FORM 10-Q

                      SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C.  20549

(Mark One)

[x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

     For the quarterly period ended   June 30, 1997
                                     --------------------
                                               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    0-17679
                        -----------------------------------------

       BOSTON CAPITAL TAX CREDIT FUND LIMITED PARTNERSHIP
-----------------------------------------------------------------
      (Exact name of registrant as specified in its charter)

           Delaware                           04-3006542
--------------------------------    -----------------------------
 (State or other jurisdiction of             (I.R.S. Employer
incorporation or organization)                Identification No.)

  One Boston Place, Suite 2100,  Boston, Massachusetts   02108
-----------------------------------------------------------------
   (Address of principal executive offices)          (Zip Code)

Registrant's telephone number, including area code (617) 624-8900
                                                   --------------

-----------------------------------------------------------------
(Former name, former address and former fiscal year, if changed
since last report)

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

             BOSTON CAPITAL TAX CREDIT FUND LIMITED PARTNERSHIP
             --------------------------------------------------



                        QUARTERLY REPORT ON FORM 10-Q
                     FOR THE QUARTER ENDED June 30, 1997
              -----------------------------------------------


                              TABLE OF CONTENTS
                              -----------------



 PART I - FINANCIAL INFORMATION

   Item 1.  Financial Statements..............................

            Balance Sheets....................................
            Statements of Operations..........................
            Statement of Changes in Partners' Capital.........
            Statements of Cash Flows..........................
            Notes to Financial Statements.....................
   Item 2.  Management's Discussion and Analysis of
            Financial Condition and Results
            of Operations.....................................

PART II - OTHER INFORMATION

   Item 6.  Exhibits and Reports on Form 8-K..................

            Signatures........................................





















               Boston Capital Tax Credit Fund Limited Partnership

                            BALANCE SHEETS



                                              June 30,             March 31,
                                                1997                 1997
                                             (Unaudited)           (Audited)
                                            ------------         ------------
ASSETS

INVESTMENTS IN OPERATING
PARTNERSHIPS (Note D)                        $24,677,679          $25,927,506


OTHER ASSETS
   Cash and cash equivalents                     217,932              224,629
   Other assets                                  637,029              558,728
                                              ----------           ----------

                                             $25,532,640          $26,710,863
                                              ==========           ==========

LIABILITIES

Accounts payable - affiliates (Note C)       $ 5,067,104          $ 4,737,505
                                              -----------           ----------

PARTNERS' CAPITAL
   Assignees
     Units of beneficial interest of the
     limited partnership interest of the
     assignor limited partner, $10 stated
     value per BAC, 9,800,600 issued and      21,110,793           22,603,537
     outstanding

General Partner                                 (645,257)            (630,179)
                                              -----------           ----------
                                              20,465,536           21,973,358
                                              -----------           ----------

                                             $25,532,640          $26,710,863
                                              ==========           ==========





       The accompanying notes are an integral part of these statements.

                                    1

              Boston Capital Tax Credit Fund Limited Partnership

                              BALANCE SHEETS

                                                     SERIES 1
                                           ----------------------------

                                              June 30,        March 31,
                                                1997             1997
                                             (Unaudited)      (Audited)
                                             -----------      ---------
ASSETS

INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                    $   50,002       $  117,749


OTHER ASSETS
Cash and cash equivalents                       29,327           33,374
Other assets                                    54,303           54,303
                                             ---------        ---------

                                            $  133,632       $  205,426
                                             =========        =========

LIABILITIES

Accounts payable - affiliates (Note C)      $1,155,420       $1,110,078
                                             ---------        ---------

PARTNERS' CAPITAL
   Assignees
     Units of beneficial interest of the
     limited partnership interest of the
     assignor limited partner, $10 stated
     value per BAC, 1,299,900 issued and      (898,347)        (782,382)
     outstanding

General Partner                               (123,441)        (122,270)
                                             ---------        ---------

                                            (1,021,788)        (904,652)
                                             ---------        ---------

                                            $  133,632       $  205,426
                                             =========        =========




         The accompanying notes are an integral part of these statements.

                                   2

           Boston Capital Tax Credit Fund Limited Partnership

                           BALANCE SHEETS

                                                      SERIES 2
                                            ----------------------------

                                              June 30,         March 31,
                                                1997             1997
ASSETS                                       (Unaudited)       (Audited)
                                             -----------       ---------
INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                      $2,092,046      $2,152,434


OTHER ASSETS
Cash and cash equivalents                            922           3,205
Other assets                                     360,285         360,285
                                               ---------       ---------

                                              $2,453,253      $2,515,924
                                               =========       =========



LIABILITIES

Accounts payable - affiliates (Note C)        $  320,053      $  301,690
                                               ---------       ---------

PARTNERS' CAPITAL
   Assignees
     Units of beneficial interest of the
     limited partnership interest of the
     assignor limited partner, $10 stated
     value per BAC, 830,300 issued and
     outstanding                               2,181,211       2,261,435


General Partner                                  (48,011)        (47,201)
                                               ---------       ---------

                                               2,133,200       2,214,234
                                               ---------       ---------

                                              $2,453,253      $2,515,924
                                               =========       =========



        The accompanying notes are an integral part of these statements.

                                    3

              Boston Capital Tax Credit Fund Limited Partnership

                              BALANCE SHEETS

                                                       SERIES 3
                                             ----------------------------

                                              June 30,         March 31,
                                                1997             1997
ASSETS                                       (Unaudited)       (Audited)
                                             -----------       ---------
INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                      $6,985,892      $7,481,197


OTHER ASSETS
Cash and cash equivalents                          7,336           1,832
Other assets                                      41,861          41,861
                                               ---------       ---------

                                              $7,035,089      $7,524,890
                                               =========       =========



LIABILITIES

Accounts payable - affiliates (Note C)        $1,398,478      $1,319,724
                                               ---------       ---------

PARTNERS' CAPITAL
   Assignees
     Units of beneficial interest of the
     limited partnership interest of the
     assignor limited partner, $10 stated
     value per BAC, 2,882,200 issued and
     outstanding                               5,832,158       6,395,028


General Partner                                 (195,547)       (189,862)
                                               ---------       ---------

                                               5,636,611       6,205,166
                                               ---------       ---------

                                              $7,035,089      $7,524,890
                                               =========       =========


       The accompanying notes are an integral part of these statements.

                                   4

              Boston Capital Tax Credit Fund Limited Partnership

                           BALANCE SHEETS

                                                      SERIES 4
                                            ----------------------------
                                              June 30,         March 31,
                                                1997             1997
                                             (Unaudited)      (Audited)
                                            ------------      ----------
ASSETS

   INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                    $  9,436,170     $ 9,801,415


OTHER ASSETS

   Cash and cash equivalents                       5,593          12,708
   Other assets                                  147,467          69,166
                                              -----------     -----------

                                            $  9,589,230    $  9,883,289
                                              ==========      ==========



LIABILITIES

Accounts payable - affiliates (Note C)      $  1,225,763     $ 1,084,556
                                             ------------     -----------

PARTNERS' CAPITAL
   Assignees
     Units of beneficial interest of the
     limited partnership interest of the
     assignor limited partner, $10 stated
     value per BAC, 2,995,300 issued and
     outstanding                               8,539,937       8,970,850

General Partner                                 (176,470)       (172,117)
                                              -----------      ----------

                                               8,363,467       8,798,773
                                              -----------      ----------

                                             $ 9,589,230     $ 9,883,289
                                              ==========      ==========


          The accompanying notes are an integral part of these statements.

