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


                                   FORM 10-K

   (Mark One)

             ANNUAL REPORT PURSUANT TO SECTION 13  OR 15(d) OF THE  SECURITIESx
             EXCHANGE ACT OF 1934 [FEE REQUIRED]

               For the fiscal year ended       December 31, 1997


                                       OR

             TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
             SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

               For the transition period from                   to


               Commission file number                0-16817

                    Krupp Insured Plus-II Limited Partnership
             (Exact name of registrant as specified in its charter)

          Massachusetts                                        04-2955007
   (State or other jurisdiction of                       (IRS  Employer
   incorporation or organization)                       Identification No.)

   470 Atlantic Avenue, Boston, Massachusetts               02210
   (Address of principal executive offices)              (Zip Code)

   (Registrant's telephone number, including area code)   (617) 423-2233

   Securities registered pursuant to Section 12(b) of the Act:  None

   Securities  registered  pursuant to  Section 12(g)  of the  Act:   Units of
   Depositary Receipts representing Units of Limited Partner Interests

   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


   Indicate by check mark if disclosure of delinquent filers  pursuant to Item
   405 of Regulation S-K is  not contained herein, and will  not be contained,
   to the best of registrant's knowledge,  in definitive proxy or  information
   statements incorporated  by reference in Part III of this  Form 10-K or any
   amendment to this Form 10-K. [ ].

   Aggregate market  value of voting securities  held by  non-affiliates:  Not
   applicable, as securities are non-voting.

   Documents incorporated by reference: See Part IV, Item 14

   The exhibit index is located on pages 8-12.






                                      PART I

      This form 10-K contains forward-looking statements within the meaning of
   Section 27A of the Securities Act of 1933 and Section 21e of the Securities
   Exchange Act  of 1934.  Actual  results could differ materially  from those
   projected  in the forward-looking  statements as  a result  of a  number of
   factors, including those identified herein.


   ITEM 1.    BUSINESS

      Krupp  Insured  Plus-II Limited  Partnership  (the  "Partnership") is  a
   Massachusetts limited  partnership which  was formed  on October  29, 1986.
   The Partnership raised approximately $292 million through a public offering
   of  limited partner  interests  evidenced by  units of  depositary receipts
   ("Units")   and  used   the  investable   proceeds  primarily   to  acquire
   participating  insured  mortgages ("PIMs")  and  mortgage-backed securities
   ("MBS").    The Partnership  considers  itself to  be  engaged only  in the
   industry segment of investment in mortgages.

      The  Partnership's  investments  in  PIMs  on  multi-family  residential
   properties consist of a MBS or an  insured mortgage loan (collectively, the
   "insured  mortgage")  guaranteed  or  insured  as to  principal  and  basic
   interest.  These insured  mortgages were issued  or originated under or  in
   connection with  the  housing programs  of  the Federal  National  Mortgage
   Association ("FNMA"), the Government National Mortgage Association ("GNMA")
   or the Department  of Housing and Urban Development ("HUD").   PIMs provide
   the  Partnership with monthly payments  of principal and  interest and also
   provide  for Partnership participation in the current revenue stream and in
   residual value, if any, from a  sale or other realization of the underlying
   property.  The borrower conveys these  rights to the Partnership through  a
   subordinated promissory note and mortgage.   The participation features are
   neither insured nor guaranteed.

      The Partnership  also acquired MBS and  insured mortgages collateralized
   by single-family  or multi-family  mortgage loans  issued or  originated by
   GNMA,  FNMA, HUD or the  Federal Home Loan  Mortgage Corporation ("FHLMC").
   FNMA  and FHLMC guarantee the principal and  basic interest of the FNMA and
   FHLMC MBS, respectively.   GNMA guarantees the timely payment  of principal
   and  interest on  its  MBS,  and  HUD insures  the  pooled  mortgage  loans
   underlying the GNMA MBS and its own direct mortgage loans.

      Although  the Partnership will terminate no later than December 31, 2026
   it is expected that the value of the PIMs generally will be realized by the
   Partnership through repayment or sale as  early as ten years from the dates
   of the  closings  of the  permanent  loans and  that  the Partnership  will
   realize the  value of all of  its other investments within  that time frame
   thereby resulting in a  dissolution of the Partnership significantly  prior
   to December 31, 2026.

      The Partnership's investments are not expected to be subject to seasonal
   fluctuations.   Any ultimate  realization of the  participation features of
   the PIMs are  subject to similar risks  associated with equity  real estate
   investments, including:  reliance on  the owner's operating skills, ability
   to  maintain occupancy  levels,  control operating  expenses, maintain  the
   properties  and provide  adequate  insurance coverage;  adverse changes  in
   general  economic  conditions, adverse  local  conditions,  and changes  in
   governmental regulations, real estate  zoning laws, or tax laws;  and other
   circumstances over which the Partnership may have little or no control.

      The  requirements   for  compliance   with  federal,  state   and  local
   regulations  to date  have not had  an adverse effect  on the Partnership's
   operations, and no adverse effect is anticipated in the future.

      As  of December 31,  1997, there were no  personnel directly employed by
   the Partnership.


                                       -4-





   ITEM 2.    PROPERTIES

      None

   ITEM 3.    LEGAL PROCEEDINGS

      There are no material pending legal proceedings to which the Partnership
   is a party or to which any of its investments is the subject.

   ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      None.

                                     PART II

   ITEM 5.    MARKET  FOR   THE   REGISTRANT'S  COMMON   EQUITY  AND   RELATED
              STOCKHOLDER MATTERS

      There currently is no established trading market for the Units.
      The number  of  investors holding  Units  as of  December  31, 1997  was
   approximately  15,000.   One of  the objectives  of  the Partnership  is to
   provide quarterly distributions of cash flows generated by  its investments
   in  mortgages.   The  Partnership anticipates  that future  operations will
   continue to generate  cash available for distribution.   Adjustments may be
   made to the distribution rate in  the future due to realization and  payout
   of the existing mortgages.
      The Partnership made the following distributions, to its Partners during
   the two years ended December 31, 1997 and 1996:

<TABLE>
<CAPTION>
                                                 1997                   1996
                                           Amount    Per Unit     Amount    Per Unit

          <S>
          Distributions:
              <S>                       <C>           <C>      <C>           <C>
              Limited Partners          $16,414,173   $1.12    $16,414,171   $1.12
              General Partners              436,626                432,214
                                        $16,850,799            $16,846,385

          Special Distributions:
              Limited Partners           24,767,815   $1.69    $     -         -

          Total Distributions           $41,618,614            $16,846,385
</TABLE>

   ITEM 6.  SELECTED FINANCIAL DATA

      The following table sets forth  selected financial information regarding
   the  Partnership's  financial   position  and  operating  results.     This
   information should be read in conjunction with Management's Discussion  and
   Analysis  of  Financial  Condition  and  Results   of  Operations  and  the
   Financial  Statements and Supplementary Data,  which are included in Item 7
   and Item 8, (Appendix A) of this report, respectively.








                                       -5-




<TABLE>
<CAPTION>
                                  1997            1996         1995          1994         1993


     <S>                      <C>            <C>           <C>           <C>          <C>
     Total revenues           $ 16,672,558   $ 15,855,280  $ 16,366,468  $ 18,874,538 $ 19,209,240

     Net income                 12,972,600     12,331,212    12,656,200    14,147,772   14,525,508

     Net income allocated to:

       Limited Partners         12,583,422     11,961,276    12,276,514    13,723,339   14,089,743
       Average per Unit                .86            .82           .84           .94          .96

       General Partners            389,178        369,936       379,686       424,433      435,765

       Total assets at
        December 31            180,126,977    207,552,419   212,789,466   215,697,082  241,054,891

     Distributions to:
       Limited Partners         16,414,173     16,414,171    16,414,173    21,738,336   23,432,667
        Average per Unit              1.12           1.12          1.12          1.48     1.60

        Special                 24,767,815           -            -        17,293,504    2,637,993
        Average per Unit              1.69           -            -              1.18          .18

       General Partners            436,626         432,214      430,359       476,952      472,189

</TABLE>



   ITEM 7.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF  FINANCIAL CONDITION AND
              RESULTS OF OPERATIONS

      Management s Discussion and Analysis of Financial Condition and  Results
   of  Operations   contains   forward-looking  statements   including   those
   concerning  Management s  expectations   regarding  the  future   financial
   performance  and future  events.  These forward-looking statements  involve
   significant  risk  and  uncertainties,  including those  described  herein.
   Actual  results  may  differ  materially  from those  anticipated  by  such
   forward-looking statements.

   Liquidity and Capital Resources

       The  most  significant  demands  on  the  Partnership's  liquidity  are
   regular  quarterly distributions  paid to  investors of  approximately $4.1
   million.  Funds used for investor distributions are generated from interest
   income received on the  PIMs, MBS, cash and short-term investments, and the
   principal collections received on the PIMs  and MBS.  The Partnership funds
   a  portion of  the  distribution from  principal  collections, causing  the
   capital resources of the Partnership to continually decrease.  As  a result
   of this  decrease, the  total cash  inflows  to the  Partnership will  also
   decrease,  which  will result  in  periodic  downward  adjustments  to  the
   distributions paid to investors.

       The  General Partners  periodically  review  the distribution  rate  to
   determine whether an adjustment to the distribution rate is necessary based
   on projected  future cash flows.   In general, the General  Partners try to
   set  a distribution rate that provides for level quarterly distributions of
   cash available  for distribution.   To the  extent quarterly  distributions
   differ from the cash  available for distribution, the General  Partners may
   adjust  the  distribution  rate  or  distribute  funds  through  a  special
   distribution.

       The General  Partners believe the Partnership can  maintain the current
   distribution  rate for  the near  future.   However,  in the  event of  PIM
   prepayments, the Partnership  would be required to  distribute any proceeds
   from  the prepayments  as  a  special  distribution,  which  may  cause  an
   adjustment  to the distribution rate to reflect the anticipated future cash
   inflows from the remaining mortgage investments.

