UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                    FORM 10-K

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

For the year ended             December 31, 1997

Commission file Number         000-14422

             RIVERCHASE INVESTORS I, LTD.
(Exact name of registrant as specified in its charter.)

    Florida                           64-0712672

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

2101 6th Avenue North, STE 750,
Birmingham, AL                               35203-2764
(Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code:
(205) 250-8700

Securities registered pursuant to section 12(b) of the Act:
                                      None
                                (Title of Class)

Securities registered pursuant to section 12(g) of the Act:
                                      None
                                (Title of Class)

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 [ ]


Documents Incorporated by Reference in Part I, II, III, and IV:

Portions of the prospectus of Registrant,  dated May 30, 1985, as filed with the
Securities and Exchange  Commission pursuant to Rule 424(b) under the Securities
Act of 1933, as amended,  are incorporated by reference in Parts I, II, III, and
IV of this Annual report on Form 10-K.

Number of Units of the Registrant's Limited Partnership
Units of Ownership outstanding as of December 31, 1997: 11,052.


<TABLE>

                             FORM 10-K ANNUAL REPORT
                      TWELVE MONTHS ENDED DECEMBER 31, 1997
                          RIVERCHASE INVESTORS I, LTD.
                                TABLE OF CONTENTS

<S>             <C>       <C>
PART I

                Item  1.  Business . . . . . . . . . . . .
                Item  2.  Properties . . . . . . . . . . .
                Item  3.  Legal Proceedings. . . . . . . .
                        Item 4. Submission of Matters to
                        a Vote of Security Holders . . .

PART II

                         Item 5. Market for Registrant's
                          Common Equity and Related
                          Stockholders Matters . . . . . .
                Item  6.  Selected Financial Data. . . . .
                Item  7.  Management's Discussion and
                          Analysis of Financial Condition
                          and Results of Operations. . . .
                        Item 8. Financial Statements and
                        Supplementary Data . . . . . . .
                Item  9.  Changes in and disagreements with
                          accountants on Accounting and
                          Financial Disclosure . . . .

PART III

                        Item 10. Directors and Executive
                        Officers of the Registrant . . .
                Item 11.  Executive Compensation . . . . .
                Item 12.  Security Ownership of Certain
                              Beneficial Owners and
                        Management . . . . . . . . . . .
                Item 13.  Certain Relationships and
                          Related Transactions . . . . . .

PART IV

                Item 14.  Exhibits, Financial Statement
                          Schedules and Reports on
                          Form 8-K . . . . . . . . . . . .

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . .
</TABLE>


                                     PART I
ITEM 1.         BUSINESS

      Riverchase  Investors I, Ltd. ("the Partnership") is a limited partnership
organized under the laws of the State of Florida,  pursuant to a Certificate and
Agreement  of Limited  Partnership  dated  February  22,  1985,  as amended  and
restated as of December 30, 1985. The Partnership  operates a 248 unit apartment
complex  in the  city of  Temple  Terrace,  Hillsborough  County,  Florida  (the
"Property"). See Item 2 hereof, "Properties".

     The  General  Partners  of the  Partnership  are  John H.  McClintock,  Jr.
("McClintock"),  James H. Pugh, Jr. ("Pugh"), Thomas H. Lowder, James K. Lowder,
and Robert E. Lowder (the  "Lowders") and Battery Park Capital Corp., a New York
corporation ("Battery Park") (collectively, the "General Partners").

      The  land  and  buildings  owned  by the  Partnership  were  acquired  and
constructed  with  the  proceeds  from  partner  contributions.  Therefore,  the
Property is entirely unleveraged. Riverchase Investors I, LTD. produces revenues
from the rental of apartment units. The Property  operations  generate cash flow
which is distributed  to the partners on a quarterly  basis.  Between  quarterly
distributions,  the  excess  cash is  invested  in an insured  interest  bearing
account or in certificates of deposit.

      Reference is made to the  Prospectus  of  Registrant  (the  "Prospectus"),
dated May 30, 1985, filed with the Securities and Exchange  Commission  pursuant
to Rule 424(b) under the Securities Act of 1933, as amended,  in connection with
Registrant's  Registration  Statement  on Form  S-11  (File  No.  2-96052)  (the
"Registration Statement"). Portions of the Prospectus are incorporated herein by
reference,  as  specifically  referred  to in the  following  sections  of  this
document.

