CORNERSTONE MORTGAGE INVESTMENT GROUP II INC
10-Q, 2000-05-11
ASSET-BACKED SECURITIES
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                           UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION

                      Washington, D.C.  20549

                       ______________________

                             FORM 10-Q

         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)

               OF THE SECURITIES EXCHANGE ACT OF 1934


           For the quarterly period ended  MARCH 31, 2000
                                          ----------------
                  Commission file number  33-11459
                                         ----------


           CORNERSTONE MORTGAGE INVESTMENT GROUP II, INC.
_______________________________________________________________________
       (Exact name of registrant as specified in its charter)


      DELAWARE                                      43-1432378
_______________________________________________________________________
      (State or other jurisdiction of           (IRS Employer
      incorporation or organization)            Identification No.)

      201 Progress Parkway
      Maryland Heights, Missouri                        63043
_______________________________________________________________________
      (Address of principal executive offices)        (Zip Code)


Registrant's telephone number, including area code      (314) 515-2000
                                                       ----------------

     Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports, and (2)
has been subject to such filing requirements for the past 90 days.
YES   X     NO
    -----      -----

     Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date, May 9, 2000:

             COMMON STOCK, $1.00 Par Value - 500 Shares


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           CORNERSTONE MORTGAGE INVESTMENT GROUP II, INC.

                               INDEX


                                                                  Page
                                                                 Number

Part I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

         Balance Sheet                                              3
         Notes to Balance Sheet                                     4

Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations                        5


Part II. OTHER INFORMATION                                          6

SIGNATURES                                                          7




                               2

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                   Part I.  FINANCIAL INFORMATION

Item 1.  Financial Statements


<TABLE>
                     CORNERSTONE MORTGAGE INVESTMENT GROUP II, INC.

                                      BALANCE SHEET

                                       (UNAUDITED)

<CAPTION>
                                                                 March 31,         December 31,
                                                                   2000                1999
- -----------------------------------------------------------------------------------------------
<S>                                                            <C>                 <C>
                                         ASSETS
                                         ------

CASH                                                           $        500        $        500
                                                               ============        ============





                                  STOCKHOLDER'S EQUITY
                                  --------------------

COMMON STOCK - $1.00 par value, 150,000
   shares authorized, 500 shares issued and outstanding        $        500        $        500
                                                               ============        ============

- --------------------------------------------------------------------------------



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


                               3

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                   Part I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

           CORNERSTONE MORTGAGE INVESTMENT GROUP II, INC.

                       NOTES TO BALANCE SHEET

                            (Unaudited)

BASIS OF PRESENTATION
     The financial information included herein is unaudited.  However,
in the opinion of management, such information includes all adjustments
of a normal recurring nature which are necessary for its fair
presentation.
     Cornerstone Mortgage Investment Group II, Inc. ("Cornerstone II")
is a Delaware corporation and a wholly-owned subsidiary of Edward D.
Jones & Co., L.P. ("EDJ" or the "Partnership"), a Missouri limited
partnership.  Cornerstone II was incorporated on December 22, 1986, for
the limited purpose of structuring and selling mortgage-backed
securities (the "Certificates"), which are backed by Government National
Mortgage Association (GNMA), Federal Home Loan Mortgage Corporation
(FHLMC) and Federal National Mortgage Association (FNMA) Securities
(collectively the "Deposited Securities").
     EDJ absorbed all costs related to the organization of Cornerstone
II.  In addition, EDJ paid all offering expenses and assumed all future
revenues and expenses in connection with prior security transactions.
Due to the absence of revenue or expense generating transactions, no
income statement is presented.  The balance of stockholder's equity
consists solely of common stock issued on December 30, 1986; therefore,
no statement of stockholder's equity is presented.  All funds were
obtained from capital transactions; therefore, no statement of cash
flows is presented.


                               4

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                   Part I.  FINANCIAL INFORMATION

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


           CORNERSTONE MORTGAGE INVESTMENT GROUP II, INC.

