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


  Statements of Operations -
  For the Six Months Ended June 30, 1997 and 1996                  4

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

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

  Statements of Cash Flows -
  For the Six Months Ended June 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

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

  ASSETS

  <S>                                       <C>            <C>                 
                                      
                                                                               
                         
  Aparment Properties, at Cost              $22,249,431    $22,209,901
  Less - Accumulated Depreciation            (6,031,356)    (5,759,354)
                                             16,218,075     16,450,547


  Cash and Cash Equivalents                   1,264,961      1,069,572
  Prepaid Expenses                               22,674         10,818

  TOTAL ASSETS                              $17,505,710    $17,530,937



  LIABILITIES AND PARTNERS' EQUITY


  Liabilites:

  Notes Payable                              $17,462,850    $16,196,565
  Accounts Payable                               173,270         29,541
  Security Deposits                               88,676         93,797
  Unearned Rent                                   19,860         55,837

  TOTAL LIABILITIES                           17,744,656     17,375,740


  Partner's Equity
  Limited Partners' Equity (9,407 units
  outstanding @ June 30, 1997 and
  December 31, 1996                                 8,491        382,927
 

  General Partner's Equity                       (247,437)      (227,730)


  TOTAL PARTNERS' EQUITY                         (238,946)       155,197


  TOTAL LIABILITES AND PARTNERS' EQUITY       $17,505,710    $17,530,937


</TABLE>












<TABLE>

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

                                     STATEMENT OF OPERATIONS
                                         (Unaudited)

                                  FOR THE SIX MONTHS ENDED JUNE 30

  <S>                                   1997                         1996
  Property Operations :               <C>                         <C>          
 
  Rental Income                           $1,738,873           $1,677,225      
          
  Miscellaneous                               49,972               54,482      
           
                                           1,788,845            1,731,707      
            


  Expenses:
  Depreciation                               272,002              346,002      
             
  Payroll                                    170,238              162,891      
             
  Real Estate Taxes                          141,463              140,508      
             
  Utilities                                   99,012               96,243      
             
  Repairs & Maintenance                      116,088              126,569      
             
  Property Management - General Partner       90,147               88,389      
             
  Landscaping                                 44,507               42,782      
             
  Other                                       59,116               51,822      
             
                                             992,573            1,055,206      
            


  Income from Property Operations            796,272              676,501      
             
  Interest Income                             23,675               23,197      
             
                                             819,947              699,698      
              

  Other Exenses:
  Interest                                   808,580              786,772      
             
  General & Administrative - Affiliate         1,504                2,710      
             
  Other General & Administrative               7,922                3,812      
             
                                             818,006              793,294      
              

  Net Income (Loss)                         $  1,941             $(93,596)     
            

  Allocation of Net Income (Loss) -
  Limited Partners                          $  1,844             $(88,916)     
           
  General Partners                                97               (4,680)     
           
                                            $  1,941             $(93,596)     
            

  Net Income (Loss) Per
    Limited Partnership Unit                $    .20              $ (9.45)

  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>                                     1997               1996              
                       
  Property Operations:                   <C>                <C>
   Rental Income                          $862,289         $821,656
   Miscellaneous                            27,112           26,195
                                           889,401          847,851           

  Expenses:
   Depreciation                             99,001          171,002           
   Payroll                                  86,115           86,784           
   Real Estate Taxes                        70,732           71,454           
   Utilities                                49,285           48,919           
   Repairs and Maintenance                  70,878           75,702           
   Property Management - General Partner    45,530           43,498           
   Landscaping                              21,100           17,744           
   Other                                    29,131           27,673           
                                           471,772          542,776            

  Income from Property Operations          417,629          305,075            
  Interest Income                           12,445           11,842           
                                           430,074          316,917           
  
  Other Expenses:
   Interest                                404,918          394,797           
   General and Administrative -Affiliate       690            2,050           
   Other General and Administrative          3,356            2,859           
                                           408,964          399,706            

  Net Income (Loss)                       $ 21,110         $(82,789)          

  Allocation of Net Income (Loss)-
   Limited Partners                       $ 20,054         $(78,649)           
   General Partners                          1,056           (4,140)        
                                          $ 21,110         $(82,789)         



  Net Income (Loss) Per
   Limited Partnership Unit               $   2.13         $  (8.36)        

  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, 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       (370,354)       (19,492)           (389,846)

  Net Loss                        (88,916)        (4,680)            (93,596)