      Pursuant  to the  Registration  Statement,  a maximum  of 16,850  units of
limited partnership interests (the "Units") were registered under the Securities
Act of 1933, as amended. A total of 11,052 Units were sold, and the Registrant's
net  proceeds  from  the  offering  of the  Units  (the  "Offering")  aggregated
$9,529,162  (gross proceeds of  $11,052,000,  less  underwriting  commissions of
$773,640 and other issuance costs $749,198).

      For  additional  information on the business of the  Partnership,  see the
information set forth in "INVESTMENT OBJECTIVE AND POLICIES" at pages 32 through
36 and  "ACQUISITION  OF REAL PROPERTY" and "THE PROJECT" at pages 41 through 43
of the Prospectus, which is incorporated herein by reference.

      See also Item 7 hereof, "Management's Discussion and Analysis of Financial
Condition and Results of Operations".

ITEM 2.         PROPERTIES

      The Partnership owns the land described below, upon which the Property was
constructed:

      LOCATION            DESCRIPTION OF PROPERTY

      Temple Terrace      Approximately 37 acres of
      Hillsborough County land upon which 248 units
      Florida             of two-story garden type
                          apartments are located in
                          31 buildings, plus a clubhouse

      For  additional  information  on the  Property,  reference  is made to the
information set forth under  "ACQUISITION OF REAL PROPERTY" and "THE PROJECT" at
pages  41  through  43 of  the  Prospectus,  which  is  incorporated  herein  by
reference.

ITEM 3.         LEGAL PROCEEDINGS

      There are no material legal  proceedings  pending to which the Partnership
is a party or to which any of the Property is subject.

ITEM 4.         SUBMISSION OF MATTERS TO A VOTE OF
                SECURITY HOLDERS

      No matters were submitted to a vote of security  holders during the fourth
quarter of this  fiscal  year  covered  by this  report by the  solicitation  of
proxies or otherwise.

                                     PART II

ITEM 5.         MARKET FOR REGISTRANT'S COMMON EQUITY AND
                RELATED STOCKHOLDER MATTERS

      A Public  market for the Units does not exist and is not likely to develop
because the transfer of the Units is subject to certain  limitations.  Reference
is made to the  Amended  and  Restated  Certificate  and  Agreement  of  Limited
Partnership, and in particular to Section 16 thereof, "Assignees and Substituted
Limited  Partners",  as set  forth on pages 15  through  16 of  Exhibit A to the
Prospectus, which is incorporated herein by reference.

      As of December 31, 1997, there were  approximately  1,226 holders of Units
of Registrant, owning an aggregate of 11,052 Units.

The Partnership intends, to the extent possible, to make cash distributions on a
quarterly  basis from  earnings  from  operations  and earnings  generated  from
investments in certificate of deposit of insured interest bearing accounts.  See
"PROFITS  AND  LOSSES  AND CASH  DISTRIBUTIONS"  at page.  49  through 51 of the
Prospectus, which is incorporated herein by reference.

<TABLE>

ITEM 6.         SELECTED FINANCIAL DATA

<CAPTION>
                           Year ended December 31

---------------------------------------------------------
                  1997      1996      1995       1994      1993
                --------- --------- ---------  --------- ---------

<S>             <C>       <C>       <C>        <C>       <C>
Rental Revenue  1,301,007 1,433,043 1,454,909  1,431,176 1,325,567
Interest Income    10,172     9,385    11,520      8,317     7,872
Easement Fee            0        0          0         0          0
Other Income       79,974    45,913    45,498     45,328    48,377
Net Income         444,012  486,614   531,690    404,872   367,291
Net Income per
Limited Part-
nership Unit        39.77     43.59     47.63      36.27     32.90
Total Assets at
Period End       7,418,5467,452,392 7,526,646  7,677,947   7,938,892
Partner's Capital
at Period End   7,339,953 7,385,913 7,457,235  7,617,691   7,882,635
Cash Distributions
per Limited Part-
nership Unit           44        50        62         60          55

<FN>
The  above  selected  financial  data  should  be read in  conjunction  with the
Financial Statements and notes thereto.
</FN>
</TABLE>

ITEM 7.         MANAGEMENT'S DISCUSSION AND ANAYLSIS OF
                       FINANCIAL CONDITION AND RESULTS OF
                OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES

      Substantially all of the liquid assets of the Partnership  consist of cash
produced  from the  rental  of  apartments.  The cash flow  from  operations  is
distributed on a quarterly basis after deducting for the current liabilities and
cash needs of the Partnership. The Property generated an adequate amount of cash
in 1997 and 1996 to meet the cash needs of the  enterprise.  In  addition,  cash
distributions  totaling  $489,972 and $557,936 were paid to partners during 1997
and 1996, respectively. See "Statements of Cash Flows".

