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, 1998    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, 1998 and
    December 31, 1997                                                 Page 3

     Consolidated Statements of Operations for the Three and Nine
     months ended September 30, 1998 and 1997                         Page 4

     Consolidated Statements of Cash Flows for the Nine months Ended
     September 30, 1998 and 1997                                      Page  5



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

         Liquidity and Capital Resources                              Page 8

         Other Information                                            Page 9

         Signatures                                                   Page 10

The statements, insofar as they relate to the period subsequent to
December 31, 1997 are Unaudited.


                                  

PART 1.   FINANCIAL INFORMATION

     Item 1.     Financial Statements

                       AMRECORP REALTY FUND II
                Condensed Consolidated Balance Sheets
                                  
                                 September 30,1998        December 31,1997
                                   (Unaudited)                    
ASSETS                                                       
                                                             
Real Estate assets, at cost                 $580,045            $580,045
Land                                       4,560,894           4,560,894
Buildings and improvements                 5,140,939           5,140,939
Less: Accumulated depreciation            (2,683,125)         (2,539,125)
Real estate, net                           2,457,814           2,601,814
Investments in Real Estate Held for Sale                                  
Cash including cash investments              184,248             593,721
Escrow deposits                              173,943             154,681
Deferred Costs and Fees                       43,904              49,036
Other assets                                   8,987               8,796
                                                             
           Total assets                   $2,868,896           3,408,048
                                                             
                                                             
LIABILITIES AND PARTNERS'EQUITY:
                                                             
LIABILITIES:                                                 
Mortgage and notes payable                $2,368,627          $2,396,692
Payable to Affiliates                          2,571               8,774
Interest payable                                   0              18,624
Real estate taxes payable                     60,711                   0
Security deposits                             17,640              16,800
Accounts payable and accrued expenses         82,887             124,025

                                                             
      Total liabilities                    2,532,436           2,564,915
PARTNERS CAPITAL (DEFICIT):                                  
Limited Partners                             426,342             933,039
General Partners                             (89,882)            (89,906)
                                                             
Total Partners Capital (Deficit)             336,460             843,133

                                                             
                                                             
   Total Liability and Partners Equity     $2,868,896          $3,408,048

      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,
                                1998       1997          1998         1997
                                                                      
Rental income                 $199,578   $190,645       $572,041   $602,711
Other property                   7,389      4,117         33,516     27,240
      Total revenues           206,967    194,762        605,557    629,951
                                                                      
                                                                      
Salaries & wages                   13,714    14,071      41,600      65,279
Maintenance & repairs              10,907     9,185      49,637      60,142
Utilities                           8,579     8,196      23,822      30,763
Real estate taxes                  20,250    17,400      60,750      55,986
General administrative             12,725    12,860      38,378      40,064
Contract services                  10,859    10,613      31,898      34,454
Insurance                           3,602     5,237      12,429      19,055
Interest                           55,378    56,058     166,548     211,551
Depreciation and amortization      48,000    41,000     144,000     123,000
Property management fees           10,142     9,667      28,996      30,388
Amortization of deferred            1,711     1,711       5,132       5,712
costs and fees
                                                                      
      Total expenses              195,867   185,998     603,190     676,394
                                                                      
                                  $11,100    $8,764      $2,367    (46,443)
                                                                      
GAIN ON SALE OF PROPERTY                0    22,649           0   1,316,171
                                                                      
Net Income (Loss)                 $11,100   $31,413      $2,367  $1,269,728
                                                                      
                                                                      
Net Income per Share              $ 0.76    $ 2.16       $0.16   $   87.30

                                  

      See Notes to Condensed Consolidated Financial Statements


                                  
                                  
                                  
                                  
                       AMRECORP REALTY FUND II
           Condensed Consolidated Statement of Cash Flows
                              Unaudited
                                                                   
                                                                   
                                              Nine Months Ended
                                                 September 30,
                                              1998          1997
                                                                   
CASH FLOWS FROM OPERATING ACTIVITY                                 
Net income (loss)                             $2,367     $1,269,728
Adjustments to reconcile net income (loss)                         
to net cash
provided by operating activities:                                  
Depreciation and amortization                144,000        123,000
Gain on Sale of Asset                              0     (1,293,522)
Net Effect of changes in operating accounts                        
Escrow deposits                             (19,262)       (14,248)
Deferred Costs                                5,132         35,311
Accrued real estate taxes                    60,711         52,200
Security deposits                               840        (22,354)
Accounts payable                            (41,138)       (58,210)
Other assets                                   (191)          5,727
                                                                   
   Net cash used by operating activities    152,459          97,632
                                                                   
CASH FLOWS FROM INVESTING ACTIVITIES                               
Proceeds from Sale of Asset                               4,155,766
   Net cash used by operating activities           0      4,155,766
                                                                   
CASH FLOWS FROM FINANCING ACTIVITIES                               
Repayment of mortgage notes payable           (28,065)     (2,652,223)
Distribution to Limited Partners             (509,040)     (1,454,400)
Proceeds from amounts due affiliates           (6,203)         (6,408)
Increase in accrued interest                  (18,624)        (35,827)
  Net cash provided by investing activities  (561,932)     (4,148,858)
                                                                   
NET INCREASE (DECREASE) IN CASH AND CASH    (409,473)        104,540
EQUIVALENTS                                        
CASH AND CASH EQUIVALENTS, BEGINNING OF      593,721         362,135
PERIOD
                                                                   
CASH AND CASH EQUIVALENT, END OF PERIOD     $184,248        $466,675


      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, 1998 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 was 98.0% as of September 30, 1998,
compared to 96.0% September 30, 1997.