   During 1997,  the Partnership received six  prepayments; three multi-family
   MBS  in the amounts of $2,318,901, $2,425,094 and $2,824,583 and three PIMs
   in  the  amounts of  $9,935,167,  $2,520,805 and  $4,161,080  from Lakeside
   Apartments,   Colonial   Apartments   and  Pine   Ridge   Apartments  PIMs,
   respectively.   In addition, the  Partnership also collected  either Shared
   Appreciation Interest or  prepayment   penalty and  Shared Interest  Income
   related   to  the   PIM   prepayments  totaling   $602,856  and   $450,216,
   respectively.

       In June 1997, the Lakeside Apartments  PIM was repaid when the borrower
   refinanced the property.  In addition to the outstanding balance due on the
   first   mortgage,  the  Partnership   received  approximately  $570,000  of
   additional  interest  from  property  operations  $471,000  and  a  $99,000
   prepayment  penalty.    In  June  1997,  the  Partnership  made  a  special
   distribution  of  $.71  per Limited  Partner  interest  resulting from  the
   repayment of the Lakeside Apartments PIM.

       In October 1997,  the Colonial Park Apartments PIM  was repaid when the
   borrower refinanced the property.   In addition to the  outstanding balance
   due  on  the  first  mortgage,  the  Partnership received  approximately  a
   prepayment penalty $25,000 and  $14,000 of Shared Income Interest.   During
   November  1997, the Partnership combined  two of the  three MBS prepayments
   and the Colonial Park prepayment and made a special distribution of $.50 to
   the Limited Partners.

       In  November 1997,  the Pine  Ridge Apartments  PIM was  repaid by  the
   borrower.    In  addition to  the  outstanding  balance  due  on the  first
   mortgage,  the  Partnership  received  approximately  $243,000  of   Shared
   Appreciation Interest  and  $284,000 of  Shared  Income Interest.    During
   December 1997,  the Partnership combined the remaining  MBS prepayment with
   the Pine  Ridge PIM prepayment and  made a special distribution  of $.48 to
   the Limited Partners.

       During 1997, the  owner of  Lily Flagg began  positioning the  property
   for  a 1998  sale  or refinancing,  and  for marketing  purposes  asked the
   General  Partner to permit a  prepayment of the  PIM participation feature.
   The   General  Partner  agreed  to  accept  $437,963  for  payment  of  all
   participation interest earned through the third quarter  1997 and converted
   the  Partnership's investment  into a multi-family  insured mortgage.   The
   General Partner expects this loan as well as a number of other PIMs will be
   prepaid in 1998 as owner sell or refinance their properties.
                                       -7-





       During  the  first  quarter  of  1998,  the  Partnership  received  the
   principal  repayments  of  the  Fallwood,  Greenbriar  and  Westbrook  PIMs
   totaling  $13,543,399 when the owner of all three properties refinanced his
   properties' debt.   The Partnership received all  unpaid Minimum Additional
   Interest  and Shared  Income  Interest owed  on  all three  deals  totaling
   $619,893  as well as Shared  Appreciation Interest totaling  $281,376.  The
   Partnership  will   distribute  the  capital  proceeds   from  these  three
   transactions to investors through a special distribution in March of 1998.

       The General Partners are closely  monitoring the bankruptcy proceedings
   of the  borrower of the Greenhouse Apartments PIM.   Upon resolution of the
   bankruptcy, the Partnership will  receive the outstanding principal of  the
   Greenhouse Apartments PIM either as a prepayment or an insurance claim  and
   then distribute these proceeds to investors as a special distribution.  The
   General  Partners do  not anticipate  receiving any  participation interest
   income from this PIM.

       For the first five years of the  PIMs the borrowers are prohibited from
   prepaying.  For the second  five years, the borrowers can prepay  the loans
   and pay the greater of a  prepayment penalty or all participation  interest
   that would be due as of the date of prepayment.  The participation features
   of the PIMs  are neither insured nor guaranteed and if  prepayment of a PIM
   results  from  an insurance  claim the  Partnership  would not  receive any
   prepayment penalty nor any participation interest.  The Partnership has the
   option to call certain PIMs by accelerating their maturity if the loans are
   not prepaid by  the tenth  year after permanent  funding.  The  Partnership
   will determine  the merits of  exercising the call  option for each  PIM as
   economic conditions warrant.  Factors  such as the condition of the  asset,
   local market  conditions, interest rates and available  financing will have
   an impact on this decision.

                                                  -8-


   Assessment of Credit Risk

       The Partnership's  investments in mortgages  are guaranteed  or insured
   by  the  Government National  Mortgage  Association  ( GNMA ), the  Federal
   National  Mortgage Association  ( FNMA ),  the Federal  Home Loan  Mortgage
   Corporation  ( FHLMC ) or the United States Department of Housing and Urban
   Development ( HUD ) and therefore the certainty of their cash flows and the
   risk   of  material   loss  of   the  amounts   invested  depends   on  the
   creditworthiness of these entities.

       FNMA  is a  federally  chartered  private corporation  that  guarantees
   obligations  originated under its programs.  FHLMC is a federally chartered
   corporation that  guarantees obligations originated under  its programs and
   is  wholly-owned by the twelve Federal  Home Loan Banks.  These obligations
   are  not guaranteed by  the U.S. Government  or the Federal  Home Loan Bank
   Board.   GNMA guarantees the timely payment of principal and basic interest
   on  the securities it issues, which represents interest in pooled mortgages
   insured  by  HUD.   Obligations  insured  by HUD,  an  agency  of the  U.S.
   Government, are backed by the full faith and credit of the U.S. Government.

   Operations

       The following  discussion relates to  the operation of  the Partnership
   during the years ended December 31, 1997, 1996 and 1995.

<TABLE>
<CAPTION>
                                                          (Amounts in thousands)
                                                    1997          1996         1995
              <S>
              Interest income on PIMs:
                <S>                               <C>           <C>           <C>
                Base interest                     $11,090       $12,070       $12,198
                Participation interest income       1,816            32           250
              Interest income on MBS
               and insured mortgages                3,099         3,366         3,573
              Other interest income                   668           387           346
              Partnership expenses                 (1,793)       (1,778)       (1,964)
              Amortization of prepaid fees and
               expenses                            (1,907)       (1,746)       (1,747)

                  Net Income                      $12,973       $12,331       $12,656
</TABLE>

       Net income increased during  1997 as compared to 1996  by approximately
   $642,000.   This increase was primarily due to higher participation income,
   offset partially by  lower base  interest and  higher amortization  expense
   directly  related to  the prepayments  of the  Lakeside, Colonial  and Pine
   Ridge   Apartment  PIMs.  Base   interest  income  on   PIMs  decreased  by
   approximately  $980,000  in  1997  as  compared  to 1996  as  a  result  of
   prepayments on three PIMs and a general reduction in the invested assets in
   the  Partnership   attributed  to   the  receipt  of   principal  payments.
   Subsequently, special  distributions were  made from the  Partnership using
   the prepayment  proceeds. An increase  in participation interest  income of
   $1,784,000 was primarily a result of receiving Shared Appreciation Interest
   and prepayment penalities totaling  $603,000 and Shared Income  Interest of
   $507,000 from the prepayments of the Lakeside, Colonial Park and Pine Ridge
   Apartments  PIMs and Shared Income  Interest of $706,000  from seven of the
   Partnership s  PIMs. Interest income on  MBS and insured mortgages declined
   approximately   $267,000  due  to  principal  collections  and  prepayments
   reducing the outstanding  MBS portfolio.  Interest income on  MBS and  base
   interest income on PIMs  will continue to decline as  principal collections
   reduce  the outstanding balance of  these investments.   As the Partnership
   distributes  principal collections  on MBS  and PIMs  through  quarterly or
   special distributions, the invested assets  of the Partnership will decline
   which should result in a continuing decline in interest income.

       Net income decreased slightly in 1996 as compared to 1995 due primarily
   to lower  PIM  base  interest  and  MBS interest  income  offset  by  lower
   Partnership expenses.   The Partnership  funds a  portion of  distributions
   with  MBS and PIM principal  collections which reduces  the invested assets
   generating interest income for the Partnership.  As invested assets decline
   so  will  interest  income  on  MBS  and  base  interest  income  on  PIMs.
   Partnership  expenses  declined due  to  lower  general and  administrative
   expenses and a reduction in reimbursements paid to affiliates in connection
   with maintaining  the books and records  of the Partnership as  well as the
   preparation and mailing of investor communications.



   ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

       See Appendix A to this report.



   ITEM 9.    CHANGES IN AND DISAGREEMENTS  WITH ACCOUNTANTS ON ACCOUNTING AND
              FINANCIAL DISCLOSURE

      None.

                                     PART III

   ITEM 10.   DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

      The  Partnership has no directors or executive officers.  Information as
   to the directors and executive officers  of Krupp Plus Corporation which is
   a General Partner of the Partnership and is the general partner of Mortgage
   Services Partners Limited  Partnership, which is the other  General Partner
   of the Partnership, is as follows:

                                  Position with
   Name and Age                   Krupp Plus Corporation

   Douglas Krupp (51)             President, Co-Chairman of the Board and
                                  Director
   George Krupp (53)              Co-Chairman of the Board and Director
   Peter F. Donovan (44)          Senior Vice President
   Robert A. Barrows (40)         Vice President and Treasurer

      Douglas Krupp and George  Krupp are Co-Founders of The  Berkshire Group.
   Established in 1969 as the Krupp Companies and headquartered in Boston, the
   Berkshire  Group  is  a privately  held  real  estate-based  firm that  has
   expanded  over the years within its areas of expertise including investment
   program sponsorship,  property and  asset management, mortgage  banking and
   healthcare  facility management.  The  Berkshire Group s  interests include
   ownership  of  a  mortgage  company  specializing  in  commercial  mortgage
   financing with a portfolio of approximately $4.5 billion.  In addition, The
   Berkshire Group has a majority ownership interest  in Harborside Healthcare
   (NYSE-HBR),  a  long-term  and  subacute  care  company  and  a significant
   ownership  interest in  Berkshire Realty  Company, Inc. (NYSE-BRI),  a real
   estate investment trust specializing in apartment investments.

