FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D)
                    OF THE SECURITIES EXCHANGE ACT OF 1934
                       QUARTERLY OR TRANSITIONAL REPORT


                   U. S. Securities and Exchange Commission
                            Washington, D.C. 20549

                                  FORM 10-QSB

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934


                For the quarterly period ended March 31, 1998

                                      or

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934


              For the transition period from.........to.........

                        Commission file number 0-10256


                  SHELTER PROPERTIES II LIMITED PARTNERSHIP
      (Exact name of small business issuer as specified in its charter)


         South Carolina                                  57-0709233
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                        Identification No.)

                  One Insignia Financial Plaza, P.O. Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)

                                (864) 239-1000
                           Issuer's telephone number

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 ___.





                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS


a)
                   SHELTER PROPERTIES II LIMITED PARTNERSHIP
                                 BALANCE SHEET
                                   (Unaudited)

                                 March 31, 1998
                        (in thousands, except unit data)



Assets
  Cash and cash equivalents                                  $  1,565
  Receivables and deposits                                        304
  Restricted escrows                                              946
  Other assets                                                    202
  Investment properties:
    Land                                        $  1,814
    Buildings and related personal property       23,089
                                                  24,903
    Less accumulated depreciation                (16,240)       8,663
                                                                           
                                                              $11,680

Liabilities and Partners' (Deficit) Capital
Liabilities
  Accounts payable                                            $    77
  Tenant security deposits                                        130
  Accrued property taxes                                          105
  Other liabilities                                               216
  Mortgage notes payable                                        8,498

Partners' (Deficit) Capital
  General partners'                             $   (121)
  Limited partners' (27,500 units
    issued and outstanding)                        2,775        2,654
                                                             $ 11,680

                                                                     

                 See Accompanying Notes to Financial Statements

b)
                   SHELTER PROPERTIES II LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                                  (Unaudited)
                        (in thousands, except unit data)



                                                    Three Months Ended
                                                         March 31,
                                                    1998           1997
Revenues:
 Rental income                                     $1,365        $1,282
 Other income                                          76            80
    Total revenues                                  1,441         1,362

Expenses:
 Operating                                            631           679
 General and administrative                            52            44
 Depreciation                                         244           250
 Interest                                             196           201
 Property taxes                                       105           106
    Total expenses                                  1,228         1,280
                                                                      
 Net Income                                        $  213        $   82

Net income allocated to general
  partners (1%)                                    $    2        $    1

Net income allocated to limited
  partners (99%)                                      211            81
                                                                    
                                                   $  213        $   82

Net income per limited partnership unit            $ 7.67        $ 2.95

Distributions per limited partnership unit         $27.02        $   --
                                                                           
                                                                    

                 See Accompanying Notes to Financial Statements

c)
                   SHELTER PROPERTIES II LIMITED PARTNERSHIP
              STATEMENT OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
                                  (Unaudited)
                        (in thousands, except unit data)


                                   Limited
                                 Partnership   General    Limited
                                    Units     Partners'  Partners'    Total

Original capital contributions    27,500       $    2     $ 27,500  $ 27,502
                                                                          
Partners' (deficit) capital
  at December 31, 1997            27,500       $ (116)    $  3,307  $  3,191

Distribution to partners              --           (7)        (743)     (750)

Net income for the three
  months ended March 31, 1998         --            2          211       213

Partners' (deficit) capital
  at March 31, 1998               27,500       $ (121)    $  2,775  $  2,654
                                            


                 See Accompanying Notes to Financial Statements
d)
                   SHELTER PROPERTIES II LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
                                  (Unaudited)
                                 (in thousands)