      There are approximately  $171,000 of capital  improvements planned for the
Property  during  1998.   These   improvements  are  necessary  to  enhance  the
marketability  of  the  property.   The  planned  capital  improvements  include
replacing the exterior stairwells,  landscaping, and refurbishing the clubhouse.
All improvements and repairs will be financed out of current-year cash flow. The
Property  is  unleveraged.  Management  has  no  plans  at  present  or  in  the
foreseeable future to mortgage the Property.

RESULTS OF OPERATIONS

      In 1997,  the rent revenues of  Riverchase I Apartments  reflect the lower
occupancy  rate of the  surrounding  area and the  effect of the lease up of the
third phase of Riverchase  (Riverchase  III),  noted below.  Annual rent revenue
decreased   by  $132,036  or  9.2%  and  $21,866  or  1.5%  in  1997  and  1996,
respectively.  The annual  average  occupancy  rate  decreased  year-to-year  by
approximately 2.7% to 89.0% and by 5.2% to 91.7% in 1997 and 1996, respectively.
Therefore,  while  some of the  decline  in rent  revenues  resulted  from lower
occupancy  most of the  decline  is due to  increased  rent  concessions  deemed
necessary in order to attract tenants in the current Tampa market. When compared
with 1996, net income before depreciation decreased by $28,626 or 4.3%.

      Total expenses before depreciation decreased by $68,562 or 8.3% in 1997 as
compared to an increase of $15,034 or 1.9% in 1996. The decrease in year-to-year
total  expenses  before  depreciation  was made up of primarily  two line items.
First, repairs and maintenance  decreased by $55,072.  This expense reduction is
primarily from the elimination of cable TV expense. Whereas cable TV service was
provided free of charge in 1996, the expenses were shifted to the tenants in the
current year. Second,  salaries and wages decreased by $22,839.  The decrease in
salaries and wages expense paid by Riverchase I is due to the increased  portion
of salaries and wages paid by Riverchase III, a related entity.

      Colonial Properties Trust, an affiliate of Colonial  Properties  Services,
Inc.  (CPSI),  the management  agent, is in the process of leasing up Riverchase
III. While Riverchase  Investors I has no financial  interest in Riverchase III,
the  development  of this phase will  improve the overall  marketability  of the
Riverchase community and enable it to lower on-site operating costs by spreading
certain fixed expenses over a greater number of units.

      See item four of the Notes to Financial Statements, below, for information
regarding the proposed sale of the Partnership's assets.

      CPSI is aware of the potential issues  associated with the data conversion
and  system  upgrades  necessary  for  its  computer  systems  to be  year  2000
compliant.  CPSI is also currently in the process of addressing the  operational
impact the year 2000 issue will have on the  Partnership.  CPSI expects to incur
internal  staff  costs  as  well  as  other   expenses   related  to  facilities
enhancements  necessary to prepare its systems for the year 2000. CPSI currently
believes that, with  modifications to existing  software at the management agent
level and upgrading  operational  systems at the property  level,  the year 2000
issue  will not have a material  impact on the  operations  of the  Partnership.
However,  if such  modifications  or  upgrades  are not  completed  timely or if
software vendors,  suppliers,  or other companies upon whose systems CPSI relies
in the  ordinary  course of business  have failed to  appropriately  address the
conversion  issue,  then the year 2000 issue may have a  material  impact on the
operations of the Partnership.  At the current time, CPSI has not determined the
cost that will ultimately be incurred to be year 2000 compliant.

INFLATION

      Inflation  did not have a material  impact on the  Partnership  during the
past three fiscal years.  In the future,  the  Partnership  may  experience  the
effects of inflation through increases in the costs of operating and maintaining
an apartment property of this type.

      Any statement  contained in this report which is not  historical  fact, or
which might be otherwise  considered  an opinion or  projection  concerning  the
Company or its business,  whether express or implied,  is meant as and should be
considered  a  forward-looking  statement as that term is defined in the Private
Securities  Litigation Reform Act of 1996. Forward- looking statements are based
upon  assumptions and opinions  concerning a variety of known and unknown risks,
including  but not  necessarily  limited to changes  in market  conditions,  the
supply and demand for investable funds, interest rates,  increased  competition,
changes in  governmental  and local economic  conditions  generally,  as well as
other risks  completely  described in the Company's  filings with the Securities
and Exchange Commission,  including this Annual Report Form 10K. If any of these
assumptions or opinions prove incorrect, any forward-looking  statements made on
the basis of such assumptions or opinions may also prove materially incorrect in
one or more respects.