      Douglas Krupp  is a graduate of Bryant College.   In 1989 he received an
   honorary Doctor of Science in Business Administration from this institution
   and was elected trustee in 1990. Douglas Krupp is Chairman of The Berkshire
   Group,  Chairman  of the  Board and  a  Director of  both  Berkshire Realty
   Company, Inc. and Harborside Healthcare.  Mr. Krupp also serves as Chairman
   of the  Board and Trustee of  both Krupp Government Income  Trust and Krupp
   Government Income Trust II.

      George Krupp received his undergraduate education from the University of
   Pennsylvania and Harvard University Extension  School and holds a  Master s
   Degree in History from Brown University.

      Peter  F.  Donovan is  Chief  Executive  Officer  of Berkshire  Mortgage
   Finance  and oversees the strategic  growth plans of  this mortgage banking
   firm which is the  12th largest in the United States based on servicing and
   asset management of a $4.4 billion loan portfolio.  Previously he served as
   President  of  Berkshire  Mortgage  Finance and  directed  the  production,
   underwriting and  servicing and  asset management  activities of  the firm.
   Prior to that, he  was Senior Vice President of  Berkshire Mortgage Finance
   and was responsible  for all participating  mortgage originations.   Before
   joining the firm in 1984, he was Second Vice President, Real Estate Finance
   for Continental Illinois  National Bank &  Trust, where  he managed a  $300
   million construction loan portfolio of commercial  properties.  Mr. Donovan
   received a B.A. from Trinity College and an M.B.A. degree from Northwestern
   University.

      Robert A. Barrows is  Senior Vice President and Chief  Financial Officer
   of  Berkshire Mortgage  Finance.   Mr. Barrows  has held  several positions
   within  The  Berkshire Group  since  joining the  company  in  1983 and  is
   currently  responsible  for   accounting,  financial  reporting,  treasury,
   management information systems and loan closing and servicing for Berkshire
   Mortgage Finance.   Prior to joining  The Berkshire Group, he  was an audit
   supervisor  for Coopers & Lybrand   L.L.P. in  Boston.  He  received a B.S.
   degree from Boston College and is a Certified Public Accountant.


   ITEM 11. EXECUTIVE COMPENSATION

      The Partnership has no directors or executive officers.

   ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

      As of December 31, 1997, no person owned of record or was known by the
   General  Partners to  own beneficially  more than  5% of  the Partnership's
   14,655,412 outstanding Units.  The only interests held by management or its
   affiliates  consist of its  General Partner  and Corporate  Limited Partner
   Interests.

   ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      Information required  under  this Item  is contained  in Note  F to  the
   Partnership's Notes To Financial Statements presented in Appendix A to this
   report.

                                     PART IV

   ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

                                       -11-






   (a)1.  Financial  Statements  -  see  Index  to  Financial  Statements  and
          Schedule included under Item 8, Appendix A, page F-2 to this report.

          2.   Financial  Statement   Schedule  -  see   Index  to   Financial
               Statements and Schedule included under Item 8, Appendix A, page
               F-2 to this report.   All other  schedules are omitted as  they
               are not applicable, not required or the information is provided
               in the Financial Statements or the Notes thereto.

   (b)    Exhibits:

          Number and Description
          Under Regulation S-K

          The following  reflects all applicable Exhibits  required under Item
          601 of Regulation S-K:

          (4)  Instruments defining  the rights of  security holders including
               indentures:

               (4.1)        Amended   and   Restated   Agreement  of   Limited
                            Partnership dated as of May 29, 1987 [Exhibit A to
                            Prospectus  included  in Post  Effective Amendment
                            No.  1 of  Registrant's Registration  Statement on
                            Form  S-11  dated  June  18, 1987  (File  No.  33-
                            9889)].*


               (4.2)        Second   Amendment   to   Agreement   of   Limited
                            Partnership dated as of June 17, 1987 [Exhibit 4.6
                            in Post Effective Amendment  No. l of Registrant's
                            Registration Statement on Form S-11 dated June 18,
                            1987 (File No. 33-9889)].*

               (4.3)        Subscription Agreement whereby a subscriber agrees
                            to purchase Units and adopts the provisions of the
                            Amended   and   Restated   Agreement  of   Limited
                            Partnership [Exhibit  D to Prospectus  included in
                            Post Effective  Amendment  No. 1  of  Registrant's
                            Registration Statement on Form S-11 dated June 18,
                            1987 (File No. 33-9889)].*

               (4.4)        Copy of Amended Certificate of Limited Partnership
                            filed with the Massachusetts Secretary of State on
                            April 28, 1987.   [Exhibit 4.4 in  Amendment No. 1
                            of  Registrant's Registration Statement on Form S-
                            11 dated May 14, 1987 (File No. 33-9889)].*

          (10) Material Contracts:

               (10.1)       Form  of  agreement  between  the  Partnership and
                            Krupp  Mortgage Corporation.    [Exhibit  10.3  in
                            Amendment  No.  1  of   Registrant's  Registration
                            Statement on  Form S-11  dated May 14,  1987 (File
                            No. 33-9889)].*

               Westbrook Manor Apartments

               (10.2)       Prospectus   for  GNMA   Pool  No.   256059  (PL).
                            [Exhibit 19.6 to Registrant's Report on Form  10-Q
                            for the quarter  ended June 30, 1988  (File No. 0-
                            16817)].*

               (10.3)       Subordinated Multi-Family Deed of Trust (including
                            Subordinated Promissory Note) dated April 19, 1988
                            between Wiston XXIII Limited Partnership and Krupp
                            Insured Plus-II Limited Partnership. [Exhibit 19.7
                            to  Registrant's  Report  on  Form  10-Q  for  the
                            quarter ended June 30, 1988 (File No. 0-16817)].*

               Le Coeur du Monde Apartments

               (10.4)       Prospectus  for GNMA  Pools  No.  257721 (CS)  and
                            257722 (PN). [Exhibit 19.10 to Registrant's Report
                            on Form 10-Q  for the quarter ended  June 30, 1988
                            (File No. 0-16817)].*

               (10.5)       Subordinated Multi-Family Open-End  Deed of  Trust
                            (including Subordinated Promissory Note) dated May
                            11,  1988  between  Le   Coeur  du  Monde  Limited
                            Partnership  and  Krupp  Insured  Plus-II  Limited
                            Partnership. [Exhibit 19.11 to Registrant's Report
                            on  Form 10-Q for the  quarter ended June 30, 1988
                            (File No. 0-16817)].*

               Harbor House Apartments

               (10.6)       Prospectus  for GNMA  Pools  No. 257723  (CS)  and
                            257724 (PN). [Exhibit 19.12 to Registrant's Report
                            on  Form 10-Q for the quarter  ended June 30, 1988
                            (File No. 0-16817)].*

               (10.7)       Subordinated   Multi-family  Mortgage   (including
                            Subordinated  Promissory Note) dated  May 11, 1988
                            between  Harbor  House  Apartment   Homes  Limited
                            Partnership  and  Krupp  Insured  Plus-II  Limited
                            Partnership. [Exhibit 19.13 to Registrant's Report
                            on Form 10-Q for  the quarter ended June  30, 1988
                            (File No. 0-16817)].*

               Fallwood Apartments

               (10.8)       Prospectus   for  GNMA   Pool  No.   260300  (PL).
                            [Exhibit 19.14 to Registrant's Report on Form 10-Q
                            for the quarter ended September 30, 1988 (File No.
                            0-16817)].*

               (10.9)       Multifamily   Mortgage   (including   Subordinated
                            Promissory  Note)  dated  June  23,  1988  between
                            Wiston XVIII Limited Partnership and Krupp Insured
                            Plus-II  Limited  Partnership.  [Exhibit 19.15  to
                            Registrant's Report on  Form 10-Q for the  quarter
                            ended September 30, 1988 (File No. 0-16817)].*


                                       -13-




               Greenbrier Apartments

               (10.10)      Prospectus   for  GNMA   Pool  No.   260301  (PL).
                            [Exhibit 19.16 to Registrant's Report on Form 10-Q
                            for the quarter ended September 30, 1988 (File No.
                            0-16817)].*


               (10.11)      Multifamily   Mortgage   (including   Subordinated
                            Promissory  Note)  dated August  16,  1988 between
                            Wiston XVI  Limited Partnership and  Krupp Insured
                            Plus-II Limited Partnership.          [Exhibit
                            19.17 to Registrant's Report  on Form 10-Q for the
                            quarter ended  September  30, 1988  (File  No.  0-
                            16817)].*

               Country Meadows Apartments

               (10.12)      Prospectus  for  GNMA Pools  No.  260733  (CL) and
                            260734  (PN).    [Exhibit  19.18  to  Registrant's
                            Report   on  Form  10-Q   for  the  quarter  ended
                            September 30, 1988 (File No. 0-16817)].*

               (10.13)      Subordinated Multifamily Deed of  Trust (including
                            Subordinated  Promissory Note) dated June 15, 1988
                            between  Country  Meadows Limited  Partnership and
                            Krupp   Insured   Plus-II   Limited   Partnership.
                            [Exhibit 19.19 to Registrant's Report on Form 10-Q
                            for the quarter ended September 30, 1988 (File No.
                            0-16817)].*

               Denrich Apartments

               (10.14)      Prospectus   for  GNMA   Pool  No.   267075  (PL).
                            [Exhibit 10.29 to Registrant's Report on Form 10-K
                            for the year ended December 31, 1988  (File No. 0-
                            16817)].*

               (10.15)      Subordinated   Multifamily   Mortgage   (including
                            Subordinated  Promissory  Note) dated  November 3,
                            1988 between  Arthur J. Stagnaro and Krupp Insured
                            Plus-II  Limited Partnership.   [Exhibit  10.30 to
                            Registrant's  Report on  Form  10-K  for the  year
                            ended December 31, 1988 (File No. 0-16817)].*

