Terpolymer (8-HQ5-SAOF-II) was synthesized by the condensation of 8-hydroxyquinoline 5- sulphonic acid (8-HQ5-SA) and oxamide (O) with formaldehyde (F) in the presence of acid catalyst. The terpolymer resin was synthesized by (2:1:3) molar proportion of the reacting monomers. The terpolymer resin composition has been determined on the basis of elemental analysis. The number average molecular weight of this resin was determined by conductometric titration in non-aqueous medium. Viscometric measurement in dimethylsulphoxide (DMSO) has been carried out with a view to ascertain the characteristic functions and constants. Uv-Visible spectra, FTIR, 1H NMR and 13C NMR spectra were studied to elucidate the structure. The morphology of terpolymer was studied by SEM.