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              SEPTEMBER 30, 1996

                                       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        33-13983


                     ASSOCIATED PLANNERS REALTY GROWTH FUND
             (Exact name of registrant as specified in its charter)


                CALIFORNIA                                   95-4119808
          (State or other Jurisdiction of              (I.R.S. Employer
          incorporation or organization)               Identification No.)

                       5933 W. CENTURY BLVD.,  SUITE 900
                         LOS ANGELES, CALIFORNIA  90045
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (310) 670-0800
              (Registrant's telephone number, including area code)

   (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     u           No

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 1.   FINANCIAL STATEMENTS

     In the opinion of the General Partner of Associated Planners Realty
Growth Fund (the "Partnership"), all adjustments necessary  for a fair
presentation  of the Partnership's results for the three and nine months
ended September 30, 1996 and 1995  have been  made in  the following
financial statements  which are  of normal recurring  entries in  nature.
However, such  financial statements  are unaudited and are subject to any
year-end adjustments that may be necessary.
<TABLE>
                                 BALANCE SHEETS
              SEPTEMBER 30, 1996 (UNAUDITED) AND DECEMBER 31, 1995
<CAPTION>
                                             SEPTEMBER 30,    DECEMBER 31,
                                                  1996            1995
<S>                                               <C>              <C>
                  ASSETS

RENTAL REAL ESTATE, net of
 accumulated depreciation (Notes 2 & 3)            $265,948      $1,285,445
CASH AND CASH EQUIVALENTS                             3,282             ---
OTHER RECEIVABLES                                      ----          26,329
OTHER ASSETS                                          1,102          16,289

                                                   $270,332      $1,328,063

     LIABILITIES AND PARTNERS' EQUITY

PAYABLE TO AFFILIATES (Note 4 (e))                 $215,073        $240,095
BANK OVERDRAFT                                          ---             328
OTHER ACCRUED LIABILITIES                            69,358          35,336
NOTE PAYABLE - RELATED PARTY (Note 4(d))            150,000         150,000
SECURITY DEPOSIT AND PREPAID RENT                     2,032          25,977
NOTE PAYABLE (Note 3)                                   ---       1,676,385

            TOTAL LIABILITIES                       436,463       2,128,121

COMMITMENTS

PARTNERS' EQUITY:
  Limited Partner:
     $1,000 stated value per unit; authorized
     10,000 units; issued - 2,061                  (156,504)       (784,092)
   General Partner:                                  (9,627)        (15,966)
             TOTAL PARTNERS EQUITY                 (166,131)       (800,058)

                                                   $270,332      $1,328,063

</TABLE>
[FN]
                See accompanying notes to financial statements.

<PAGE>
<TABLE>
                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)


                         STATEMENTS OF PARTNERS' EQUITY
                      NINE MONTHS ENDED SEPTEMBER 30, 1996
                                  (UNAUDITED)
<CAPTION>
                                             LIMITED PARTNERS        GENERAL
                                 TOTAL     UNITS       AMOUNT        PARTNER
<S>                               <C>        <C>        <C>            <C>
BALANCE, DECEMBER 31, 1995    $(800,058)    2,061    $(784,092)     $(15,966)

   Net income                   633,927       ---      627,588         6,339

BALANCE, SEPTEMBER 30, 1996   $(166,131)    2,061    $(156,504)      $(9,627)



                      NINE MONTHS ENDED SEPTEMBER 30, 1995
                                  (UNAUDITED)

<CAPTION>

                                             LIMITED PARTNERS        GENERAL
                                 TOTAL      UNITS      AMOUNT        PARTNER
<S>                               <C>         <C>       <C>            <C> 
BALANCE, DECEMBER 31, 1994    $1,301,837     2,061    $1,296,785      $5,052

   Net loss                     (118,830)      ---      (117,642)     (1,188)

BALANCE, SEPTEMBER 30, 1995   $1,183,007     2,061    $1,179,143      $3,864

</TABLE>
[FN]

                See accompanying notes to financial statements.