               (10.16)      Modification Agreement dated June 28, 1995 between
                            Arthur  J.  Stagnaro  and  Krupp  Insured  Plus-II
                            Limited Partnership [Exhibit 10.1  to Registrant's
                            Report on Form 10-Q for the quarter ended June 30,
                            1995 (File No. 0-16817)].*

               The Greenhouse

               (10.17)      Prospectus  for  GNMA  Pools  No.  259233(CS)  and
                            259234(PN) [Exhibit 19.1 to Registrant's Report on
                            Form  10-Q for  the quarter  ended March  31, 1989
                            (File No. 0-16817)].*

               (10.18)      Subordinated Multifamily Deed of  Trust (including
                            Subordinated  Promissory  Note)  dated January  5,
                            1989 between Farnam Associates Limited Partnership
                            and  Krupp  Insured  Plus-II Limited  Partnership.
                            [Exhibit 19.2 to Registrant's Report on  Form 10-Q
                            for the quarter ended March  31, 1989 (File No. 0-
                            16817)].*

               Walden Village Apartments

               (10.19)      Subordinated    Multifamily    Open-End   Mortgage
                            (including  Subordinated  Promissory  Note)  dated
                            February  23,  1989  between  The  Walden  Village
                            Limited  Partnership  and  Krupp  Insured  Plus-II
                            Limited   Partnership.       [Exhibit   19.3    to
                            Registrant's Report on  Form 10-Q for  the quarter
                            ended March 31, 1989 (File No. 0-16817)].*

               (10.20)      Participation  Agreement  dated February  23, 1989
                            between The Centralbanc Mortgage Company and Krupp
                            Insured  Plus-II  Limited  Partnership.   [Exhibit
                            19.4 to  Registrant's Report on Form  10-Q for the
                            quarter ended March 31, 1989 (File No. 0-16817)].*

               Longwood Villas Apartments

               (10.21)      Prospectus for GNMA Pool No. 272539(PL).  [Exhibit
                            19.7 to  Registrant's Report on Form  10-Q for the
                            quarter ended June 30, 1989 (File No. 0-16817)].*


               (10.22)      Subordinated   Multifamily   Mortgage   (including
                            Subordinated Promissory Note) dated March 29, 1989
                            between Daniel Properties  XI Limited  Partnership
                            and  Krupp  Insured  Plus-II Limited  Partnership.
                            [Exhibit 19.8 to Registrant's  Report on Form 10-Q
                            for the quarter  ended June 30, 1989  (File No. 0-
                            16817)].*

               (10.23)      Guaranty  Agreement dated  April 19,  1994 between
                            SCA-Florida  Holdings  (I) Incorporated  and Krupp
                            Insured  Plus-II   Limited  Partnership.  [Exhibit
                            10.29 to Registrant's Report  on Form 10-K for the
                            year ended December 31, 1994 (File No. 0-16317)]*

               (10.24)      Agreement of Release, Assumption  and Modification
                            of Subordinated Promissory  Note and  Subordinated
                            Mortgage by and among Daniel Properties XI Limited
                            Partnership, SCA-Florida Holdings (I) Incorporated
                            and  Krupp  Insured  Plus-II Limited  Partnership.
                            [Exhibit 10.30 to Registrant's Report on Form 10-K
                            for the year ended December 31, 1994  (File No. 0-
                            16817)].*

                                       -15-




               Lily Flagg Station

               (10.25)      Prospectus for GNMA Pool  No 272540(PL).  [Exhibit
                            19.9 to  Registrant's Report on Form  10-Q for the
                            quarter ended June 30, 1989 (File No. 0-16817)].*

               Richmond Park Apartments

               (10.26)      Prospectus for GNMA Pool No. 260865 (PL)  [Exhibit
                            1 to Registrant's Report  on Form 8-K dated August
                            30, 1989 (File No. 0-16817)].*

               (10.27)      Subordinated   Multifamily   Open-Ended   Mortgage
                            (including  Subordinated  Promissory  Note)  dated
                            July  14,  1989  between  Carl  Milstein, Trustee,
                            Irwin Obstgarten, Al Simon and Krupp Insured Plus-
                            II   Limited   Partnership.      [Exhibit   2   to
                            Registrant's Report on  Form 8-K dated  August 30,
                            1989 (File No. 0-16817)]*

               (10.28)      Participation  Agreement  dated   July  31,   1989
                            between Krupp Insured Mortgage Limited Partnership
                            and  Krupp  Insured  Plus-II Limited  Partnership.
                            [Exhibit  3 to  Registrant's  Report  on Form  8-K
                            dated August 30, 1989 (File No. 0-16817)].*

               Saratoga Apartments

               (10.29)      Prospectus for GNMA Pool  No. 280643 (Pl) [Exhibit
                            4 to Registrant's Report  on Form 8-K dated August
                            30, 1989 (File No. 0-16817)].*

               (10.30)      Subordinated   Multifamily   Mortgage   (including
                            Subordinated  Promissory Note) dated July 27, 1989
                            between American  National Bank and  Trust Company
                            of Chicago, as Trustee  and Krupp Insured Mortgage
                            Limited Partnership.   [Exhibit 5 to  Registrant's
                            Report on Form 8-K dated August 30, 1989 (File No.
                            0-16817)].*

               (10.31)      Participation  Agreement  dated   July  31,   1989
                            between Krupp Insured Plus-II  Limited Partnership
                            and  Krupp  Insured Mortgage  Limited Partnership.
                            [Exhibit  6 to  Registrant's  Report on  Form  8-K
                            dated August 30, 1989 (File No. 0-16817)].*

               Carlyle Court

               (10.32)      Prospectus  for FNMA  Pool No.  MX-073004 [Exhibit
                            10.50 to  Registrant's Annual Report on  Form 10-K
                            for the fiscal year  ended December 31, 1989 (file
                            No. 0-16817)].*

               (10.33)      Subordinated   Multifamily   Mortgage   (including
                            Subordinated Promissory Note) dated  September 26,
                            1989 between  Carlyle-XI, L.P. an  Indiana limited
                            partnership  and  Krupp  Insured  Plus-II  Limited
                            Partnership [Exhibit 10.51 to  Registrant's Annual
                            Report  on Form  10-K  for the  fiscal year  ended
                            December 31, 1989 (File No. 0-16817)].*

               Hillside Court

               (10.34)      Prospectus  for FNMA  Pool No.  MX-073003 [Exhibit
                            10.52 to  Registrant's Annual Report  on Form 10-K
                            for the fiscal year  ended December 31, 1989 (File
                            No. 0-16817)].*

               (10.35)      Subordinated   Multifamily   Mortgage   (including
                            Subordinated Promissory Note) dated  September 16,
                            1989 between Hillside  Limited Partnership-IX,  an
                            Indiana  limited  partnership  and  Krupp  Insured
                            Plus-II  Limited  Partnership  [Exhibit  10.53  to
                            Registrant's  Annual Report  on Form 10-K  for the
                            fiscal year  ended December 31, 1989  (File No. 0-
                            16817)].*

               Stanford Court

               (10.36)      Prospectus  for FNMA  Pool No.  MX-073002 [Exhibit
                            10.54 to Registrant's  Annual Report on  Form 10-K
                            for the fiscal year  ended December 31, 1989 (File
                            No. 0-16817)].*

               (10.37)      Subordinated   Multifamily   Mortgage   (including
                            Subordinated Promissory Note) dated  September 26,
                            1989 between Hillside  Limited Partnership-IX,  an
                            Indiana  limited  partnership  and  Krupp  Insured
                            Plus-II  Limited  Partnership  [Exhibit  10.55  to
                            Registrant's Annual  Report on  Form 10-K for  the
                            fiscal year  ended December 31, 1989  (File No. 0-
                            16817)].*

               Waterford Court

               (10.40)      Prospectus  for FNMA  Pool No.  MX-073005 [Exhibit
                            10.56 to Registrant's Annual  Report on Form  10-K
                            for the fiscal year  ended December 31, 1989 (File
                            No. 0-16817)].*

               (10.41)      Subordinated   Multifamily   Mortgage   (including
                            Subordinated Promissory Note) dated  September 26,
                            1989  between  Waterford-VIII, an  Indiana limited
                            partnership  and  Krupp  Insured  Plus-II  Limited
                            Partnership [Exhibit 10.57 to  Registrant's Annual
                            Report  on Form  10-K  for the  fiscal year  ended
                            December 31, 1989 (File No. 0-16817)].*

           * Incorporated by reference.




                                       -17-





(c)            Reports on Form 8-k

               During  the last quarter of  the year ended  December 31, 1997,
               the Partnership did not file any reports on Form 8-K.

                                       -18-







                                    SIGNATURES

          Pursuant to  the  requirements  of  Section  13 or  15  (d)  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,
   on the 2nd day of February, 1998.

                            KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                            By: Krupp Plus Corporation,
                                a General Partner



                            By: /s/ Douglas Krupp
                                Douglas Krupp, President, Co-Chairman
                                (Principal Executive Officer) and
                                Director of Krupp Plus Corporation


          Pursuant to the requirements of the Securities Exchange Act of 1934,
   this report has been signed below by the following persons on behalf of the
   registrant  and in the  capacities indicated, on  the 2nd day  of February,
   1998.

               Signatures   Title(s)


   /s/ Douglas Krupp           President,   Co-Chairman  (Principal Executive
  Douglas Krupp            Officer) and Director of Krupp Plus Corporation, a
                            General Partner

   /s/ George Krupp           Co-Chairman (Principal Executive Officer)
   George Krupp             and Director of Krupp  Plus Corporation, a General
                            Partner

   /s/ Peter F. Donovan        Senior  Vice President  of Krupp   Plus
   Peter F. Donovan            Corporation, a General Partner


   /s/ Robert A. Barrows       Treasurer  and Chief Accounting Officer of Krupp
     Robert A. Barrows         Plus Corporation, a General Partner


                                       -19-







                                              APPENDIX A

                               KRUPP INSURED PLUS-II LIMITED PARTNERSHIP






                                   FINANCIAL STATEMENTS AND SCHEDULE
                                          ITEM 8 of FORM 10-K

                        ANNUAL REPORT TO THE SECURITIES AND EXCHANGE COMMISSION
                                 For the Year Ended December 31, 1997







                                                  F-1







                               KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                              INDEX TO FINANCIAL STATEMENTS AND SCHEDULE




Report of Independent Accountants                                      F-3

Balance Sheets at December 31, 1997 and 1996                           F-4

Statements of Income for the Years Ended December 31,
            1997, 1996 and 1995                                        F-5

Statements of Changes in Partners' Equity for the Years
Ended December 31, 1997, 1996 and 1995                                 F-6

Statements of Cash Flows for the Years Ended December 31, 1997,
 1996 and 1995                                                         F-7

Notes to Financial Statements                                   F-8 - F-15

Schedule IV - Mortgage Loans on Real Estate                    F-16 - F-19


All other schedules are omitted as they are not applicable or not required, or
the information is provided in the financial statements or the notes thereto.