                                    5

             Boston Capital Tax Credit Fund Limited Partnership

                            BALANCE SHEETS

                                                      SERIES 5
                                            ----------------------------
                                              June 30,        March 31,
                                                1997            1997
                                             (Unaudited)      (Audited)
                                            ------------      ----------

ASSETS

  INVESTMENTS IN OPERATING
  PARTNERSHIPS (Note D)                       $1,286,970      $1,308,171


OTHER ASSETS

  Cash and cash equivalents                      145,176         146,095
  Other assets                                    33,113          33,113
                                               ---------       ---------

                                              $1,465,259      $1,487,379
                                               =========       =========



LIABILITIES

Accounts payable - affiliates (Note C)        $   77,688      $   67,824
                                               ---------       ---------

PARTNERS' CAPITAL
   Assignees
     Units of beneficial interest of the
     limited partnership interest of the
     assignor limited partner, $10 stated
     value per BAC, 489,900 issued and
     outstanding                               1,415,446       1,447,110

General Partner                                  (27,875)        (27,555)
                                               ---------       ---------

                                               1,387,571       1,419,555
                                               ---------       ---------

                                              $1,465,259      $1,487,379
                                               =========       =========

     The accompanying notes are an integral part of these statements.

                                  6

            Boston Capital Tax Credit Fund Limited Partnership

                         BALANCE SHEETS


                                                     SERIES 6
                                            ----------------------------
                                             June 30,          March 31,
                                               1997              1997
                                            (Unaudited)       (Audited)
                                            ------------      ----------

ASSETS

   INVESTMENTS IN OPERATING
   PARTNERSHIPS (Note D)                      $4,826,599      $5,066,540


OTHER ASSETS

   Cash and cash equivalents                      29,578          27,415
   Other assets                                        -               -
                                               ---------       ---------

                                              $4,856,177      $5,093,955
                                               =========       =========



LIABILITIES

Accounts payable - affiliates (Note C)        $  889,702      $  853,633
                                               ---------       ---------
PARTNERS' CAPITAL
   Assignees
     Units of beneficial interest of the
     limited partnership interest of the
     assignor limited partner, $10 stated
     value per BAC, 1,303,000 issued and
     outstanding                               4,040,387       4,311,496

General Partner                                  (73,912)        (71,174)
                                               ---------       ---------

                                               3,966,475       4,240,322
                                               ---------       ---------

                                              $4,856,177      $5,093,955
                                               =========       =========

      The accompanying notes are an integral part of these statements.

                                   7

             Boston Capital Tax Credit Fund Limited Partnership

                         STATEMENTS OF OPERATIONS

                       Three Months Ended June 30,
                               (Unaudited)



                                             1997         1996
                                             ----         ----

Income
  Interest income                       $     1,443   $     1,980
  Miscellaneous income                          472            20
                                         ----------    ----------

                                              1,915         2,000
                                         ----------    ----------

Share of loss from Operating
  Partnerships (Note D)                  (1,249,825)   (1,445,413)
                                         ----------    ----------

Expenses
  Partnership management fees               231,758       223,944
  General and administrative expenses        28,154        41,460
                                         ----------    ----------

                                            259,912      265,404
                                         ----------    ----------


  NET LOSS                              $(1,507,822)  $(1,708,817)
                                         ==========    ==========

Net loss allocated to assignees         $(1,492,744)  $(1,691,729)
                                         ==========    ==========

Net loss allocated to general partner   $   (15,078)  $   (17,088)
                                         ==========    ==========

Net loss per BAC                        $      (.83)  $      (.90)
                                         ==========    ==========





       The accompanying notes are an integral part of these statements.

                                    8

          Boston Capital Tax Credit Fund Limited Partnership

                       STATEMENTS OF OPERATIONS

                    Three Months Ended June 30,
                             (Unaudited)

                                                      SERIES 1
                                               -----------------------
                                                  1997          1996
                                                  ----          ----
Income
  Interest income                             $      150     $     367
  Miscellaneous income                                 -            20
                                                --------      --------

                                                     150           387
                                                --------      --------

Share of loss from Operating
  Partnerships (Note D)                          (67,746)      (97,663)
                                                --------      --------

Expenses
  Partnership management fees                     45,216        44,476
  General and administrative expenses              4,324         7,184
                                                --------      --------

                                                  49,540        51,660
                                                --------      --------


  NET LOSS                                    $ (117,136)    $(148,936)
                                                ========      ========

Net loss allocated to assignees               $ (115,965)    $(147,447)
                                                ========      ========

Net loss allocated to general partner         $   (1,171)   $   (1,489)
                                                ========      ========

Net loss per BAC                              $     (.08)    $    (.11)
                                                ========      ========






        The accompanying notes are an integral part of these statements.

                                    9

            Boston Capital Tax Credit Fund Limited Partnership

                        STATEMENTS OF OPERATIONS

                     Three Months Ended June 30,
                               (Unaudited)


                                                     SERIES 2
                                               ----------------------
                                                  1997         1996
                                                  ----         ----
Income
  Interest income                             $      17             9
  Miscellaneous income                                -             -
                                               --------      --------

                                                     17             9
                                               --------      --------

Share of loss from Operating
  Partnerships (Note D)                         (60,386)     (170,192)
                                               --------      --------

Expenses
  Partnership management fees                    17,391        13,946
  General and administrative expenses             3,274         4,791
                                               --------      --------

                                                 20,665        18,737
                                               --------      --------


  NET LOSS                                    $ (81,034)    $(188,920)
                                               ========      ========

Net loss allocated to assignees               $ (80,224)    $(187,031)
                                               ========      ========

Net loss allocated to general partner         $    (810)    $  (1,889)
                                               ========      ========

Net loss per BAC                              $    (.10)    $    (.22)
                                               ========      ========




       The accompanying notes are an integral part of these statements.

                                     10

            Boston Capital Tax Credit Fund Limited Partnership

                        STATEMENTS OF OPERATIONS

                     Three Months Ended June 30,
                              (Unaudited)


                                                     SERIES 3
                                               ----------------------
                                                 1997         1996
                                                 ----         ----
Income
  Interest income                             $       4     $      37
  Miscellaneous income                              472             -
                                               --------      --------

                                                    476            37
                                               --------      --------

Share of loss from Operating
  Partnerships (Note D)                        (495,305)     (459,288)
                                               --------      --------

Expenses
  Partnership management fees                    65,497        65,697
  General and administrative expenses             8,229        10,998
                                               --------      --------

                                                 73,726        76,695
                                               --------      --------


  NET LOSS                                    $(568,555)    $(535,946)
                                               ========      ========

Net loss allocated to assignees               $(562,870)    $(530,587)
                                               ========      ========

Net loss allocated to general partner         $  (5,685)    $  (5,359)
                                               ========      ========

Net loss per BAC                              $    (.20)    $    (.18)
                                               ========      ========





       The accompanying notes are an integral part of these statements.

                                     11

           Boston Capital Tax Credit Fund Limited Partnership

                         STATEMENTS OF OPERATIONS

                      Three Months Ended June 30,
                               (Unaudited)


                                                     SERIES 4
                                               ----------------------
                                                 1997          1996
                                                 ----          ----
Income
  Interest income                             $      57     $     181
  Miscellaneous income                                -             -
                                               --------      --------

                                                     57           181
                                               --------      --------

Share of loss from Operating
  Partnerships (Note D)                        (365,245)     (588,036)
                                               --------      --------

Expenses
  Partnership management fees                    62,721        62,222
  General and administrative expenses             7,357         9,516
                                               --------      --------

                                                 70,078        71,738
                                               --------      --------


  NET LOSS                                    $(435,266)    $(659,593)
                                               ========      ========

Net loss allocated to assignees               $(430,913)    $(652,997)
                                               ========      ========

Net loss allocated to general partner         $  (4,353)    $  (6,596)
                                               ========      ========

Net loss per BAC                              $    (.14)    $    (.22)
                                               ========      ========





       The accompanying notes are an integral part of these statements.

