7
<PAGE>
                          UNITED STATES
                   SECURITIES AND EXCHANGE
                     COMMISSION Washington, D.C. 20549

                            FORM 10-Q

        [ X ]QUARTERLY REPORT PURSUANT TO SECTION 13
               OR 15(d) OF THE SECURITIES
                    EXCHANGE ACT OF 1934
             For the period ended September 30,
1999

                               OR

    [   ]TRANSITION REPORT PURSUANT TO SECTION 13
OR 15(d) OF
               THE SECURITIES EXCHANGE ACT OF
1934
           For the transition period from ________
to ________.

                Commission File Number:  0-
18149


             DEAN WITTER REALTY YIELD PLUS II,
L.P.
 (Exact name of registrant as specified in governing
                     instrument)


          Delaware                             13-
3469111
        (State    of   organization)
(IRS   Employer
Identification No.)

     2 World Trade Center, New York, NY
10048
(Address of principal executive offices)        (Zip Code)


Registrant's telephone number, including area code: (212)
392-1054

Former  name, former address and former fiscal year, if
changed since last report:  not applicable

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


<PAGE>
<TABLE>
               PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements
       DEAN WITTER REALTY YIELD PLUS II, L.P.
                   BALANCE SHEETS
<CAPTION>
                                        September
December
                                           30,
31,
                                           1999
1998
<S>                                     <C>
<C>
                      ASSETS
Investment in unconsolidated            $14,346,4   $13,923,4
partnership                             60          31
Cash and cash equivalents
                                        2,761,872   2,062,767
Other assets

                                        16,318      10,050

                                        $17,124,6   $15,996,2
                                        50          48

   LIABILITIES AND PARTNERS' CAPITAL

Accounts payable and other liabilities  $           $
                                        52,567      81,320

Partners' capital:
  General partners
  Limited partners ($500 per Unit,      3,559,940
3,444,225
173,164 Units issued)
                                        13,512,14
12,470,70
                                        3           3

Total partners' capital
                                        17,072,08
15,914,92
                                        3           8

                                        $17,124,6   $
                                        50
15,996,24
                                                    8



   See accompanying notes to financial
statements.

</TABLE>




<PAGE>
<TABLE>
       DEAN WITTER REALTY YIELD PLUS II, L.P.

            INCOME STATEMENTS

 Three and nine months ended September
                        30, 1999 and
                        1998
<CAPTION>
                                  Three
months ended Nine months ended

September 30, September 30,

1999
1998
1999         1998
<S>                      <C>       <C>
<C>
<C>
Revenues:
  Equity in earnings of
    unconsolidated       $         $
$
$13,338,
partnerships             512,679
197,012
1,151,688   007
  Gain on sale of real       -
-
estate                       -
2,722,277
- 2,722,27
  Rental                                                 7
  Interest and other     (2,351)   203,940   72,828

                                   1,118,38 54,133 3


268,143
                         510,328   3,177,362
1,224,516    17,446,8
                                                         10

Expenses:
  Property operating         -
-
  Depreciation and           -     77,058
- 503,672
amortization
  General and            22,359    3,767     67,361
126,208
administrative
                                   61,033
177,454


                         22,359    141,858   67,361
807,334

Net income               $         $3,035,50   $
$16,639,
                         487,969   4
1,157,155    476

Net income allocated to:
  Limited partners       $         $3,004,18   $
$16,515,
  General partners       439,172   1
1,041,440    941

                         48,797    31,323    115,715
123,535

                         $         $3,035,50   $
$16,639,
                         487,969   4
1,157,155    476


Net income per Unit of
  limited partnership    $          $        $
$ $
interest                 2.53      17.35     6.01
95.38
   See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
       DEAN WITTER REALTY YIELD PLUS II, L.P.
           STATEMENT OF PARTNERS' CAPITAL
        Nine months ended September 30, 1999
<CAPTION>
                                   Limited   General
                                   Partners
Partners  Total
<S>
<C>  <C>
<C>
Partners' capital at January 1, 1999
$12,470,703    $
3,444,225                          $15,914,928

Net income                           1,041,440
115,715
1,157,155

Partners' capital at September 30,
1999 $13,512,143                    $
3,559,940
$17,072,083



  See accompanying notes to financial
              statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER REALTY YIELD PLUS II, L.P.

