property operations decreased $627,012 or 49.88%, for
the first nine months of 1997, as compared to the 1996 the first
nine months. The decrease in Rental income of $617,720 or 50.61% is
primarily due the sale of the shopping center located in Lancaster
Texas and Shorewood Apartments, an apartment complex located in
Charlotte, North Carolina.   The following table illustrates the
components:
                          Increase            Per Cent
                         (Decrease)            Change
                        -----------          -----------  
                                                  
Rental income             $(617,720)           50.61%
Other property               (9,292)           25.44%
                         ------------        ------------
                          $(627,012)           49.88%
                         ===========          ===========     

                                  
  Property operating expenses decreased $717,704 or 51.28%, for 
  the nine months of 1997, as compared to the same period in 1996,primarily 
  due to the sale of the shopping center located in Lancaster Texas and 
  Shorewood Apartments, an apartment complex located in Charlotte, 
  North Carolina.  The following table illustrates the components 
  by category:
                                       Increase               Per Cent
                                       (Decrease)              Change
                                       -----------          -----------
                                                    
Salaries & wages                         $(56,474)               46.38%
Maintenance & repairs                    (102,940)               63.12%
Utilities                                 (24,821)               44.65%
Real estate taxes                         (51,396)               47.86%
General administrative                    (22,410)               35.87%
Contract services                         (19,918)               36.63%
Insurance                                  (6,392)               25.12%
Interest                                 (216,765)               50.61%
Depreciation and amortization            (187,000)               60.32%
Property management fees                  (29,588)               49.33%
                                       -----------             ---------
Net Increase (Decrease)                 $(717,704)               51.28%
                                        ==========            ==========


THIRD  QUARTER 1997 COMPARED TO THIRD QUARTER 1996

Revenue from property operations decreased $227,047 or 53.83%, for
the second quarter of 1997, as compared to the 1996 second quarter.
The decrease in rental income of $211,796 or 52.63% is primarily due
the sale of the shopping center located in Lancaster Texas and
Shorewood Apartments, an apartment complex located in Charlotte,
North Carolina.   The following table illustrates the components:
                                 Increase         Per Cent
                                (Decrease)         Change
                               -----------      ----------                      
Rental income                   $(211,796)         52.63%
Other property                    (15,251)         78.74%
                                ----------        ---------
                                $(227,047)         53.83%
                               ============      ===========

  Property operating expenses decreased $251,613 or 57.27%, for the
  second quarter of 1997, as compared to the same period in 1996,
  primarily due to the sale of the shopping center located in
  Lancaster Texas and Shorewood Apartments, an apartment complex
  located in Charlotte, North Carolina.  The following table
  illustrates the components by category:

                                    Increase           Per Cent
                                   (Decrease)          Change
                                  -----------       -------------
Salaries & wages                    $(27,189)            65.90%
Maintenance & repairs                (46,253)            83.43%
Utilities                            (10,322)            55.74%
Real estate taxes                    (17,982)            50.82%
General administrative                (7,464)            36.73%
Contract services                     (6,469)            37.87%
Insurance                             (2,400)            31.43%
Interest                             (75,416)            57.36%
Depreciation and amortization        (49,000)            54.44%
Property management fees              (9,118)            48.54%
                                    ----------       -----------
Net Increase (Decrease)            $(251,613)            57.27%
                                   ===========       =============


LIQUIDITY AND CAPITAL RESOURCES

While it is the General Partners primary intention to operate and
manage the existing real estate investments, the General Partner
also continually evaluates this investment in light of current
economic conditions and trends to determine if these assets should
be considered for disposal.  Accordingly, in 1996 the Partnership
sold its investment in the shopping center located in Lancaster
Texas, recognizing a loss of $10,177.  Shorewood Apartments, an
apartment complex located in Charlotte, North Carolina was sold in
January 1997.  Net proceeds from the sale was 1.3 million dollars.
The Partnership plans to actively market Chimney Square Apartments
in 1997.