<PAGE>
<TABLE>
                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                            STATEMENTS OF OPERATIONS
            THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                  (UNAUDITED)
<CAPTION>

                                   THREE     THREE MONTHS     NINE     NINE MONTHS
                                  MONTHS         ENDED       MONTHS       ENDED
                                   ENDED       SEPTEMBER      ENDED     SEPTEMBER
                                 SEPTEMBER     30, 1995     SEPTEMBER    30, 1995
                                 30, 1996                   30, 1996
<S>                                 <C>           <C>          <C>          <C>
REVENUES:
 Rental                             $49,700       $53,564    $168,297      $174,879
 Gain on ParkCenter Repossession    686,628           ---     686,628           ---
 Interest                                82            15         177           107

                                    736,410        53,579     855,102       174,986
COSTS AND EXPENSES:
 Operating                           22,973        29,710      99,002        81,061
 Property taxes                     (1,294)         4,495       3,926        13,485
 Property management fees(Note 4(b))  2,421         2,702       8,171         7,679
 Interest expense (waived)          (85,145)          ---     (85,145)          ---
 Interest expense                    29,766        29,946     144,689       113,922
 General and administrative           8,311         8,836      28,842        27,872
 Depreciation and amortization        5,850        16,599      21,690        49,797

                                   (17,118)        92,288     221,175       293,816

NET  INCOME  (LOSS)               $753,528      $(38,709)    $633,927    $(118,830)

NET INCOME (LOSS)  PER             $361.96       $(18.59)     $304.51      $(57.08)
LIMITED PARTNERSHIP UNIT

</TABLE>
[FN]

                See accompanying notes to financial statements.

<PAGE>
<TABLE>
                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                            STATEMENTS OF CASH FLOWS
                 NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                  (Unaudited)
<CAPTION>

                                              NINE MONTHS   NINE MONTHS
                                                 ENDED         ENDED
                                               SEPTEMBER     SEPTEMBER
                                                  30,           30,
                                                  1996          1995
<S>                                                 <C>          <C>
Cash flows from operating activities:
  Net (loss) Income                               $633,927    $(118,830)

Adjustments to reconcile  net (loss)  income
to net cash (used in) operating activities:
  Depreciation and amortization                     21,690       49,797
  Increase (decrease) from changes in:
Other receivables and assets                        51,033      (10,304)
Accounts payable                                     8,672       62,016
Security deposits and prepaid rent                 (23,945)       9,061
Net cash  provided  by (used  in)  operating
activities                                         691,377       (8,260)

Cash flows from investing activities
   Disposition of property (net)                   988,290          ---
Net cash provided by investing activities          988,290          ---

Cash flows from financing activities:              
  Addition to (payments on) note payable            (1,467)      18,329
  Forgiveness of notes payable                  (1,674,918)         ---
Net cash  provided  by (used  in)  financing
activities                                      (1,676,385)      18,329

Net increase in cash and cash equivalents            3,282       10,069

Cash and  cash equivalents  at beginning  of
period                                                 ---        5,657

CASH AND CASH EQUIVALENTS AT END OF PERIOD          $3,282      $15,726

</TABLE>
[FN]
                See accompanying notes to financial statements.

<PAGE>
                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                         SUMMARY OF ACCOUNTING POLICIES
BUSINESS
Associated Planners Realty Growth Fund (the "Partnership"), a California
limited partnership, was formed on March 9,  1987 under the Revised Limited
Partnership Act of the  State of California.   The Partnership  met its
minimum funding  of $1,200,000 on August 29, 1988 and terminated its offering
on September 5,  1989.  The Partnership was formed to acquire income-producing
real property  throughout the United  States  with  emphasis  on  properties
located  in  California  and southwestern states.   The Partnership intends
to purchase  such properties  by borrowing up to  an aggregate of  fifty
percent of  the purchase  price of  such properties and intends to own and
operate such properties for investment over an anticipated holding period of
approximately five to ten years.

BASIS OF PRESENTATION
The financial statements do not give effect to any assets that the partners
may have outside  of  their  interest  in  the  partnership,  nor  to  any
personal obligations, including income taxes, of the partners.

The Partnership's financial statements for the nine months ended September 30,
1996 have  been  prepared  on  a going  concern  basis  which  contemplates
the liquidation of assets and the settlement  of liabilities and commitments
in  the normal course of business.  The  Partnership has suffered recurring
losses  from operations and has a net capital deficiency of $166,131 at
September 30, 1996.

NEW ACCOUNTING PRONOUNCEMENTS
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed of"
(SFAS No. 121) issued by the Financial Accounting Standards Board (FASB) is
effective for financial statements for fiscal years beginning after
December 15, 1995.  The new standard establishes new guidelines regarding
when impairment losses on long-lived assets, which include plant and
equipment, and certain identifiable intangible assets, should be recognized
and how impairment losses should be measured.  At the beginning of the fourth
quarter of 1995, the Partnership elected the early adoption of SFAS NO. 121.
Prior to the adoption of SFAS No. 121, real estate was carried at the lower
of cost of net realizable value.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                         SUMMARY OF ACCOUNTING POLICIES

RENTAL REAL ESTATE AND DEPRECIATION
Assets are stated  at the lower  of cost or market.  Depreciation is computed
using the straight-line method over estimated useful lives ranging from 31.5
to 40 years for financial reporting and income tax reporting purposes.

