AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LTD PARTNERSHIP
10-Q/A, 1996-05-28
ASSET-BACKED SECURITIES
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                            FORM 10-Q/A

               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549


 X   Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
 Act of 1934

For the quarterly period ended March 31, 1996 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:  0-15329

  AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
     (Exact name of registrant as specified in its charter)

Delaware                                                47-0699273            
(State or other jurisdiction                            (IRS Employer 
of incorporation or organization)                       Identification No.)


Suite 400, 1004 Farnam Street, Omaha, Nebraska          68102       
(Address of principal executive offices)                (Zip Code)


(402) 444-1630                              
(Registrant's telephone number, including area code)


     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>                               - i -

Part I.  Financial Information
  Item 1.  Financial Statements
AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
                                                                                             Mar. 31, 1996       Dec. 31, 1995
                                                                                             --------------      --------------
<S>                                                                                          <C>                 <C>
Assets
 Cash and temporary cash investments, at cost which                                                                            
  approximates market value (Note 4)                                                         $   1,846,036       $   1,912,560
 Investment in tax-exempt mortgage bonds, at estimated fair value (Note 5)                      31,566,526          31,566,526
 Real estate acquired in settlement of bonds, net of
  accumulated depreciation (and valuation allowance for 1995) (Note 6)                          25,624,048          25,890,570
 Interest receivable                                                                               186,228             196,601
 Other assets                                                                                      123,369              64,192
                                                                                             --------------      --------------
                                                                                             $  59,346,207       $  59,630,449
                                                                                             ==============      ==============
Liabilities and Partners' Capital
 Liabilities                                                                                                                   
  Accounts payable (Note 7)                                                                  $     743,470       $     683,013
  Distribution payable (Note 3)                                                                    331,163             331,163
                                                                                             --------------      --------------
                                                                                                 1,074,633           1,014,176
                                                                                             --------------      --------------
 Partners' Capital
  General Partner                                                                                    7,187               7,553
  Beneficial Unit Certificate Holders
  ($11.11 per BUC in 1996 and $11.17 in 1995)                                                   58,264,387          58,608,720
                                                                                             --------------      --------------
                                                                                                58,271,574          58,616,273
                                                                                             --------------      --------------
                                                                                             $  59,346,207       $  59,630,449
                                                                                             ==============      ==============
The accompanying notes are an integral part of the financial statements.
</TABLE>




































<PAGE>                               - 1 -

AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
                                                                                                    For the             For the
                                                                                              Quarter Ended       Quarter Ended
                                                                                              Mar. 31, 1996       Mar. 31, 1995
                                                                                             --------------      --------------
<S>                                                                                          <C>                 <C>
Income
 Mortgage bond investment income                                                             $     594,905       $     693,337
 Rental income                                                                                   1,297,401           1,254,529
 Interest income on temporary cash investments                                                      11,063              12,605
                                                                                             --------------      --------------
                                                                                                 1,903,369           1,960,471
                                                                                             --------------      --------------
Expenses
 General and administrative expenses (Note 7)                                                      229,081             191,053
 Real estate operating expenses                                                                    717,406             599,613
 Depreciation                                                                                      308,092             297,385
                                                                                             --------------      --------------
                                                                                                 1,254,579           1,088,051
                                                                                             --------------      --------------
Net income                                                                                   $     648,790       $     872,420
                                                                                             ==============      ==============
Net income allocated to:
 General Partner                                                                             $       9,569       $      11,698
 BUC Holders                                                                                       639,221             860,722
                                                                                             --------------      --------------
                                                                                             $     648,790       $     872,420
                                                                                             ==============      ==============
Net income per BUC                                                                           $         .12       $         .16
                                                                                             ==============      ==============
</TABLE>

AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
STATEMENT OF PARTNERS' CAPITAL
FOR THE QUARTER ENDED MARCH 31, 1996
(UNAUDITED)
<TABLE>
<CAPTION>