       STATEMENTS OF CASH FLOWS
<CAPTION>
 Nine months ended September 30, 1999
               and 1998

1999       1998 <S>
<C>
<C>
Cash flows from operating activities:
              Net income
                   $
1,157,155
$16,639,476
 Adjustments to reconcile net income
  to net cash (used in) provided by
  operating activities:
     Equity in earnings of
     unconsolidated
partnerships (1,151,688)
(13,338,007)
   Gain on sale of real estate
-
(2,722,277)
     Depreciation and amortization
-
126,208
    Decrease in deferred expenses
18,624
     (Increase) decrease in other assets
(6,268)
404,543
     Decrease in accounts payable and other
liabilities
(28,753)
(28,709)
     Decrease in security deposits payable
                       -
(97,919)

        Net cash (used in) provided by
operating activities (29,554)
1,001,939

Cash flows from investing activities:
     Distributions from
       unconsolidated
partnerships 1,837,119
32,897,180
  Contributions to
unconsolidated partnerships
(1,108,460)
(600,210)
       Proceeds from sale of
                       real
                       estat
                       e -
9,163,908

    Net cash provided by investing
              activities
728,659
41,460,878
Net cash flows used in financing
activities:
 Cash distributions
(42,934,281)

Increase (decrease)in cash and cash
equivalents
699,105
(471,464)

Cash and cash equivalents at beginning
of
period
2,062,767
2,680,667

Cash and cash equivalents at end of


period    $ 2,761,872  $ 2,209,203











  See accompanying notes to financial
              statements.
</TABLE>
<PAGE>
DEAN WITTER REALTY YIELD PLUS II, L.P.

     Notes to Financial Statements

1. The Partnership

Dean  Witter Realty Yield Plus II, L.P.
(the "Partnership") is  a limited
partnership organized
under the laws  of  the  State  of Delaware   in 1988.   The
Managing  General  Partner   of   the Partnership  is Dean
Witter Realty Yield Plus II Inc.,  which  is wholly-owned by
Dean Witter Realty Inc. ("Realty").
The Partnership's records are maintained on the accrual basis
of accounting for financial and tax reporting purposes.
The Partnership's interests in GCGA Limited Partnership
("GCGA"), the  partnership which owns the the One Congress
Street property, and  DW  Michelson Associates, the
partnership  which  owned  the Michelson  property (sold April
1998), are accounted for  on  the equity method.
Net  income  per  Unit amounts were calculated  by dividing
net income  allocated  to  Limited Partners, in accordance
with  the Partnership Agreement, by the weighted average
number  of  Units outstanding.
In   the   opinion  of  management,  the
accompanying  financial
statements,  which have not been audited, include all
adjustments necessary to present fairly the results
for the interim  periods. Except                        for
the  gain  on the  sale  of  the  Century  Alameda
Distribution Center in the third quarter of 1998 and
the gain  on the sale of the Michelson
property included in equity in earnings
of  unconsolidated partnerships in the
second  quarter  of  1998, such
adjustment consists only of normal
recurring accruals.
These financial statements should be read
in
conjunction with the annual  financial
statements and notes thereto  included
in  the Partnership's
annual  report  on  Form  10-K  filed

with   the Securities  and  Exchange

Commission for the year ended  December

31,  1998.  Operating  results of interim

periods  may  not  be indicative of the

operating results for the entire year.









<PAGE>
<TABLE>
 DEAN WITTER REALTY YIELD PLUS II, L.P.