In the event that facts and circumstances indicate that the cost of an asset
may be impaired,  an  evaluation  of  recoverability would  be  performed.
If  an evaluation is required, the estimated future undiscounted cash flows
associated with the asset would be compared to the carrying amount to
determine if a write-down to  market value  is required.   Prior  to the
adoption of  SFAS 121,  the Partnership would not  record an impairment  in
the value  of properties  unless circumstances and  surrounding facts
dictated that  the value  of the  property could not possibly be recovered 
upon future sale.  Prior to 1995, there were  no circumstances or facts that 
dictated the recording of an impairment in value.

LOAN ORIGINATION FEES
Loan origination fees are capitalized and amortized over the life of the loan.

LEASE COMMISSIONS
Lease commissions which are paid to real estate brokers for locating tenants 
are capitalized and amortized over the life of the lease.

RENTAL REVENUE
Rental revenue is recognized on a straight-line basis to the extent that 
rental revenue is deemed collectible.

STATEMENTS OF CASH FLOWS
For purposes of the statements of cash flows, the Partnership considers cash
in the bank and all highly liquid investments purchased with original 
maturities of three months or less to be cash and cash equivalents.

USE OF ESTIMATES
The preparation of  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 contigent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period.  Actual results could differ from those estimates.

<PAGE>


                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                         NOTES TO FINANCIAL STATEMENTS
      THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (UNAUDITED)
                        AND YEAR ENDED DECEMBER 31, 1995


NOTE 1 - NATURE OF PARTNERSHIP
The Partnership began  accepting subscriptions in  October 1987  and closed  
the offering on September 5,  1989.  The Partnership  began operations in  
September 1988.

Under the terms of the partnership  agreement, the General Partners (West 
Coast Realty Advisors,  Inc.,  and  W.  Thomas Maudlin,  Jr.)  are  entitled  
to  cash distributions from 10% to 15%.   The General Partners  are also 
entitled to  net income or  loss  allocations varying  from  1% to  15%  in 
accordance  with  the partnership agreement.  Further, the  General Partners 
will receive  acquisition fees for locating and negotiating the purchase of 
rental real estate, management fees for  operating  the  Partnership  and  a 
commission  on  the  sale  of  the partnership properties.

NOTE 2 - RENTAL REAL ESTATE

The Partnership owns the following rental real estate property, a 10%  
undivided interest.

Location (Property Name)           Date Purchased         Original Cost

San Marcos, California            January 9, 1990            $311,878

The major categories of property are:

                                   September 30, 1996     December 31, 1995

Land                                          $80,835              $519,777
Building and Improvements                     231,043               806,468

                                              311,878             1,326,245
Less accumulated depreciation                  45,930                40,800
Net rental real estate                        265,948             1,285,445


<PAGE>


                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                         NOTES TO FINANCIAL STATEMENTS
      THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (UNAUDITED)
                 AND YEAR ENDED DECEMBER 31, 1995
                                 (CONTINUED)

NOTE 2- RENTAL REAL ESTATE (CONTINUED)

A significant  portion  of the  Partnership's  rental revenue  was  earned  
from tenants whose individual rents represent more than 10% of total 
rental revenue:

      One tenant accounted for 50% in 1996;
      Two tenants accounted for 14% and 41%, respectively, in 1995.

In December 1994, the County of Orange (where the Santa Ana Building is 
located) declared  bankruptcy  due  to  large  losses  in  connection  with  
unauthorized derivative and bond investment  activity.  The County's  
problems had a  trickle down effect on the entire  area as a large  number of 
businesses dependent  upon County purchases went out of business or moved 
away.  This put further  pressure on all commercial property  owners to 
further lower  rents to attract or  retain tenants.  The Partnership saw the 
negative cash flow situation on the Santa  Ana Building worsen as a result of
these problems.

In December  1995, the  property tax  assessment on the Santa  Ana, California
office building was significantly reduced.  It is the intention of the General
Partner to sell  the Santa Ana  property when it is reasonably feasible.  The
Partnership determined that the total expected future cash flows from 
operations and disposition  of  the  property are  less  than  the carrying  
value  of  the property. Therefore the property  was deemed to  be impaired.   
As a result,  an impairment loss of $1,912,727 was recorded, measured as the 
amount by which  the carrying amount of the asset exceeded its fair value, 
less costs to sell.   Fair value was determined  based on  comparable sales.   
The  Partnership intends  to continue to annually assess the carrying values 
of its long-lived assets.