                                    12

           Boston Capital Tax Credit Fund Limited Partnership

                       STATEMENTS OF OPERATIONS

                   Three Months Ended June 30,
                             (Unaudited)

                                                      SERIES 5
                                               ----------------------
                                                 1997          1996
                                                 ----          ----
Income
  Interest income                             $   1,009     $   1,107
  Miscellaneous income                                -             -
                                               --------      --------

                                                  1,009         1,107
                                               --------      --------

Share of loss from Operating
  Partnerships (Note D)                         (21,201)      (26,372)
                                               --------      --------

Expenses
  Partnership management fees                     9,864         8,908
  General and administrative expenses             1,928         3,531
                                               --------      --------

                                                 11,792        12,439
                                               --------      --------


  NET LOSS                                    $ (31,984)    $ (37,704)
                                               ========      ========

Net loss allocated to assignees               $ (31,664)    $ (37,327)
                                               ========      ========

Net loss allocated to general partner         $    (320)    $    (377)
                                               ========      ========

Net loss per BAC                              $    (.06)    $    (.07)
                                               ========      ========






       The accompanying notes are an integral part of these statements.

                                    13

           Boston Capital Tax Credit Fund Limited Partnership

                     STATEMENTS OF OPERATIONS

                 Three Months Ended June 30,
                           (Unaudited)

                                                      SERIES 6
                                               ----------------------
                                                 1997          1996
                                                 ----          ----
Income
  Interest income                             $     206     $     279
  Miscellaneous income                                -             -
                                               --------      --------

                                                    206           279
                                               --------      --------

Share of loss from Operating
  Partnerships (Note D)                        (239,942)     (103,862)
                                               --------      --------

Expenses
  Partnership management fees                    31,069        28,695
  General and administrative expenses             3,042         5,440
                                               --------      --------

                                                 34,111        34,135
                                               --------      --------


  NET LOSS                                    $(273,847)    $(137,718)
                                               ========      ========

Net loss allocated to assignees               $(271,109)    $(136,341)
                                               ========      ========

Net loss allocated to general partner         $  (2,738)    $  (1,377)
                                               ========      ========

Net loss per BAC                              $    (.21)    $    (.10)
                                               ========      ========






       The accompanying notes are an integral part of these statements.

                                   14

              Boston Capital Tax Credit Fund Limited Partnership

                  STATEMENT OF CHANGES IN PARTNERS' CAPITAL

                      Three Months Ended June 30, 1997
                                 (Unaudited)



                                               General
                                Assignees      Partner      Total
                                ---------      -------      -----


Partners' capital (deficit),
    April 1, 1997             $26,603,537     $(630,179) $21,973,358


Net loss                       (1,492,744)      (15,078)  (1,507,822)
                               -----------      --------   ----------


Partners' capital (deficit),
    June 30, 1997             $21,110,793     $(645,257) $20,465,536
                               ==========      ========   ==========
























       The accompanying notes are an integral part of these statements.

                                  15

              Boston Capital Tax Credit Fund Limited Partnership

                  STATEMENT OF CHANGES IN PARTNERS' CAPITAL

                      Three Months Ended June 30, 1997
                                 (Unaudited)


                                               General
                                Assignees      Partner         Total
                                ---------      -------         -----
Series 1
--------

Partners' capital (deficit),
    April 1, 1997               $(782,382)    $(122,270)  $  (904,652)

Net loss                         (115,965)       (1,171)     (117,136)
                                 --------      --------    ----------
Partners' capital (deficit),
    June 30, 1997               $(898,347)    $(123,441)  $(1,021,788)
                                 ========      ========    ==========

Series 2
--------

Partners' capital (deficit),
    April 1, 1997              $2,261,435      $(47,201)   $2,214,234

Net loss                          (80,224)         (810)      (81,034)
                                ---------       -------     ---------

Partners' capital (deficit),
    June 30, 1997              $2,181,211      $(48,011)   $2,133,200
                                =========       =======     =========

Series 3
--------

Partners' capital (deficit),
    April 1, 1997             $ 6,395,028     $(189,862)  $ 6,205,166

Net loss                         (562,870)       (5,685)     (568,555)
                               ----------      --------    ----------

Partners' capital (deficit),
    June 30, 1997             $ 5,832,158     $(195,547)  $ 5,636,611
                               ==========      ========    ==========


       The accompanying notes are an integral part of these statements.

                                   16

            Boston Capital Tax Credit Fund Limited Partnership

                  STATEMENT OF CHANGES IN PARTNERS' CAPITAL

                      Three Months Ended June 30, 1997
                                 (Unaudited)



                                               General
                                Assignees      Partner      Total
                                ---------      -------      -----
Series 4
--------

Partners' capital (deficit),
    April 1, 1997             $ 8,970,850     $(172,117)  $ 8,798,733

Net loss                         (430,913)       (4,353)     (435,266)
                               ----------      --------    ----------
Partners' capital (deficit),
    June 30, 1997             $ 8,539,937     $(176,470)  $ 8,363,467
                               ==========      ========    ==========

Series 5
--------

Partners' capital (deficit),
    April 1, 1997              $1,447,110      $(27,555)   $1,419,555

Net loss                          (31,664)         (320)      (31,984)
                                ---------       -------     ---------

Partners' capital (deficit),
    June 30, 1997              $1,415,446      $(27,875)   $1,387,571
                                =========       =======     =========

Series 6
--------

Partners' capital (deficit),
    April 1, 1997              $4,311,496      $(71,174)   $4,240,322

Net loss                         (271,109)       (2,738)     (273,847)
                                ---------      --------      --------

Partners' capital (deficit),
    June 30, 1997              $4,040,387      $(73,912)   $3,966,475
                                =========       =======     =========


       The accompanying notes are an integral part of these statements.
                                  17

            Boston Capital Tax Credit Fund Limited Partnership

                         STATEMENTS OF CASH FLOWS

                    Three Months Ended June 30,
                                (Unaudited)



                                             1997             1996
                                             ----             ----
Cash flows from operating activities:
    Net loss                              $(1,507,822)   $(1,708,817)
    Adjustments
       Distributions from Operating
         Partnerships                               -          2,657
       Amortization                                 -              -
       Share of loss from Operating
         Partnerships                       1,249,825      1,445,413

    Changes in assets and liabilities
       Increase (Decrease) in accounts
         payable                              329,601        296,726
       Decrease (Increase) in other
         assets                               (78,301)       (32,352)
                                           ----------     ----------

         Net cash provided by (used in)
           operating activities                (6,697)         3,627
                                           ----------     ----------
Cash flows from investing activity:
    Purchase of Operating
      Partnership interest                          -              -
                                           ----------     ----------
         Net cash used in investing
           activity                                 -              -
                                           ----------     ----------
INCREASE(DECREASE)IN CASH AND CASH
           EQUIVALENTS                         (6,697)         3,627

Cash and cash equivalents, beginning          224,629        280,931
                                           ----------     ----------

Cash and cash equivalents, ending         $   217,932    $   284,558
                                           ==========     ==========





      The accompanying notes are an integral part of these statements.