ITEM 8.         FINANCIAL STATEMENTS AND SUPPLEMENTARY
                DATA

      The following financial statements are filed as a part of this report:

      Report of Independent Accountants

      Financial Statements:

         Balance Sheets

         Statements of Income

         Statements of Partner's Capital

         Statements of Cash Flows

         Notes to Financial Statements

      No financial statement schedules are required for Riverchase  Investors I,
      LTD.

REPORT OF INDEPENDENT ACCOUNTANTS

To the Partners
Riverchase Investors I, Ltd.

We have audited the balance  sheets of  Riverchase  Investors I, Ltd. (a limited
partnership)  as of December 31, 1997 and 1996,  and the related  statements  of
income,  partners'  capital  and cash  flows for each of the three  years in the
period  ended   December  31,  1997.   These   financial   statements   are  the
responsibility of Riverchase Investors I, Ltd.'s management.  Our responsibility
is to express an opinion on these financial statements based on our audits.

We  conducted  our  audits  in  accordance  with  Generally   Accepted  Auditing
Standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements.  An audit includes examining on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the accounting  principles used as well as significant  estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation. We believe our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Riverchase Investors I, Ltd. as
of December 31, 1997 and 1996,  and the results of its  operations  and its cash
flows for each of the three  years in the  period  ended  December  31,  1997 in
conformity with generally accepted accounting principles.

Birmingham, Alabama       /s/Coopers & Lybrand L.L.P.
February 5, 1998                Coopers & Lybrand L.L.P.

<TABLE>

                          RIVERCHASE INVESTORS I, LTD.
                             (A LIMITED PARTNERSHIP)
                                 BALANCE SHEETS
                           DECEMBER 31, 1997 and 1996

<CAPTION>

                              1997                 1996
                          ------------         -----------
           ASSETS
<S>                       <C>                  <C>
Cash and equivalents      $     62,322         $   124,242
Restricted Cash                 31,197              34,406
Accounts receivable              6,775              13,205
Prepaid Expenses                19,320              27,223
                          ------------         -----------
      Total current assets     119,614             199,076

Property, plant, and equipment:
      Land                   2,102,784            2,102,784
      Buildings              6,724,619            6,586,431
      Furniture and
          fixtures           1,027,261              975,845
      Land improvements        138,429               95,951
      Equipment                 20,842               16,717
                          ------------         -----------
                            10,013,935           9,777,728
      Less accumulated
            depreciation     2,719,923           2,529,208
                          ------------         -----------
            Net property, plant
           and equipment     7,294,012           7,248,520
                          ------------         -----------
Other assets                    4,920                4,796
                          ------------         -----------
      Total assets        $  7,418,546         $ 7,452,392
                          ============         ===========
</TABLE>

<TABLE>

<CAPTION>

           LIABILITIES AND PARTNERS' CAPITAL
<S>                       <C>                  <C>
Accounts Payable               $     33,608         $     13,034
Other accrued liabilities             9,161                9,234
Tenant deposits                      31,197               24,497
Unearned rent                         4,614                4,991
Due to affiliate                         13               14,723
                               ------------         ------------
      Total current liabilities      78,593               66,479
                               ------------         ------------
General partners' deficit           (20,163)             (20,919)
Limited partners' capital         7,360,116            7,406,832
(11,052 units)                 ____________         ____________
      Total partners' capital     7,339,953            7,385,913
                               ------------         ------------
                               $  7,418,546         $  7,452,392
                               ============         ============
<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>

<TABLE>

                          RIVERCHASE INVESTORS I, LTD.
                             (A LIMITED PARTNERSHIP)
                              STATEMENTS OF INCOME
                FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, 1995
<CAPTION>
                   1997           1996            1995
                ----------     ----------      ----------
<S>             <C>            <C>             <C>
Revenue:
     Rent       $ 1,301,007         $ 1,433,043          $ 1,454,909
     Interest        10,172               9,385               11,520
     Other           79,974              45,913
45,498
                -----------         -----------          -----------
                   1,391,153          1,488,341            1,511,927
                -----------         -----------          -----------
Expenses:
   General and
     administrative    79,848            78,796               91,971
   Salaries and wages  96,737           119,576              122,967
   Taxes and licenses 153,827           155,184              151,537
   Management and
     leasing fees      68,427            73,001               74,144
   Repairs and
     maintenance      207,118           262,190              232,057
   Utilities          120,870           116,287              116,704
   Insurance           29,599            19,954               20,574
   Depreciation     190,715             176,739              170,283
                -----------         -----------          -----------
                    947,141           1,001,727              980,237
                -----------         -----------          -----------
Net income      $   444,012         $   486,614         $    531,690
                ===========         ===========          ===========
New income per limited
   partnership unit     39.77              43.59          47.63
                ===========         ===========          ===========
<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>
<TABLE>