                                                                                           Beneficial Unit
                                                                             General           Certificate
                                                                             Partner               Holders               Total
                                                                     ----------------     ----------------     ----------------
<S>                                                                  <C>                  <C>                  <C>   
Partners' Capital (excluding net unrealized holding losses):
Balance at December 31, 1995                                         $         7,553      $    67,357,194      $    67,364,747
Net income                                                                     9,569              639,221              648,790
Cash distributions paid or accrued (Note 3)
 Income                                                                       (9,935)            (675,462)            (685,397)
 Return of capital                                                               -               (308,092)            (308,092)
                                                                     ----------------     ----------------     ----------------
                                                                               7,187           67,012,861           67,020,048
                                                                     ----------------     ----------------     ----------------
Net unrealized holding losses:
Balance at December 31, 1995 and March 31, 1996                                 -              (8,748,474)          (8,748,474)
                                                                     ----------------     ----------------     ----------------
Balance at March 31, 1996                                            $         7,187      $    58,264,387      $    58,271,574
                                                                     ================     ================     ================

The accompanying notes are an integral part of the financial statements.
</TABLE>










<PAGE>                               - 2 -

AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
                                                                                                   For the             For the
                                                                                             Quarter Ended       Quarter Ended
                                                                                             Mar. 31, 1996       Mar. 31, 1995
                                                                                            ---------------     ---------------
<S>                                                                                         <C>                 <C>   
Cash flows from operating activities                                                                                           
 Net income                                                                                 $      648,790      $      872,420
  Adjustments to reconcile net income to net cash 
   provided by operating activities
    Depreciation                                                                                   308,092             297,385
    Decrease (increase) in interest receivable                                                      10,373             (52,101)
    Increase (increase) in other assets                                                            (59,177)             10,241
    Increase in accounts payable                                                                    60,457              56,218
                                                                                            ---------------     ---------------
 Net cash provided by operating activities                                                         968,535           1,184,163

Cash flow used in investing activity
 Real estate capital improvements                                                                  (41,570)            (28,229)
                                                                                            ---------------     ---------------
Cash flow used in financing activity
 Distributions paid                                                                               (993,489)           (993,489)
                                                                                            ---------------     ---------------
Net increase (decrease) in cash and temporary cash investments                                     (66,524)            162,445
Cash and temporary cash investments at beginning of period                                       1,912,560           1,969,975 
                                                                                            ---------------     ---------------
Cash and temporary cash investments at end of period                                        $    1,846,036      $    2,132,420 
                                                                                            ===============     ===============
The accompanying notes are an integral part of the financial statements.
</TABLE>









































<PAGE>                               - 3 -

AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
(UNAUDITED)

1. Organization

America First Tax Exempt Mortgage Fund 2 Limited Partnership (the Partnership) 
was formed on September 30, 1986, under the Delaware Revised Uniform Limited 
Partnership Act for the purpose of acquiring a portfolio of federally 
tax-exempt mortgage bonds collateralized by income-producing real estate, 
including multifamily residential apartments and commercial properties.  The 
Partnership will terminate on December 31, 2016, unless terminated earlier 
under the provisions of the Partnership Agreement.  The General Partner of the 
Partnership is America First Capital Associates Limited Partnership Four (AFCA 
4).

2. Summary of Significant Accounting Policies

 A) Financial Statement Presentation
    The financial statements of the Partnership are prepared without audit on 
    the accrual basis of accounting in accordance with generally accepted 
    accounting principles.  The financial statements should be read in 
    conjunction with the financial statements and notes thereto included in 
    the Partnership's Annual Report on Form 10-K for the year ended December 
    31, 1995.  In the opinion of management, all normal and recurring 
    adjustments necessary to present fairly the financial position at March 
    31, 1996, and results of operations for all periods presented have been 
    made.