                                                      Three Months Ended
                                                           March 31,
                                                       1998        1997
Cash flows from operating activities:
  Net income                                         $  213      $   82
  Adjustments to reconcile net income to net
   cash provided by operating activities:
    Depreciation                                        244         250
    Amortization of discounts and loan costs             27          27
    Change in accounts:
      Receivables and deposits                           54          83
      Other assets                                       17          --
      Accounts payable                                   27        (104)
      Tenant security deposits payable                   --          (8)
      Accrued property taxes                            (74)       (119)
      Other liabilities                                 (16)         (7)

       Net cash provided by operating activities        492         204

Cash flows from investing activities:
  Property improvements and replacements                (97)       (173)
  Net deposits to restricted escrows                     (5)        (10)

        Net cash used in investing activities          (102)       (183)

Cash flows from financing activities:
  Payments on mortgage notes payable                    (68)        (62)
  Distribution to partners                             (750)         --

       Net cash used in financing activities           (818)        (62)

Net decrease in cash and cash equivalents              (428)        (41)

Cash and cash equivalents at beginning of period      1,993       2,222
                                                                     
Cash and cash equivalents at end of period           $1,565      $2,181

Supplemental disclosure of cash flow information:
  Cash paid for interest                             $  169      $  174     

                 See Accompanying Notes to Financial Statements

e)
                   SHELTER PROPERTIES II LIMITED PARTNERSHIP
                         NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)


NOTE A - BASIS OF PRESENTATION

The accompanying unaudited financial statements of Shelter Properties II Limited
Partnership (the "Partnership") have been prepared in accordance with generally
accepted accounting principles for interim financial information and with the
instructions to Form 10-QSB and Article 310(b) of Regulation S-B.  Accordingly,
they do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.  In the
opinion of Shelter Realty II Corporation (the "Corporate General Partner"), all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included.  Operating results for the three month
period ended March 31, 1998, are not necessarily indicative of the results that
may be expected for the fiscal year ending December 31, 1998.  For further
information, refer to the financial statements and footnotes thereto included in
the Partnership's annual report on Form 10-KSB for the year ended December 31,
1997.

Certain reclassifications have been made to the 1997 information to conform to
the 1998 presentation.

NOTE B - RECONCILIATION OF CASH FLOWS

The following is a reconciliation of the subtotal on the accompanying statements
of cash flows captioned "net cash provided by operating activities" to "net cash
used in operations," as defined in the partnership agreement.  However, "net
cash used in operations" should not be  considered an alternative to net income
as an indicator of the Partnership's operating performance or to cash flows as a
measure of liquidity.


                                                    Three Months Ended
                                                         March 31,
                                                   1998            1997
                                                       (in thousands)

Net cash provided by operating activities         $ 492           $ 204
  Payments on mortgage notes payable                (68)            (62)
  Property improvements and replacements            (97)           (173)
  Change in restricted escrows, net                  (5)            (10)
  Changes in reserves for net operating
   liabilities                                       (8)            155
  Additional reserves                              (314)           (115)

      Net cash used in operations                 $  --           $  (1)

For the three months ended March 31, 1998 and 1997, the Corporate General
Partner believed it to be in the best interest of the Partnership to reserve an
additional $314,000 and $115,000, respectively, to fund continuing capital
improvement needs in order for the properties to remain competitive.

NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES

The Partnership has no employees and is dependent on the Corporate General
Partner and its affiliates for the management and administration of all
partnership activities. The Corporate General Partner is wholly-owned by
Insignia Properties Trust ("IPT"), an affiliate of Insignia Financial Group,
Inc. ("Insignia").  The Partnership Agreement provides for payments to
affiliates for services and as reimbursement of certain expenses incurred by
affiliates on behalf of the Partnership. Balances and other transactions with
affiliates of the Corporate General Partner in 1998 and 1997 are as follows:

                                                            Three Months Ended
                                                                 March 31,
                                                              1998      1997
                                                             (in thousands)

Property management fees (included in operating expenses)      $ 72     $ 67
Reimbursement for services of affiliates, including
 $5,000 of construction services reimbursements in 1997
 (included in investment properties, general and
 administrative, and operating expenses)                         32       30
Due to general partners (included in other liabilities)          58       58