THIRD QUARTER 1998 COMPARED TO THIRD QUARTER 1997

Revenue from property operations increased $12,205 or 6.27%, for the
third quarter of 1998, as compared to the 1997 third quarter. The
increase in rental income of $8,933 or 4.69% is primarily due to
increased occupancy and higher rental rates.  Other income increased
$3,272 or 79.48% primarily due to increased late charges along with
other fees.   The following table illustrates the components:

                      Increase   Per Cent
                      (Decrease)  Change
                                     
Rental income          $8,933   4.69%
Other property          3,272   79.48%
                      $12,205   6.27%

                                  
Property operating expenses increased $9,869 or 5.31%, for the third
quarter  of 1998, as compared to the same period in 1997,  primarily
due  to  increased depreciation.  Real estate taxes increased $2,850
or  16.38%  reflecting a higher assessed valuation.   The  following
table illustrates the components by category:

                       Increase   Per Cent
                       (Decrease)  Change
                                     
Salaries & wages                   ($357)    2.54%
Maintenance & repairs              1,722    18.75%
Utilities                            383     4.67%
Real estate taxes                  2,850    16.38%
General administrative              (135)    1.05%
Contract services                    246     2.32%
Insurance                         (1,635)   31.22%
Interest                             (680)   1.21%
Depreciation and amortization       7,000   17.07%
Property management fees              475    4.91%
Net Increase (Decrease)            $9,869    5.31%





FIRST NINE MONTHS 1998 COMPARED TO FIRST NINE MONTHS 1997

Revenue from property operations decreased $24,394 or 3.87%, for the
first nine months of 1998, as compared to the 1997 the first nine
months. The decrease in Rental income of $30,670 or 5.09% is
primarily due the sale of the Shorewood Apartments, an apartment
complex located in Charlotte, North Carolina.   The following table
illustrates the components:

                          Increase    Per Cent
                          (Decrease)   Change

Rental income              ($30,670)    5.09%
Other property                6,276    23.04%
                           ($24,394)    3.87%
                                 

                                  
Property operating expenses decreased $72,624 or 10.74%, for the
nine months of 1998, as compared to the same period in 1997,
primarily due to the sale of the 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                 ($23,679)  36.27%
Maintenance & repairs             (10,505)  17.47%
Utilities                          (6,941)  22.56%
Real estate taxes                   4,764    8.51%
General administrative             (1,686)   4.21%
Contract services                  (2,556)   7.42%
Insurance                          (6,626)  34.77%
Interest                          (45,003)  21.27%
Depreciation and amortization      21,000   17.07%
Property management fees           (1,392)   4.58%
Net Increase (Decrease)          ($72,624)  10.74%
               


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 September 30, 1998, the Partnership had $184,248 in cash and
cash equivalents as compared to $593,721 as of December 31  1997.
The net decrease in cash of $409,473 is principally due to a
distribution of $509,040 as of June 30,1998.

The property is encumbered by non-recourse mortgage as of  September
30, 1998, 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 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.


                                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:     November 9, 1998
[ARTICLE] 5
[LEGEND]
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM BOTH
THE SEPTEMBER 30, 1998 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-31-1998
[PERIOD-END]                               SEP-30-1998
[CASH]                                         184,248
[SECURITIES]                                         0
[RECEIVABLES]                                        0
[ALLOWANCES]                                         0
[INVENTORY]                                          0
[CURRENT-ASSETS]                                     0
[PP&E]                                       5,140,939
[DEPRECIATION]                               2,683,125
[TOTAL-ASSETS]                               2,868,896
[CURRENT-LIABILITIES]                                0
[BONDS]                                      2,368,627
[PREFERRED-MANDATORY]                                0
[PREFERRED]                                          0
[COMMON]                                             0
[OTHER-SE]                                     336,460
[TOTAL-LIABILITY-AND-EQUITY]                 2,868,896
[SALES]                                              0
[TOTAL-REVENUES]                               206,967
[CGS]                                                0
[TOTAL-COSTS]                                        0
[OTHER-EXPENSES]                               140,489
[LOSS-PROVISION]                                     0
[INTEREST-EXPENSE]                              55,378
[INCOME-PRETAX]                                      0
[INCOME-TAX]                                         0
[INCOME-CONTINUING]                                  0
[DISCONTINUED]                                       0
[EXTRAORDINARY]                                      0
[CHANGES]                                            0
[NET-INCOME]                                   	11,100
[EPS-PRIMARY]                                      .76
[EPS-DILUTED]                                        0
</TABLE>