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

 B) Investment in Tax-Exempt Mortgage Bonds
    The Partnership adopted Statement of Financial Accounting Standard No. 115 
    "Accounting for Certain Investments in Debt and Equity Securities" (FAS 
    115) as of January 1, 1994.  FAS 115 requires that investment securities 
    be classified as held-to-maturity, available-for-sale, or trading.  Under 
    FAS 115, investments classified as available-for-sale are reported at fair 
    value with any unrealized gains or losses excluded from earnings and 
    reflected as a separate component of partners' capital.  Subsequent 
    increases and decreases in the net unrealized gain/loss on the 
    available-for-sale securities are reflected as adjustments to the carrying 
    value of the portfolio and adjustments to the component of partners' 
    capital.  The Partnership does not have investment securities classified 
    as held-to-maturity or trading.  Unrealized losses of $8,748,474 on 
    tax-exempt mortgage bonds previously recognized through income were 
    reclassified to a separate component of partners' capital with the 
    adoption of FAS 115.  There was no additional impact resulting from 
    adoption since the bonds had already been reduced to estimated fair value.

    The carrying value of tax-exempt mortgage bonds is periodically reviewed 
    and adjusted when there are significant changes in the estimated net 
    realizable value of the underlying collateral.

    Accrual of mortgage bond investment income is excluded from income when, 
    in the opinion of management, collection of related interest is doubtful. 
    This interest is recognized as income when it is received.

 C) Real Estate Acquired in Settlement of Bonds
    For periods prior to January 1, 1996, property acquired through foreclosure 
    or deed in lieu of foreclosure was recorded at the lower of the unpaid 
    bond balance or estimated net realizable value at the date of 
    acquisition.  A valuation allowance was established for declines in the 
    estimated net realizable value subsequent to acquisition.  





<PAGE>                               - 4 -

AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
(UNAUDITED)

    On January 1, 1996, the Partnership adopted Statement of Financial 
    Accounting Standard No. 121, "Accounting for the Impairment of Long-Lived 
    Assets and for Long-Lived Assets to be Disposed of" (FAS 121).  Among 
    other things, FAS 121 requires that long-lived assets and certain 
    identifiable intangibles to be held and used by an entity be reviewed for 
    impairment whenever events or circumstances indicate that the carrying 
    value of an asset may not be recoverable.  As a result of adopting FAS 
    121, the Partnership wrote down the carrying value of each impaired 
    property to estimated net realizable value thus eliminating the valuation 
    allowance on real estate acquired.  The carrying value of each property 
    will be periodically reviewed and adjustments will be made to the carrying 
    value when there are declines in the estimated net realizable value.

    Depreciation of real estate acquired in settlement of bonds is based on 
    the estimated useful life of the property (27-1/2 years on multifamily 
    residential apartments or 31-1/2 years on The Exchange at Palm Bay) using 
    the straight-line method.  Depreciation of real estate improvements on 
    The Exchange at Palm Bay is based on the term of the related tenant lease 
    using the straight-line method.  Subsequent to January 1, 1996, 
    depreciation is calculated based on the adjusted carrying value of the 
    properties.

    The adoption of FAS 121 did not have a material impact on the financial 
    statements.
 
 D) Income Taxes
    No provision has been made for income taxes since Beneficial Unit 
    Certificate (BUC) Holders are required to report their share of the     
    Partnership's taxable income for federal and state income tax purposes.

 E) Temporary Cash Investments
    Temporary cash investments are invested in federally tax-exempt securities 
    purchased with an original maturity of three months or less.

 F) Net Income per BUC
    Net income per BUC has been calculated based on the number of BUCs 
    outstanding (5,245,623) for all periods presented.

3. Partnership Income, Expenses and Cash Distributions

The Partnership Agreement contains provisions for the distribution of Net 
Interest Income and Net Residual Proceeds and for the allocation of income and 
expenses for tax purposes among AFCA 4 and BUC Holders.

Cash distributions included in the financial statements represent the actual 
cash distributions made during each period and the cash distributions accrued 
at the end of each period.

