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 June 30, 1999    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 June 30, 1999 and
    December 31, 1998                                       Page 3

     Consolidated Statements of Operations for the Three and Six
     months Ended June 30, 1999 and 1998                    Page 4

     Consolidated Statements of Cash Flows for the Three months
     Ended June 30, 1999 and 1998                          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, 1998 are Unaudited.


























PART 1.   FINANCIAL INFORMATION

     Item 1.     Financial Statements

                       AMRECORP REALTY FUND II
                Condensed Consolidated Balance Sheets
                                June 30,   December 31,
                                  1999         1998
                                (Unaudited)

ASSETS

Real Estate assets, at cost     $580,045      $580,045
Land                           4,590,987     4,590,987

Buildings and improvements     5,171,032     5,171,032

Less: Accumulated depreciation(2,826,495)   (2,730,495)

Real estate, net               2,344,537     2,440,537

Investments in Real Estate Held
for Sale
Cash including cash investments 295,449        217,493
Escrow deposits                 150,447        179,757
Deferred Costs and Fees          50,084         42,194
Other assets                      1,150          6,552

           Total assets      $2,841,667     $2,886,533



LIABILITIES AND PARTNERS'
EQUITY:

LIABILITIES:
Mortgage and notes payable   $2,341,818     $2,362,879
Payable to Affiliates                 0          1,284
Interest payable                      0         18,384
Real estate taxes payable        40,470              0
Security deposits                18,421         17,200
Accounts payable and accrued     69,320        120,886
expenses

       Total liabilities      2,470,029      2,520,633

PARTNERS CAPITAL (DEFICIT):
Limited Partners                461,169        455,488
General Partners                (89,531)       (89,588)

Total Partners Capital          371,638        365,900
(Deficit)


Total Liab. & Partners Equity$2,841,667     $2,886,533

      See notes to Condensed Consolidated Financial Statements




                       AMRECORP REALTY FUND II
           Condensed Consolidated Statement of Operations
                             (Unaudited)


                                Three               Six
                                Months            Months
                                Ended             Ended
                                June 30,          June 30,

REVENUES                     1999      1998    1999   1998

         Rental income     $197,413 $189,531 $394,921 $372,463

         Other property       7,823   18,325   13,379   26,127

           Total revenues   205,236  207,856  408,300  398,590


EXPENSES
         Salaries & wages    18,170   14,993   30,910   27,886

         Maint & Repairs     12,660   17,787   27,779   38,730

         Utilities            6,563    7,326   13,443   15,243

         Real estate taxes   20,250   20,250   40,500   40,500
         General & Admin.    10,623   12,975   32,939   25,653
         Contract services    9,732   10,426   20,336   21,039
         Insurance            3,609    4,054    7,250    8,827
         Interest            54,805   55,488  109,820  111,170
         Depr. & Amort.      48,000   48,000   96,000   96,000
         Property Mgmt Fees  10,073    9,643   20,164   18,854
         Amortization of      1,710    1,710    3,421    3,421
         deferred costs and
         fees

           Total expenses   196,195  202,652  402,562  407,323

 NET Income (Loss)           $9,041   $5,204  $5,738   ($8,733)

  NET Income Per Share    $    0.62  $  0.36  $ 0.39 $   (0.60)

      See Notes to Condensed Consolidated Financial Statements










			AMRECORP REALTY FUND II
           Condensed Consolidated Statement of Cash Flows
                              Unaudited

                                                     Six
                                                    Months
                                                    Ended
                                                   June 30,
                                              1999          1998

CASH FLOWS FROM OPERATING ACTIVITY
Net income (loss)                             $5,738       ($8,733)
Adjustments to reconcile net income (loss)
to net cash
provided by operating activities:
Depreciation and amortization                 96,000         96,000
Net Effect of changes in operating accounts
Escrow deposits                               29,310         12,093
Deferred Costs                                (7,890)         3,421
Accrued real estate taxes                     40,470         40,461
Security deposits                              1,221            718
Accounts payable                             (51,566)       (48,006)
Other assets                                   5,402         (3,420)

   Net cash used by operating activities     118,685         92,534

CASH FLOWS FROM INVESTING ACTIVITIES

   Net cash used by operating activities           0              0

CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of mortgage notes payable          (21,061)       (16,772)
Distribution to Limited Partners                   0       (509,040)
Proceeds from amounts due affiliates          (1,284)        (8,774)
Increase in accrued interest                 (18,384)       (18,624)
 Net cash provided by investing activities   (40,729)      (553,210)

NET INCREASE (DECREASE) IN CASH AND CASH      77,956       (460,676)
EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF      217,493        593,721
PERIOD

CASH AND CASH EQUIVALENT, END OF PERIOD     $295,449       $133,045

      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 June 30, 1999 the Partnership owned one property, Chimney Square
Apartments located in Abilene Texas with approximately 126,554 net
rentable square feet.

The occupancy of Chimney Square averaged 96.0% during the second
quarter of 1999 as compared to 98.0% for the second quarter of 1998.

