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 September 30, 1997   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
                                            September 30, 1997
  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 September 30, 1997
   and December 31, 1996                                           3


  Statements of Operations -
  For the Nine Months Ended September 30, 1997 and 1996            4

  Statement of Operations -
  For the Three Months Ended September 30, 1997 and 1996           5

  Statements of Partners' Equity -
  For the Nine Months Ended September 30, 1997 and 1996            6

  Statements of Cash Flows -
  For the Nine Months Ended September 30, 1997 and 1996            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

                                        September 30, 1997  December 31, 1996
                                             (Unaudited)      Audited

  ASSETS

  <S>                                       <C>            <C>                 
                                      
                                                                               
                         
  Aparment Properties, at Cost              $22,289,181    $22,209,901
  Less - Accumulated Depreciation            (6,168,357)    (5,759,354)
                                             16,120,824     16,450,547


  Cash and Cash Equivalents                     897,274      1,069,572
  Deferred Loan Costs                           378,492              0
  Prepaid Expenses                               11,618         10,818

  TOTAL ASSETS                              $17,408,208    $17,530,937



  LIABILITIES AND PARTNERS' EQUITY


  Liabilites:

  Notes Payable                              $17,603,872    $17,196,565
  Accounts Payable                               321,215         29,541
  Security Deposits                               92,631         93,797
  Unearned Rent                                   (8,388)        55,837

  TOTAL LIABILITIES                           18,009,330     17,375,740


  Partner's Equity
  Limited Partners' Equity (9,407 units
  outstanding @ September 30, 1997 and
  December 31, 1996                              (335,576)       382,927
 

  General Partner's Equity                       (265,546)      (227,730)


  TOTAL PARTNERS' EQUITY                         (601,122)       155,197


  TOTAL LIABILITES AND PARTNERS' EQUITY       $17,408,208    $17,530,937


</TABLE>












<TABLE>

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

                                     STATEMENT OF OPERATIONS
                                         (Unaudited)

                                  FOR THE NINE MONTHS ENDED SEPTEMBER 30

  <S>                                   1997                         1996
  Property Operations :               <C>                         <C>          
 
  Rental Income                           $2,604,624           $2,515,032      
          
  Miscellaneous                               72,198               73,114      
           
                                           2,676,822            2,588,146      
            


  Expenses:
  Depreciation                               409,003              519,003      
             
  Payroll                                    260,970              242,127      
             
  Real Estate Taxes                          212,193              210,382      
             
  Utilities                                  160,093              158,101      
             
  Repairs & Maintenance                      308,852              209,432      
             
  Property Management - General Partner      132,623              129,337      
             
  Landscaping                                 61,495               60,922      
             
  Other                                       95,022               79,959      
             
                                           1,640,251            1,609,263      
            


  Income from Property Operations          1,036,571              978,883      
             
  Interest Income                             33,053               34,536      
             
                                           1,069,624            1,013,419      
                

  Other Exenses:
  Interest                                 1,219,074            1,184,455      
             
  General & Administrative - Affiliate         2,174                3,660      
             
  Other General & Administrative              10,569                8,533      
             
                                           1,231,817            1,196,648      
              

  Net Income (Loss)                       $ (162,193)          $ (183,229)     
            

  Allocation of Net Income (Loss) -
  Limited Partners                        $ (154,083)          $ (174,068)     
           
  General Partners                            (8,110)              (9,161)     
           
                                          $ (162,193)          $ (183,229)     
            

  Net Income (Loss) Per
    Limited Partnership Unit              $   (16.38)          $   (18.50)

  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 SEPTEMBER 30



  <S>                                       1997             1996              
                       
  Property Operations:                   <C>                <C>
   Rental Income                         $ 865,751        $ 837,807
   Miscellaneous                            22,226           18,632
                                           887,977          856,439           

  Expenses:
   Depreciation                            137,001          173,001           
   Payroll                                  90,732           79,236           
   Real Estate Taxes                        70,730           69,874           
   Utilities                                61,081           61,858           
   Repairs and Maintenance                 192,764           82,863           
   Property Management - General Partner    42,476           40,948           
   Landscaping                              16,988           18,140           
   Other                                    35,906           28,137           
                                           647,678          554,057            

  Income from Property Operations          240,299          302,382            
  Interest Income                            9,378           11,339           
                                           249,677          313,721           
  
  Other Expenses:
   Interest                                410,494          397,683           
   General and Administrative -Affiliate       670              950           
   Other General and Administrative          2,647            4,721           
                                           413,811          403,354
           
  Net Income (Loss)                      $(164,134)       $ (89,633)          

  Allocation of Net Income (Loss)-
   Limited Partners                      $(155,927)       $ (85,151)           
   General Partners                         (8,207)          (4,482)        
                                         $(164,134)       $ (89,633)         


  Net Income (Loss) Per
   Limited Partnership Unit              $  (16.58)       $   (9.05)        

  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 NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996

                                   Limited        General             Total
                                  Partners'      Partners'          Partners'
                                    Equity         Equity             Equity
  <S>                            <C>             <C>                <C>        
  Balance, December 31, 1995     $1,272,172     $ (180,928)      $ 1,091,244

  Distribution to Partners         (558,494)       (29,394)         (587,888)

  Net Loss                         (174,068)        (9,161)         (183,229)

  Balance, September 30, 1996    $  539,610     $ (219,483)      $   320,127


  Balance, December 31, 1996     $  382,927     $ (227,730)      $   155,197

  Distribution to Partners         (564,420)       (29,706)         (594,126)

  Net Income                       (154,083)        (8,110)         (162,193)  
            1,941