                          RIVERCHASE INVESTORS I, LTD.
                             (A LIMITED PARTNERSHIP)
                         STATEMENTS OF PARTNERS' CAPITAL
                FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, 1995

<CAPTION>

                                          General         Limited
                        Total             Partner         Partner
                     -----------          -----------   -----------
<S>                  <C>            <C>             <C>

Balance, Dec, 31, 1994  $ 7,617,691       $   (18,598)   $ 7,636,289
Distributions to
     partners              (692,146)           (6,925)      (685,221)

Net income                  531,690             5,317        526,373
                        -----------        -----------     -----------
Balance, Dec. 31, 1995    7,457,235           (20,206)     7,477,441
Distributions to
     partners              (557,936)           (5,579)      (552,357)

Net income                486,614               4,866        481,748
                     -----------          -----------      -----------
Balance, Dec. 31, 1996   7,385,913            (20,919)     7,406,832
Distributions to
     partners           (489,972)              (3,684)       (486,288)

Net income                444,012               4,440       439,572
                     -----------          -----------     -----------
Balance, Dec. 31, 1997  7,339,953             (20,163)     7,360,116
                     ===========          ===========      ===========
<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>
<TABLE>

                          RIVERCHASE INVESTORS I, LTD.
                             (A LIMITED PARTNERSHIP)
                            STATEMENTS OF CASH FLOWS
                FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, 1995

<CAPTION>
                        1997           1996            1995
                     -----------          -----------
-----------
<S>                  <C>            <C>             <C>

Operating Activities:
Net income           $ 444,012      $ 486,614       $ 531,690
Adjustments to reconcile net
income to net cash provided
by operating activities:
     Depreciation           190,715         176,739        170,283
     Changes in operating
     assets and liabilities:
      Restricted cash         3,209              14          (7,451)
      Accounts Receivable   6,430            (6,029)       (6,076)
      Prepaid expenses      7,903           (10,985)       (6,728)
      Other assets        (124)
      Accounts payable       20,574          (8,572)         8,542
      Other accrued
        liabilities        (73)           (94)           (885)
      Tenant deposits    6,700         (8,782)          6,370
      Unearned rent       (377)          (191)         (4,106)
      Due to affiliate      (14,710)         14,707           (766)
                     -----------          -----------      -----------
Net cash provided by
     operating activities 664,259           643,421        690,873
                     -----------          -----------      -----------
Investing activities:
     Capital Expenditures(236,207)         (148,525)      (29,862)
                     -----------          -----------     -----------

Net cash used in         (236,207)         (148,525)       (29,862)
    investing activities___________       ___________     ___________

Financing activities:
     Distribution to
      partners         (489,972)           (557,936)      (692,146)
                     -----------          -----------     -----------
Net cash used in
     financing activities(489,972)         (557,936)      (692,146)
                     -----------          -----------     -----------
Decrease in cash
and equivalents           (61,920)          (63,040)       (31,135)

Cash and equivalents,
     beginning of year      124,242         187,282        218,417
                     -----------          -----------     -----------
Cash and equivalents,
     end of year          $  62,322    $    124,242      $ 187,282
                     ===========          ===========    ===========
<FN>
The accompanying notes are an integral part of these financial statements.
</FN>
</TABLE>

                          RIVERCHASE INVESTORS I, LTD.
                          NOTES TO FINANCIAL STATEMENTS

1.    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization  - Riverchase  Investors  I, Ltd.  (the  Partnership)  is a limited
partnership  that is registered  with the Security and Exchange  Commission  and
organized under the laws of the State of Florida,  pursuant to a Certificate and
Agreement  of Limited  Partnership  dated  February  22,  1985,  as amended  and
restated  as of  December  30,  1985.  The  Partnership  owns and  operates  248
apartment  units  in  Temple  Terrance,  Florida.  The  Partnership  leases  the
apartment units to individuals under short-term lease agreements.