4. Partnership Reserve Account

The Partnership maintains a reserve account which totaled $1,128,057 at March 
31, 1996. The reserve account was established to maintain working capital for 
the Partnership and is available to supplement distributions to investors or 
for any other contingencies related to the ownership of the mortgage bonds, 
real estate acquired and the operation of the Partnership. 















<PAGE>                               - 5 -

AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
(UNAUDITED)

5. Investment in Tax-Exempt Mortgage Bonds

Descriptions of the tax-exempt mortgage bonds owned by the Partnership at 
March 31, 1996, are as follows:

<TABLE>
<CAPTION>
                                                                                                     Base
                                                                         Number      Maturity    Interest            Carrying
  Property Name                               Location                 of Units   	      Date        Rate(1)           Amount
  ----------------------------------          --------------------     --------   -------------   --------    -----------------
  <S>                                         <C>                      <C>        <C>             <C>         <C>
  Performing:
   Jackson Park Place                         Fresno, CA                  296          09/01/11       8.5%    $      8,760,000
                                                                                                              -----------------
  Nonperforming:(2)
   Jefferson Place                            Olathe, KS                  352          12/01/10       8.5%          12,800,000
   Avalon Ridge                               Renton, WA                  356          09/01/11       8.5%          18,755,000
                                                                                                              -----------------
                                                                                                                    31,555,000
                                                                                                              -----------------
                                                                                                                    40,315,000
  Unrealized holding losses                                                                                         (8,748,474)
                                                                                                              -----------------
  Balance at March 31, 1996                                                                                   $     31,566,526
                                                                                                              =================
</TABLE>

(1)  In addition to the base interest rate shown, the bonds bear additional 
contingent interest as defined in each revenue note which, when combined with 
the interest shown, is limited to a cumulative, noncompounded amount not 
greater than 13% per annum.  The Partnership did not receive any additional 
contingent interest in 1996.

(2)  Nonperforming bonds are bonds which are not fully current as to interest 
payments.  The amount of foregone interest on nonperforming bonds for 1996 was 
$261,789.

6. Real Estate Acquired in Settlement of Bonds

Real estate acquired in settlement of bonds at March 31, 1996, is comprised of 
the following:

<TABLE>
<CAPTION>
                                                                                                 Building
                                                               Number                                 and             Carrying
  Property Name                        Location               of Units   	         Land      Improvements               Amount
  ---------------------------------    --------------------   --------     -------------   ---------------    -----------------
  <S>                                  <C>                    <C>          <C>             <C>                <C>
  Covey at Fox Valley                  Aurora, IL                216       $  1,320,000    $   10,028,338     $     11,348,338
  The Exchange at Palm Bay             Palm Bay, FL           72,002(1)       1,150,318         3,182,031            4,332,349
  The Park at Fifty Eight              Chattanooga, TN            96            135,000         2,303,741            2,438,741
  Shelby Heights                       Bristol, TN               100            175,000         2,952,847            3,127,847
  Coral Point                          Mesa, AZ                  336          2,240,000         8,960,000           11,200,000 
                                                                                                              -----------------
                                                                                                                    32,447,275
  Less accumulated depreciation                                                                                     (6,823,227)
                                                                                                              -----------------
  Balance at March 31, 1996                                                                                   $     25,624,048
                                                                                                              =================
</TABLE>

(1)  Represents square feet.






<PAGE>                               - 6 -

AMERICA FIRST TAX EXEMPT MORTGAGE FUND 2 LIMITED PARTNERSHIP
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 1996
(UNAUDITED)

7.	Transactions with Related Parties

Substantially all of the Partnership's general and administrative expenses are 
paid by AFCA 4 or an affiliate and reimbursed by the Partnership.  The amount 
of such expenses reimbursed to AFCA 4 during 1996 was $273,761.  The 
reimbursed expenses are presented on a cash basis and do not reflect accruals 
made at quarter end.  AFCA 4 or an affiliate also paid $27,300 in capitalized 
costs during 1996 which were reimbursed by the Partnership.  The capitalized 
costs were incurred in connection with the proposed tax-exempt bond refunding 
and property acquisition described in Note 9.