                                   18

             Boston Capital Tax Credit Fund Limited Partnership

                           STATEMENTS OF CASH FLOWS

                     Three Months Ended June 30,
                                 (Unaudited)

                                                    Series 1
                                            -------------------------
                                               1997             1996
                                               ----             ----
Cash flows from operating activities:
    Net loss                              $  (117,136)   $  (148,936)
    Adjustments
       Distributions from Operating
         Partnerships                               -              -
       Amortization                                 -              -
       Share of loss from Operating
         Partnerships                          67,746         97,663

    Changes in assets and liabilities
       Increase (Decrease) in accounts
         payable                               45,343         49,677
       Decrease (Increase) in other
         assets                                     -              -
                                           ----------     ----------

         Net cash provided by (used in)
           operating activities               (4,047)         (1,596)
                                           ----------     ----------
Cash flows from investing activity:
    Purchase of Operating
      Partnership interest                          -              -
                                           ----------     ----------
         Net cash used in investing
           activity                                 -              -
                                           ----------     ----------
         DECREASE IN CASH AND CASH
           EQUIVALENTS                         (4,047)        (1,596)

Cash and cash equivalents, beginning           33,374         52,334
                                           ----------     ----------

Cash and cash equivalents, ending         $    29,327    $    50,738
                                           ==========     ==========





      The accompanying notes are an integral part of these statements.

                                   19

             Boston Capital Tax Credit Fund Limited Partnership

                           STATEMENTS OF CASH FLOWS

                     Three Months Ended June 30,
                                 (Unaudited)

                                                    Series 2
                                            -------------------------
                                             1997             1996
                                             ----             ----
Cash flows from operating activities:
    Net loss                              $  (81,034)   $   (188,920)
    Adjustments
       Distributions from Operating
         Partnerships                               -              -
       Amortization                                 -              -
       Share of loss from Operating
         Partnerships                          60,386        170,192

    Changes in assets and liabilities
       Increase (Decrease) in accounts
         payable                               18,365         19,786
       Decrease (Increase) in other
         assets                                     -              -
                                           ----------     ----------

         Net cash provided by (used in)
           operating activities                (2,283)         1,058
                                           ----------     ----------
Cash flows from investing activity:
    Purchase of Operating
      Partnership interest                          -              -
                                           ----------     ----------
         Net cash used in investing
           activity                                 -              -
                                           ----------     ----------
         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                (2,283)         1,058

Cash and cash equivalents, beginning            3,205          1,262
                                           ----------     ----------

Cash and cash equivalents, ending         $       922    $     2,320
                                           ==========     ==========




      The accompanying notes are an integral part of these statements.

                                   20

          Boston Capital Tax Credit Fund Limited Partnership

                       STATEMENTS OF CASH FLOWS

                    Three Months Ended June 30,
                             (Unaudited)

                                                    Series 3
                                           -------------------------
                                             1997             1996
                                             ----             ----
Cash flows from operating activities:
    Net loss                              $  (568,555)   $  (535,946)
    Adjustments
       Distributions from Operating
         Partnerships                               -          2,657
       Amortization                                 -              -
       Share of loss from Operating
         Partnerships                         495,305        459,288

    Changes in assets and liabilities
       Increase (Decrease) in accounts
         payable                               78,754         75,342
       Decrease (Increase) in other
         assets                                     -              -
                                           ----------     ----------

         Net cash provided by (used in)
           operating activities                 5,504          1,341
                                           ----------     ----------
Cash flows from investing activity:
    Purchase of Operating
      Partnership interest                          -              -
                                           ----------     ----------
         Net cash used in investing
           activity                                 -              -
                                           ----------     ----------
         INCREASE IN CASH AND CASH
           EQUIVALENTS                          5,504          1,341

Cash and cash equivalents, beginning            1,832          5,460
                                           ----------     ----------

Cash and cash equivalents, ending         $     7,336    $     6,801
                                           ==========     ==========





      The accompanying notes are an integral part of these statements.

                                   21

             Boston Capital Tax Credit Fund Limited Partnership

                         STATEMENTS OF CASH FLOWS

                       Three Months Ended June 30,
                                (Unaudited)
                                                    Series 4
                                           -------------------------
                                             1997             1996
                                             ----             ----
Cash flows from operating activities:
    Net loss                              $  (435,266)   $  (659,593)
    Adjustments
       Distributions from Operating
         Partnerships                               -              -
       Amortization                                 -              -
       Share of loss from Operating
         Partnerships                         365,245        588,036

    Changes in assets and liabilities
       Increase (Decrease) in accounts
         payable                              141,207        100,352
       Decrease (Increase) in other
         assets                               (78,301)       (32,352)
                                           ----------     ----------

         Net cash provided by (used in)
           operating activities                (7,115)        (3,557)
                                           ----------     ----------
Cash flows from investing activity:
    Purchase of Operating
      Partnership interest                          -              -
                                           ----------     ----------
         Net cash used in investing
           activity                                 -              -
                                           ----------     ----------
         DECREASE IN CASH AND CASH
           EQUIVALENTS                         (7,115)        (3,557)

Cash and cash equivalents, beginning           12,708         25,928
                                           ----------     ----------

Cash and cash equivalents, ending         $     5,593    $    22,371
                                           ==========     ==========






      The accompanying notes are an integral part of these statements.
                                     22

              Boston Capital Tax Credit Fund Limited Partnership

                          STATEMENTS OF CASH FLOWS

                         Three Months Ended June 30,
                                 (Unaudited)

                                                    Series 5
                                            -------------------------
                                               1997            1996
                                               ----            ----
Cash flows from operating activities:
    Net loss                              $   (31,984)   $   (37,704)
    Adjustments
       Distributions from Operating
         Partnerships                               -              -
       Amortization                                 -              -
       Share of loss from Operating
         Partnerships                          21,201         26,372

    Changes in assets and liabilities
       Increase (Decrease) in accounts
         payable                                9,864         11,865
       Decrease (Increase) in other
         assets                                     -              -
                                           ----------     ----------

         Net cash provided by (used in)
           operating activities                  (919)           533
                                           ----------     ----------
Cash flows from investing activity:
    Purchase of Operating
      Partnership interest                          -              -
                                           ----------     ----------
         Net cash used in investing
           activity                                 -              -
                                           ----------     ----------
         DECREASE IN CASH AND CASH
           EQUIVALENTS                           (919)           533

Cash and cash equivalents, beginning          146,095        156,816
                                           ----------     ----------

Cash and cash equivalents, ending         $   145,176    $   157,349
                                           ==========     ==========




      The accompanying notes are an integral part of these statements.

                                   23

             Boston Capital Tax Credit Fund Limited Partnership

                           STATEMENTS OF CASH FLOWS

                         Three Months Ended June 30,
                                  (Unaudited)

                                                    Series 6
                                            -------------------------
                                              1997             1996
                                              ----             ----
Cash flows from operating activities:
    Net loss                              $  (273,847)   $  (137,718)
    Adjustments
       Distributions from Operating
         Partnerships                               -              -
       Amortization                                 -              -
       Share of loss from Operating
         Partnerships                         239,942        103,862

    Changes in assets and liabilities
       Increase (Decrease) in accounts
         payable                               36,068         39,704
       Decrease (Increase) in other
         assets                                     -              -
                                           ----------     ----------

         Net cash provided by (used in)
           operating activities                 2,163          5,848
                                           ----------     ----------
Cash flows from investing activity:
    Purchase of Operating
      Partnership interest                          -              -
                                           ----------     ----------
         Net cash used in investing
           activity                                 -              -
                                           ----------     ----------
         INCREASE (DECREASE) IN CASH
           AND CASH EQUIVALENTS                (2,163)         5,848

Cash and cash equivalents, beginning           27,415         39,131
                                           ----------     ----------

Cash and cash equivalents, ending         $    29,578    $    44,979
                                           ==========     ==========





      The accompanying notes are an integral part of these statements.