Property,  Plant, and Equipment - Land,  buildings,  and equipment are stated at
cost  less  accumulated   depreciation.   Depreciation  is  computed  using  the
straight-line  method over lives  ranging  from 7 to 40 years.  Maintenance  and
repairs are charged to expense as incurred.  Replacements  and  improvements are
capitalized and depreciated over the estimated useful lives of the assets.  When
items of land, buildings, or equipment are sold or retired, the related cost and
accumulated  depreciation  are removed from the accounts and any gain or loss is
included in the results of operations.

Cash  and  Equivalents  - The  Partnership  includes  highly  liquid  marketable
securities  and debt  instruments  purchased  with a original  maturity of three
months or less, if any, in cash and equivalents.

Revenue  Recognition - Rental income  attributable  to leases is recognized on a
straight-line basis over the terms of the leases.

Income  Taxes - No  provision  for income tax is recorded  on the  Partnership's
books as  earnings  and income tax  credits are  distributed  to the  individual
partners.

Net Income Per Limited  Partnership  Unit - net income per  limited  partnership
unit is computed by dividing 99% of the net income (limited  partners' share) by
the weighted average limited partnership units outstanding  (11,052) during each
period.

Use of Estimates - the  preparation  of the  financial  statements in conformity
with  generally  accepted  accounting  principles  requires  management  to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the reporting periods. Actual results could differ from those estimates.

2.    RESTRICTED CASH

Restricted cash as of December 31, 1997 and 1996, consists of tenant deposits in
the amount of $31,197 and $34,406, respectively.

3.    RELATED PARTY TRANSACTIONS

The general partners of the Partnership are John H.  McClintock;  James H. Pugh,
Jr.; Thomas H. Lowder,  James K. Lowder,  Robert E. Lowder (the "Lowders");  and
Battery Park Corp., a New York corporation.

The  Partnership  has entered into contracts  with  affiliates of the Lowders to
manage the property for an annual fee of 5% of the gross  collected  revenues of
the property.  The Partnership  paid management fees of  approximately  $68,000,
$73,000, and $74,000 to Colonial Properties Services, Inc. (CPSI) in 1997, 1996,
and 1995, respectively.

Due to affiliate at December 31, 1997 and 1996 consists of an amount  payable to
CPSI of $13 and $14,723, respectively, for amounts paid by CPSI
on behalf of the Partnership.

4.     PROPOSED SALE OF THE PARTNERSHIP'S ASSETS

On September 2, 1997, the Partnership  entered into a Real Estate Sales Contract
(the Sales  Contract)  with  Colonial  Realty  Limited  Partnership,  a Delaware
limited  partnership  (the  Purchaser),  and an indirect  subsidiary of Colonial
Properties  Trust, an Alabama real estate  investment  trust, to sell Riverchase
Apartments - Phase I, consisting of 248 apartment units,  related  improvements,
and the land on which the apartment units and improvements are located in Temple
Terrace,  Florida (the  Project) to the  Purchaser at a price of  $8,480,000  in
cash. The consummation of the sale of the Project pursuant to the Sales Contract
is subject to and  conditioned  upon,  among other  things,  the approval by the
limited  partners  of the  Partnership  holding a majority  in  interest  of the
outstanding units of limited  partnership of the Partnership of (i) an amendment
to the Partnership's  Amended and Restated  Certificate and Agreement of Limited
Partnership and (ii) the sale of the Project.


ITEM 9.         DISAGREEMENTS ON ACCOUNTING AND FINANCIAL
                DISCLOSURES

                None

                                    PART III

ITEM 10.        DIRECTORS AND EXECUTIVE OFFICERS OF
                REGISTRANT

        John H. McClintock, Jr., James H. Pugh, Jr., Thomas H.
Lowder, Robert E. Lowder, James K. Lowder and Battery Park
Capital Corp., a New York Corporation, are the General
Partners of the Partnership.  Management of the Partnership
business is conducted by General Partners as indicated in
Section 13 of the Amended and Restated Certificate and
Agreement of the Limited Partnership set forth on pages 7
through 14 of Exhibit A to the Propspectus, Which is
incorporated herein by reference.

      Information  with  respect to the  General  Partners is  contained  in the
following paragraphs:

      Mr. John H. McClintock, Jr., General Partner

      John H. McClintock,  Jr., 64. For more than five years, Mr. McClintock was
Director and Chairman of the Board of Epoch  Properties,  Inc., a  Florida-based
real estate development  organization  founded in 1970. He is currently Chairman
of the Board of ContraVest  Properties,  Inc., a real estate development firm in
Tucson,  Arizona.  He holds a Bachelor  of Arts  degree in  Economics  from Rice
University.