On August 16, 1996, the Guardian Life Insurance Company of America
("Guardian"), the lender, took possession of the ParkCenter Office Building
(the  "Building"), located in Santa Ana, California.  This transaction was 
consummated through  the transfer  of  title  in  a  transaction  commonly  
known  as   "deed-in-lieu-of-foreclosure".  The Partnership  had failed to 
make  mortgage payments (due on  a loan to Guardian) since March  1, 1996.  
Guardian  recorded a Notice of Default with the County of Orange on 
June 19, 1996 with respect to the Deed of Trust  on the property.  As a 
result of the arms-length negotiations, a foreclosure of the property by the
lender was  averted.   The  balance  of accrued  interest  and principal at 
the time of the transfer was $1,771,785.  Security deposits held by the 
Partnership, totaling $18,527, were retained  by the Partnership as part  of
the settlement of the transfer.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                         NOTES TO FINANCIAL STATEMENTS
      THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (UNAUDITED)
                        AND YEAR ENDED DECEMBER 31, 1995
                                  (CONTINUED)

NOTE 3 - NOTE PAYABLE

The Partnership has a 9.75% promissory note payable secured by a Deed of 
Trust.  This note is due January 1, 2000, and provides significant prepayment 
penalties.  Payments are made in monthly installments of $15,088 including 
principal and interest.  The outstanding balance is zero and $1,676,385 at 
September 30, 1996 and December 31, 1995, respectively.

On August 16, 1996, the Guardian Life Insurance Company of America 
("Guardian"), the lender, took possession of the ParkCenter Office Building 
(the "Building"), located in Santa Ana, California.  This transaction was 
consummated through the transfer of title in a transaction commonly known as
"deed-in-lieu-of-foreclosure".  The Partnership had failed to make mortgage 
payments (due on a loan to Guardian) since March 1, 1996.  Guardian recorded a 
Notice of Default with the County of Orange on June 19, 1996 with respect to 
the Deed of Trust on the property.  As a result of the arms-length 
negotiations, a foreclosure of the property by the lender was averted.  The 
balance of accrued interest and principal at the time of the transfer was 
$1,771,785.  Security deposits held by the Partnership, totaling $18,527, 
were retained by the Partnership as part of the settlement of the transfer.

NOTE 4 - RELATED PARTY TRANSACTIONS

     (a)     For  administrative services  rendered  by  the  corporate  
General Partner, in accordance with the partnership agreement, the 
Partnership  incurred $9,000 for the nine months ended September  30, 1996 
and September 30, 1995  and $3,000 for the quarter ending September 30, 1996
and 1995 for these services.  These costs were unpaid as of September 30, 1996.

     (b)   Property management fees incurred in accordance with the 
partnership agreement with West Coast Realty Management, Inc., ("WCRM") an 
affiliate of  the corporate General Partner, totaled  $8,171 for the nine 
months ended  September 30, 1996, and $7,679 for  the nine months ended  
September 30, 1995, $2,421  for the three months ended September 30, 1996 and
$2,702 for the three months  ended September 30, 1995.  These costs were 
unpaid as of September 30, 1996.

<PAGE>

                    ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                         NOTES TO FINANCIAL STATEMENTS
      THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (UNAUDITED)
                        AND YEAR ENDED DECEMBER 31, 1995
                                  (CONTINUED)

NOTE 4 - RELATED PARTY TRANSACTIONS (CONTINUED)

     (c)   During the year ended December 31, 1990, the Partnership, in a 
joint venture with Associated Planners Realty Income Fund (an affiliate), 
purchased  a one-story office  building located  in San  Marcos, California
(Note 2).    The acquisition was paid for entirely in cash totaling 
$3,119,000 of which  $311,900 was provided by  the Partnership and $2,807,100
by  Associated Planners Realty Income Fund.  The Partnership  owns a 10% 
interest  in this joint venture  (Note 7).

     (d)   The Partnership has a note payable to a General Partner of $150,000
at December 31, 1995 and September  30, 1996.  The  note bears interest of  
7.5% and is payable in equal installments of principal and interest amortized 
over  a 10 year period, with all remaining unpaid  interest and principal 
due on May  1, 1997.  Accrued  interest payable  on the  note was  $105,000 
and  $93,750 as  of September 30, 1996 and 1995, respectively.

