SECURITIES AND EXCHANGE COMMISSION
  WASHINGTON, DC  20549

  FORM 10-Q

  QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
  OF THE SECURITES EXCHANGE ACT OF 1934

  For Quarter Ended June 30, 1998   Commission File Number  0-17717


  FOUNDATION REALTY FUND, LTD
  (Exact name of Registrant as specified in its charter)


  Florida                                        59-2802896
  (State or other jurisdiction of           (IRS Employer ID No.)
  incorporation or organization)


  880 Carillon Parkway, St. Petersburg, Florida    33716
  (Address of principal executive offices)      (Zip Code)


  Registrant's Telephone Number, Including Area Code - (813) 573-3800


  Indicate by check mark whether the Registrant (1)
  has filed all reports to be filed by Section 13 or
  15(d) of the Securites Exchange Act of 1934 during
  the preceeding 12 months (or 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





  Number of share outstanding of each of Registrant's classes of securites.


  Title of Each Class                       Number of Units
                                            June 30, 1998
  Units of Limited Partnership              9,407
  Interest:  $1,000 per unit


  DOCUMENT INCORPORATION BY REFERENCE
  Part IV - Registration Statement S-11, File No. 33-13849






  FOUNDATION REALTY FUND, LTD.
  (A Florida Limited Partnership)



  INDEX TO FINANCIAL STATEMENTS


  Part I - Financial Information
                                                                Page No.

  Balance Sheets as of June 30, 1998 and December 31, 1997         3


  Statements of Operations -
  For the Six Months Ended June 30, 1998 and 1997                  4

  Statement of Operations -
  For the Three Months Ended June 30, 1998 and 1997                5

  Statements of Partners' Equity -
  For the Six Months Ended June 30, 1998 and 1997                  6

  Statements of Cash Flows -
  For the Six Months Ended June 30, 1998 and 1997                  7

  Notes to Financial Statements                                   8-10

  Management's Discussion and Analysis of Financial
  Condition and Results of Operations                             11-12



<TABLE>
                                      FOUNDATION REALTY FUND, LTD.
                                    (A Florida Limited Partnership)
<CAPTION>

                                            BALANCE SHEET

                                           June 30, 1998  December 31, 1997
                                             (Unaudited)      Audited

  ASSETS

  <S>                                       <C>            <C>                 
                                      
                                                                               
                         
  Aparment Properties, at Cost              $22,324,205    $22,299,095
  Less - Accumulated Depreciation            (6,627,293)    (6,304,794)
                                             15,696,912     15,994,301


  Cash and Cash Equivalents                   1,231,291        981,983
  Prepaid Expenses                               20,750            549
  Deferred Loan Cost (Net of Accumulated    
   Amortization of $20,777 and $10,389)         259,713        280,490

  TOTAL ASSETS                              $17,208,666    $17,257,323



  LIABILITIES AND PARTNERS' EQUITY


  Liabilites:

  Notes Payable                              $17,819,117    $17,898,206
  Accounts Payable                               226,957         49,114
  Security Deposits                               86,298         89,601
  Unearned Rents                                  25,033         26,137

  TOTAL LIABILITIES                           18,157,405     18,063,058


  Partner's Equity
  Limited Partners' Equity (9,407 units
  outstanding @ June 30, 1998 and
  December 31, 1997                             (681,686)      (533,486)
 

  General Partner's Equity                      (267,053)      (272,249)


  TOTAL PARTNERS' EQUITY                        (948,739)      (805,735)


  TOTAL LIABILITES AND PARTNERS' EQUITY      $17,208,666    $17,257,323


</TABLE>









<TABLE>

                                    FOUNDATION REALTY FUND, LTD.
<CAPTION>                         (A Florida Limited Partnership)

                                     STATEMENT OF OPERATIONS
                                         (Unaudited)

                                  FOR THE SIX MONTHS ENDED JUNE 30

  <S>                                         1998               1997
  Property Operations :               <C>                         <C>          
 
  Rental Income                          $1,798,870           $1,738,873       
                   
  Miscellaneous                              40,914               49,972       
                     
                                          1,839,784            1,788,845       
                      


  Expenses:
  Depreciation                               322,499             272,002       
                          