  Balance, September 30, 1997    $ (335,576)    $ (265,546)      $  (601,122)  
     $  (238,946)


</TABLE>



<TABLE>

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

                                         STATEMENT OF CASH FLOWS

                        FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                                            (Unaudited)


  <S>                                                1997             1996
  Net Cash Provided by Operating Activities:        <C>               <C>      
       
  Net Income (Loss)                               $ (162,193)     $(183,229)   
 
  Adjustments to Reconcile Net Loss to Net Cash
  Provided by Operating Activities
  Depreciation:                                      409,003        519,003
  Changes in Operating Assets and Liabilities:
  (Increase) in Prepaids                                (800)       (64,814)   
    
  Increase in Accounts Payable                       291,674         87,968    
    
  Increase (Decrease) in Security Deposits            (1,166)            76    
    
  Increase (Decrease) in Unearned Rents              (64,225)       (10,572)   
    
  (Increase) in Deferred Loan Cost                   (378,492)            0

  Net Cash Provided by Operating Activities           93,801        348,432    
     

  Cash Flows from Investing Activities:
  Improvements to Apartment Properties               (79,280)       (78,100)   
     

  Net Cash Used in Investing Activities              (79,280)       (78,100)   
     


  Cash Flows from Financing Activities:
  Proceeds from Notes Payable                        433,529        398,084    
    
  Payments from Notes Payable                        (26,222)       (27,072)   
    
  Distributions to Partners                         (594,126)      (587,888)   
    

  Net Cash used by Financing Activities             (186,819)      (216,876)   
    

  Increase (Decrease) in Cash                       (172,298)         53,456   
     
  Cash and Cash Equivalents at Beginning of period 1,069,572         978,730   
     
  Cash and Cash Equivalents at End of period         897,274       1,032,186   
    

  Supplemental Cash Flow Information:
  Interest Paid                                   $  696,839      $  786,372   
   

  Supplemental Disclosure of Non-Cash
  Financing Activities:
  Deferred Interest on Mortgage Note Payable      $  433,529      $  398,084   
      


</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 $250,853 at September 30, 1997 and
  $108,773 at December 31, 1996 of cash held in escrow for the payment
  of real estate taxes.  Cash and Cash Equivalents also include
  $92,631 at September 30, 1997 and $93,797 at December 31, 1996 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 nine months ended September 30, 1997:

  Property Management Fees                           $132,623
  General and Administrative Costs                      2,174

  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:

                                       September 30,        December 31
                                           1997                1996

  Land                                   3,141,510           3,141,510
  Buildings                             17,298,118          17,298,118
  Furniture & Fixtures                   1,849,553           1,770,273
  Apartment Properties, at Cost         22,289,181          22,209,901
  Less: Accumulated Depreciation        (6,168,357)         (5,759,354)
                                        16,120,824          16,450,547

  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, 1996.  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 October 31, 1997, the Partnership will pay distributions of
  $70,553 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 nine months ended September 30, 1997 was
  $2,604,624 as compared to $2,515,032 for the comparable period ended
  September 30, 1996.  Income from property operations for the nine months
  ended September 30, 1997 was $1,036,571 as compared to $978,883 for the
  comparable period ended September 30, 1996.  The increase in rental
  income was a result of higher rental rates being in effect in 1997 and
  a slight increase in the apartment occupancy levels.  Depreciation expense
  decreased from $519,003 for the nine month period ended September 30, 1996
  to $409,003 for the comparable period ended September 30, 1997.  The 21%
  decrease is attributable to the fact that the fixed assets purchased at
  acquisitionn have been fully depreciated.  Repairs and maintenance expense
 increased from $209,432 for the nine month period ended September 30, 1996 to
  $308,852 for the comparable period ended September 30, 1997.  This increase
  was a result of repairs and improvements to the exterior of the buildings 
  of the Springfield Apartments.

  Interest income changed from $34,536 for the nine months ended
  September 30, 1996 to $33,053 for the comparable period in 1997.  There has
  been little change in the investment balance and rate of interest earnings
  over the last twenty-four months. 

  Interest expense increased from $1,184,455 for the nine months ended
  September 30, 1996 to $1,219,074 for the nine months ended September 30,
  1997.  This increase in interest expense is a result of increases to the
  principal loan balance.  The loan balance increases because interest
  accrues and is added to the loan balance for the Oakwood Village
  First Purchase Money Mortgage.

  Net loss for the nine months ended September 30, 1997 was $162,193 or
  $16.38 per Limited Partnership Unit outstanding as compared to a
  loss of $183,229 or $18.50 per Limited Partnership Unit for the compar-
  able period ended September 30, 1996.

  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.
  A mortgage refinancing is planned to cover the upcoming
  mortgage balloon payments of $8,779,077 in 1997 and $8,825,000 in 1998.

  Cash provided by operating activities decreased by $254,631 for the
  nine month period ended September 30, 1997 as compared to the nine month
  period ended September 30, 1996.  The change resulted from an increase
  in deferred loan costs and a decrease in unearned rents of $53,653 which
  was offset by an increase in accounts payable of $203,706 for the
  comparable nine month period.  

  Cash used by financing activities of $78,100 at September 30, 1996
  remained stable when compared to $79,280 at September 30, 1997.

  Cash used by financing activities decreased by $30,057 from the nine month
  period ended September 30, 1997 when compared to the nine month period
  ended September 30, 1996.  An increase in the Oakwood Village purchase
  money first mortgage interest acrual of $35,445 for the period was offset by
  an increase in partner distributions of $6,238.

  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




   11/13/97                 J. Robert Love - President
    Date                    (Signature)

   11/13/97                 Alan G. Lee - Secretary
    Date                    (Signature)