                                                  F-2







                                   REPORT OF INDEPENDENT ACCOUNTANTS





   To the Partners of
   Krupp Insured Plus-II Limited Partnership:

          We have audited the financial statements and the financial statement
   schedule of  Krupp Insured Plus-II Limited  Partnership (the "Partnership")
   listed  in  the index  on  page F-2  of this  Form  10-K.   These financial
   statements and financial statement  schedule are the responsibility of  the
   General Partners of the  Partnership.  Our responsibility is to  express an
   opinion  on these  financial  statements and  financial statement  schedule
   based on our audits.

          We  conducted  our  audits  in accordance  with  generally  accepted
   auditing standards.   Those standards require that we plan  and perform the
   audit to obtain reasonable assurance about whether the financial statements
   are free of material misstatement.  An audit includes examining,  on a test
   basis,  evidence supporting  the amounts  and disclosures in  the financial
   statements.   An audit  also includes  assessing the  accounting principles
   used  and significant  estimates  made  by  the  General  Partners  of  the
   Partnership,  as  well  as   evaluating  the  overall  financial  statement
   presentation.   We believe that  our audits provide a  reasonable basis for
   our opinion.

          In our opinion, the financial  statements referred to above  present
   fairly, in all material  respects, the financial position of  Krupp Insured
   Plus-II Limited  Partnership  as of  December 31,  1997 and  1996, and  the
   results of its operations and its cash flows for each of the three years in
   the  period ended December 31,  1997 in conformity  with generally accepted
   accounting  principles.    In  addition,  in  our  opinion,  the  financial
   statement  schedule referred to above,  when considered in  relation to the
   basic  financial statements  taken  as a  whole,  presents fairly,  in  all
   material respects, the information required to be included therein.







                                                      Coopers & Lybrand L.L.P.

   Boston, Massachusetts
   February 2, 1998, except as to the
   information presented in Note I, for
   which the date is February 17, 1998



















<TABLE>
<CAPTION>
                               KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                                            BALANCE SHEETS

                                      December 31, 1997 and 1996


                                                ASSETS
                                                                         1997          1996

      <S>                                                            <C>           <C>
      Participating Insured Mortgages ("PIMs") (Notes B, C, H and I) $122,048,053  $151,717,926
      Mortgage-Backed Securities and multi-family insured
       mortgages("MBS") (Notes B, D and H)                             44,727,693    41,283,769

          Total mortgage investments                                  166,775,746   193,001,695

      Cash and cash equivalents (Notes B, H and I)                      9,052,480     7,921,270
      Interest receivable and other assets                              1,180,660     1,604,301
      Prepaid acquisition fees and expenses, net of
       accumulated amortization of $8,293,080 and $8,279,914
       respectively (Note B)                                            2,481,160     3,888,963
      Prepaid participation servicing fees, net of
       accumulated amortization of $2,707,314 and $2,629,406,
       respectively (Note B)                                              636,931     1,136,190

          Total assets                                               $180,126,977  $207,552,419


                                   LIABILITIES AND PARTNERS' EQUITY


      Liabilities                                                          25,588  $     18,900

      Partners' equity (deficit) (Notes A, E and I):

        Limited Partners                                              178,597,484   207,196,050
         (14,655,512 Units outstanding)
        General Partners                                                 (265,315)     (217,867)

        Unrealized gain on MBS (Note B)                                 1,769,220       555,336

          Total Partners' equity                                      180,101,389   207,533,519

          Total liabilities and Partners' equity                     $180,126,977  $207,552,419

</TABLE>



                                The accompanying notes are an integral
                                   part of the financial statements.


                                                  F-5





<TABLE>

<CAPTION>
                               KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                                         STATEMENTS OF INCOME

                         For the Years Ended December 31, 1997, 1996 and 1995


                                                             1997        1996           1995

          <S>
          Revenues:
            Interest income - PIMs:
              <S>                                        <C>          <C>           <C>
              Base interest                              $11,089,440  $12,070,443   $12,198,330
              Participation interest                       1,816,364       31,948       249,812
            Interest income - MBS                          3,098,699    3,366,026     3,572,641
            Other interest income                            668,055      386,863       345,685

                 Total revenues                           16,672,558   15,855,280    16,366,468

          Expenses:
            Asset management fee to an affiliate
             (Note F)                                      1,365,013    1,458,207     1,487,312
            Expense reimbursement to affiliates
             (Note F)                                        162,269      155,091       227,167
            Amortization of prepaid expenses and
             fees (Note B)                                 1,907,062    1,746,476     1,746,477
            General and administrative                       265,614      164,294       249,312

                 Total expenses                            3,699,958    3,524,068     3,710,268

          Net income (Note G)                            $12,972,600  $12,331,212   $12,656,200

          Allocation of net income (Note E):

            Limited Partners                             $12,583,422  $11,961,276   $12,276,514

            Average net income per Limited Partner
             interest                                    $       .86  $       .82   $       .84
             (14,655,512 Limited Partner
             interests outstanding)

            General Partners                             $   389,178  $   369,936   $   379,686

</TABLE>


                                               F-6





                              The accompanying notes are an integral
                                part of the financial statements.




<TABLE>
<CAPTION>
                                 KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                                 STATEMENTS OF CHANGES IN PARTNERS' EQUITY

                           For the Years Ended December 31, 1997, 1996 and 1995


                                                                                   Total
                                         Limited        General     Unrealized    Partners'
                                         Partners       Partners       Gains       Equity

        <S>                             <C>             <C>         <C>         <C>
        Balance at December 31, 1994    $ 215,786,604   $(104,916)  $   -       $ 215,681,688

        Net income                         12,276,514     379,686       -          12,656,200

        Distributions                     (16,414,173)   (430,359)      -         (16,844,532)

        Unrealized gain on MBS                 -             -       1,281,350      1,281,350

        Balance at December 31, 1995      211,648,945    (155,589)   1,281,350    212,774,706

        Net income                         11,961,276     369,936       -          12,331,212

        Distributions                     (16,414,171)   (432,214)      -         (16,846,385)

        Change in unrealized gain              -             -        (726,014)      (726,014)

        Balance at December 31, 1996      207,196,050    (217,867)     555,336    207,533,519

        Net income                         12,583,422     389,178         -        12,972,600

        Distributions                     (16,414,173)   (436,626)        -       (16,850,799)


        Special distributions             (24,767,815)       -            -       (24,767,815)

        Change in unrealized gain              -             -       1,213,884      1,213,884

        Balance at December 31, 1997    $ 178,597,484   $(265,315)  $1,769,220  $ 180,101,389

</TABLE>



                                                  F-8



                                The accompanying notes are an integral
                                   part of the financial statements.






<TABLE>

<CAPTION>
                               KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                                       STATEMENTS OF CASH FLOWS

                         For the Years Ended December 31, 1997, 1996 and 1995


                                                         1997          1996            1995

     <S>
     Operating activities:
      <S>                                           <C>            <C>             <C>
      Net income                                    $ 12,972,600   $ 12,331,212    $ 12,656,200
      Adjustments to reconcile net income to net
       cash provided by operating activities:
       Amortization of premiums                          231,706          -               -
       Amortization of short-term investment
       discount                                            -            (13,630)         (7,973)
       Amortization of prepaid expenses and
        fees                                           1,907,062      1,746,476       1,746,477
       Shared Appreciation Income and prepayment
        penalties                                       (602,856)         -                -
       Changes in assets and liabilities:
           Decrease in interest receivable
            and other assets                             423,641        425,062         154,566
           Increase (decrease) in liabilities              6,688          4,140            (634)

             Net cash provided by operating
               activities                             14,938,841     14,493,260      14,548,636

     Investing activities:
       Short-term investment                               -           (488,210)       (490,187)
       Principal collections and prepayments on MBS
         and insured mortgages                         9,388,723      2,587,489       2,155,335
       Principal collections and prepayments on
         PIMs including Shared Appreciation Income
         and prepayment penalties of $602,856
         in 1997                                      18,422,260      1,211,435       1,113,310
       Investment in MBS                                   -             -               27,909
       Proceeds from sale of investment                    -          1,000,000          -

             Net cash provided by investing
              activities                              27,810,983      4,310,714       2,806,367

     Financing activities:
       Distributions                                 (16,850,799)   (16,846,385)    (16,844,532)
       Special distributions                         (24,767,815)        -               -

             Net cash used for financing
              activities                             (41,618,614)   (16,846,385)    (16,844,532)

     Net increase in cash and cash equivalents         1,131,210      1,957,589         510,471

     Cash and cash equivalents, beginning of year      7,921,270      5,963,681       5,453,210

     Cash and cash equivalents, end of year         $  9,052,480   $  7,921,270    $  5,963,681

     Supplemental disclosure of non-cash investing
       activities:
       Reclassification of investment in a PIM to
       a MBS                                        $ 11,850,469   $      -        $      -

</TABLE>

                                 The accompanying notes are an integral
                                   part of the financial statements.