  Payroll                                    166,652             170,238       
                         
  Real Estate Taxes                          145,806             141,463       
                         
  Utilities                                   98,027              99,012       
                          
  Repairs & Maintenance                      113,819             116,088       
                          
  Property Management - General Partner       92,965              90,147       
                          
  Landscaping                                 42,018              44,507       
                          
  Other                                       57,325              59,116       
                          
                                           1,039,111             992,573       
                      


  Income from Property Operations            800,673             796,272       
                          
  Interest Income                             18,282              23,675       
                          
                                             818,955             819,947       
                           

  Other Exenses:
  Interest                                   685,432             808,580       
                          
  Amortization                                20,777                   0
  General & Administrative - Affiliate           670               1,504       
                            
  Other General & Administrative               8,146               7,922       
                            
                                             715,025             818,006       
                          

  Net Income (Loss)                         $103,930            $  1,941       
                       

  Allocation of Net Income (Loss) -
  Limited Partners                          $ 98,734            $  1,844       
                     
  General Partners                             5,196                  97       
                     
                                            $103,930            $  1,941       
                      

  Net Income (Loss) Per
    Limited Partnership Unit                $  10.50            $    .20       
    

  Number of Limited Partnership Units          9,407               9,407

</TABLE>


<TABLE>
                        FOUNDATION REALTY FUND, LTD.
<CAPTION>              (a Florida Limited Partnership)   

                          STATEMENT OF OPERATIONS
                               (Unaudited)

                      FOR THE THREE MONTHS ENDED JUNE 30



  <S>                                       1998         1997                  
                   
  Property Operations:                  <C>           <C>
   Rental Income                         $890,587      $862,289         
   Miscellaneous                           20,917        27,112         
                                          911,504       889,401                
 

  Expenses:
   Depreciation                           161,249        99,001                
    
   Payroll                                 80,479        86,115                
    
   Real Estate Taxes                       72,903        70,732                
    
   Utilities                               51,205        49,285                
    
   Repairs and Maintenance                 72,082        70,878                
    
   Property Management - General Partner   46,805        45,530                
     
   Landscaping                             21,926        21,100                
     
   Other                                   29,173        29,131                
     
                                          535,822       471,772                
     

  Income from Property Operations         375,682       417,629                
  
  Interest Income                           9,275        12,445                
 
                                          384,957       430,074                
 
  
  Other Expenses:
   Interest                               342,338       404,918                
   
   Amortization                            10,388             0
   General and Administrative -Affiliate      580           690                
   
   Other General and Administrative         6,543         3,356                
   
                                          359,849       408,964                
    

  Net Income (Loss)                      $ 25,108      $ 21,110                
  

  Allocation of Net Income (Loss)-
   Limited Partners                      $ 23,853      $ 20,054           
   General Partners                         1,255         1,056              
                                         $ 25,108      $ 21,110               


  Net Income (Loss) Per
   Limited Partnership Unit              $   2.54      $   2.13        

  Number of Limited Partnership Units       9,407         9,407 

</TABLE>


<TABLE>

                                     FOUNDATION REALTY FUND, LTD.
                                   (A Florida Limited Partnership)
<CAPTION>
                                     STATEMENT OF PARTNERS' EQUITY
                                          (Unaudited)

                         FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997

                                   Limited        General        Total
                                  Partners'      Partners'     Partners'
                                    Equity         Equity       Equity
  <S>                            <C>             <C>              <C>        
  Balance, December 31, 1996      $ 382,927     $(227,730)      $ 155,197

  Distribution to Partners         (376,280)      (19,804)       (396,084)

  Net Income(Loss)                    1,844            97           1,941

  Balance, June 30, 1997          $   8,491     $(247,437)      $(238,946)


  Balance, December 31, 1997      $(533,486)    $(272,249)      $(805,735)

  Distribution to Partners         (246,934)            0        (246,934)

  Net Income                         98,734         5,196         103,930

  Balance, June 30, 1998          $(681,686)    $(267,053)      $(948,739)


</TABLE>



<TABLE>

                                       FOUNDATION REALTY FUND, LTD.
<CAPTION>                            (A Florida Limited Partnership)

                                         STATEMENT OF CASH FLOWS

                           FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                            (Unaudited)


  <S>                                                  1998           1997
  Net Cash Provided by Operating Activities:        <C>               <C>      
       
  Net Income (Loss)                                $ 103,930      $   1,941    
     
  Adjustments to Reconcile Net Loss to Net Cash
  Provided by Operating Activities
  Depreciation:                                      322,499        272,002    
   