                 MANAGEMENT'S FINANCIAL DISCUSSION

     No series have been issued since May 29, 1991.  During the twelve
months ended December 31, 1998 and December 31, 1999, EDJ and
Cornerstone II exercised the option to repurchase collateral for three
and 22 of the 29 series, respectively, which had a current collateral
principal balance that was less than 10% of the original collateral
principal balance.  EDJ and Cornerstone II did not exercise any options
to repurchase collateral during the three months ended March 31, 2000.
     Since Cornerstone II had previously surrendered control of the
future economic benefit in the collateral to EDJ, these transactions
have not been accounted for by Cornerstone II.  Accordingly, no income
statement is presented.
     The outstanding principal balance and remaining collateral value
relating to the four outstanding series are $6,568,000 and $6,634,787,
respectively, as of March 31, 2000.
     As of May 9, 2000, the Partnership has not encountered any
significant business disruptions as a result of internal or external
Year 2000 issues.  However, while no such occurrence has developed, Year
2000 issues may arise that may not become immediately apparent.
Therefore, the Partnership will continue to monitor and work to
remediate any issues that may arise.  Although the Partnership expects
not to be materially impacted, such future events cannot be known with
certainty.




                               5

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                    Part II.  OTHER INFORMATION


           CORNERSTONE MORTGAGE INVESTMENT GROUP II, INC.


Item 1: Legal Proceedings:
        There are no pending legal proceedings.

Item 2. Changes in Securities:
        No change.

Item 3. Default upon Senior Securities:
        No default.

Item 4. Submission of Matters to a Vote of Security Holders:
        Nothing to report.

Item 5. Other Information:
        Nothing to report.

Item 6: Exhibits and Reports on Form 8-K

      (a) Exhibits

      Exhibit No.       Description of Exhibit
      -----------       ----------------------

         4.1            Deposit Agreement dated as of February 20, 1987,
                        between the Company, as Depositor, and The Bank
                        of New York, as successor Custodian
                        (incorporated by reference to Exhibit 2 to the
                        Current Report on Form 8-K filed on March 6,
                        1987).

         4.2            Trust Agreement dated as of February 20, 1987,
                        between the Company, as Depositor, and The Bank
                        of New York, as successor Trustee (incorporated
                        by reference to Exhibit 3 to the Current Report
                        on Form 8-K filed on March 6, 1987).

         4.3            Trust Agreement dated as of February 20, 1987,
                        between the Company, as Depositor, and The Bank
                        of New York, as successor Trustee (incorporated
                        by reference to Exhibit 4 to the Current Report
                        on Form 8-K filed on March 6, 1987).

      (b) Reports on Form 8-K
      No reports were filed on Form 8-K for the quarter ended March 31,
      2000.


                               6

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                             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.


<TABLE>
                     CORNERSTONE MORTGAGE INVESTMENT GROUP II, INC.
                                    (Registrant)



<S>                                 <C>                                           <C>
/s/   John C. Heisler               Chairman of the Board,
      _______________________          Chief Financial Officer,
      John C. Heisler                  Chief Accounting Officer                   May 9, 2000
                                       and Director




/s/   Philip R. Schwab              President, Chief Executive
      _______________________          Officer and Director                       May 9, 2000
      Philip R. Schwab
</TABLE>



                               7


<TABLE> <S> <C>

<ARTICLE>            5
<LEGEND>
This schedule contains summary financial information extracted from the
financial statements of Cornerstone Mortgage Investment Group II, Inc.
for the quarter ended, March 31, 2000 and is qualified in its entirety
by reference to such financial statements.
</LEGEND>

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-2000
<PERIOD-START>                             JAN-01-2000
<PERIOD-END>                               MAR-31-2000
<CASH>                                             500
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                   500
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                     500
<CURRENT-LIABILITIES>                                0
<BONDS>                                              0
                                0
                                          0
<COMMON>                                           500
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                       500
<SALES>                                              0
<TOTAL-REVENUES>                                     0
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                         0
<EPS-BASIC>                                        0
<EPS-DILUTED>                                        0


</TABLE>


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