SECURITIES AND EXCHANGE COMMISSION

                   Washington, D.C.  20549


                      ________________


                          FORM 8-K


                       CURRENT REPORT


               Pursuant to Section 13 or 15(d)
           of the Securities Exchange Act of 1934





Date of Report (Date of earliest event reported)October 27, 1997


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


           Delaware                    0-18149           13-
3469111
(State or other jurisdiction       Commission (I.R.S. Employer
     of  incorporation)       File Number)    Identification
No.)


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


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


         (Former  name  or former address, if changed  since
last report)

Item 5.  Other Information

In  October  1996,  the owner/borrower of the  One  Congress
Street property defaulted on the participating mortgage loan
(the "Loan") made by the Partnership (42%) and an affiliate,
Dean  Witter  Yield  Plus,  L.P.  (58%)  ("Yield  Plus"; and
collectively, with the Partnership, the "Lender") by  failing
to  timely  pay  its debt service.  Thereafter,  the  Lender
accelerated the Loan and attempted to take possession of the
property.  On October 15, 1996, the owner/borrower  filed  a
voluntary  petition under Chapter 11 of the U.S.  Bankruptcy
Code.

On  October  27, 1997, the Lender entered into a  settlement
agreement  with  the owner/borrower (the  "Agreement").   As
part  of  the Agreement, a new corporation which is  jointly
owned  by  the  Partnership and Yield Plus in proportion  to
their  participations  in  the Loan,  has  become  the  sole
general  partner (with a 19% ownership interest)  (the  "New
General  Partner") of the owner/borrower.   The  Partnership
and  Yield Plus have agreed to make all decisions concerning
the  property jointly. The Lender has retained an  affiliate
of the owner/borrower's original general partner as property
manager.

The Agreement also provides for the following:

(a)  as  a  result  of  their interests in the  New  General
     Partner, the Partnership and Yield Plus are required to
     make   additional   loans   to   fund   future   tenant
     improvements  at  the  property (the  "New  Loans")  in
     proportion  to their participations in the  Loan.   Any
     New  Loans  will bear interest at 12%, payable  monthly
     from available cash flow generated by the property 
     after payment of debt service on  the first mortgage  
     loan  and  certain  operating  escrow;

(b)  the interest rate on the principal of the Loan, default
     penalties  and  past  due interest thereon  aggregating
     approximately $12.3 million has been increased to  10%,
     payable monthly from available cash flow generated by
     the property after payment of debt service on the New 
     Loans;

(c)  any future unpaid debt service will accrue interest at
     10%; and

(d)  the  Partnership's and Yield Plus' interest in adjusted
     net  revenue  and  capital proceeds  generated  by  the
     property was increased from 58% to 80%.




The Agreement has effectively changed the Partnership from a
participating  lender to an equity owner in a joint  venture
which  owns the One Congress Street property.  As a  result,
the Partnership will receive its share of net cash flow from
the property (as it did prior to the bankruptcy) and it will
be  required  to  expend  its share of  costs  for  building
improvements, tenant improvements and leasing commissions in
connection with the leasing of vacant space as is  customary
in most real estate markets.

In the Partnership's financial statements, as of October 27,
1997,  the  investment in the Loan will be  replaced  by  an
investment in a joint venture; partner's capital will not be
affected by these changes. Thereafter, the Partnership  will
not  recognize interest income on the Loan; instead it  will
record  its equity in earnings or loss of the joint venture.
The  joint  venture  will  record  rental  income,  property
operating expenses, interest expense and depreciation.

Item 7.  Financial Statements and Exhibits

(c)  Exhibits

     (1)  Supplement and Amendment to Construction Loan
     Agreement

     (2)  Third Amendment to Notes
                          SIGNATURE


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 hereunto duly
authorized.