      Notes to Financial Statements


2. Investment in Unconsolidated
Partnership


Summarized financial information of GCGA
is as
follows:
<CAPTION>

                                   Three months ended
                                   Nine months ended
September      30,
September 30,
                                           1999
1998
1999           1998
<S>                      <C>       <C>       <C>       <C>
Revenue                  $         $         $11,809,
$
                         4,135,79  3,141,144 008
8,294,913
                         5

Expenses:
   Interest  on  second
mortgage loan            2,121,39  1,946,877
6,213,11  5,522,127
  Other interest         6                   6
  Property operating               948,068
2,845,186
     Depreciation   and  946,272             2,840,20
amortization                       1,521,155 2         4,468,924
                         1,595,19
                         4         459,082
5,038,60
1,377,246
                                             9
                         618,551

1,873,52
                                             1


                         5,281,41  4,875,182
15,965,4
                         14,213,48 3
48 3

Net loss                 $(1,145,  $(1,734,0
$(4,156,
$(5,918,5
                         618)      38)
440) 70)


GCGA's second mortgage loan is a participating
mortgage loan from the Partnership (42%)

and Dean Witter Realty Yield Plus L.P.,

an affiliated  public partnership (58%).

The Partnership  does  not recognize

interest  income on its share of the

second  mortgage loan;  instead,  the

Partnership recognizes its share  of

GCGA's earnings  exclusive of  GCGA's

interest expense  on  the  second mortgage

loan.





</TABLE>

<PAGE>

             DEAN WITTER REALTY YIELD PLUS

            II, L.P. Notes to Financial

            Statements


3. Related Party Transactions

Realty  performs  administrative
functions, processes  investor
transactions  and  prepares tax
information for the  Partnership.
Effective January 1, 1999, Realty reduced
fees for these services because  of the
greatly decreased level of Partnership
activity. For the nine-month periods ended
September 30, 1999 and 1998, the
Partnership incurred   approximately
$26,000   and   $117,000, respectively,
for these services. These amounts are
included  in general and administrative
expenses.

An  affiliate of Realty provided property
management services for the  two
properties  sold during 1998. The
affiliate  received property  management
fees of $40,115 for the  nine  months
ended September  30, 1998 for these
services.  This amount is  included in
property operating expenses.

4.  Subsequent Distribution

On  October 27, 1999, the Partnership


distributed $10.44 per Unit from   cash


reserves  to  the Limited  Partners.


The   cash distribution aggregated


$2,008,702, with $1,807,832  distributed


to  the  Limited Partners and $200,870


distributed to the General Partners.














<PAGE>
  DEAN WITTER REALTY YIELD PLUS II, L.P.

ITEM 2.                  MANAGEMENT'S
DISCUSSION AND ANALYSIS  OF
FINANCIAL
CONDITION    AND
RESULTS OF OPERATIONS

Liquidity and Capital Resources

The  Partnership completed a $86,582,000
public offering in 1990.
The Partnership has no plans to raise
additional capital.
As a result of property sales in 1998,
Partnership cash flow from operations
decreased during the nine months ended
September  30, 1999 compared to 1998. The
Partnership's interest in the partnership
which owns the One Congress  Street
property  ("GCGA") is the  Partnership's
sole property interest.  GCGA is currently
marketing the property  for sale.
However, there can be no assurance that
the property  will be sold.
Currently, the vacancy rate in the
downtown Boston office market, the
location  of  One Congress Street, is
approximately  7%  and rental  rates  in
this  market are  stable.   There  is  no
new significant construction in this
market.  During the nine  months ended
September 30, 1999, occupancy at both the
parking  garage and the office space at
the property remained at 100%. The retail
space,  which is not a significant portion
of the overall  space, remained
substantially  vacant.  No  significant
leases  expire before 2003.
In 1989, the Partnership and Dean Witter
Realty Yield Plus, L.P., an  affiliate,
(collectively, the "New GP") made a
participating second mortgage loan to
GCGA.  On October 27, 1997, the loan  was
restructured and the New GP became the
general partner  of  GCGA. Subsequently,
the New GP identified several areas of the
parking garage at the One Congress Street
property which were in need of repair.  In
1998, the New GP had GCGA fund repairs for
several of the  problems  at  the garage
that the New GP  believed  required
immediate attention, and hired an
engineering firm to investigate the
overall garage space to determine what
additional repairs are required.  During
the first quarter of 1999, the engineering
firm issued  its  preliminary report to
GCGA, and  during  the  second quarter of
1999, a second engineering firm reviewed
the


<PAGE>
  DEAN WITTER REALTY YIELD PLUS II, L.P.

first firm's work for reasonableness and
completeness. The New GP is  currently
working with the engineering firms to
determine and plan the necessary repair
work.  Based on the engineers' reports,
the  New  GP  believes  that the cost of
such  repairs  could  be significant.
However, the New GP does not expect  to
begin  any repair  work until  2000.  GCGA
will fund any  repair  costs  by borrowing
additional funds from the New GP.

