UNITED STATES
              SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C. 20549
                                    

                          FORM 10-K-A

                        AMENDMENT NO. 1

(Mark One)

 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
 ACT OF 1934 [FEE REQUIRED]

      For the fiscal year ended       December 31, 1994                 

                              OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

      For the transition period from                  to                  

        Commission file number                 0-14377              

                    Krupp Realty Limited Partnership-VII
           (Exact name of registrant as specified in its charter)

        Massachusetts                       04-2842924
(State or other jurisdiction of          (IRS Employer
incorporation or organization)     Identification No.)

470 Atlantic Avenue, Boston, Massachusetts                         02210
(Address of principal executive offices)               (Zip Code)

(Registrant's telephone number, including area code)   (617) 423-2233 




This amendment is being filed to submit the following exhibits listed
below:


(b)     Exhibits:

         Number and Description
         Under Regulation S-K

         The following reflects all applicable exhibits required under 
         Item 601 of Regulation S-K:

         
         (10)   Material Contracts

                
                Nora Corners Shopping Center

             
                (10.22)  Promissory Note dated September 27, 1994,
                         effective October 6, 1994, by and between Krupp
                         Realty Limited Partnership-VII and John Hancock
                         Mutual Life Insurance Company. (File No. 0-
                         14377).+

                (10.23)  Mortgage, Security Agreement, Assignment of Leases
                         and Fixture Filing dated September 27, 1994,
                         effective October 6, 1994,  by and between Krupp
                         Realty Limited Partnership-VII and John Hancock
                         Mutual Life Insurance Company. (File No. 0-
                         14377).+


             + Filed herein


                                 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, on the 30th day of March, 1995.

                   KRUPP REALTY LIMITED PARTNERSHIP-VII
                   By: The Krupp Corporation, a General
                       Partner



                                        By:  /s/George Krupp             
                                             George Krupp, Co-Chairman
                                             (Principal Executive Officer)
                                             and Director of The Krupp
                                             Corporation


    Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities indicated, on the 30th day of March, 1995.

Signatures      Title(s)




/s/Douglas Krupp  Co-Chairman (Principal Executive Officer)
Douglas Krupp     and Director of The Krupp Corporation, a General Partner.



/s/George Krupp    Co-Chairman (Principal Executive Officer)
George Krupp       and Director of The Krupp Corporation, a General Partner.



/s/Laurence Gerber  President of The Krupp Corporation, a
Laurence Gerber      General Partner.


/s/Marianne Pritchard  Treasurer and Chief Accounting Officer of
Marianne Pritchard     The Krupp Corporation, a General Partner