  Amortization                                        20,777              0    
               
  Changes in Operating Assets and Liabilities:
  (Increase) in Prepaids                             (20,201)       (11,856)   
           
  Increase in Accounts Payable                       177,843        143,729    
            
  Increase (Decrease) in Security Deposits            (3,303)        (5,121)   
           
  Increase (Decrease) in Unearned Rents               (1,104)       (35,977)   
            

  Net Cash Provided by Operating Activities          600,441        364,718    
            

  Cash Flows from Investing Activities:
  Improvements to Apartment Properties               (25,110)       (39,530)   
            

  Net Cash Used in Investing Activities              (25,110)       (39,530)   
            


  Cash Flows from Financing Activities:
  Proceeds from Notes Payable                              0        285,804    
             
  Payments from Notes Payable                        (79,089)       (19,519)   
            
  Distributions to Partners                         (246,934)      (396,084)   
           

  Net Cash used by Financing Activities             (326,023)      (129,799)   
           

  Increase (Decrease) in Cash                        249,308        195,389    
             
  Cash and Cash Equivalents at Beginning of period   981,983      1,069,572    
             
  Cash and Cash Equivalents at End of period       1,231,291      1,264,961    
          

  Supplemental Cash Flow Information:
  Interest Paid                                   $  685,432     $  522,777    
        

  Supplemental Disclosure of Non-Cash
  Financing Activities:
  Deferred Interest on Mortgage Note Payable      $        0     $  285,804    
         


</TABLE>









  FOUNDATION REALTY FUND, LTD
  A Florida Limited Partnership)

  NOTES TO FINANCIAL STATEMENTS (Unaudited)

  NOTE 1 - ORGANIZATION

  Foundation Realty Fund, Ltd., (the "Partnership"), a Florida Limited
  Partnership, was formed April 14, 1987 under the laws of Florida.
  Operations commenced on January 12, 1988.  The Partnership operates
  two apartment properties.  The Partnership will terminate on
  December 31, 2020, or sooner, in accordance with the terms of the
  Limited Partnership Agreement.  The Partnership has received Limited
  and General Partner capital contributions of $9,407,000 and $1,000
  respectively.  J. Robert Love, an individual, and RJ Properties,
  Inc., a majority-owned subsidiary of Raymond James Financial, Inc.
  are the General Partners and they manage and control the business of
  the Partnership.

  Operating profits and losses are allocated 95% to the Limited Part-
  ners and 5% to the General Partners.  Cash from operations will be
  shared 95% by the Limited Partners and 5% by the General Partners;
  however, distributions to the General Partners are subordinated to
  certain preferred returns to the Limited Partners.  Profit or loss
  and cash distributions from sales of property will be allocated as
  formulated in the Limited Partnership Agreement.

  NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:

  Basis of Accounting

  The Partnership utilizes the accrual basis of accounting whereby
  revenues are recongized when earned and expenses are recognized as
  obligations are incurred.

  Cash and Cash Equivalents

  It is the Partnership's policy to include short-term investments
  with an original maturity of three months or less in Cash and Cash
  Equivalents.  These short-term investments are comprised of money
  market funds, and repurchase agreements.

  Restricted Cash

  Cash and Cash Equivalents include $245,005 at June 30, 1998 and
  $243,556 at December 31, 1997 of cash held in escrow for the payment
  of real estate taxes.  Cash and Cash Equivalents also include
  $86,298 at June 30, 1998 and $89,6001 at December 31, 1997 of tenant
  security deposits held in an escrow account.

  Income Taxes

  No provisions for income taxes has been made in these financial
  statements, as income taxes are a liability of the partners rather
  than of the Partnership.











  Depreciation

  The apartment buildings are being depreciated over 35 years using
  the straight-line method.  Furniture and fixtures are being depreci-
  ated over 8 years using the straight-line method.

  NOTE 3 - COMPENSATION, REIMBURSEMENTS AND ACCRUALS TO THE GENERAL
  PARTNERS AND AFFILIATES:

  The General Partners and affiliates are entitled to the following
  types of compensation and reimbursment for costs and expenses
  incured for the Partnership for the six months ended June 30, 1998.

