4
                              
                              

             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)August 11, 1998


             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 2.  Acquisition or Disposition of Assets

Pursuant to a Purchase and Sale Agreement dated as  of  July
1,  1998,  the  Partnership agreed to sell the building  and
improvements which comprise the Century Alameda Distribution
Center property and the leasehold interest in the underlying
land  to  St. Paul Properties, Inc., an unaffiliated  party,
for a negotiated sale price of $9.35 million.

The  closing of the sale took place on August 11, 1998.   At
closing,  the  Partnership received sale  proceeds,  net  of
closing  costs  and other deductions, of approximately  $9.1
million.

Subsequent  to  the  sale,  the Partnership  owns  only  one
property   interest,   its  investment   in   GCGA   Limited
Partnership, the owner of the One Congress Street property.



Item 7.  Financial Statements and Exhibits

(b)  Pro Forma Financial Information

     On  a  pro  forma  basis, if the sale  of  the  Century
     Alameda  Distribution Center had  been  consummated  on
     June  30, 1998, the Partnership's Balance Sheet  as  of
     such date would have reflected an increase in cash  and
     cash  equivalents  of  $8.9  million,  a  decrease   in
     accounts payable and other liabilities of $0.1 million,
     an  increase  in Partners' capital of $2.6 million  and
     the  elimination  of the following items:  real  estate
     held  for  sale of $6.0 million, deferred  expenses  of
     $0.3 million, other assets of $0.2 million and security
     deposits of $0.1 million.

     For  the  Income Statement for the year ended  December
     31, 1997, if the property was sold at the beginning  of
     1997,  the Partnership would have had no rental  income
     or  property  operating expenses and  depreciation  and
     amortization would have decreased by $0.2 million.   As
     a result, net income of $1,741,253 would have decreased
     by  $420,686 to $1,320,567, and net income per  limited
     partnership Unit of $9.05 would have decreased by $2.19
     to  $6.86.   The  pro forma adjustments to  the  Income
     Statement exclude the Partnership's share of  the  non-
     recurring gain on the sale of the property.
     
     For  the Income Statement for the six months ended June
     30, 1998, if the property was sold at the beginning  of
     1998,  the Partnership would have had no rental  income
     or  property  operating expenses  and  deprecation  and
     amortization would have decreased by $0.1 million.   As
     a   result,  net  income  of  $13,603,972  would   have
     decreased  by $392,009 to $13,211,963, and  net  income
     per  limited  partnership Unit  of  $78.03  would  have
     decreased   by   $2.04  to  $75.99.   The   pro   forma
     adjustments   to  the  Income  Statement  exclude   the
     Partnership's share of the non-recurring  gain  on  the
     sale of the property.

 (c) Exhibits

     (1)  Purchase and Sale Agreement, dated as of  July  1,
          1998,  with  respect to the sale  of  the  Century
          Alameda Distribution Center property.
     
                         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 hereunto duly
authorized.


                            DEAN WITTER REALTY YIELD PLUS
II, L.P.

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



Date: August 25, 1998    By:    /s/Charles M. Charrow
                            Charles M. Charrow
                            Controller

  Exhibit Index for Dean Witter Realty Yield Plus II, L.P.



Exhibit
  No.                      Description

          10    Purchase  and Sale Agreement,  dated  as  of
          July  1,  1998, with respect to the  sale  of  the
          Century Alameda Distribution Center property.




























                             E-1
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4
                              
                              

             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)August 11, 1998

             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 2.  Acquisition or Disposition of Assets

Pursuant to a Purchase and Sale Agreement dated as  of  July
1,  1998,  the  Partnership agreed to sell the building  and
improvements which comprise the Century Alameda Distribution
Center property and the leasehold interest in the underlying
land  to  St. Paul Properties, Inc., an unaffiliated  party,
for a negotiated sale price of $9.35 million.

The  closing of the sale took place on August 11, 1998.   At
closing,  the  Partnership received sale  proceeds,  net  of
closing  costs  and other deductions, of approximately  $9.1
million.

Subsequent  to  the  sale,  the Partnership  owns  only  one
property   interest,   its  investment   in   GCGA   Limited
Partnership, the owner of the One Congress Street property.

Item 7.  Financial Statements and Exhibits

(b)  Pro Forma Financial Information

     On  a  pro  forma  basis, if the sale  of  the  Century
     Alameda  Distribution Center had  been  consummated  on
     June  30, 1998, the Partnership's Balance Sheet  as  of
     such date would have reflected an increase in cash  and
     cash  equivalents  of  $8.9  million,  a  decrease   in
     accounts payable and other liabilities of $0.1 million,
     an  increase  in Partners' capital of $2.6 million  and
     the  elimination  of the following items:  real  estate
     held  for  sale of $6.0 million, deferred  expenses  of
     $0.3 million, other assets of $0.2 million and security
     deposits of $0.1 million.

     For  the  Income Statement for the year ended  December
     31, 1997, if the property was sold at the beginning  of
     1997,  the Partnership would have had no rental  income
     or  property  operating expenses and  depreciation  and
     amortization would have decreased by $0.2 million.   As
     a result, net income of $1,741,253 would have decreased
     by  $420,686 to $1,320,567, and net income per  limited
     partnership Unit of $9.05 would have decreased by $2.19
     to  $6.86.   The  pro forma adjustments to  the  Income
     Statement exclude the Partnership's share of  the  non-
     recurring gain on the sale of the property.
     
     For  the Income Statement for the six months ended June
     30, 1998, if the property was sold at the beginning  of
     1998,  the Partnership would have had no rental  income
     or  property  operating expenses  and  deprecation  and
     amortization would have decreased by $0.1 million.   As
     a   result,  net  income  of  $13,603,972  would   have
     decreased  by $392,009 to $13,211,963, and  net  income
     per  limited  partnership Unit  of  $78.03  would  have
     decreased   by   $2.04  to  $75.99.   The   pro   forma
     adjustments   to  the  Income  Statement  exclude   the
     Partnership's share of the non-recurring  gain  on  the
     sale of the property.

 (c) Exhibits

     (1)  Purchase and Sale Agreement, dated as of  July  1,
          1998,  with  respect to the sale  of  the  Century
          Alameda Distribution Center property.
     
                         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 hereunto duly
authorized.

                            DEAN WITTER REALTY YIELD PLUS
II, L.P.

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

Date: August 25, 1998    By:    /s/Charles M. Charrow
                            Charles M. Charrow
                            Controller

  Exhibit Index for Dean Witter Realty Yield Plus II, L.P.

Exhibit
  No.                      Description

          10    Purchase  and Sale Agreement,  dated  as  of
          July  1,  1998, with respect to the  sale  of  the
          Century Alameda Distribution Center property.

                             E-1