                                                  F-11







                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS


   A.  Organization

         Krupp  Insured Plus-II  Limited Partnership  (the "Partnership")  was
         formed  on  October  29, 1986  by  filing  a  Certificate of  Limited
         Partnership in  The Commonwealth  of Massachusetts.   The Partnership
         issued all of the General Partner Interests to Krupp Plus Corporation
         and Mortgage  Services Partners  Limited Partnership in  exchange for
         capital contributions aggregating $3,000.  The Partnership terminates
         on  December 31, 2026, unless terminated  earlier upon the occurrence
         of certain events as set forth in the Partnership Agreement.

         The Partnership commenced  the public  offering of Units  on May  29,
         1987 and completed its public  offering having sold 14,655,412  Units
         for $292,176,381 net of  purchase volume discounts of $931,859  as of
         May 27, 1988.

   B.  Significant Accounting Policies

         The Partnership uses the  following accounting policies for financial
         reporting  purposes, which may differ  in certain respects from those
         used for federal income tax purposes (Note G).

              MBS

              The   Partnership,  in  accordance   with  Financial  Accounting
              Standards Board s  Special Report on Statement  115, "Accounting
              for  Certain Investments  in Debt  and Equity  Securities" ( FAS
              115 ), classifies  its MBS portfolio as  available-for-sale.  As
              such  the Partnership carries its  MBS at fair  market value and
              reflects any  unrealized gains (losses) as  a separate component
              of  Partners'  Equity.     The  Partnership  amortizes  purchase
              premiums or discounts over the life of the underlying  mortgages
              using the effective interest method.

              PIMs

              The  Partnership  accounts for  the MBS  portion  of its  PIM in
              accordance  with FAS  115 under  the classification  of  held to
              maturity.    The  Partnership  carries  the  Government National
              Mortgage  Association  ( GNMA )  or  Federal  National  Mortgage
              Association ( FNMA ) MBS at amortized cost.

              The Federal  Housing Administration PIM is  carried at amortized
              cost  unless the  General  Partner of  the Partnership  believes
              there  is  an impairment  in value,  in  which case  a valuation
              allowance  would be  established  in accordance  with  Financial
              Accounting  Standards  No.  114,  Accounting  by  Creditors  for
              impairment  of a  Loan,  and  Financial Accounting  Standard No.
              118,   Accounting by Creditors for Impairment of a Loan - Income
              Recognition and Disclosures.


                                       F-12


              Basic interest on PIMs is recognized based on the stated rate of
              the Federal  Housing Administration ("FHA")  mortgage loan (less
              the servicer's fee)  or the  stated coupon rate  of the GNMA  or
              FNMA MBS.   Participation interest is  recognized as earned  and
              when deemed collectible by the Partnership.




                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                     NOTES TO FINANCIAL STATEMENTS, Continued


   B.  Significant Accounting Policies, Continued

       Cash and Cash Equivalents

       The  Partnership  includes   all  short-term  investments   with
       maturities of three months or less at the date of acquisition in
      cash and cash equivalents.  The Partnership  invests its cash primarily
     in commercial paper and money market funds with a commercial bank and has.
    not experienced any loss to date on its invested cash.

              Prepaid Expenses and Fees

              Prepaid  expenses  and  fees  consist of  acquisition  fees  and
              expenses  and  participation   servicing  fees   paid  for   the
              acquisition and  servicing of  PIMs.  The  Partnership amortizes
              prepaid  acquisition  fees  and  expenses using  a  method  that
              approximates the effective interest method over  a period of ten
              to  twelve  years,  which  represents  the  actual  maturity  or
              anticipated payoff of the underlying mortgage.

              The Partnership  amortizes prepaid participation  servicing fees
              using a  method that approximates the  effective interest method
              over  a ten-year  period beginning at  final endorsement  of the
              loan if  a Department of  Housing and Urban  Development ("HUD")
              loan or GNMA loan and at closing if a FNMA loan.

              Income Taxes

              The  Partnership is not liable for federal or state income taxes
              because  Partnership income  is  allocated to  the partners  for
              income tax  purposes.   If  the  Partnership's tax  returns  are
              examined  by  the  Internal  Revenue  Service  or  state  taxing
              authority  and such  an  examination  results  in  a  change  in
              Partnership taxable income, such change  will be reported to the
              partners.

              Estimates and Assumptions

              The  preparation  of  financial  statements  in  accordance with
              generally accepted accounting principles requires  management to
              make estimates  and assumptions that affect  the reported amount
              of assets and liabilities, contingent assets and liabilities and
              revenues and expenses  during the period.   Actual results could
              differ from those estimates.

   C.  PIMs

         The  Partnership has  investments in  sixteen PIMs.   Of  the sixteen
         PIMs, five  funded  the construction  of multi-family  housing.   The
         Partnership's PIMs consist  of a  GNMA or FNMA  MBS representing  the
         securitized  first mortgage loan on the underlying property or a sole
         participation interest in a first mortgage loan originated under  the
         FHA  lending program  on  the underlying  property (collectively  the
         "insured  mortgages"), and  participation  interests  in the  revenue
         stream and  appreciation of  the underlying property  above specified
         base levels.   The borrower  conveys these participation  features to
         the Partnership generally through  a subordinated promissory note and
         mortgage (the "Agreement").  The Partnership receives guaranteed
         monthly payments of principal and interest  on the GNMA and FNMA  MBS
         and HUD insures the first mortgage loan underlying the GNMA MBS  and
         the FHA first mortgage loan.

                                    Continued

   C.   PIMs, Continued

         The borrower usually cannot prepay the first mortgage loan during the
         first  five  years and  usually may  prepay  the first  mortgage loan
         thereafter  subject to a 9%  prepayment penalty in  years six through
         nine, a 1% prepayment penalty in  year ten and no prepayment  penalty
         thereafter. The Partnership may receive interest related to its
         participation interests  in the  underlying  property, however,
         these amounts are neither insured nor guaranteed.

         Generally, the participation  features consist of the following:  (i)
         "Minimum  Additional Interest"  rates ranging  from .5%  to .75%  per
         annum  calculated  on  the  unpaid  principal  balance of  the  first
         mortgage on  the underlying property , (ii)  "Shared Income Interest"
         ranging  from 25% to 30% of the monthly gross rental income generated
         by the underlying property in excess of a specified base, but only to
         the  extent that it exceeds the amount of Minimum Additional Interest
         received  during  such month,  (iii)  "Shared Appreciation  Interest"
         ranging  from  25%  to  30%  of any  increase  in  the  value  of the
         underlying  property in  excess  of a  specified  base.   Payment  of
         Minimum Additional Interest  and Shared Income Interest  will be from
         the operations of the property  and is limited to 50% of  net revenue
         or surplus cash as defined by FNMA or HUD, respectively.

         The  total  amount  of  Minimum Additional  Interest,  Shared  Income
         Interest and  Shared Appreciation interest payable  by the underlying
         borrower usually can  not exceed 50% of any increase  in value of the
         property.    However,  generally any  net  proceeds  from  a sale  or
         refinancing  will  be available  to  satisfy any  accrued  but unpaid
         Shared Income or Minimum Additional Interest.

         Shared  Appreciation Interest  is payable when  one of  the following
         occurs: (1) the sale of the underlying property to an unrelated third
         party on  a date which is later than five  years from the date of the
         Agreement,  (2) the maturity date or accelerated maturity date of the
         Agreement, or (3) prepayment  of amounts due under the  Agreement and
         the insured mortgage.

         Under  the  Agreement, the  Partnership,  upon  giving twelve  months
         written notice, can accelerate the maturity date of the Agreement and
         insured  mortgage to a date not earlier  than ten years from the date
         of  the Agreement for (a)  the payment of  all participation interest
         due under  the Agreement as of the  accelerated maturity date, or (b)
         the payment  of all  participation interest  due under the  Agreement
         plus all amounts due on the first mortgage note on the property.

         During the third quarter of 1997, the Partnership received a $437,963
         payment  for  all  additional  interest  earned  on  the  Lily  Flagg
         Apartments PIM through  the date of release  of participation rights.
         The Partnership then converted the investment in the PIM to an multi-
         family insured mortgage.

         On  June 17,  1997,  the Partnership  received  a prepayment  of  the
         Lakeside Apartments  PIM.   The Partnership received  the outstanding
         principal  balance  of  $9,935,167, a prepayment  penalty of $99,000,
         shared appreciation  interest of $235,000 and  Shared Income Interest
         of  $335,000.   On  June 27,  1997, the  Partnership  made a  special
         distribution of $.71 per Unit to the
         Limited  Partners with  the proceeds  from the  outstanding principal
         proceeds, the prepayment penalty and the Shared Appreciation Interest.

         During the fourth quarter of 1996, the borrower of the  Colonial Park
         Apartments  PIM sold the property  to a buyer  that assumed the first
         mortgage loan  and future obligations arising  from the participation
         features.  The Partnership received $35,000 as a discounted payoff of
         the  accumulated participation  interest then  due from  the original
         borrower.  On October 15, 1997, the Partnership received a prepayment
         of  The Colonial Park Apartments  PIM.  The  Partnership received the
         outstanding first  mortgage  principal  balance  of  $2,520,805  plus
         outstanding interest.  The Partnership collected a prepayment penalty
         of approximately $25,000 and Shared Income Interest of $14,000 during
         the  fourth quarter of  1997.  On November  21, 1997, the Partnership
         made a special distribution of $.17 per unit to the  Limited Partners
         with the proceeds  from the  outstanding principal  proceeds and  the
         prepayment penalty.

         In November 1997,  the Pine Ridge  Apartments PIM  was repaid by  the
         borrower.   In addition to  the outstanding balance due  on the first
         mortgage  of  $4,161,080,  the  Partnership   received  approximately
         $243,000  of  Shared Appreciation  Interest  and  $284,000 of  Shared
         Income  Interest.   On  December 19,  1997,  the Partnership  made  a
         special  distribution of $.30 per  Unit to the  Limited Partners with
         proceeds  from  the  outstanding  principal proceeds  and  the  Share
         Appreciation Interest.

         At  December  31,  1997  and  1996 there  were  no  loans  within the
         Partnership s  portfolio  that were  delinquent  as  to principal  or
         interest.