As of September 30, 1997, the Partnership had $466,675 in cash and
cash equivalents as compared to $362,135 as of December 31  1996.
The net increase in cash of $104,540 is principally due to funds
from the sale of Lancaster shopping center and Shorewood Apartments.

The property, Chimney Square, is encumbered by non-recourse mortgage
as of September 30, 1997, with an interest rate of 9.325%.

For the foreseeable future, the Partnership anticipates that
mortgage principal payments (excluding balloon mortgage payments),
improvements and capital expenditures will be funded by net cash
from operations.  The primary source of capital to fund future
Partnership acquisitions and balloon mortgage payments will be
proceeds from the sale, financing or refinancing of the properties.

On February 7, 1995 the Partnership refinanced the loan on Chimney
Square Apartments. The original loan matured and a new $2,475,000
loan bearing interest at 9.325% per year was secured from Newport
Mortgage Company L.P. The loan matures on March 1, 2005. In
connection with this loan, the lender required, and the Partnership
provided, a new single asset partnership known as Chimney Square
Apartments, owned 99% by the Fund.
     
In May 2, 1994 the Partnership refinanced the loan on Shorewood
Apartments. A new $2,725,000 loan bearing interest at 7.75% per year
replaced the original loan bearing interest at 11.75%. The new loan
with John Hancock Mutual Life Insurance Company matures on September
1, 2001.
     
During 1991, the Partnership defaulted on its required mortgage note
payments on the Lancaster Place Shopping Center mortgage note. The
Partnership entered into an agreement with the note holder
(Transamerica) to pay net operating income until the note matured in
1993. In November 1993 the general partner negotiated the purchase
of the mortgage note from Transamerica Life Insurance Company. The
Partnership had no ability to purchase the note  and the consequence
would have been the foreclosure of the property. The general partner
modified the note after his purchase of it to enable the partnership
to retain ownership of the Lancaster Place Shopping Center.
Effective November, 1993 the modified note calls for monthly
payments of interest only from available cash flow from the property
until maturity, September 30, 1998. During 1993, the Partnership
recorded an impairment amount of $150,607.
     
In February, 1991, Amrecorp Realty Inc., resigned as the Managing
General Partner of the Partnership. As was communicated to all
limited partners, this step was taken in order to minimize any
effect that Amrecorp's financial difficulties might have on the
partnership. Management of the Partnership's assets is performed by
Univesco, Inc., a Texas corporation, Robert J. Werra, President.

Management intends to continue operating the Partnership in its
present form while investigating options to improve operations of
the Partnership and to refinance and modify the existing
indebtedness. However, there is no assurance management will be
successful in its efforts, in which case the partnership's assets
could be foreclosed upon and the Partnership would cease to be a
going concern.

                              Part II

                        Other Information


Item 1.                  Legal Proceedings
                         See Part I Item 2. Management's Discussion and
                         Analysis of Financial Conditions and Results of
                         Operations.


Item 2.                  Changes in Securities.
                         None

Item 3.                  Defaults upon Senior Securities
                         None

Item 4.                  Submission of Matter to a Vote of Security
Holders.
                         None

Item 5.                  Other Information.
                         None

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

                         (A)  The following documents are filed herewith or 
                         incorporated herein by reference as indicated as  
                         Exhibits:



Exhibit Designation                     Document Description
                                        ---------------------
                                   Limited Partnership Agreement
                              incorporated by reference to Registration
                              Statement No. 2-90654 effective July 6, 1984.

                                   Limited Partnership Agreement
                              incorporated by reference to Registration
                              Statement No. 2-90654 effective July 6, 1984.

     11                       Not Applicable
     15                       Not Applicable
     18                       Not Applicable
     19                       Not Applicable
     20                       Not Applicable
     23                       Not Applicable









                         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.
     
     
                         AMRECORP REALTY FUND II
                         a Texas limited partnership
     
     
     
                         By:  /s/ Robert J. Werra
                              --------------------
                              Robert J. Werra,
                              General Partner
     
     
     
     
     
     
     Date:     October 17, 1997