      Mr. James H. Pugh, Jr., General Partner

     James H. Pugh,  Jr.,  60.  For more than five  years,  Mr.  Pugh has been a
Director  of both  Epoch  Properties,  Inc.  and  Epoch  Management,  Inc.,  and
President  of  Epoch  Properties,   Inc.  In  addition,  he  is  a  Director  of
substantially  all affiliates of Epoch  Properties,  Inc. He holds a Bachelor of
Science degree in Building Construction from The University of Florida.

     Battery Park Capital Corp.  ("Battery  Park") was incorporated in the state
of New York in 1978 for the purpose of engaging in the securities  business.  It
is now engaged in the real estate  business  and is no longer in the  securities
business. The officers of Battery Park are:

      William  J.  Montgoris,  50,  Director,   President,  and  Treasurer.  Mr.
Montgoris has been associated with Bear, Stearns, & Co., an affiliate of Battery
Park, since 1979 and is currently  Senior Managing  Director and Chief Financial
Officer  of Bear,  Stearns,  & Co. He is also in  charge of the Data  Processing
Division and is a member of the firm's Operations and Management Committees.  He
became a general  partner of Bear,  Stearns,  & Co.,  in 1985.  Prior to joining
Bear,  Stearns & Co., he was Chief Financial  Officer at Blyth Eastman  Dillion,
which he joined in 1975,  following  eight  years as audit  manager at Coopers &
Lybrand.  He holds a Bachelor of Business  Administration  degree in  accounting
from St. John's University.

     Kenneth L. Edlow,  57,  Director.  Mr. Edlow has been a general  partner or
Managing  Director of Bear,  Stearns & Co.,  for more than  fifteen  years and a
general  partner of Bear,  Stearns & Co. since its  organization  in 1984. He is
Secretary of the Board of Directors  and of the Company.  He holds a Bachelor of
Science degree from the University of Pennsylvania.

      The Lowders

      Thomas H. Lowder,  48, General Partner.  Thomas H. Lowder is President and
Chief Executive  Officer of Colonial  Properties  Trust  (Colonial) and Colonial
Properties Holding Company (CPHC), a Trustee of Colonial  Properties Trust and a
Director of CPHC and  Colonial  Properties  Services,  Inc.  Mr.  Lowder  became
President of Colonial in 1976 and since that time has been  actively  engaged in
the  acquisition,  development,  management,  leasing  and sale of  multifamily,
retail and office properties for Colonial. He is presently a member of the Board
of the following  Organizations:  University of  Alabama-Birmingham  President's
Council,  Discovery 2000, United Way, Children's  Hospital,  Birmingham Southern
College and The Colonial Company. He serves as President of the Supporters Board
of  the  UAB   Comprehensive   Cancer   Center  and  the   American   Red  Cross
Birmingham-Area  Chapter. He graduated with honors from Auburn University with a
Bachelor of Science degree.

     James K.  Lowder,  48,  General  Partner.  James K.  Lowder is a Trustee of
Colonial Properties Trust and Director of CPHC and Colonial Properties Services,
Inc.  Mr.  Lowder is currently  Chairman of the Board of The  Colonial  Company,
Lowder New Homes, Lowder Realty and Lowder Construction Company, Inc. Mr. Lowder
is also  currently a member of the Alabama Home Builders  Association of Alabama
and the Greater  Montgomery  Home Builders  Association.  He graduated summa cum
laude from Auburn University with a Bachelor of Science degree.

      Robert E. Lowder, 55, General Partner. Robert E. Lowder is Chairman of the
Board and Chief Executive Officer of the Colonial BancGroup, Inc., a multi-state
bank and holding company based in Montgomery,  Alabama. Colonial BancGroup, with
assets of $7.5  billion,  currently  operates  228 offices in Alabama,  Florida,
Georgia, and southern Tennessee.  He graduated from Auburn University College of
Business with high honors in 1964.  During his collegiate  career he was awarded
the Delta Sigma Pi Scholastic Key as the  outstanding  graduating  senior in the
School of Business; he was honored as the 1964 Outstanding Student in Finance by
the Alabama Bankers Association.

ITEM 11.   EXECUTIVE COMPENSATION

During the year ended  December  31,  1997,  no General  Partner  received  cash
compensation from the Partnership exceeding $60,000, except as set forth herein.
The General Partners earn no direct compensation for acting as General Partners.

No General  Partner or  affiliate  of any General  Partner  was  indebted to the
Partnership  in an amount  exceeding  $60,000 at any time  during the year ended
December 31, 1997.