         Listed in the chart is a summary of the Partnership's PIM
         investments.   The Partnership's PIMs  consisted of the  following at
         December 31, 1997 and 1996:



<TABLE>

<CAPTION>
                 Aggregate       Number      Permanent
                 Original        of PIMs     Interest      Maturity           Investment Basis
   Issuer        Principal     at 12/31/97   Rate Range   Date Range         at December 31,
                                                                            1997          1996
   <S>         <C>               <C>         <C>          <C>            <C>          <C>
   GNMA        $ 91,074,860      11 (a)      6.25%-8.5%   4/23 - 4/31    $86,756,622  $116,109,644
                                             (b)(c)(d)
   FNMA          30,015,000       4          7.25%-7.75%    10/99         28,271,601    28,552,155

   FHA            7,220,800       1             8.55%       11/30          7,019,830     7,056,127

               $128,310,660      16                                     $122,048,053  $151,717,926

</TABLE>




(a)  Includes two  PIMs  - Richmond  Park  and  Saratoga -  in  which  the
    Partnership holds  a  62% and  50%  interest, respectively,  and  the
    remaining portion is held by an affiliate of the Partnership.
  (b)  The Partnership agreed to temporarily reduce the interest rate on the
      Harbor House PIM effective on  March 1, 1992, for a period  of thirty
     months at rates ranging from 6.75% to 7.75% per annum. Since then the
     rate has been 8.25% per annum.   As consideration for this reduction,
     the Partnership increased its Minimum Additional Interest from .5% to
     .75%  as well  as reduced  the Shared  Appreciation Interest  Base to
     $13,000,000 from $13,750,000.
  (c)  In  May  1993,  the  Partnership agreed  to  temporarily  reduce  the
       interest rate of the Le Couer du Monde PIM, retroactive to October 1,
       1992.

                                               Continued
   C.   PIMs, Continued

                 The reduction lasted  for thirty-six  months and ranged  from
                     6.375% to 8.125% per annum.  The current interest rate is
                     8.25% per annum.  Any unpaid interest is payable from the
                     net proceeds from a sale or  refinancing of the property.
                     As  consideration  for  this reduction,  the  Partnership
                     increased  its Shared Appreciation Interest rate from 30%
                     to  35%  and decreased  the  base  value  used  for  this
                     calculation from $10,795,260 to $9,814,200.

   (d)          On  June 28,  1995, the Partnership  entered into  a temporary
                interest rate  reduction agreement on  the Denrich  Apartments
                PIM.  Beginning July 1, 1995, the interest rate decreased from
                8% per annum to 6.25%  per annum for thirty  months, then will
                increase to 6.75% per annum for the following thirty-six month
                period and then  increase to the original interest rate  of 8%
                per annum.   The difference  between interest at the  original
                interest rate  and the reduced interest  rates will accumulate
                and be payable from surplus cash or from the net proceeds of a
                sale or refinancing.   These accumulated amounts will  be due
               and payable prior to any distributions to the borrower or
               payment of participation interest to the Partnership.  Also
               under the agreement, the base level for calculating  Shared
               Appreciation Interest decreased from $4,025,000 to $3,500,000.

                The  underlying mortgages  of the  PIMs are  collateralized by
                multi-family   apartment complexes located in  10 states.  The
                apartment complexes range in size from 80 to 736 units.

   D. MBS

      During  the third and fourth  quarter of 1997,  the Partnership received
      prepayments on  three  multi-family MBS  in the  amounts of  $2,318,901,
      $2,425,094   and   $2,824,583.   The  Partnership   made   two   special
      distributions of $.33 per unit per Limited Partner for the first two MBS
      prepayments and $.19 per unit per Limited Partner interest for the third
      MBS prepayment with the proceeds from these prepayments.




                                       F-18





                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                     NOTES TO FINANCIAL STATEMENTS, Continued


      At December 31,  1997, the Partnership's MBS portfolio  had an amortized
      cost of  $42,958,473 and  unrealized gains of  approximately $1,769,220.
      At December 31, 1996,  the Partnership's MBS portfolio has  an amortized
      cost  of $40,728,433  and unrealized  gains and losses  of approximately
      $830,450   and  $275,114,  respectively.   The  Partnership's  MBS  have
      maturities ranging from 2007 to 2033.
   E. Partners' Equity

      Profits and  losses from  Partnership operations and  Distributable Cash
      Flow are allocated 97% to  the Unitholders and Corporate Limited Partner
      (the "Limited Partners") and 3% to the General Partners.

      Upon  the  occurrence  of  a  capital  transaction,  as  defined  in the
      Partnership Agreement,  net cash proceeds will be  distributed first, to
      the Limited Partners  until they have  received a return of  their total
      invested  capital,  second,  to  the General  Partners  until  they have
      received a  return of their  total invested capital,  third, 99% to  the
      Limited Partners and 1% to the General Partners until the  Limited
      Partners receive an amount  equal to
      any deficiency in  the 11% cumulative  return on their  invested capital
      that  exists  through fiscal  years  prior to  the  date of  the capital
      transaction, fourth,  to the class  of General Partners until  they have
      received an amount equal to 4%  of all amounts of cash distributed
      underall capital transactions and fifth,  96% to the Limited Partners
      and 4% to the General Partners.


      Profits arising  from a  capital transaction, will  be allocated  in the
      same  manner  as  related cash  distributions.   Losses  from  a capital
      transaction will be allocated 97% to  the Limited Partners and 3% to the
      General Partners.

      During 1997, 1996 and 1995, the Partnership made quarterly distributions
      totaling $1.12  per  unit. During  1997,  the Partnership  made  special
      distributions totaling $1.69 per Unit.

      As of December 31, 1997,  the following cumulative partner contributions
      and
      allocations have been made since the inception of the Partnership:
<TABLE>
<CAPTION>
                                         Corporate
                                         Limited       General       Unrealized
                           Unitholders    Partner      Partners         Gain           Total

          <S>             <C>            <C>         <C>            <C>             <C>
          Capital         $292,176,381   $  2,000    $    3,000     $    -          $292,181,381
          contributions

          Syndication
          costs            (15,580,734)       -           -              -           (15,580,734)

          Quarterly       (210,474,037)    (1,472)   (5,129,386)         -          (215,604,895)
          distributions

          Special          (44,699,007)      (305)        -              -           (44,699,312)
          distributions

          Net income       157,173,558      1,100     4,861,071          -           162,035,729

          Unrealized
          gain on MBS           -             -           -          1,769,220         1,769,220

          Total at
          December 31
          1997            $178,596,161   $  1,323    $ (265,315)    $1,769,220      $180,101,389
</TABLE>

   F.  Related Party Transactions

       Under the terms of the Partnership Agreement, the General Partners or
       their affiliates are entitled to an asset management fee for the
       management of the Partnership's business, equal to .75% per annum of

                                       F-20





                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                     NOTES TO FINANCIAL STATEMENTS, Continued


       the value of the Partnership's actual and committed mortgage assets,
       payable quarterly.   The General Partners may also receive an incentive
       management fee in an amount equal to .3% per annum on the Partnership's
       total invested assets provided the Unitholders have received their
       specified non-cumulative annual return on their Invested Capital.
       Total fees payable to the General Partners for management services
       shall not exceed 10% of cash available for distribution over the life
       of the Partnership. Additionally, the Partnership reimburses affiliates
       of the General Partners for certain costs incurred in connection with
       maintaining the books and records of the Partnership and the
       preparation and mailing of financial reports, tax information and other
       communications to investors.

   G.  Federal Income Taxes

       The reconciliation of the income reported in the accompanying financial
       statements with the income reported in the Partnership's 1997 federal
       income tax return is as follows:

          Net income per statement of income          $12,972,600

         Add:  Book to tax difference for participation
             Income                                       183,826

               Book to tax difference for amortization of
                    prepaid expenses and fees            (115,328)

         Net income for federal income tax purposes   $13,041,098


       The allocation of the 1997 net income for federal income tax purposes
       is as follows:

                                                           Portfolio
                                                            Income

                     Unitholders                          $12,667,865
                     Corporate Limited Partner                     86
                     General Partners                         373,147

                                                          $13,041,098

                For the years ended December 31, 1997, 1996 and 1995 the
                average per unit income to the Unitholders for federal income
                tax purposes was $.86, $.95 and $.84 respectively.

                The basis of the Partnership s assets for financial reporting
                purposes is less than its tax basis by approximately
                $2,892,000 and $4,038,000 at December 31, 1997 and 1996,
                respectively.  The basis of the Partnership s liabilities for
                financial reporting purposes are the same for its tax basis at
                December 31, 1997 and 1996, respectively.

                                       F-22





                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                     NOTES TO FINANCIAL STATEMENTS, Continued



   H.         Fair Value Disclosures of Financial Instruments

                The Partnership uses the following methods and assumptions to
                estimate the fair value of each class of financial
                instruments:








                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                     NOTES TO FINANCIAL STATEMENTS, Continued


            H.Fair Value Disclosures of Financial Instruments, continued

                Cash and Cash Equivalents and Short-term Investment

                The carrying amount approximates fair value because of the
                short maturity of those instruments.
                MBS

                The Partnership estimates the fair value of MBS based on
                quoted market prices.

                PIMs

                There is no active trading market for these investments.
                Management estimates the fair value of the PIMs using quoted
                market prices of MBS having the same stated coupon rate.
                Management does not include any participation income in the
                Partnership s estimated fair value arising from the
                properties, because Management does not believe it can predict
                the time of realization of the feature with any certainty.
                Based on the estimated fair value determined using these
                methods and assumptions, the Trust's investments in PIMs had
                gross unrealized gains of approximately $822,000 at December
                31, 1997 and gross unrealized gains and losses of
                approximately $3,282,000 and $343,000 respectively, at
                December 31, 1996.