AFCA 4 received from property owners administrative fees of $30,548 in 1996.  
Since these fees are not Partnership expenses, they have not been reflected in 
the accompanying financial statements.  Pursuant to the Limited Partnership 
Agreement, AFCA 4 is entitled to an administrative fee from the Partnership in 
the event the Partnership becomes the equity owner of a property by reason of 
foreclosure.  The amount of such fees paid to AFCA 4 during 1995 was $56,550.

The general partner of the property partnership which owns Jefferson Place is 
principally owned by an employee of an affiliate of AFCA 4.  Such employee has 
a nominal interest in the affiliate.  AFCA 4 and an affiliated mortgage fund 
also own small interests in the general partner.  The general partner has a 
nominal interest in the property partnership's profits, losses and cash flow 
which is subordinate to the interest of the Partnership and the mortgage 
bond.  The general partner did not receive cash distributions from the 
partnership in 1996. 

An affiliate of AFCA 4 was retained to provide property management services 
for Covey at Fox Valley, The Park at Fifty Eight, Shelby Heights, Coral Point, 
Jefferson Place and Avalon Ridge.  The fees for services provided represent 
the lower of (i) costs incurred in providing management of the property, or 
(ii) customary fees for such services determined on a competitive basis and 
amounted to $102,009 in 1996.

8.  Proposed Merger

On March 28, 1996, the Partnership entered into a Merger Agreement with 
America First Apartment Investors, L.P. (Apartment Investors) a newly formed 
Delaware limited partnership of which AFCA 4 is the general partner.  Under 
the Merger Agreement, Apartment Investors will be the surviving limited 
partnership and will acquire all assets and liabilities of the Partnership.  
BUC Holders in the Partnership will become BUC Holders in Apartment Investors 
and will receive one BUC of Apartment Investors for each BUC they hold in the 
Partnership as of the record date to be established for the merger.  Among 
other things, the merger is conditioned upon the approval of the holders of a 
majority of the BUCs in the Partnership.

9.  Subsequent Event

The Partnership anticipates raising $2,750,000 on or about May 16, 1996, 
through the offering of multifamily housing refunding bonds on The Park at 
Fifty Eight.  The bonds are expected to have:  (i) an effective interest rate 
of 6.65%; (ii) an "A" rating by Standard and Poors; and (iii) a 25-year 
maturity.  The Partnership also anticipates that on or about May 16, 1996, it 
will acquire a 100-unit multifamily housing property located in Chatanooga, 
Tennessee.  The proposed acquisition price of $1,900,000 will be financed from 
proceeds of the offering of the refunding bonds.  Unused proceeds from the 
offering will be added to the Partnership's reserves.

10.  Restatement

The tax-exempt mortgage bonds were previously accounted for as loans.  
However, the bonds are considered debt securities under FAS 115, which was 
effective January 1, 1994.  Accordingly, the 1995 and 1996 financial 
statements have been restated to properly present the bonds as debt 
securities.  The only effect of the restatement was to segregate the 
$8,748,474 of unrealized losses as a separate component of partners' capital.  
There was no effect on the carrying value of the bonds, total assets, total 
partners' capital or net income.

<PAGE>                               - 7 -

     Item 2.  Management's Discussion and Analysis of Financial Condition and 
Results of Operations

Liquidity and Capital Resources

The Partnership originally acquired nine tax-exempt mortgage bonds, the 
proceeds of which were used to provide construction and/or permanent financing 
for eight multifamily housing properties and one commercial property.  During 
1988, one tax-exempt mortgage bond was prepaid in full.  At March 31, 
1996, the Partnership continued to hold three of these tax-exempt mortgage 
bonds with a carrying value, at estimated fair value, of $31,566,526 
and five real estate properties acquired through foreclosure or deed in lieu 
of foreclosure with a depreciated cost, net of a valuation allowance, of 
$25,624,048.