During the  operation and  liquidation  stages of the  Partnership,  the General
Partners  and their  affiliates  will receive  various  fees and  distributions.
Colonial  Properties  Services,  Inc.,  an affiliate  of the  Lowders,  provides
property  management  services  as agents  for the  Registrant.  For  additional
information on possible  remuneration,  reference is made to the information set
forth in  "COMPENSATION  AND  FEES"  contained  at pages  15  through  19 of the
Prospectus, which is incorporated herein by reference.

ITEM 12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
           OWNERS AND MANAGEMENT

           Not Applicable

ITEM 13.   CERTAIN RELATIONSHIPS AND RELATED
           TRANSACTIONS

      Reference  is  made to Item 11  hereof,  "Executive  Compensation"  and to
"COMPENSATION  AND FEES" at pages 15 through 19 and  "CONFLICTS  OF INTEREST" at
pages  19  through  22 of  the  Prospectus,  Which  is  incorporated  herein  by
reference.

                                     PART IV

ITEM 14.   Exhibits, Financial Statement Schedules, and
           Reports on Form 8-K.

      (a)   1.  Financial Statements - See Index to
                Financial Statements in Item 8 of this
                Form 10-K.

          2.      Financial Statements Schedules - None
                required.

          3.      Exhibits Index.

           (3)  Form of Agreement  and  Certificate  of Limited  Partnership  of
                Riverchase  Investors,  I Ltd.,  as amended  and  restated as of
                December 30, 1985, incorporated herein by reference to Exhibit A
                to the Prospectus  dated May 30, 1985 contained in Amendment No.
                4 to Registrant's Form S-11 Registration Statement (File No.
                2-96052).

      (10)  (a) Form of Management Agreement between
Riverchase Investors I, Ltd., Colonial Properties, Inc.,
and Epoch Management, Inc. for property management
services, incorporated herein by reference to Exhibit
10a to Amendment No. 2 to Registrant's Form S-11
Registration Statement (File No. 2-96052).

      (10) (e) Form of Construction  Contract  between  Riverchase  Investors I,
Ltd., and Epoch Properties,  Inc., as a general contractor,  incorporated herein
by  reference to Exhibit 10e to Amendment  No. 2 of the  Registrant's  Form S-11
Registration Statement (File No. 2-96052).

      (10) (f) Form of  Construction  Monitoring  Agreement  between  Riverchase
Investors I, Ltd., Colonial Mortgage Company,  and Lowder Construction  Company,
Inc.  for  supervisory  services  during  construction,  incorporated  herein by
reference  to  Exhibit  10f  to  Amendment  No.  2  to  Registrant's  Form  S-11
Registration Statement (File No.
2-96052).

      (28) Prospectus  dated May 30, 1985,  incorporated  herein by reference to
Amendment No. 4 to Registrant's form S-11 Registration Statement (File No.
2-96052).
      (b) Reports on Form 8-K.

            None.

      (c) See Item 14(a) above.

      (d) See Item 14(a) above.


SIGNATURES


Pursuant to the requirements of Section 13 or 15 (d) of the Securities  Exchange
Act of 1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized, on this 31st day of
March, 1998.




                             RIVERCHASE INVESTORS I, LTD.
                                   Registrant


                                  /s/ Thomas H. Lowder
                                Thomas H. Lowder
                                 General Partner




Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
this report has been signed by the following in the  capacities and on the dates
indicated.

GENERAL PARTNERS:


By:         /s/ John H. McClintock, Jr.   March 31, 1998
           John H. McClintock, Jr.



By:         /s/ James H. Pugh, Jr.        March 31, 1998
           James H. Pugh, Jr.



By:         /s/ Thomas H. Lowder           March 31, 1998
           Thomas H. Lowder



By:         /s/ James K. Lowder            March 31, 1998
           James K. Lowder



By:         /s/ Robert E. Lowder           March 31, 1998
           Robert E. Lowder


BATTERY PARK CAPITAL CORP.


By:         /s/ William J. Montgoris       March 31, 1998
            William J. Montgoris
           President and Treasurer
           Director



By:         /s/ Kenneth L. Edlow           March 31, 1998
           Kenneth L. Edlow
           Director

PRINCIPAL FINANCIAL OFFICERS:


By:         /s/ Howard B. Nelson           March 31, 1998
             --------------
           Howard B. Nelson
           Chief Financial Officer
           (Principal Financial Officer)


By:         /s/ Kenneth E. Howell          March 31, 1998
          --------------
           Kenneth E. Howell
           Vice President and Controller
           (Principal Accounting Officer)