A new terpolymer resin was synthesized from 8-Hydroxyquinoline and adipamide with formaldehyde by polycondensation method in the presence of 2M HCl as catalyst. The resin was characterized by elemental analysis and spectral methods, i.e. composition of terpolymer has been determined in the basis of their elemental analysis. The terpolymer resin has been characterized by UV- Visible, I.R. and NMR spectra. The number average molecular weight has been determined by conductometric titration in non-aqueous medium. Intrinsic viscosities of the solution of the terpolymer has been determined in dimethyl formamide. The structure of the terpolymer resin was confirmed on the basis of spectral data.