                At December 31, 1997 and 1996, the estimated fair values of
                the Partnership's financial instruments are as follows:

                                          1997            1996
Cash and cash equivalents and
 short-term investment                  $  9,052      $   7,921
              MBS                         44,728         41,284
              PIMs                       122,870        154,657

                                        $176,650       $203,862


   I.  Subsequent Events

         On February 17, 1998, the Partnership received repayments of the
         Fallwood  Apartments, Westbrook Manor Apartments and Greenbriar
         Apartments PIMs, respectively. The Partnership received the
         outstanding principal balances of $6,505,922, 4,841,446 and
         $2,196,031 on the Fourth Ward Square and Meredith Square Apartment
         PIMs, respectively.  The Partnership received all unpaid Additional
         Interest owed on all three deals totaling $619,893 as well as Shared
         Appreciation Interest totaling $281,376.  The Partnership will
         distribute the capital proceeds from these three transactions to
         investors through a special distribution in March of 1998.

                                       F-24





                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                     NOTES TO FINANCIAL STATEMENTS, Continued



<TABLE>
<CAPTION>
                                   KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

                                  SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE
                                               December 31, 1997



                                                Normal
                                                Monthly                                  Carrying
                        Interest   Maturity     Payment    Original         Current      Amount at
    PIMs (a)            Rate (b)   Date (k)       (1)     Face Amount     Face Amount    12/31/97(r)    GNMA
    <S>                 <C>        <C>           <C>      <C>             <C>            <C>
    Country Meadows     8.25%      10/15/30      89,100   $12,475,000     $12,110,893    $12,110,893
     Apts               (c)(e)(h)
    Savage, MD

    Denrich
    Apartments          6.25%      12/15/23      24,900     3,500,000       3,271,315      3,271,315
    Philadelphia, PA    (c)(e)
                        (h)(q)

    Fallwood Apts       8.00%       7/15/23      49,700     7,000,000       6,515,712      6,515,712
    Indianapolis, IN    (c)(e)(h)

    Greenbrier Apts     8.25%       9/15/23      17,100     2,350,000       2,197,833      2,197,833
    Overland Park, KS   (c)(e)(h)

    Harbor House Apts   8.25%       4/12/31      89,200    12,484,304      12,168,416     12,168,416
    Madison, WI         (g)(h)(m)

    Le Coeur du Monde   8.25%      10/15/30      70,100     9,814,200       9,523,294      9,523,294
     Apts               (c)(f)
    St. Louis, MO       (n)

    Longwood Villas     8.00%       4/15/24      47,500     6,690,456       6,278,487      6,278,487
     Apts               (p)
    Orlando, FL

    Richmond Park       7.50%       8/15/24     107,900    16,000,000      14,962,634     14,962,634
    Richmond Heights,   (c)(e)(h)
       OH

    Saratoga Apts.      7.875%      8/15/24      47,300     6,750,000       6,343,907      6,343,907
     Rolling Meadows,   (c)(e)(h)
     IL

    The Greehouse       8.50%       2/15/30      64,600     8,810,900       8,538,584      8,538,584
    Omaha, NE           (d)(e)(h)

    Westbrook Manor     8.25%       5/15/23      37,900     5,200,000       4,845,547      4,845,547
     Apts.              (c)(e)(h)
    Omaha, NE
                                                           91,074,860      86,756,622     86,756,622
    FNMA
    Carlyle Court       7.25%      10/1/99       54,600     8,280,000       7,783,081      7,783,081
    Indianapolis, IN    (c)(e)(h)                 (o)

    Hillside Court      7.25%      10/1/99       30,000     4,590,000       4,314,534      4,314,534
    Centerville, OH     (c)(e)(h)                 (o)

    Stanford Court      7.25%      10/1/99       46,700     7,110,000       6,683,247      6,683,247
    Speedway, IN        (c)(e)(h)                 (o)

</TABLE>

<TABLE>
<CAPTION>
                                                Normal
                                                Monthly                                  Carrying
                        Interest   Maturity     Payment    Original         Current      Amount at

    PIMs (a)            Rate (b)   Date (k)       (1)     Face Amount     Face Amount    12/31/97(r)

    <S>                 <C>        <C>           <C>       <C>               <C>            <C>
    Waterford Court     7.75%      10/1/99       69,500    10,035,000        9,490,739      9,490,739
    Lafayette, IN       (c)(g)(j)                  (o)



                                                           30,015,000       28,271,601     28,271,601

    HUD

    Walden Village      8.55%      11/1/30       53,200     7,220,800        7,019,830      7,019,830
     Apts.              (c)(f)(I)
    Dayton, OH

                                                         $128,310,660     $122,048,053   $122,048,053

</TABLE>


   (a)    The Participating Insured Mortgages ("PIMs") consist of either a
          mortgage-backed security guaranteed by the Federal National
          Mortgage Association ( FNMA ) or the Government National Mortgage
          Association ( GNMA ), or a direct mortgage insured by the United
          States Department of Housing and Urban Development ("HUD") and a
          subordinated promissory note and mortgage or shared income and
          appreciation agreement with the underlying Borrower that conveys
          participation interests in the revenue stream and appreciation of
          the underlying property above certain specified base levels.

   (b)    Represents the permanent interest rate of the GNMA or FNMA MBS or
          the HUD direct mortgage less the servicing fee.  In addition, the
          Partnership receives additional interest consisting of (I) Minimum
          Additional Interest based on a percentage of the unpaid principal
          balance of the first mortgage on the property, (ii) Shared Income
          Interest based on a percentage of monthly gross income generated by
          the underlying property in excess of a specified base amount (but
          only to the extent it exceeds the amount of Minimum Additional
          Interest received during such month), (iii) Shared Appreciation
          Interest based on a percentage of any increase in the value of the
          underlying property in excess of a specified base value.

   (c)    Minimum additional interest is at a rate of .5% per annum
          calculated on the unpaid principal balance of the first mortgage
          note.

   (d)    Minimum additional interest is at a rate of .75% per annum
          calculated on the unpaid principal balance of the first mortgage
          note.

   (e)    Shared income interest is based on 25% of monthly gross rental
          income over a specified base amount.

   (f)    Shared income interest is based on 30% of monthly gross rental
          income over a specified base amount.

   (g)    Shared income interest is based on 35% of monthly gross rental
          income over a specified base amount.

   (h)    Shared appreciation interest is based on 25% of any increase in the
          value of the project over the specified base value.

   (i)    Shared appreciation interest is based on 30% of any increase in the
          value of the project over the specified base value.

   (j)    Shared appreciation interest is based on 35% of any increase in the
          value of the project over the specified base value.

   (k)    The Partnership's GNMA MBS and HUD direct mortgages have call
          provisions, which allow the Partnership to accelerate their
          respective maturity date.

   (l)    The normal monthly payment consisting of principal and interest is
          payable monthly at level amounts over the term of the GNMA MBS and
          the HUD direct mortgages.  The GNMA MBS, FNMA MBS and HUD-insured
          first mortgage loan generally may not be prepaid during the first
          five years and may be prepaid subject to a 9% prepayment penalty in
          years six through nine, a 1% prepayment penalty in year ten and no
          prepayment penalty after year ten.  The normal monthly payment
          consisting of principal and interest for FNMA MBS is payable at
          level amounts based on a 35-year amortization.  All unpaid principal
          and accrued interest is due at the end of year ten.

   (m)    The Partnership agreed to temporarily reduce the interest rate on
          the Harbor House PIM.  The reduction, which was effective on March
          1, 1992,  lasted for a period of thirty months and ranged from 6.75%
          to 7.75% per annum and thereafter is 8.25% per annum.  As
          consideration for this reduction, the Partnership increased its
          Minimum Additional Interest from .5% to .75% as well as reduced the
          Shared Appreciation Interest Base from $13,750,000 to $13,000,000.

   (n)    The Partnership agreed to temporarily reduce the interest rate on
          the Le Couer du Monde PIM.  The reduction was retroactive to October
          1, 1992, and ranged from 6.375% to 8.125% per annum through October
          1, 1995 and thereafter is at 8.25% per annum.  As consideration for
          this reduction, the Partnership increased its Shared Appreciation
          Interest rate from 30% to 35% and decreased the base value used for
          this calculation from $10,795,620 to $9,814,200.

   (o)    The approximate principal balance due at maturity for each PIM,
          respectively, is as follows:

             PIM                                   Amount

          Carlyle Court                            $7,620,000
          Hillside Court                           $4,224,000
          Stanford Court                           $6,543,000
          Waterford Court                          $9,308,000

   (p)    The Partnership permitted the borrower to sell the property and the
          buyer assumed the first mortgage loan and any future obligations
          arising under the participation features. The Partnership received
          $35,000 as a discounted payoff of the accumulated participation
          interest through the sale date.


                                       F-31





                    KRUPP INSURED PLUS-II LIMITED PARTNERSHIP

         NOTES TO SCHEDULE IV - MORTGAGE LOANS ON REAL ESTATE, Continued


   (q)    On June 28, 1995, the Partnership entered into a temporary interest
          rate reduction agreement on the Denrich Apartments PIM.  Beginning
          July 1, 1995, the interest rate decreased from 8% per annum to
          6.25% per annum for thirty months, then increases to 6.75% per
          annum for the following thirty-six month period and then increases
          to the original interest rate of 8% per annum.  The difference
          between interest at the original interest rate and the reduced
          interest rates will accumulate and be payable from surplus cash or
          from the net proceeds of a sale or refinancing.  These accumulated
          amounts will be due and payable prior to any distributions to the
          borrower or payment of participation interest to the Partnership.
          Also under the agreement, the base level for calculating Shared
          Appreciation Interest decreased from $4,025,000 to $3,500,000.

   (r)    The aggregate cost of PIMs for federal income tax purposes is
          $122,048,053.

    A reconciliation of the carrying value of PIMs for each of the three
   years in the period ended December 31, 1997 is as follows:

<TABLE>
<CAPTION>
                                                    1997            1996            1995

            <S>                                <C>             <C>              <C>
            Balance at beginning of period     $151,717,926    $152,929,361     $154,042,671

            Deductions during period:
             Reclassification                   (11,850,469)           -                -
            Prepayments and
             principal collections              (17,819,404)     (1,211,435)      (1,113,310)


            Balance at end of period           $122,048,053    $151,717,926     $152,929,361

</TABLE>





















                                                   F-32