                                   24

              Boston Capital Tax Credit Fund Limited Partnership
                        NOTES TO FINANCIAL STATEMENTS
                                June 30, 1997
                                 (Unaudited)
NOTE A - ORGANIZATION

    Boston Capital Tax Credit Fund Limited Partnership ("the  Partnership")
was formed under the laws of the State of Delaware as of June 1, 1988, for the
purpose of acquiring, holding, and disposing of limited partnership interests
in operating partnerships which have acquired, developed, rehabilitated,
operate and own newly constructed, existing or rehabilitated low-income
apartment complexes  ("Operating Partnerships").  On August 22, 1988, American
Affordable Housing VI Limited Partnership changed its name to Boston Capital
Tax Credit Fund Limited Partnership.  The general partner of the Partnership
is Boston Capital Associates Limited Partnership and the limited partner is
BCTC Assignor Corp. (the "Assignor Limited Partner").

    Pursuant to the Securities Act of 1933, the Partnership filed a Form S-11
Registration Statement with the Securities and Exchange Commission, effective
August 29, 1988, which covered the offering (the "Public Offering") of the
Partnership's beneficial assignee certificates ("BACs") representing
assignments of units of the beneficial interest of the limited partnership
interest of the Assignor Limited Partner.  The Partnership registered
10,000,000 BACs at $10 per BAC for sale to the public in six series.  Offers
and sales of BACs in Series 1 through Series 6 of the Partnership were
completed and the last of the BACs in Series 6 were issued by the Partnership
on September 29, 1989.  The Partnership sold 1,299,900 of Series 1 BACs,
830,300 of Series 2 BACs, 2,882,200 of Series 3 BACs, 2,995,300 of Series 4
BACs, 489,900 of Series 5 BACs and 1,303,000 of Series 6 BACs.  The
Partnership is no longer offering and does not intend to offer any additional
BACs.

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES

     The condensed financial statements included herein as of June 30,
1997 and for the three months then ended have been prepared by the
Partnership, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission.  The Partnership accounts for its
investments in Operating Partnerships using the equity method, whereby the
Partnership adjusts its investment cost for its share of each Operating
Partnership's results of operations and for any distributions received or
accrued.  Costs incurred by the Partnership in acquiring the investments in
Operating Partnerships are capitalized to the investment account.  The
Partnership's accounting and financial reporting policies are in conformity
with generally accepted accounting principles and include adjustments in
interim periods considered necessary for a fair presentation of the results of
operations.  Such adjustments are of a normal recurring nature.  Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations.  It is suggested


                                    25

           Boston Capital Tax Credit Fund Limited Partnership
               NOTES TO FINANCIAL STATEMENTS - CONTINUED
                            June 30, 1997
                              (Unaudited)

NOTE B - ACCOUNTING AND FINANCIAL REPORTING POLICIES (continued)
that these condensed financial statements be read in conjunction with the
financial statements and the notes thereto included in the Partnership's
Annual Report on Form 10-K.

NOTE C - RELATED PARTY TRANSACTIONS
       The Partnership has entered into several transactions with various
affiliates of the general partner, including Boston Capital Partners, Inc. and
Boston Capital Asset Management Limited Partnership (formerly Boston Capital
Communications Limited Partnership).

       General and administrative expenses incurred by Boston Capital
Partners, Inc. and it's affiliates were charged to each series' operations for
the quarters ended June 30, 1997 and 1996 as follows:
                               1997       1996
                              -----      -----
                Series 1    $ 4,243    $ 2,671
                Series 2      3,274      2,263
                Series 3      8,148      4,345
                Series 4      7,276      4,183
                Series 5      1,847      1,478
                Series 6      2,961      1,752
                             ------     ------
                            $27,749    $16,692
                             ======     ======

       An annual partnership management fee based on .375 percent of the
aggregate cost of all apartment complexes owned by the Operating Partnerships
has been accrued to Boston Capital Asset Management Limited Partnership
(formerly Boston Capital Communications Limited Partnership).  The partnership
management fee accrued for the quarters ended June 30, 1997 and 1996 are
as follows:
                               1997        1996
                               ----        ----
                Series 1   $ 45,216    $ 44,476
                Series 2     17,310      13,946
                Series 3     67,497      65,697
                Series 4     62,721      62,222
                Series 5      9,864       8,908
                Series 6     36,069      28,695
                            --------    --------
                           $238,677    $223,944
                            =======     =======
      Accounts payable - affiliates at June 30, 1997 and 1996 represents
accrued general and administrative expenses and partnership management fees,
and advances from an affiliate of the general partner,  which are payable to
Boston Capital Partners, Inc., and Boston Capital Asset Management Limited
Partnership (formerly Boston Capital Communications Limited Partnership).
                                     26


          Boston Capital Tax Credit Fund Limited Partnership
               NOTES TO FINANCIAL STATEMENTS - CONTINUED
                          June 30, 1997
                            (Unaudited)

NOTE C - RELATED PARTY TRANSACTIONS  (continued)
      As of June 30, 1997, an affiliate of the general partner advanced a
total of $144,250 to the Partnership to pay certain operating expenses of some
of the series.  These advances are included in Accounts payable -affiliates.
These advances, and any additional advances, will be paid, without interest,
from available cash flow or the proceeds of sales or refinancing of the
Partnership's interests in Operating Partnerships.

      As of June 30, 1997, an affiliate of the general partner funded
$83,734, interest free, to the Partnership (Series 1 and 4) so that it could
make three separate loans to the Operating Partnerships Virginia Circle, Van
Dyck Estates and New Grand Hotel in the amounts of $10,130, $53,713 and
$19,892, respectively.  The loans to Operating Partnerships Virginia Circle
and Van Dyck Estates are being made to fund operating expenses of the
operating partnership.  The loan to Operating Partnership New Grand Hotel
enabled the operating partnership to refinance its mortgage at a more
favorable rate.  These advances will be repaid to the Partnership by the
Operating Partnerships with surplus cash from operations. New Grand Hotel paid
$45,054 to the Partnership in October 1996, which was repaid to the affiliate.

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS
       At June 30, 1997 and 1996, the Partnership had limited partnership
interests in one hundred and five Operating Partnerships which own operating
apartment complexes as follows:  nineteen in Series 1; eight in Series 2;
thirty-three in Series 3; twenty-five in Series 4; five in Series 5; and
fifteen in Series 6.

       Under the terms of the Partnership's investment in each Operating
Partnership, the Partnership was required to make capital contributions to
such Operating Partnerships.  These contributions were payable in installments
over several years upon each Operating Partnership achieving specified levels
of construction and/or operations.  At June 30, 1997 and 1996, all
capital contributions had been paid to the Operating Partnerships in all of
the Series.

       The Partnership's fiscal year ends March 31 of each year, while all the
Operating Partnerships' fiscal years are the calendar year. Pursuant to the
provisions of each Operating Partnership Agreement, financial results for each
of the Operating Partnerships are provided to the Partnership within 45 days
after the close of each Operating Partnership's quarterly period.
Accordingly, the current financial results available for the Operating
Partnerships are for the three months ended March 31, 1997.