From January 1, 1997, through August 31, 1997, the Partnership insured its
properties under a master policy through an agency affiliated with the Corporate
General Partner, with an insurer unaffiliated with the Corporate General
Partner.  An affiliate of the Corporate General Partner acquired, in the
acquisition of a business, certain financial obligations from an insurance
agency which was later acquired by the agent who placed the master policy. The
agent assumed the financial obligations to the affiliate of the Corporate
General Partner which received payments on these obligations from the agent. The
amount of the Partnership's insurance premiums that accrued to the benefit of
the affiliate of the Corporate General Partner by virtue of the agent's
obligations was not significant.

On September 26, 1997, an affiliate of the Corporate General Partner purchased
Lehman Brothers' Class "D" subordinated bonds of SASCO 1992-M1.  These bonds are
secured by 55 multi-family apartment mortgage loan pairs held in Trust,
including Parktown Townhouses, Raintree Apartments, and Signal Pointe Apartments
owed by the Partnership.

On March 17, 1998, Insignia entered into an agreement to merge its national
residential property management operations, and its controlling interest in IPT,
with Apartment Investment and Management Company ("AIMCO"), a publicly traded
real estate investment trust.  The closing, which is anticipated to happen in
the third quarter of 1998, is subject to customary conditions, including
government approvals and the approval of Insignia's shareholders.  If the
closing occurs, AIMCO will then control the Corporate General Partner of the
Partnership.

NOTE D - DISTRIBUTIONS TO PARTNERS

During the first quarter of 1998, the Partnership declared and paid a $750,000
cash distribution.  Of this amount, $248,000 was refinance proceeds from prior
years, $108,000 was sales proceeds from prior years, and $394,000 was from
operations.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The Partnership's investment properties consist of three apartment complexes.
The following table sets forth the average occupancy of the properties for the
three months ended March 31, 1998 and 1997:


                                                Average
                                               Occupancy
Property                                    1998        1997

Parktown Townhouses
   Deer Park, Texas                          95%         95%

Raintree Apartments
   Anderson, South Carolina                  90%         88%

Signal Pointe Apartments
   Winter Park, Florida                      96%         96%


The Partnership realized net income for the three months ended March 31, 1998,
of approximately $213,000 compared to approximately $82,000 for the
corresponding period of 1997.  The increase in net income is primarily
attributable to an increase in rental revenues and a decrease in operating
expenses.  Rental revenues increased primarily due to increased rental rates at
Parktown Townhouses and Signal Pointe Apartments and an increase in occupancy at
Raintree Apartments.  Occupancy remained stable at Parktown Townhouses and
Signal Pointe Apartments.  Operating expenses decreased primarily as a result of
fewer major repairs and maintenance items at all of the Partnership's investment
properties during 1998.  Included in operating expense for the three months
ended March 31, 1998, is approximately $7,000 of major repairs and maintenance
comprised primarily of exterior building improvements and parking lot repairs.
Included in operating expense for the three months ended March 31, 1997, is
approximately $86,000 of major repairs and maintenance comprised primarily of
gutter repairs, exterior painting and other exterior building improvements, most
of which was part of the rehabilitation project at Parktown Townhouses.

As part of the ongoing business plan of the Partnership, the Corporate General
Partner monitors the rental market environment at each of its investment
properties to assess the feasibility of increasing rents, maintaining or
increasing occupancy levels and protecting the Partnership from increases in
expense.  As part of this plan, the Corporate General Partner attempts to
protect the Partnership from the burden of inflation-related increases in
expenses by increasing rents and maintaining a high overall occupancy level.
However, due to changing market conditions which can result in the use of rental
concessions and rental reductions to offset softening market conditions, there
is no guarantee that the Corporate General Partner will be able to sustain this
plan.