The  Partnership  will fund its 42% share
of any additional  GCGA loan  from its
cash reserves. However, if the property is
sold, any  costs which have not been
funded by the time of the  closing of the
sale may, instead, be deducted from the
property's  sale price.

During  the three and nine months ended
Septebmer 30, 1999,  the One  Congress
Street property generated positive cash
flow  from operations,  and  it  is
anticipated  that  the   property  will
continue to do so during the period the
Partnership continues  to own its interest
in the property.
During  the  three  and  nine months ended
September 30,  1999, distributions  from
GCGA exceeded the Partnership's
contributions to  GCGA  to  fund its share
of tenant improvements  and  leasing
commissions  at  the  One  Congress
Street  property and  the
Partnership's cash used in operations.

The  Partnership  did not pay any cash
distributions during  the nine  months
ended  September 30, 1999. In  October
1999,  the Partnership  made  cash
distributions out of cash  reserves  (see
Note  4  to the  Financial Statements).
Generally,  future  cash distributions
will be paid from  proceeds received
from the  sale of  the  One  Congress
Street property and  any  remaining  cash
reserves.
Except  as  discussed above and in the
financial statements,  the Managing
General Partner is not aware of any trends
or  events, commitments or uncertainties
that may have a material  impact  on
liquidity.
Operations
Fluctuations in the Partnership's
operating results for the threeand nine-
month periods ended September 30, 1999
compared to 1998 are primarily
attributable to the following:
<PAGE>
  DEAN WITTER REALTY YIELD PLUS II, L.P.

Equity  in  earnings  of  unconsolidated
partnerships decreased during the nine
months ended September 30, 1999 compared
to  1998 due to the sale of the Michelson
property in April 1998.

During the three and nine months ended
September 30, 1999, equity in  earnings
of GCGA was approximately $513,000 and
$1,152,000, respectively.   During the
three and nine months ended  September 30,
1998, equity in earnings of GCGA was
approximately  $201,000 and $104,000,
respectively.  The increases in earnings
of GCGA is primarily due to an increase in
occupancy at the office space  at the  One
Congress Street property from 70% in 1998
to  100%  in 1999.

The  1998  gain on sale of real estate
resulted from the  August 1998 sale of the
Century Alameda Distribution Center.

Rental revenue, property operating
expenses and depreciation  and
amortization  expenses   decreased in
1999  compared  to 1998
primarily as a result of the 1998 property
sale.

In  1999, interest and other revenues
decreased primarily due  to interest
earned in 1998 on the proceeds from the
sales  of  the Michelson  and Century
Alameda properties before  such  proceeds
were distributed to the Limited Partners

General and administrative expenses
decreased in 1999 compared to 1998
primarily  due  to the sales of the
Michelson  and  Century Alameda
properties.

There were no other individually
significant factors which caused changes
in revenues or expenses.
<PAGE>
Year 2000 Readiness

Many  of  the world's computer systems
(including those  in  noninformation
technology equipment and systems)
currently  record years  in  a  two-digit
format.  If not addressed, such  computer
systems may be unable to properly
interpret dates beyond the year 1999,
which could lead to business disruptions
in the U.S.  and internationally (the
"Year 2000" issue).
The potential costs and uncertainties
associated with the Year 2000 issue may
depend on a number of factors, including
software, hardware and the nature of the
industry   in  which  a  company
operates. Additionally, companies  must
coordinate with other entities with  which
they
electronically interact. The Partnership
and the Managing General Partner
recognize the importance of insuring that
its  business operations  are not
disrupted as a result of the Year 2000
issue and
have taken a number of steps to insure that Year
2000 issues are identified and remediated.
The  Managing General Partner has assessed its
internal  computer information systems and is
taking steps to remediate  its mission-critical
systems (at no cost to the Partnership).  The
Managing General Partner is also surveying and
communicating with vendors (primarily  property
managers  and  banks)
with  whom  it
has
important  financial and operating
relationships,   to determine the  extent to
which they are vulnerable to
Year 2000 issues,  in order either to insure
compliance or develop contingency plans to
mitigate the risk associated with a non-
compliant vendor. This process is expected to be
completed during the fourth quarter  of 1999.