       The combined unaudited summarized statements of operations of the
Operating Partnerships for the three months ended March 31, 1997 and 1996
are as follows:                     27

            Boston Capital Tax Credit Fund Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                           June 30, 1997
                              (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                        Three months ended March 31,
                             (Unaudited)

                                                 Series 1
                                       ---------------------------
                                          1997             1996
                                          ----             ----
Revenues
   Rental                             $ 1,212,348      $ 1,254,513
   Interest and other                      88,395           39,759
                                        ----------       ----------
                                        1,300,743        1,294,272
                                        ----------       ----------
Expenses
  Interest                                312,987          339,448
  Depreciation and amortization           436,416          463,079
  Operating expenses                    1,143,131        1,141,063
                                        ----------       ----------
                                        1,892,534        1,943,590
                                        ----------       ----------
          NET LOSS                    $  (591,791)     $  (649,318)
                                        ==========       ==========
Net loss allocated to Boston
  Capital Tax Credit Fund
   Limited Partnership                $   (67,745)     $   (97,663)
                                        ==========       ==========

Net loss allocated to other partners  $    (5,918)     $    (6,493)
                                        ==========       ==========

Net loss suspended                    $  (518,128)     $  (545,162)
                                        ==========       ==========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                    28

            Boston Capital Tax Credit Fund Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                             June 30, 1997
                              (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                        Three months ended March 31,
                              (Unaudited)

                                                Series 2
                                        --------------------------
                                           1997             1996
                                           ----             ----
 Revenues
   Rental                             $   325,490      $   330,154
   Interest and other                      17,127           14,650
                                        ---------        ---------
                                          342,617          344,804
                                        ---------        ---------
Expenses
  Interest                                162,415          269,407
  Depreciation and amortization           112,573          112,070
  Operating expenses                      245,487          208,330
                                        ---------        ---------
                                          520,475          589,807
                                        ---------        ---------
          NET LOSS                    $  (117,858)     $  (245,003)
                                        =========        =========
Net loss allocated to Boston
  Capital Tax Credit Fund
   Limited Partnership                $   (60,386)     $  (170,192)
                                        =========        =========

Net loss allocated to other partners  $    (1,779)     $    (2,450)
                                        =========        =========

Net loss suspended                    $  (115,693)     $   (72,361)
                                        =========        =========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for an distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                   29

            Boston Capital Tax Credit Fund Limited Partnership

                  NOTES TO FINANCIAL STATEMENTS - CONTINUED
                             June 30, 1997
                               (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                        Three Months ended March 31,
                             (Unaudited)

                                                  Series 3
                                        --------------------------
                                          1997             1996
 Revenues                                 ----             ----

   Rental                             $ 1,554,656      $ 1,361,769
   Interest and other                     100,979          136,460
                                        ---------        ---------
                                        1,655,635        1,498,229
                                        ---------        ---------
Expenses
  Interest                                635,372          725,152
  Depreciation and amortization           637,209          591,215
  Operating expenses                    1,066,396          965,435
                                        ---------        ---------
                                        2,338,977        2,281,802
                                        ---------        ---------
          NET LOSS                    $  (683,342)     $  (783,573)
                                       ==========       ==========
Net loss allocated to Boston
  Capital Tax Credit Fund
   Limited Partnership                $  (495,305)     $  (459,288)
                                       ==========       ==========

Net loss allocated to other partners  $    (6,833)     $    (7,836)
                                       ==========       ==========

Net loss suspended                    $  (181,204)     $  (316,449)
                                       ==========       ==========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                    30

           Boston Capital Tax Credit Fund Limited Partnership

                NOTES TO FINANCIAL STATEMENTS - CONTINUED
                           June 30, 1997
                            (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

             COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                     Three months ended March 31,
                          (Unaudited)

                                                  Series 4
                                       ----------------------------
                                          1997             1996
 Revenues                                 ----             ----
   Rental                             $ 1,445,196      $ 1,325,435
   Interest and other                      68,970          101,715
                                       ----------       ----------
                                        1,514,167        1,427,150
                                       ----------       ----------
Expenses
  Interest                                625,119          599,463
  Depreciation and amortization           590,293          594,579
  Operating expenses                      919,162          928,091
                                       ----------       ----------

                                        2,134,574        2,122,133
                                       ----------       ----------
          NET LOSS                    $  (620,407)     $  (694,983)
                                       ==========       ==========
Net loss allocated to Boston
  Capital Tax Credit Fund
   Limited Partnership                $  (365,245)     $  (588,036)
                                       ==========       ==========
Net loss allocated to other partners  $    (6,204)     $    (6,949)
                                       ==========       ==========

Net loss suspended                    $  (248,958)     $   (99,998)
                                       ==========       ==========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.

                                  31

            Boston Capital Tax Credit Fund Limited Partnership

                 NOTES TO FINANCIAL STATEMENTS - CONTINUED
                            June 30, 1997
                              (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

               COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                       Three months ended March 31,
                             (Unaudited)

                                                  Series 5
                                        --------------------------
                                           1997             1996
 Revenues                                  ----             ----
   Rental                               $ 158,697        $ 130,835
   Interest and other                      17,608           15,212
                                          -------         --------

                                          176,305          146,047
                                          -------         --------
Expenses
  Interest                                 66,558           37,175
  Depreciation and amortization            58,282           39,401
  Operating expenses                      108,774           97,157
                                          -------         --------
                                          233,614          173,733
                                          -------         --------

          NET LOSS                      $ (57,309)       $ (27,686)
                                         ========         ========
Net loss allocated to Boston
  Capital Tax Credit Fund
   Limited Partnership                  $ (21,201)       $ (26,372)
                                         ========         ========

Net loss allocated to other partners    $    (573)       $    (277)
                                         ========         ========

Net loss suspended                      $ (35,535)       $       -
                                         ========         ========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 is mainly a result of the way the Partnership
accounts for its investment in Operating Partnerships.  The Partnership
accounts for its investments using the equity method of accounting.  Under the
equity method of accounting, the Partnership adjusts its investment cost for
its share of each Operating Partnership's results of operations and for any
distributions received or accrued.  However, the Partnership recognizes
individual operating losses only to the extent of capital contributions.
Excess losses are suspended for use in future years to offset excess income.
                                    32

           Boston Capital Tax Credit Fund Limited Partnership

                NOTES TO FINANCIAL STATEMENTS - CONTINUED
                           June 30, 1997
                             (Unaudited)

NOTE D - INVESTMENTS IN OPERATING PARTNERSHIPS (continued)

           COMBINED SUMMARIZED STATEMENTS OF OPERATIONS
                     Three months ended March 31,
                             (Unaudited)

                                                  Series 6
                                        --------------------------
                                          1997             1996
 Revenues                                 ----             ----
   Rental                              $  947,068       $1,043,415
   Interest and other                      59,698           68,762
                                        ---------        ---------

                                        1,006,766        1,112,177
                                        ---------        ---------
Expenses
  Interest                                287,204          334,974
  Depreciation and amortization           302,329          300,892
  Operating expenses                      668,375          595,844
                                        ---------        ---------
                                        1,257,908        1,231,710
                                        ---------        ---------
          NET LOSS                     $ (251,142)      $ (119,533)
                                        =========        =========
Net loss allocated to Boston
  Capital Tax Credit Fund
   Limited Partnership                 $ (239,942)      $ (103,862)
                                        =========        =========

Net loss allocated to other partners   $   (2,511)      $   (1,195)
                                        =========        =========

Net loss suspended                     $   (8,869)      $  (14,476)
                                        =========        =========

The variance in allowable loss from the Operating Partnerships for the three
months ended March 31, 1997 and 1996 is mainly a result of the way the
Partnership accounts for its investment in Operating Partnerships.  The
Partnership accounts for its investments using the equity method of
accounting.  Under the equity method of accounting, the Partnership adjusts
its investment cost for its share of each Operating Partnership's results of
operations and for any distributions received or accrued.  However, the
Partnership recognizes individual operating losses only to the extent of
capital contributions.  Excess losses are suspended for use in future years to
offset excess income.
                                   33

             Boston Capital Tax Credit Fund Limited Partnership

                NOTES TO FINANCIAL STATEMENTS - CONTINUED
                            June 30, 1997
                              (Unaudited)

NOTE E - TAXABLE LOSS

        The Partnership's taxable loss for the fiscal year ended March
31, 1998 is expected to differ from its loss for financial reporting
purposes.  This is primarily due to accounting differences in depreciation
incurred by the Operating Partnerships and also differences between the equity
method of accounting and the IRS accounting methods.  No provision or benefit
for income taxes has been included in these financial statements since taxable
income or loss passes through to, and is reportable by, the partners and
assignees individually.






