At March 31, 1998, the Partnership held cash and cash equivalents of
approximately $1,565,000 compared to approximately $2,181,000 at March 31, 1997.
For the three months ended March 31, 1998, cash and cash equivalents decreased
approximately $428,000, compared to a decrease of approximately $41,000 for the
three months ended March 31, 1997.  Net cash provided by operating activities
increased primarily as a result of an increase in net income as previously
discussed.  Also contributing to the increase in net cash provided by operating
activities was a decrease in cash used for accounts payable and accrued taxes
related to the timing of payments.  Net cash used in investing activities
decreased primarily due to a reduction in property improvements and
replacements.  Net cash used in financing activities increased primarily due to
a distribution being paid to the partners in the first quarter of 1998.

The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the properties to adequately maintain the physical
assets and other operating needs of the Partnership.  Such assets are currently
thought to be sufficient for any near-term needs of the Partnership.  The
mortgage indebtedness of approximately $8,498,000, net of discount, is amortized
over 257 months.  In addition, the mortgage notes require balloon payments on
November 15, 2002, at which time the individual properties will either be sold
or refinanced.  Cash distributions of $750,000 were paid during the three months
ended March 31, 1998.  Future cash distributions will depend on the levels of
net cash generated from operations, refinancings, property sales and the
availability of cash reserves.

Year 2000

The Partnership is dependent upon the Corporate General Partner and Insignia for
management and administrative services.  Insignia has completed an assessment
and will have to modify or replace portions of its software so that its computer
systems will function properly with respect to dates in the year 2000 and
thereafter (the "Year 2000 Issue").  The project is estimated to be completed no
later than December 31, 1998, which is prior to any anticipated impact on its
operating systems.  The Corporate General Partner believes that with
modifications to existing software and conversions to new software, the Year
2000 Issue will not pose significant operational problems for its computer
systems. However, if such modifications and conversions are not made, or are not
completed timely, the Year 2000 Issue could have a material impact on the
operations of the Partnership.

Other

Certain items discussed in this quarterly report may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 (the "Reform Act") and as such may involve known and unknown risks,
uncertainties and other factors which   may cause the actual results,
performance or achievements of the Partnership to be materially different from
any future results, performance or achievements expressed or implied by such
forward-looking statements.  Such forward-looking statements speak only as of
the date of this quarterly report.  The Partnership expressly disclaims any
obligation or undertaking to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change in the
Partnership's expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based.



                          PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

In March 1998, several putative unit holders of limited partnership units of the
Partnership commenced an action entitled ROSALIE NUANES, ET AL. V. INSIGNIA
FINANCIAL GROUP, INC., ET AL. in the Superior Court of the State of California
for the County of San Mateo.  The plaintiffs named as defendants, among others,
the Partnership, the Corporate General Partner and several of their affiliated
partnerships and corporate entities.  The complaint purports to assert claims on
behalf of a class of limited partners and derivatively on behalf of a number of
limited partnerships (including the Partnership) which are named as nominal
defendants, challenging the acquisition by Insignia and its affiliates of
interests in certain general partner entities, past tender offers by Insignia
affiliates as well as a recently announced agreement between Insignia and
Apartment Investment and Management Company.  The complaint seeks monetary
damages and equitable relief, including judicial dissolution of the Partnership.
The Corporate General Partner was only recently served with the complaint which
it believes to be without merit, and intends to vigorously defend the action.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

       a)   Exhibits:

            Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
            report.

       b)   Reports on Form 8-K:

            None filed during the quarter ended March 31, 1998.


                                   SIGNATURES



 In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



                             SHELTER PROPERTIES II LIMITED PARTNERSHIP

                             By: Shelter Realty II Corporation
                                 Corporate General Partner

                             By: /s/ William H. Jarrard, Jr.
                                 William H. Jarrard, Jr.
                                 President and Director

                             By: /s/ Ronald Uretta      
                                 Ronald Uretta
                                 Vice President and Treasurer

                             Date: April 29, 1998