The following table shows the various occupancy levels of the properties 
financed or owned by the Partnership at March 31, 1996:

<TABLE>
<CAPTION>
                                                                                                       Number      Percentage
                                                                                        Number       of Units        of Units
Property Name                          Location                                       of Units       Occupied        Occupied
- -------------------------------        -----------------------                       ----------     ----------     -----------
<S>                                    <C>                                           <C>            <C>            <C>
Jackson Park Place                     Fresno, CA                                          296            282             95%
Jefferson Place                        Olathe, KS                                          352            342             97%
Avalon Ridge                           Renton, WA                                          356            288             81%
Covey at Fox Valley(1)                 Aurora, IL                                          216            203             94%
The Park at Fifty Eight(1)             Chattanooga, TN                                      96             95             99%
Shelby Heights(1)                      Bristol, TN                                         100             89             89%
Coral Point(1)                         Mesa, AZ                                            336            320             95%
                                                                                     ----------     ----------     -----------
                                                                                         1,752          1,619             92%
                                                                                     ==========     ==========     ===========
The Exchange at Palm Bay(1)           Palm Bay, FL                                      72,002(2)      42,627(2)          59%
                                                                                     ==========     ==========     ===========
</TABLE>

(1) Property acquired through foreclosure or deed in lieu of foreclosure.
(2) Represents square feet.

The principal amounts of the tax-exempt mortgage bonds do not amortize over 
their terms.  The tax-exempt mortgage bonds provide for the payment of base 
interest at a fixed rate.  In addition, the Partnership may earn contingent 
interest based on a participation in the net cash flow and net sale or 
refinancing proceeds from the real estate collateralizing the tax-exempt 
mortgage bonds.  The base interest payments received on the tax-exempt 
mortgage bonds and net rental income earned on properties owned represent the 
principal sources of the Partnership's income and distributable cash.  The 
Partnership has not received any contingent interest on its mortgage bonds 
during 1996. The Partnership also earns income on temporary cash investments.  
The Partnership may draw on reserves to pay operating expenses or to 
supplement cash distributions to Beneficial Unit Certificate (BUC) Holders.

During the quarter ended March 31, 1996, $36,607 of undistributed income was 
withdrawn from reserves.  The total amount held in reserves at March 31, 1996, 
was $1,128,057.  Future distributions to BUC Holders will depend upon the 
amount of  base and contingent interest and net rental income the Partnership 
receives, the size of reserves established by the Partnership and the extent 
to which withdrawals are made from reserves.  

The Partnership believes that cash provided by operating activities and, if 
necessary, withdrawals from the Partnership's reserves will be adequate to 
meet its short-term and long-term liquidity requirements, including the 
payments of distributions to BUC Holders.  Under the terms of the Partnership 
Agreement, the Partnership has the authority to enter into short-term and 
long-term debt financing arrangements.  The Partnership is not authorized to 
issue additional BUCs to meet short-term and long-term liquidity requirements.






<PAGE>                               - 8 -

Distributions

Cash distributions paid or accrued per BUC were as follows:
<TABLE>
<CAPTION>
                                                                                                For the               For the
                                                                                          Quarter Ended         Quarter Ended
                                                                                          Mar. 31, 1996         Mar. 31, 1995
                                                                                         ---------------       ---------------
<S>                                                                                      <C>                   <C>
Regular monthly distributions
	Income                                                                                  $        .1288        $        .1308
	Return of capital                                                                                .0587                 .0567
                                                                                         ---------------       ---------------
                                                                                         $        .1875        $        .1875
                                                                                         ===============       ===============
Distributions
	Paid out of current and prior undistributed cash flow                                   $        .1875        $        .1875
                                                                                         ===============       ===============
</TABLE>
 
Asset Quality 

It is the policy of the Partnership to make a periodic review of the real 
estate collateralizing the Partnership's mortgage bonds in order to establish, 
when necessary, a valuation reserve on mortgage bonds.  The carrying value of 
the mortgage bonds is periodically reviewed and adjustments are made when 
there are significant changes in the estimated net realizable value of the 
underlying collateral for the bonds.  