                                   34

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

Liquidity
---------
    The Partnership's primary source of funds was the proceeds of its
Public Offering.  Other sources of liquidity include (i) interest earned on
working capital reserves, and (ii) cash distributions from the Operating
Partnerships in which the Partnership has invested.  These sources of
liquidity are available to meet the obligations of the Partnership.

    The Partnership is currently accruing the annual partnership management
fee.  Partnership management fees accrued during the quarter ended June
30, 1997 were $238,677 and total partnership management fees accrued as of
June 30, 1997 were $4,774,735. Pursuant to the Partnership Agreement,
such liabilities will be deferred until the Partnership receives sales or
refinancing proceeds from Operating Partnerships, which will be used to
satisfy such liabilities.

    An affiliate of the general partner has advanced $144,250 to the
Partnership to pay certain third party operating expenses.  Of this amount,
$10,000 was advanced in the quarter ended June 30, 1997. The amounts advanced
to four of the six series as are as follows:  $40,000 to Series 1; $15,000 to
Series 2; $84,250 to Series 3; and $5,000 to Series 4.  These and any
additional advances will be paid, without interest, from available cash flow,
reporting fees, or the proceeds of sales or refinancing of the Partnership's
interests in Operating Partnerships.  The Partnership anticipates that as the
Operating Partnerships continue to mature, more cash flow and reporting fees
will be generated.  Cash flow and reporting fees will be added to the
Partnership's working capital and will be available to meet future third party
obligation of the Partnership.  The Partnership is currently pursuing, and
will continue to pursue, available cash flow and reporting fees and
anticipates that the amount collected will be sufficient to cover third party
operating expenses.

Capital Resources
-----------------
    The Partnership offered BACs in a Public Offering declared effective by
the Securities and Exchange Commission on August 29, 1988.  The Partnership
received and accepted subscriptions for $97,746,940 representing 9,800,600
BACs from investors admitted as BAC Holders in Series 1 through Series 6 of
the Partnership.  Offers and sales of BACs in Series 1 through Series 6 of the
Partnership were completed and the last of the BACs in Series 6 were issued by
the Partnership on September 29, 1989.  At June 30, 1997 and 1996 the
Partnership had limited partnership equity interests in 105 Operating
Partnerships.

    Series 1.
    ---------  The Partnership received and accepted subscriptions for
$12,999,000, representing 1,299,900 BACs from investors admitted as BAC
Holders in Series 1.  Offers and sales of BACs in Series 1 were completed and
the last of the BACs in Series 1 were issued on December 14, 1988.

                                   35

    As of June 30, 1997, the net proceeds from the offer and sale of BACs
in Series 1 had been used to invest in a total of 19 Operating Partnerships in
an aggregate amount of $9,069,266, and the Partnership had completed payment
of all its capital contributions.  Series 1 net offering proceeds in the
amount of $29,327 remains in Working Capital.

    Series 2.
    ---------  The Partnership received and accepted subscriptions for
$8,303,000, representing 830,000 BACs from investors admitted as BAC Holders
in Series 2. Proceeds from the sale of BACs in Series 2 were invested in
Operating Partnerships owning apartment complexes located in California only,
which generate both California and Federal Housing Tax Credits.  Offers and
sales of BACs in Series 2 were completed and the last of the BACs in Series 2
were issued by the Partnership on March 30, 1989.

    As of June 30, 1997, the net proceeds from the offer and sale of BACs
in Series 2 had been used to invest in a total of eight Operating Partnerships
in an aggregate amount of $6,411,018, and the Partnership had completed
payment of all its capital contributions.  Series 2 net offering proceeds in
the amount of $922 remains in Working Capital.

    Series 3.
    ---------  The Partnership received and accepted subscriptions for
$28,822,000, representing 2,882,200 BACs from investors admitted as BAC
Holders in Series 3.  Offers and sales of BACs in Series 3 were completed and
the last of the BACs in Series 3 were issued by the Partnership on March 14,
1989.

    As of June 30, 1997, the net proceeds from the offer and sale of BACs
in Series 3 had been used to invest in a total of 33 Operating Partnerships in
an aggregate amount of $20,872,509 and the Partnership had completed payment
of all its capital contributions.  Series 3 net offering proceeds in the
amount of $7,336 remains in Working Capital.

    Series 4.
    ---------  The Partnership received and accepted subscriptions for
$29,788,160, representing 2,995,300 BACs from investors admitted as BAC
Holders in Series 4.  Offers and sales of BACs in Series 4 were completed and
the last of the BACs in Series 4 were issued by the Partnership on July 7,
1989.

    As of June 30, 1997, the net proceeds from the offer and sale of BACs
in Series 4 had been committed to invest in a total of 25 Operating
Partnerships in an aggregate amount of $21,868,519, and the Partnership had
completed payment of all its capital contributions.  Series 4 net offering
proceeds in the amount of $5,593 remains in Working Capital.

    Series 5.
    ---------  The Partnership received and accepted subscriptions for
$4,899,000, representing 489,900 from investors admitted as BAC Holders in
Series 5. Offers and sales of BACs in Series 5 were completed and the last of
the BACs in Series 5 were issued by the Partnership on August 22, 1989.
                                   36

Proceeds from the sale of BACs in Series 5 were invested in Operating
Partnerships owning apartment complexes located in California only, which
generate both California and Federal Housing Tax Credits.  Offers and sales of
BACs in Series 5 were completed and the last of the BACs in Series 5 were
issued by the Partnership on August 22, 1989.

    As of June 30, 1997, the net proceeds from the offer and sale of BACs
in Series 5 had been used to invest in a total of five Operating Partnerships
in an aggregate amount of $3,431,044, and the Partnership had completed
payment of all installments of its capital contributions.  Series 5 net
offering proceeds in the amount of $145,176 remains in Working Capital.

    Series 6.
    ---------  The Partnership received and accepted subscriptions for
$12,935,780, representing 1,303,000 BACs from investors admitted as BAC
Holders in Series 6.  Offers and sales of BACs in Series 6 were completed and
the last of the BACs in Series 6 were issued on September 29, 1989.

    As of June 30, 1997 the net proceeds from the offer and sale of BACs
in Series 6 had been used to invest in a total of 15 Operating Partnerships in
an aggregate amount of $9,359,053, and the Partnership had completed payment
of all its capital contributions.  Series 6 net offering proceeds in the
amount of $29,578 remains in Working Capital.

Results of Operations
---------------------

    At June 30, 1997 and 1996 the Partnership held limited partnership
interests in 105 Operating Partnerships.  In each instance the Apartment
Complex owned by the applicable Operating Partnership is eligible for the
Federal Housing Tax Credit.  Occupancy of a unit in each Apartment Complex
which initially complied with the Minimum Set-Aside Test (i.e., occupancy by
tenants with incomes equal to no more than a certain percentage of area median
income) and the Rent Restriction Test(i.e., gross rent charged tenants does
not exceed 30% of the applicable income standards) is referred to hereinafter
as "Qualified Occupancy."  Each of the Operating Partnerships and each of the
respective Apartment Complexes are described more fully in the Prospectus or
applicable report on Form 8-K.  The General Partner believes that there is
adequate casualty insurance on the properties.