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


Date:                    November 12, 1997        By:  /s/E.
Davisson Hardman, Jr.
                                E. Davisson Hardman, Jr.
                                President
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SECURITIES AND EXCHANGE COMMISSION

                   Washington, D.C.  20549

                      ________________

                          FORM 8-K

                       CURRENT REPORT

               Pursuant to Section 13 or 15(d)
           of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)October 27, 1997

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

           Delaware                    0-18149           13-
3469111
(State or other jurisdiction       Commission (I.R.S. Employer
     of  incorporation)       File Number)    Identification
No.)

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

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

         (Former  name  or former address, if changed  since
last report)

Item 5.  Other Information

In  October  1996,  the owner/borrower of the  One  Congress
Street property defaulted on the participating mortgage loan
(the "Loan") made by the Partnership (42%) and an affiliate,
Dean  Witter  Yield  Plus,  L.P.  (58%)  ("Yield  Plus"; and
collectively, with the Partnership, the "Lender") by  failing
to  timely  pay  its debt service.  Thereafter,  the  Lender
accelerated the Loan and attempted to take possession of the
property.  On October 15, 1996, the owner/borrower  filed  a
voluntary  petition under Chapter 11 of the U.S.  Bankruptcy
Code.

On  October  27, 1997, the Lender entered into a  settlement
agreement  with  the owner/borrower (the  "Agreement").   As
part  of  the Agreement, a new corporation which is  jointly
owned  by  the  Partnership and Yield Plus in proportion  to
their  participations  in  the Loan,  has  become  the  sole
general  partner (with a 19% ownership interest)  (the  "New
General  Partner") of the owner/borrower.   The  Partnership
and  Yield Plus have agreed to make all decisions concerning
the  property jointly. The Lender has retained an  affiliate
of the owner/borrower's original general partner as property
manager.

The Agreement also provides for the following:

(a)  as  a  result  of  their interests in the  New  General
     Partner, the Partnership and Yield Plus are required to
     make   additional   loans   to   fund   future   tenant
     improvements  at  the  property (the  "New  Loans")  in
     proportion  to their participations in the  Loan.   Any
     New  Loans  will bear interest at 12%, payable  monthly
     from available cash flow generated by the property 
     after payment of debt service on  the first mortgage  
     loan  and  certain  operating  escrow;

(b)  the interest rate on the principal of the Loan, default
     penalties  and  past  due interest thereon  aggregating
     approximately $12.3 million has been increased to  10%,
     payable monthly from available cash flow generated by
     the property after payment of debt service on the New 
     Loans;

(c)  any future unpaid debt service will accrue interest at
     10%; and

(d)  the  Partnership's and Yield Plus' interest in adjusted
     net  revenue  and  capital proceeds  generated  by  the
     property was increased from 58% to 80%.

The Agreement has effectively changed the Partnership from a
participating  lender to an equity owner in a joint  venture
which  owns the One Congress Street property.  As a  result,
the Partnership will receive its share of net cash flow from
the property (as it did prior to the bankruptcy) and it will
be  required  to  expend  its share of  costs  for  building
improvements, tenant improvements and leasing commissions in
connection with the leasing of vacant space as is  customary
in most real estate markets.

In the Partnership's financial statements, as of October 27,
1997,  the  investment in the Loan will be  replaced  by  an
investment in a joint venture; partner's capital will not be
affected by these changes. Thereafter, the Partnership  will
not  recognize interest income on the Loan; instead it  will
record  its equity in earnings or loss of the joint venture.
The  joint  venture  will  record  rental  income,  property
operating expenses, interest expense and depreciation.

Item 7.  Financial Statements and Exhibits

(c)  Exhibits

     (1)  Supplement and Amendment to Construction Loan
     Agreement

     (2)  Third Amendment to Notes
                          SIGNATURE

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 hereunto duly
authorized.

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

Date:                    November 12, 1997        By:  /s/E.
Davisson Hardman, Jr.
                                E. Davisson Hardman, Jr.
                                President