  Balance, June 30, 1996      $   812,902     $ (205,100)        $   607,802


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

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

  Net Income                        1,844             97               1,941

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


</TABLE>



<TABLE>

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

                                         STATEMENT OF CASH FLOWS

                           FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996
                                            (Unaudited)


  <S>                                               1997              1996
  Net Cash Provided by Operating Activities:        <C>               <C>      
       
  Net Income (Loss)                               $    1,941     $  (93,596)   
 
  Adjustments to Reconcile Net Loss to Net Cash
  Provided by Operating Activities
  Depreciation:                                      272,002        346,002
  Changes in Operating Assets and Liabilities:
  (Increase) in Prepaids                             (11,856)       (22,514)   
    
  Increase in Accounts Payable                       143,729        122,729    
    
  Increase (Decrease) in Security Deposits            (5,121)           300    
    
  Increase (Decrease) in Unearned Rents              (35,977)       (12,138)   
     

  Net Cash Provided by Operating Activities          364,718        340,783    
     

  Cash Flows from Investing Activities:
  Improvements to Apartment Properties               (39,530)       (42,786)   
     

  Net Cash Used in Investing Activities              (39,530)       (42,786)   
     


  Cash Flows from Financing Activities:
  Proceeds from Notes Payable                        285,804         262,321   
     
  Payments from Notes Payable                        (19,519)        (17,845)  
     
  Distributions to Partners                         (396,084)       (389,846)  
     

  Net Cash used by Financing Activities             (129,799)       (145,370)  
     

  Increase (Decrease) in Cash                        195,389         152,627   
     
  Cash and Cash Equivalents at Beginning of period 1,069,572         978,730   
     
  Cash and Cash Equivalents at End of period       1,264,961       1,131,357   
    

  Supplemental Cash Flow Information:
  Interest Paid                                   $  522,777      $  524,451   
   

  Supplemental Disclosure of Non-Cash
  Financing Activities:
  Deferred Interest on Mortgage Note Payable      $  285,804      $  262,321   
      


</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 $215,333 at June 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
  $88,676 at June 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 six months ended June 30, 1997.

  Property Management Fees                           $   90,147
  General and Administrative Costs                        1,504

  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
                                           1997                1996

  Land                                   3,141,510           3,141,510
  Buildings                             17,298,118          17,298,118
  Furniture & Fixtures                   1,809,803           1,770,273
  Apartment Properties, at Cost         22,249,431          22,209,901
  Less: Accumulated Depreciation        (6,031,356)         (5,759,354)
                                        16,218,075          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 August 15, 1997, the Partnership will pay distributions of
  $188,140 to the Limited Partners and $9,902 to the General 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, 1997 was
  $1,738,873 as compared to $1,677,225 for the comparable period ended
  June 30, 1996.  Income from property operations for the six months
  ended June 30, 1997 was $796,272 as compared to $676,501 for the
  comparable period ended June 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 $346,002 for the six month period
  ended June 30, 1996 to $272,002 for the comparable period ended
  June 30, 1997.  The 21% decrease is attributable to the furniture and
  fixtures which were purchased in 1988 had become fully depreciated in 1996.

  Interest income changed from $23,197 for the six months ended
  June 30, 1996 to $23,675 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 $786,772 for the six months ended June
  30, 1996 to $808,580 for the six months ended June 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 income for the six months ended June 30, 1997 was $1,941 or
  $.20 per Limited Partnership Unit outstanding as compared to a
  loss of $93,596 or $9.45 per Limited Partnership Unit for the compar-
  able period ended June 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,
  which will include a refinancing of the property mortgages during the next
  quarterly reporting period.  Long-term capital resources will be necessary
  to cover the refinanced mortgage balloon payments. In management's opinion,
  proposed sources of funding to meet its long-term obligations will be a
  property sale.

  Cash provided by operating activities increased by $23,935 for the
  six month period ended June 30, 1997 as compared to the six month
  period ended June 30, 1996.  The change resulted from a decrease in
  depreciation expense and resultant increase in net income offset by
  decreases in unearned rents and security deposits.

  Cash used by financing activities decreased by $15,571 from the six
  month period ended June 30, 1997 when compared to the six month
  period ended June 30, 1996.  An increase in the Oakwood Village
  purchase money first mortgage interest accrual of $23,483 for the
  period offset both an increase in partner distributions of $6,238 and
  principal payments on the Oakwood Village purchase money record
  mortgage of $1,674 to account for this change.

  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




   8/10/97                 J. Robert Love - President
    Date                    (Signature)

   8/10/97                 Alan G. Lee - Secretary
    Date                    (Signature)