     (e)   Related party accounts payables are as follows:

                                   SEPTEMBER 30, 1996      DECEMBER 31, 1995

West Coast Realty Advisors                 125,846              108,408
West Coast Realty Management                89,227               81,056
Associated Financial Group, Inc.                ---              50,631

                                          $215,073             $240,095


The General Partner, West Coast Realty Advisors, had deferred collection of 
fees and made cash advances to the Partnership, in order to allow the 
Partnership  to continue operating the Building, even though the combination 
of low rental rates and high occupancy,  was making  it difficult for  the 
Partnership  to meet  its obligations under the mortgage obligation to  
Guardian, and remain solvent.   In the General Partner's opinion,  the 
long-term outlook for  the property was  not positive enough to justify  the
continued advance of  funds to the  Partnership.  The General Partner does 
not expect to collect the majority of the deferred fees and cash advances  
made, in prior  periods.  A  decision on  the disposition  of those deferred
fees will be made at a later date.

<PAGE>


                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                         NOTES TO FINANCIAL STATEMENTS
      THREE AND NINE  MONTHS ENDED SEPTEMBER 30, 1996 AND 1995 (UNAUDITED)
                        AND YEAR ENDED DECEMBER 31, 1995
                                  (CONTINUED)

NOTE 5 - NET INCOME (LOSS) AND CASH DISTRIBUTIONS PER LIMITED PARTNERSHIP UNIT

The Net Income (Loss)  per Limited Partnership Unit was computed in accordance
with the partnership agreement using the weighted average number of 
outstanding Limited Partnership Units of 2,061 for 1996 and 1995.

No distributions were made in 1996 or 1995.


NOTE 6 - FOURTH QUARTER ADJUSTMENT - 1995

In the fourth quarter of 1995 the Partnership recorded an adjustment to the
carrying value of rental real estate to recognize an impairment loss of
$1,912,727 as discussed in Note 2.

NOTE 7 - SUBSEQUENT EVENTS

On November 1, 1996, Associated Planners Realty Growth Fund ("Growth Fund") 
sold its remaining real estate asset to Associated Planners Realty Income Fund
("Income Fund").  This asset consisted of the 10% interest that Growth Fund 
had in an office building located in San Marcos, California.  This sale was 
done in order to allow Growth Fund to liquidate the partnership within the 
calendar 1996 year, and because the single 10% interest in this remaining 
property would not be sufficient to support the operating expense of 
maintaining the Partnership.

Growth Fund received $185,968 on November 2, 1996 for its interest in the San
Marcos property.  This amount consisted of $188,000 for the property itself,
less $2,032 for its share of a cash security deposit from the current tenant
that Growth Fund retained.  The cost basis at the time of transfer was 
$266,518, resulting in a $78,518 capital loss for Growth Fund as a result of 
the sale.  There was no debt in connection with the property.

It is the intention of the General Partner to use the proceeds from the sale
to pay a portion of the liabilities that Growth Fund owes to the General 
Partner and its affiliates, and the remainder to the limited partners as a 
final distribution and liquidation of the Partnership.  This payment is 
expected to be made in the latter half of November 1996.

<PAGE>

                    ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.MANAGEMENT'S DISCUSSION AND ANALYSIS OF
       FINANCIAL CONDITION AND RESULTS OF OPERATIONS


INTRODUCTION

Associated Planners  Realty Growth  Fund (the  "Partnership") was organized in
December 1986,  under the California Revised Limited Partnership Act.    The
Partnership began offering units for sale on  October 20, 1987.  As of  
December 31, 1989, the Partnership had raised $2,061,000 in gross capital  
contributions.  The Partnership  netted approximately  $1,820,000  after 
sales  commissions  and syndication costs.

The Partnership was  organized for the purpose of investing in, holding, and
managing improved, leveraged income-producing property, such  as  residential
property, office  buildings, commercial buildings, industrial properties, and
shopping centers.    The Partnership intention was to own  and  operate  such
properties for investment over an anticipated holding period of approximately
five to ten years.

The Partnership's principal investment objectives were to invest in rental  
real estate properties which will:

     (1)  Preserve and protect the Partnership's invested capital;

     (2)  Provide for cash distributions from operations;

     (3)  Provide gains through potential appreciation; and

     (4)  Generate Federal income tax deductions so that during the early 
          years of property operations, a portion of cash distributions may 
          be treated as a return of capital for tax purposes and, therefore, 
          may not represent taxable income to the limited partners.

The ownership and operation  of any income-producing real estate is  subject 
to those risks  inherent in  all real  estate investments,  including 
national  and local  economic  conditions,  the  supply  and  demand  for  
similar  types   of properties, competitive marketing conditions, zoning 
changes, possible  casualty losses, increases in real estate taxes, 
assessments, and operating expenses,  as well as others.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
          (CONTINUED)

The Partnership is operated  by West Coast Realty Advisors, Inc.("WCRA") (the
corporate General Partner) and Mr. W. Thomas Maudlin Jr. (an individual 
General Partner), collectively  the  "General Partner,"  subject  to the  
terms  of  the Amended and Restated Agreement of Limited  Partnership.  The 
Partnership has  no employees, and all administrative services are  provided 
by WCRA, the  corporate General Partner.