SECOND QUARTER 1999 COMPARED TO SECOND QUARTER 1998

Revenue from property operations decreased $2,620 or 1.26%, for the
second quarter of 1999, as compared to the 1998 second quarter. The
increase in rental income of $7,882 or 4.16% is primarily due to
higher rental rates.  Other income decreased $10,502 or 57.31%
primarily due to decreased late charges and other fees.   The
following table illustrates the components:

                   Increase      Per
                                Cent
                   (Decrease)  Change

Rental income       $7,882      4.16%
Other property     (10,502)    57.31%
                   ($2,620)     1.26%

Property  operating  expenses decreased $6,457  or  3.19%,  for  the
second  quarter  of 1999, as compared to the same  period  in  1998.
This  was  primarily due to decreased maintenance and repairs  which
decreased  $5,127  or 28.82%.  General and administrative  decreased
$2,352  or  10.98% primarily due to reduced legal costs.   Insurance
costs  decreased $445 or 10.98% primarily due to lower  rates  as  a
result  of  better than expected loss claims.  The  following  table
illustrates the components by category:

                   Increase     Per
                               Cent
                   (Decrease) Change

Salaries & wages    $3,177    21.19%
Maint. & Repairs    (5,127)   28.82%
Utilities             (763)   10.41%
Real estate taxes        0     0.00%
General & Admin.    (2,352)   18.13%
Contract services     (694)    6.66%
Insurance             (445)   10.98%
Interest              (683)    1.23%
Depr. & Amortization     0     0.00%
Property Mgmt Fees     430     4.46%
Net (Decrease)     ($6,457)    3.19%



FIRST SIX MONTHS 1999 COMPARED TO FIRST SIX MONTHS 1998

Revenue from property operations increased $9,710 or 2.44%, for the
first six months of 1999, as compared to the 1998 first six months.
The increase in rental income of $22,458 or 6.03% is primarily due
to higher rental rates.  Other income decreased $12,748 or 48.79%
primarily due to decreased late charges and other fees.   The
following table illustrates the components:

                          Increase  Per Cent
                         (Decrease)  Change

Rental income              $22,458    6.03%
Other property             (12,748)  48.79%
                            $9,710    2.44%


Property operating expenses decreased $4,761 or 1.17%, for the first
six  months  of 1999, as compared to the same period in 1998.   This
was  primarily  due  to  decreased  maintenance  and  repairs  which
decreased  $10,951 or 28.28%.  General and administrative  increased
$7,286  or  28.40% primarily due to increased postage for the  fund.
Insurance  costs decreased $1,350 or 17.87% primarily due  to  lower
rates  as  a  result  of  better than  expected  loss  claims.   The
following table illustrates the components by category:

                          Increase   Per
                         (Decrease)  Cent
                                    Change

Salaries & wages           $3,024   10.84%
Maintenance & repairs     (10,951)  28.28%
Utilities                 (1,800)   11.81%
Real estate taxes              0     0.00%
General administrative     7,286    28.40%
Contract services           (703)    3.34%
Insurance                 (1,577)   17.87%
Interest                  (1,350)    1.21%
Depreciation and               0     0.00%
amortization
Property management fees   1,310     6.95%
Net Increase (Decrease)  ($4,761)    1.17%


















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
resulting in cash distribution of $100.00 per unit.

As  of June 30, 1999, the Partnership had $295,449 in cash and  cash
equivalents  as compared to $217,493 as of December 31   1998.   The
net increase in cash of $77,956 is principally due to cash flow from
operations.

The  property is encumbered by non-recourse mortgage as of  June 30,
1999,  with an interest rate of 9.325%. Required principal  payments
on  this mortgage note for the three years ended December 31,  2001,
are $37,105, $40,717, and $44,680, respectively.

  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  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, CEO.

Management  intends  to continue operating the  Partnership  in  its
present  form  while investigating options to improve operations  of
the Partnership.

Year 2000

The  Partnership  and  Management Company  have  replaced  all  data
processing  systems  with  the last three  years  within  year  2000
compliant  hardware  and  software. The Partnership  and  Management
Company  have  completed  testing of its  data  processing  systems.
While compliance cannot  be assured, the systems tested to date  are
compliant.

Surveys   of  financial  institutions  and  vendors  used   by   the
Partnership and Management Company also indicate compliance to date.
The  surveys  are  expected  to  be completed  by  June  1999.   The
Partnership and Management Company have prepared contingency  plans.
These  include  redundant back-ups and paper copies  of  all  system
reports through 1999.

The Partnership anticipates that it will not incur significant costs
associated with its computers and building operating systems  as  it
relates to the conversion to the year 2000.
                         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:     July 29, 1999

[ARTICLE] 5
[LEGEND]
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BOTH
THE JUNE 30, 1999 BALANCE SHEET AND STATEMENT OF INCOME AND EXPENSES
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
[/LEGEND]
[CIK] 0000745061
[NAME] AMRECORP REALTY FUND II
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   3-MOS
[FISCAL-YEAR-END]                          DEC-31-1999
[PERIOD-END]                               JUN-30-1999
[CASH]                                         295,449
[SECURITIES]                                         0
[RECEIVABLES]                                        0
[ALLOWANCES]                                         0
[INVENTORY]                                          0
[CURRENT-ASSETS]                                     0
[PP&E]                                       5,171,032
[DEPRECIATION]                               2,826,495
[TOTAL-ASSETS]                               2,841,667
[CURRENT-LIABILITIES]                                0
[BONDS]                                      2,341,818
[PREFERRED-MANDATORY]                                0
[PREFERRED]                                          0
[COMMON]                                             0
[OTHER-SE]                                     371,638
[TOTAL-LIABILITY-AND-EQUITY]                 2,841,667
[SALES]                                              0
[TOTAL-REVENUES]                               205,236
[CGS]                                                0
[TOTAL-COSTS]                                        0
[OTHER-EXPENSES]                               141,390
[LOSS-PROVISION]                                     0
[INTEREST-EXPENSE]                              54,805
[INCOME-PRETAX]                                      0
[INCOME-TAX]                                         0
[INCOME-CONTINUING]                                  0
[DISCONTINUED]                                       0
[EXTRAORDINARY]                                      0
[CHANGES]                                            0
[NET-INCOME]                                   (9,041)
[EPS-BASIC]                                     0.62
[EPS-DILUTED]                                        0
</TABLE>