On January 1, 1996, the Partnership adopted Statement of Financial Accounting 
Standard No. 121, "Accounting for the Impairment of Long-Lived Assets and for 
Long-Lived Assets to be Disposed of" (FAS 121).  Among other things, FAS 121 
requires that long-lived assets and certain identifiable intangibles to be 
held and used by an entity be reviewed for impairment whenever events or 
circumstances indicate that the carrying value of an asset may not be 
recoverable.  As a result of adopting FAS 121, the Partnership wrote down the 
carrying value of each impaired property to estimated net realizable value 
thus eliminating the valuation allowance on real estate acquired.  The 
carrying value of each property will be periodically reviewed and adjustments 
will be made to the carrying value when there are declines in the estimated 
net realizable value.

Internal property valuations and reviews performed during the 
quarter ended March 31, 1996, indicated that the mortgage bonds and real 
estate recorded on the balance sheet at March 31, 1996, required no 
adjustments to their current carrying amounts.

The overall status of the Partnership's mortgage bonds and real estate owned 
has generally remained constant since December 31, 1995.

























<PAGE>                               - 9 -

Results of Operations

The table below compares the results of operations for each period shown.
<TABLE>
<CAPTION>
                                                                              For the             For the            Increase
                                                                        Quarter Ended       Quarter Ended           (Decrease)
                                                                        Mar. 31, 1996       Mar. 31, 1995           From 1995
                                                                       ---------------     ---------------     ---------------
<S>                                                                    <C>                 <C>                 <C>
Mortgage bond investment income                                        $      594,905      $      693,337      $      (98,432)
Rental income                                                               1,297,401           1,254,529              42,872
Interest income on temporary cash investments                                  11,063              12,605              (1,542)
                                                                       ---------------     ---------------     ---------------
                                                                            1,903,369           1,960,471             (57,102)
                                                                       ---------------     ---------------     ---------------
General and administrative expenses                                           229,081             191,053              38,028
Real estate operating expenses                                                717,406             599,613             117,793
Depreciation                                                                  308,092             297,385              10,707
                                                                       ---------------     ---------------     ---------------
                                                                            1,254,579           1,088,051             166,528
                                                                       ---------------     ---------------     ---------------
Net income                                                             $      648,790      $      872,420      $     (223,630)
                                                                       ===============     ===============     ===============
</TABLE>

Mortgage bond investment income decreased for the quarter ended March 31, 
1996, compared to the same period in 1995 as a result of decreases in the cash 
flow received from Avalon Ridge of approximately $95,000 and Jefferson Place 
of approximately $4,000.  The decrease in cash flow received from Avalon Ridge 
was primarily due to a decrease in average occupancy of approximately 5%.

Rental income increased for the quarter ended March 31, 1996, compared to the 
same period in 1995 due primarily to rental rate increases and higher average 
occupancy of certain properties acquired by the Partnership in foreclosure.  
Real estate operating expenses increased for the quarter ended March 31, 1996, 
compared to the same period in 1995 due primarily to leasing commissions of 
approximately $85,000 incurred by the Exchange at Palm Bay in connection with 
leasing additional space to tenants.  Depreciation expense increased for the 
quarter ended March 31, 1996, compared to the same period in 1995 due to 
continued capital improvements.

The decrease in interest income on temporary cash investments for the quarter 
ended March 31, 1996, compared to the same period in 1995 is primarily 
attributable to withdrawals made from Partnership reserves during 1996 
to supplement distributions to BUC Holders.

General and administrative expenses increased for the quarter ended March 31, 
1996, compared to the same period in 1995.  These increases were primarily due 
to increases in salaries and related expenses and travel expense.

