LIQUIDITY AND CAPITAL RESOURCES


In reading the discussion of operations,  the reader should understand that  
the Partnership has a 100% interest in an office building in Santa Ana,  
California, (through August 1996) and a 10% interest in a commercial building 
in San Marcos, California.  The results of the Partnership's operations have 
been dominated  by the results of operations  for the Santa Ana  building; 
thus, the discussion  of the Partnership's results of  operations will 
emphasize  the operations of  that building.

Due to the  recurring losses  from operations and  a net  capital deficiency  
of $800,058 at December  31, 1995, the  Partnership's independent certified  
public accountants have included an explanatory paragraph  in their report 
at  December 31, 1995 stating that  these factors raise substantial  doubt 
as to  Partnership ability to continue as a going concern.

From 1992 to 1994, the overall operations of the Partnership gradually 
improved; however, the  Partnership continued  to generate  net losses  and 
negative  cash flows.  (These negative  cash flows first started  appearing 
in calendar  1991).  For example, the net loss for 1993 of  $123,357 was 
$17,737 (13%) less than  the $141,094 net loss  for 1992, while the negative 
cash  flow (net loss  excluding depreciation and amortization) dropped from 
$70,738 to $54,276, a $16,462  (23%) decrease.  Progress continued in 1994, 
with  the net loss of $115,143 that  year being $8,214 (7%) less than that 
for  1993, and the negative cash flow  dropping to  $47,779, a $6,497 (12%)  
decrease  from  1993's  level.    Despite  these improvements, the fact  
remained that  the Partnership's  operations were  still insufficient to 
support the Company without cooperation from the General Partner in deferring
collection  of  various management  fees,  interest  expense,  and overhead 
cost allocations.

As of September  30, 1996, the  amount payable to  the General  Partner and  
its affiliates for deferred fees, overhead  expense allocations, cash 
advances,  and interest on those advances, was $215,073.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
          (CONTINUED)

1995 was a turning point in terms of the viability of the Partnership.  
Although the general economy  in which the  Santa Ana building  is located 
was  generally poor from 1990 to 1994, the operations of the Partnership's 
building were still somewhat stable (if  not overly profitable) as explained 
above.   However, in December of 1994,  the County of Orange  (in which the 
Santa Ana Building is located) declared bankruptcy due to large losses in 
connection with unauthorized derivative and bond investment  activity.  The 
County's  problems had a  trickle down effect on the entire area as a large 
number of small businesses  dependent upon County purchases  went out of  
business or moved away.   This put further pressure on all commercial 
property owners to further lower rents to attract  or retain tenants.   The 
Partnership saw the negative cash flow situation on the Santa Ana building 
worsen as a result of these problems.   On July 31, 1995, at the 
Partnership's request, the holder of the first  deed of  trust on the Santa
Ana property agreed to provide relief to the Partnership by deferring 
collection of debt payments  due on  the loan from  September 1995  to 
January  1996.   The General  Partner  used  this  opportunity  to  improve  
the  liquidity  of   the Partnership,  and  to  allow  for the implementation
of  necessary   capital improvements to the property.  However, the relief 
offered by the lender in the latter part of 1995 and the first month of 1996
was not sufficient to  improve the operating results for the Partnership.  
Largely as a result of the  economic problems in Orange County, the net loss 
from operations for the Partnership increased to $189,168 -- a $74,025 (64%) 
increase in loss.  Cash basis loss (net loss from  operations plus 
depreciation expense) increased from $47,779 to $122,772 -- a $74,993 (157%) 
increase.   In addition, during the fourth  quarter of 1995, despite  the 
Partnership's  best efforts to  enhance the  value of  the property with 
tenant improvements and greater occupancy, it was determined  that the 
surrounding economic conditions  of the area dictated  a thorough review of
the carrying value  of the property.   Using recent  comparative building  
sales data for the general area  in which the building  is located, it was  
determined that a  $1,912,727  impairment loss  in  the value  of  the 
building  should  be recorded on  the  Partnership's Statement  of  Loss for
1995.   This  loss  was unrealized in  1995, and  thus did  not flow  through 
to  the partners  for  tax purposes in  1995.   This allowance,  in  itself,
did  not directly  affect  the liquidity of the Partnership, which as 
previously set forth, is extremely poor.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
           (CONTINUED)

This impairment in value meant that the equity of the Partnership was now at a
deficit, and the sale of the Santa Ana property would probably result in less
proceeds than what was outstanding on the first  deed of trust attached to  
the building.