  Property Management Fees                           $ 92,965
  General and Administrative Costs                        670

  NOTE 4 - LEASES AND APARTMENT PROPERTIES:

  The Partnership owns apartment complexes leased to residents under
  short term operating leases.  A summary of the apartment properties
  is as follows:

                                         June 30,           December 31
                                           1998                1997

  Land                                   3,141,510           3,141,510
  Buildings                             17,298,118          17,298,118
  Furniture & Fixtures                   1,884,577           1,859,467
  Apartment Properties, at Cost         22,324,205          22,299,095
  Less: Accumulated Depreciation        (6,627,293)         (6,304,794)
                                        15,696,912          15,994,301

  NOTE 5 - NOTES PAYABLE

  The notes payable are secured by the apartment properties.

  NOTE 6 - BASIS OF PREPARATION:

  The unaudited financial statements presented herein have been pre-
  pared in accordance with the instructions to Form 10-Q and do not
  include all of the information and note disclosures required by
  generally accepted accounting principals.  These statements should
  be read in conjuction with the financial statements and notes thereto
  included in the Partnership's Form 10-K for the year ended December
  31, 1997.  In the opinion of management, such financial statements
  include all adjustments, consisting only of normal recurring adjust-
  ments, necessary to summarize fairly the Partnership's financial
  position and results of operations.  The results of operations for
  the periods may not be indicative of the result to be expected for
  the year.

  NOTE 7 - SUBSEQUENT EVENT:

  On or about July 31, 1998, the Partnership will pay distributions of
  $129,346 to the Limited Partners.







  FOUNDATION REALTY FUND, LTD.
  (A Florida LImited Partnership)

  Management's Discussion and Analysis of Financial Condition and
  Results of Operations

  Rental income for the six months ended June 30, 1998 was
  $1,798,870 as compared to $1,738,873 for the comparable period ended
  June 30, 1997.  Income from property operations for the six months
  ended June 30, 1998 was $800,673 as compared to $796,272 for the
  comparable period ended June 30, 1997.  The increase in rental
  income was a result of higher rental rates being in effect in 1998 and
  a slight increase in the overall apartment occupancy levels.

  Interest expense decreased from $808,580 for the six months ended June
  30, 1997 to $685,432 for the six months ended June 30, 1998.
  This decrease in interest expense is a result of a refinancing of the
  original debt to loans with a lower interest rate and a replacement
  of the Oakwood Village First Purchase Money Mortgage with a traditional
  amortizing loan.

  Net income for the six months ended June 30, 1998 was $103,930 or
  $10.50 per Limited Partnership Unit outstanding as compared to an
  increase of $1,941 or $.20 per Limited Partnership Unit for the compar-
  able period ended June 30, 1997.

  Liquidity and Capital Resources

  In management's opinion, working capital reserves and liquidity are
  sufficient to meet the short-term operating needs of the Partnership.

  Cash provided by operating activities increased by $211,788 for the six
  month period ended June 30, 1998 as compared to the six month period ended
  June 30, 1997.  The change resulted primarily from increased net income
  attributable to the debt restructuring which resulted in a $123,148
  decrease in interest expense for the six month period ended Juune 30, 1998
  verse the six month period ended June 30, 1997.  The increase is
  secondarily attributable to increase in trade accounts payable of $34,114
  and depreciation expense of $50,497 for the six month period indicated
  above.

  Cash used by investing activities totaled $25,110 at June 30, 1998 as
  compared to $39,530 at June 30, 1997.  The $14,420 decrease for the six
  month period ended June 30, 1998 is solely attributable to the decrease
  in the number of carpets replaced in the apartment units of both apartment
  communities.

  Cash used by financing activities increased by $196,224 from the six
  month period ended June 30, 1998 when compared to the six month period
  ended June 30, 1997.  The loan refinancings of Oakwood Village purchase
  money first mortgage and the Springfield purchase money first mortgage
  with traditional amortizing loans accounted for $345,374 of the increase.
  The increased amount was offet by a decrease in partner distributions for
  the comparative six month period of $149,150.






  ITEM 6 - EXHIBIT AND REPORTS ON FORM 8-K

  a)  Exhibits - NONE

  b)  Reports on Form 8-K - NONE


 SIGNATURES


 Pursuant to the requirements of the Securities and Exchange Act of 1934,
 the report has been signed by the following persons on behalf of the
 Registrant and in the capacities and on the date indicated.

 FOUNDATION REALTY FUND, LTD.
 A Florida Limited Partnership

 By: RJ PROPERTIES, INC. a General Partner




   8/10/98                 J. Robert Love - President
    Date                    (Signature)

   8/10/98                 Alan G. Lee - Secretary
    Date                    (Signature)