<PAGE>                               - 10 -

PART II.  OTHER INFORMATION

     Item 6.   Exhibits and Reports on Form 8-K

          (a)  Exhibits

               4(a) Agreement of Limited Partnership dated October 15, 1986
                    (incorporated herein by reference to Form 10-K dated 
                    December 31, 1986 filed pursuant to Section 13 or 15(d) of 
                    the Securities Act of 1934 by America First Tax Exempt 
                    Mortgage Fund 2 Limited Partnership (Commission File No.
                    0-15329)).

               4(b) Form of Certificate of Beneficial Unit Certificate
                    (incorporated herein by reference to Form S-11 
                    Registration Statement filed May 8, 1986 with the 
                    Securities and Exchange Commission by America First Tax 
                    Exempt Mortgage Fund 2 Limited Partnership (Commission 
                    File No. 33-5521)).

              10(a) $18,755,000 Washington State Housing Finance Commission 
                    Multifamily Housing Mortgage Revenue Note (Sunpointe 
                    Apartments Projects) Series 1987 (incorporated herein by 
                    reference to Form 10-K dated December 31, 1987 filed 
                    pursuant to Section 13 or 15(d) of the Securities Exchange 
                    Act of 1934 by America First Tax Exempt Mortgage Fund 2 
                    Limited Partnership (Commission File No. 0-15329)).

              10(b) Lender Loan Agreement and Indenture of Trust among 
                    Washington State Housing Finance Commission, the 
                    Registrant and FirsTier Bank, National Association, dated 
                    September 1, 1987 (incorporated herein by reference to Form 
                    10-K dated December 31, 1987 filed pursuant to Section 13 
                    or 15(d) of the Securities Exchange Act of 1934 by America 
                    First Tax Exempt Mortgage Fund 2 Limited Partnership 
                    (Commission File No. 0-15329)).

              10(c) Construction Loan Agreement between the Registrant and 
                    Sunpointe Associates Limited Partnership, dated September 
                    1, 1987 (incorporated herein by reference to Form 10-K 
                    dated December 31, 1987 filed pursuant to Section 13 or 
                    15(d) of the Securities Exchange Act of 1934 by America 
                    First Tax Exempt Mortgage Fund 2 Limited Partnership 
                    (Commission File No. 0-15329)).

          (b)  Form 8-K

               The registrant did not file a report on Form 8-K during the 
               quarter for which this report is filed.


























<PAGE>                               - 11 -

	                                  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.

Dated:  May 24, 1996          AMERICA FIRST TAX EXEMPT MORTGAGE
                              FUND 2 LIMITED PARTNERSHIP

                              By America First Capital
                                   Associates Limited
                                   Partnership Four, General
                                   Partner of the Registrant

                              By America First Companies L.L.C.,
                                   General Partner of America First Capital
                                   Associates Limited Partnership Four

                              By /s/ Michael Thesing             
                                   Michael Thesing
                                   Vice President, Secretary,
                                   Treasurer and Chief Financial
                                   Officer (Vice President and Principal 
                                   Financial Officer of Registrant)



















































<PAGE>                               - 12 -


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<ARTICLE> 5
       
<S>                                        <C>
<PERIOD-TYPE>                                    3-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               MAR-31-1996
<CASH>                                       1,846,036
<SECURITIES>                                31,566,526
<RECEIVABLES>                                  186,228
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                             2,032,264
<PP&E>                                      32,447,275
<DEPRECIATION>                               6,823,227
<TOTAL-ASSETS>                              59,346,207
<CURRENT-LIABILITIES>                        1,074,633
<BONDS>                                              0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                  58,271,574
<TOTAL-LIABILITY-AND-EQUITY>                59,346,207
<SALES>                                              0
<TOTAL-REVENUES>                             1,903,369
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                             1,254,579
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                648,790
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            648,790
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   648,790
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

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