    The Partnership incurs an annual partnership management fee to the General
Partner and/or its affiliates in an amount equal to 0.375% of the aggregate
cost of the Apartment Complexes owned by the Operating Partnerships, less the
amount of certain partnership management and reporting fees paid by
the Operating Partnerships.  The annual partnership management fee is
currently being accrued.  It is anticipated that all outstanding fees
will be repaid from the sale or refinancing proceeds.  The annual partnership
management fee charged to operations for the quarters ended June 30, 1997 and
1996 were $231,758 and $223,944, respectively.  This amount is anticipated to
be lower in subsequent fiscal years as more of the Operating Partnerships
begin to pay annual asset management fees and reporting fees to the series


                                   37

    The Partnership's investment objectives do not include receipt of
significant cash distributions from the Operating Partnerships in which it has
invested.  The Partnership's investments in Operating Partnerships have been
made principally with a view towards realization of Federal Housing Tax
Credits for allocation to its partners and BAC holders.  The Results of
Operations reported herein are interim period estimates that may not
necessarily be indicative of final year end results.

    Series 1.
    ---------  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 99.2% and 99.4%, respectively.  The series had a
total of 19 properties at June 30, 1997.  Out of the total, 17 were at
100% Qualified Occupancy.

    For the three months being reported, the series reflects a net loss from
Operating Partnerships of $591,791.  When adjusted for depreciation, which
is a non-cash item, the Operating Partnerships reflect a net loss of $155,376.
Substantially all of the net loss for both years is attributable to accrued
mortgage interest not payable currently by Kingston Property Associates,
Genesee Commons Associates, and Unity Park Associates.  All three
partnerships have closed on mortgages which require minimum debt service
payments, the funds from which are being utilized exclusively for
completing structural repairs and upgrades.  The Operating General Partners
have continued to fund the majority of the balance of the net loss.

    The properties owned by Townhomes of Minnehaha Court and Virginia
Circle are experiencing high operating expenses which are resulting in
operating deficits.  The respective management companies are implementing
cost saving measures to mitigate these deficits and stabilize the
properties operations.

    Series 2.
    ---------  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 100% and 98.8%, respectively.  The series had a
total of eight properties at June 30, 1997, all of which were at 100%
Qualified Occupancy.

    For the three months being reported the series reflects a net loss
from the Operating Partnerships of $117,858.  When adjusted for depreciation,
which is a non-cash item, the Operating Partnerships reflect a net loss of
$5,285.

    Annadale Housing Partners has reported net losses due to operational
issues associated with the property. The Operating Partnership continues to
stabilize since the completion of rehabilitation and occupancy has shown
steady improvement.  Occupancy is at 91% as of June 30, 1997.




                                   38

    Series 3.
    ---------  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 99.6% and 99.7%, respectively.  The series had a
total of 33 properties at June 30, 1997, of which 31 were at 100%
Qualified Occupancy.

    For the three months being reported series reflects a net loss from the
Operating Partnerships of $683,342.  When adjusted for depreciation, which
is a non-cash item, the Operating Partnerships reflect a net loss of $46,133.

      The General Partner is continuing to monitor the operations of Lincoln
Hotel Associates in an effort to improve the overall results of operations
of the series.  The new management company of Lincoln Hotel has secured a
100% project based subsidy and housing stabilization funds from the
Massachusetts Department of Housing and Community Development.  The
increased income afforded under the favorable subsidy contract should
allow for a stabilization of the project's net operating income.  The
subsidy will also increase affordability for prospective tenants thereby
increasing occupancy percentages.  The Housing Stabilization Funds will
be used to rehabilitate the property.

      The property owned by California Investors VI, L.P. has experienced
a reduction in occupancy, which stands at 80% at June 30, 1997.  The
management company is increasing their marketing efforts, as well as
implementing capital improvements to the property to attract tenants.
These efforts should improve occupancy and stabilize the property.

      The new management company at Hidden Cove continues to make
improvements to the tenant base and occupancy which stands at 92% at
June 30, 1997, however, the property is still generating operating
deficits.  As such, the management company is implementing cost saving
measures to mitigate these deficits and stabilize the property.

     Series 4.
    ---------  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 100% and 100%, respectively.  The series had a
total of 25 properties at June 30, 1997, all of which were at 100%
Qualified Occupancy.

    For the three months being reported series reflects a net loss from
the Operating Partnerships of $620,407.  When adjusted for depreciation,
which is a non-cash item, the Operating Partnerships reflect a net loss of
$30,115.

    Unity Park Associates reflects a net loss which is attributable to
accrued mortgage interest which is not payable currently under the terms of
its mortgage.  Unity Park Associates has closed on a second mortgage, the
funds from which are being utilized exclusively for completing structural
repairs and upgrades. The Operating General Partners have continued to fund
the majority of the balance of the net loss.



                                    39


     The new Operating General Partner has discovered that there are
delinquent real estate taxes on the property owned by Van Dyke Estates
XVI.  These taxes are being paid resulting in operating deficits.  The
new Operating General Partner believes that once these taxes have been
paid operating deficits will be minimal.

    Series 5.
    ---------  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 100% and 99.6%, respectively.  The series had a
total of five properties at June 30, 1997, all of which were at 100%
Qualified Occupancy.

    For the three months being reported the series reflects a net loss
from the Operating Partnerships of $57,309.  When adjusted for depreciation,
which is a non-cash item, the Operating Partnerships reflect positive
operations of $972.

    Annadale Housing Partners has reported net losses due to operational
issues associated with the property.  The Operating Partnership continues
to stabilize since the completion of rehabilitation and occupancy has
shown steady improvement.  Occupancy is at 91% as of June 30, 1997.  The
property owned by Glenhaven Park Partners is experiencing high operating
expenses which are resulting in operating deficits.  The management
company is implementing cost saving measures to mitigate these deficits
and stabilize the property's operations.

    Series 6.
    ---------  As of June 30, 1997 and 1996, the average Qualified
Occupancy for the series was 99.7% and 100% respectively.  The series had a
total of 15 properties at June 30, 1997, of which 14 were at 100% Qualified
Occupancy.

    For the three months being reported the series reflects a net loss from
the Operating Partnerships of $251,142.  When adjusted for depreciation, which
is a non-cash item, the Operating Partnerships reflect positive operations of
$51,187.












                                  40

                        PART II - OTHER INFORMATION


Item 1.  Legal Proceedings

         None

Item 2.  Changes in Securities

         None

Item 3.  Defaults upon Senior Securities

         None

Item 4.  Submission of Matters to a Vote of Security Holders

         None

Item 5.  Other Information

         None

Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits

         (b)  Reports on Form 8-K

              There were no reports on Form 8-K filed during the period
              covered by this report.





















                                   41

                              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 hereunto duly authorized.



                                BOSTON CAPITAL TAX CREDIT
                                FUND LIMITED PARTNERSHIP



                           By:  Boston Capital Associates Limited
                                Partnership, General Partner



                           By:  C&M Associates, d/b/a
                                Boston Capital Associates



Date:  August 20, 1997   By:   /s/JOHN P. MANNING
                                 ---------------------------
                                John P. Manning, Partner
                                Partner & Principal Financial
                                Officer
























                                    42