In February 1996, the Partnership failed to make the first payment due 
following the debt relief period granted by  the holder of the first  deed 
of trust.   The Partnership again approached the holder of the first deed of 
trust to attempt to obtain additional  debt relief.   The  holder of  the 
note  declined to  provide additional relief,  and demanded  immediate 
payment  of the  installment due  to prevent immediate foreclosure of the 
property.  The Partnership met this  demand and default  provisions  were  
not  instituted.  The  General  Partner  made  no commitment  concerning  
the  availability  of  further  cash  advances  to   the Partnership.  The  
Partnership continued to  seek relief from  the debt  holder, while at  the
same  time seeking  to  enhance  the value  of  the  property  by increasing
occupancy and contracting long term leases.

On March 4, 1996 the Partnership requested that the lender re-structure the 
loan on the Park Center Office Building.  On April 4, 1996, the Partnership  
received a reply from the lender denying the request to modify the loan and 
also notified the Partnership that an event  of default had occurred  under 
the deed of  trust securing the loan due to the Partnership's nonpayment of 
the March 1, 1996  loan payment.  The Partnership also did not make the loan 
payments due April 1, May 1,  June 1, July 1 and August 1, 1996.

On August 16, 1996, the Guardian Life Insurance Company of America 
("Guardian"), the lender, took possession of the ParkCenter Office Building 
(the "Building"), located in Santa Ana, California.  This transaction was 
consummated through the transfer of title in a transaction commonly known 
as "deed-in-lieu-of-foreclosure".  The Partnership had failed to make mortgage 
payments (due on a loan to Guardian) since March 1, 1996.  Guardian recorded 
a Notice of Default with the County of Orange on June 19, 1996 with respect 
to the Deed of Trust on the property.  As a result of the arms-length 
negotiations, a foreclosure of the property by the lender was averted.  The 
balance of accrued interest and principal at the time of the transfer was 
$1,771,785.  Security deposits held by the Partnership, totaling $18,527, 
were retained by the Partnership as part of the settlement of the transfer.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
          (CONTINUED)

Management uses cash as its primary  measure of a partnership's liquidity.   
The amount of cash  that represents  adequate liquidity  for a  real estate  
limited partnership depends on several factors.  Among them are:

      1.  Relative risk of the partnership;
      2.  Condition of the partnership's properties;
      3.  Time in the partnership's life cycle (e.g., money-raising,
          acquisition, operating or disposing phase) and
      4.  Partner distributions.

Due to the large amount of vacancies, general economic problems in the area, 
and an increase in maintenance and repair expenses at the Santa Ana Property, 
the 3% reserve remained depleted during the nine months ended September 30, 
1996.   For this reason, there were no distributions made to the limited 
partners during the nine months ended September 30, 1996.

The General Partner, West Coast Realty Advisors, had deferred collection of 
fees and made cash advances to the Partnership, in order to allow the 
Partnership  to continue operating the Building, even though the combination 
of low rental rates and high occupancy,  was making  it difficult for  the 
Partnership  to meet  its obligations under the mortgage obligation to  
Guardian, and remain solvent.   In the General Partner's opinion,  the 
long-term outlook for  the property was  not positive enough to justify  the 
continued advance of  funds to the  Partnership.  The General Partner does 
not expect to collect the majority of the deferred fees and cash advances  
made, in prior  periods.  A  decision on  the disposition  of those deferred 
fees will be made at a later date.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
          (CONTINUED)


The Tax Reform Acts of 1986 and 1987 and the Revenue Reconciliation Acts of 
1990 and 1993 did not have a material impact on the Partnership's operations.

During the years of the Partnership's  existence, inflationary pressures in  
the U.S. economy have been minimal, and this has been consistent with the 
experience of the  Partnership  in  operating  rental  real  estate  in  
California.    The Partnership has clauses in its leases with some of its 
properties' tenants  that will help alleviate some of the negative impact of 
inflation.  However, the lack of inflation is hurting the Partnership  due 
to the stagnation of office  rental rates.

There are currently no plans for any material renovation, improvement or 
further development of the  Partnership's remaining property  (10% interest
in the  San Marcos property).

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
          (CONTINUED)

RESULTS OF OPERATIONS-NINE MONTHS ENDED SEPTEMBER 30, 1996

Operations for the nine months ended  September 30, 1996 and 1995 reflect  
eight months of rental activities for the ParkCenter property and nine months 
for  the 10% interest in the San  Marcos property.  For  the nine months 
ended  September 30, 1996, the return  on funds invested in  property 
was -2.4%  vs. -.2% in  the nine months ended September 30, 1995.