In  addition, the Managing General Partner and
these vendors  are currently   evaluating   and
assessing those   mission-critical computer
systems in the Partnership's properties not
related  to information technology.  These
systems, which generally  operate in  a
building  include, without limitation,
telecommunication, security   (such  as  card-
access door  lock  systems),   energy management
and
elevator systems.  As a result of the technology
used in  this  type  of  equipment, it  is
possible  that this equipment  may  not  be
repairable and accordingly  may  require
complete replacement by the Partnership.
Because this assessment is  ongoing, the total
cost of bringing all systems and equipment into
Year 2000 compliance has not been fully
quantified. Based upon

<PAGE>

available information, the General Partner does
not believe  that these   costs  will  have  a
material
adverse  effect  on
the Partnership's business, financial

condition  or results.  However, it is possible
that
there  could be  adverse consequences to the
Partnership as a result  of  Year 2000  issues
that
are outside the Partnership's  control.
The General  Partner  is  evaluating  these
issues  and developing contingency plans where
appropriate.

There  are  many  risks  associated with  the
Year
2000  issue, including  the  possibility of a
failure of   computer  and  noninformation
technology systems. Such failures could cause
system malfunctions  which may have a material
adverse  effect  on  the Partnership  or its
properties. In addition, even if the  General
Partner  successfully  remediates  its
Year  2000  issues,
the Partnership can be materially and adversely
affected
by  failures of  third  parties to remediate their
own
Year 2000 issues.
The Partnership   recognizes  the  uncertainty   of
such   external dependencies  since it can not
directly control  the
remediation efforts  of  third  parties.
The failure of third  parties  with which
the Partnership has financial or
operational relationships such as banks,
tenants, vendors, property managers and
utilities, to remediate  their  computer
and  non-information technology systems
issues  in a timely manner could result
in  a  material financial risk to the
Partnership.

If  the  above mentioned risks are not
remedied, the Partnership may experience
business interruption or shutdown,
financial loss, or regulatory actions.


Inflation
Inflation  has been consistently low
during the periods presented in  the
financial statements and, as a result,
has  not  had  a significant
effect on the operations of the

Partnership  or  its properties.









<PAGE>


 DEAN WITTER REALTY YIELD PLUS II, L.P.

PART II - OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-

K.

       a)  Exhibits.
            An  exhibit  index has been
filed  as part  of  this Report on Page
E1.
       b)  Reports on Form 8-K.
           None.






<PAGE>
 DEAN WITTER REALTY YIELD PLUS II, L.P.


               SIGNATURES
Pursuant  to the requirements of the
Securities Exchange  Act  of 1934, the
Registrant has duly caused this report to
be signed  on its behalf by the
undersigned thereunto duly authorized.
                              DEAN WITTER
REALTY YIELD PLUS
II, L.P.

                         By:   Dean
Witter Realty Yield Plus
II Inc.
                              Managing
General Partner


Date:  November 15, 1999 By:       /s/E.
Davisson
Hardman, Jr.
                              E. Davisson
Hardman, Jr.
                              President


Date:  November 15, 1999    By:
/s/Charles M.
Charrow
                              Charles M.
                              Charrow
                              Controller

(Principal


Financial     and Accounting Officer)







<PAGE>

       DEAN WITTER REALTY YIELD PLUS

II, L.P.

                Quarter Ended

                          September

                          30, 1999

                          Exhibit

                          Index









Exhibit No.

Description

    27
Financial
Data Schedule