Rental revenue decreased $6,582 (3.8%) for the nine months ending 
September 30, 1996 vs.  September  30, 1995,  as  a result  of  only eight  
months  of  rental operations being recognized for calendar year  1996 on 
the ParkCenter  property, compared to  nine  months  of  operating  
activities  for  calendar  year  1995.  Interest expense increased $30,767 
(27%)  due additional interest and  penalties being accrued  for during  the 
nine  months ended  September 30,  1996 plus  the September 1995  mortgage  
payment on  the  ParkCenter property  being  deferred.  Operating expenses  
increased  $17,941  (22.1%)  due  to  increased  maintenance expenses 
incurred in order to improve the appearance of the Santa Ana Building.

The cash basis loss  for the nine  months ended September  30, 1996 was  
$31,011 (net income plus  depreciation expense  less gain  on repossession)  
vs. a  cash basis loss  of $69,033  for the  nine months  ended 
September  30, 1995.    This $38,022 decrease in  cash basis loss  from 
September 30,  1995 to September  30, 1996 is primarily  attributable to  
interest expense  of $85,145  waived by  the lender of the ParkCenter  
property less $30,767  in additional interest  expense paid during the nine 
months ended September 30, 1996 compared to the nine months ended 
September 30, 1995.

<PAGE>


                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS
          (CONTINUED)

RESULTS OF OPERATIONS-NINE MONTHS ENDED SEPTEMBER 30, 1996 (CONT.)


During the nine months ended September 30, 1996, $691,377 in cash was provided
by operating activities.   This resulted primarily from  a $686,628 gain on  
the repossession of  the  ParkCenter Office  property  plus a  $51,033  
decrease  in receivables and  other  assets  (primarily  due  to  the  
write-off  of  prepaid insurance and amortization of repairs and maintenance
costs incurred in  1995) plus $8,672 increase in accounts payable  (due 
primarily to the general  partner deferring operating costs and property 
management fees), offset by a cash  basis loss of $31,011 from operations 
(net income plus depreciation expense less  gain on repossession), and a 
$23,945 decrease in security deposits and prepaid  rent, (due to a  security 
deposit refund  paid to a  vacating tenant  during the  nine months ending 
September 30, 1996).   In contrast, during the nine months ending 
September 30, 1995,  $8,260 was used in operating activities.   This resulted
primarily cash basis loss  of $69,033, plus a $10,304 increase in other assets
(primarily due to an increase in prepaid expense balances), offset by 
a  $62,016 increase in accounts  payable (due  to amounts  due to  
third-party vendors  and affiliates which were postponed  until later 
periods) and  a $9,061 increase  in security deposits and prepaid  rents.  
During the  nine months ending  September 30, 1996, $988,290 was provided by 
investing activities, due to the  disposition of the ParkCenter Office 
Building  in August 1996.   In contrast, there were  no investing activities 
during the nine months ending September 30, 1995.  For  the nine months 
ending September 30, 1996,  financing activities used $1,676,385  in cash 
resources. This resulted  primarily from $1,674,918  in the forgiveness  of
debt on the ParkCenter  Office Building,   plus $1,467 in  debt payments on
the Santa Ana Building.  In contrast,  $18,329 was provided by financing  
activities for the nine months ended September 30, 1995 in connection with 
debt payments on the Santa Ana Building.  Cash increased a net $3,282 as a 
result of the net cash provided by operating activities for the nine months 
ended September 30, 1996.

The number of limited partnership units outstanding remained at 2,061.

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)

                                    PART  II

                       O T H E R    I N F O R M A T I O N


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.   EXHIBIT AND REPORTS ON FORM 8-K

    (a)  Information required under this section has been included in the
         financial statement

    (b)  Reports on Form 8-K
                 -   Filed 8-K Report dated November 11, 1996

<PAGE>

                     ASSOCIATED PLANNERS REALTY GROWTH FUND
                       (A CALIFORNIA LIMITED PARTNERSHIP)


                              S I G N A T U R E S


     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 thereunto duly authorized.



                         ASSOCIATED  PLANNERS  REALTY  GROWTH  FUND
                               A California Limited Partnership
                                         (Registrant)


November 13, 1996                  By:  WEST COAST REALTY ADVISORS, INC.
                                           A California Corporation,
                                               A General Partner




                                    Neal E. Nakagiri
                               Vice President/Secretary





November 13, 1996                   Michael G. Clark
                                Vice President/Treasurer