<PAGE>
<PAGE> 1
      FORM 10-Q--QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
             OF THE SECURITIES EXCHANGE ACT OF 1934
     
     
                          UNITED STATES
     
               SECURITIES AND EXCHANGE COMMISSION
     
                     Washington, D.C. 20549
     
                            FORM 10-Q
     
                           (Mark One)
     
     [X] Quarterly Report Pursuant to Section 13 or 15(d) of the
     Securities Exchange Act of 1934
     For the period ended September 30, 1998
     
                               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: 33-5785-A
     
     
                    NASHVILLE LAND FUND, LTD.
     (Exact name of Registrant as specified in its charter)
     
     
          Tennessee                                    62-1271664
      (State or other jurisdiction of            (I.R.S. Employer
      incorporation or organization)              Identification)
     
     
      4400 Harding Road, Suite 500, Nashville, Tennessee   37205
     (Address of principal executive office)           (Zip Code)
     
                         (615)  292-1040
      (Registrant's telephone number, including area code)
     
         
           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 at least the past 90 days.
     
     
                                           YES    X     NO  ___  
     
          <PAGE>
<PAGE> 2
     
     
                  PART I. FINANCIAL INFORMATION
     
     Item 1. FINANCIAL STATEMENTS
     
     
                    NASHVILLE LAND FUND, LTD.
                (A Tennessee Limited Partnership)
     
     
                      FINANCIAL STATEMENTS
        For the Three and Nine Months Ended September 30,         
                        1998 and 1997 
     
     
                              INDEX
     
     
     
           Financial Statements:
     
                Balance Sheets                                  3
                Statements of Operations                        4
                Statements of Cash Flows                        5
                Notes to Financial Statements                   6
     
     
     
     
          <PAGE>
<PAGE> 3
<TABLE>


                         NASHVILLE LAND FUND, LTD.
                          (A Limited Partnership)

                              BALANCE SHEETS
                                (Unaudited)



<CAPTION>
                                September 30,   December 31,
                                    1998            1997    
                                  --------      ------------
<S>                               <C>           <C>         

          ASSETS

CASH                           $    30,154       $   257,190
RESTRICTED CASH                     35,619            22,000
LAND AND IMPROVEMENTS
HELD FOR INVESTMENT              3,275,708         3,925,143      
OTHER ASSETS                           175               292
                                 ---------         ---------

       Total Assets            $ 3,341,656       $ 4,204,625
                                 =========         =========



                     LIABILITIES AND PARTNERS' EQUITY


ACCOUNTS PAYABLE               $    27,329       $    12,975
Accounts Payable-Affiliate          11,522                 -
                                    ______            ______
Total Liabilities                   38,851            12,975
 
PARTNERS' EQUITY:

  Limited Partners, 7,500 units
     outstanding                 3,302,719         4,191,564
  Special Limited Partner                4                 4
  General Partner                       82                82

     Total Partners' equity      3,302,805         4,191,650
                                ----------         ---------

  Total Liabilities & 
  Partners' Equity             $ 3,341,656       $ 4,204,625
                                ==========         =========







<FN>
                    See notes to financial statements.


/TABLE
<PAGE>
<PAGE> 4
<TABLE>


                         NASHVILLE LAND FUND, LTD.
                          (A Limited Partnership)

                         STATEMENTS OF OPERATIONS
                                (Unaudited)


<CAPTION>

                          Quarter to Date        Year to Date
                                   Ending September 30,
                         -----------------------------------------
                          1998        1997      1998      1997
                          ----        ----      ----      ----
<S>                       <C>         <C>       <C>       <C>   
REVENUE:

Sales of Land and 
Improvements          $     -     $    - $1,015,981    $    -
Cost of Land and
Improvements Sold           -          -   (676,198)        -     
Selling Expenses            -          -   (104,088)        -

  Gain on Sales of Land     
  and Improvements          -          -    235,695         -

Miscellaneous               -          -          -       758
Interest                  607          -      4,897     2,841

Total Revenues            607          -    240,592     3,599 


EXPENSES:

Association Fees       23,339      23,339   23,339     23,339
Maintenance             1,272           -    1,277          - 
Management Fees         3,500       3,500   10,500     10,500 
Legal & Accounting Fees   500           -   15,851     18,393
Admin. Expense            319         965      969      4,806
Property Taxes         27,256      32,685   27,501     32,685

Total Expenses         56,186      60,489   79,437     89,723

NET (LOSS) INCOME    $(55,579)   $(60,489)$161,155   $(86,124) 



<FN>
                     See notes to financial statements

</TABLE>
<PAGE>
<PAGE> 5
<TABLE>


                         NASHVILLE LAND FUND, LTD.
                          (A Limited Partnership)

                         STATEMENTS OF CASH FLOWS
                                (Unaudited)

<CAPTION>

                                       Year-to-date
                                       September 30,
                                   ---------------------
                                     1998         1997
                                     ----         ----
<S>                                  <C>          <C>     
Cash flows from operating activities:

  Net income (loss)               $161,155    $(86,124)      
     Adjustments to reconcile 
     Net income (loss) to net cash  
     provided (used)in operating 
     activities:
       Cost of Land and 
       Improvements Sold           676,198            -
       Cost of Land Improvements   (26,763)     (44,527)
       Increase in restricted Cash (13,619)           -
       Increase in accounts 
       payable                      14,354          223
       Increase in accounts         
       payable-affiliate            11,522            -
       Decrease (Increase) in          
       other assets                    117          (17)
          

     Net cash provided (used) in 
       operating activities        822,964      (130,445)    

Cash Flows from financing activities-

     Distributions to Partners  (1,050,000)           -          
     
     Net decrease in Cash         (227,036)     (130,445)
     
CASH AT JANUARY 1,                  257,190      153,733     

CASH AT SEPTEMBER 30,           $    30,154   $   23,288     
                                                        
<FN>
                    See notes to financial statements.
</TABLE>
<PAGE>
<PAGE> 6


                         NASHVILLE LAND FUND, LTD.
                          (A Limited Partnership)

                      NOTES TO FINANCIAL STATEMENTS

   For the Three and Nine Months Ended September 30, 1998 and 1997
                                (Unaudited)


A.ACCOUNTING POLICIES

  The unaudited financial statements presented  herein  have  been
prepared 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 principles.  These statements should
be read in conjunction 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 adjustments, necessary to summarize fairly the
Partnership's financial position and results of operations.  The
results of operations for the nine month period ended September 30,
1998 may not be indicative of the results that may be expected for
the year ending December 31, 1998.


B.RELATED PARTY TRANSACTIONS

  The General Partner and its affiliates have been actively
involved  in managing the Partnership's operations.  Compensation
earned for these services in the first nine months were as follows:

<TABLE>
<CAPTION>
                                      1998         1997
                                   ________     ________
<S>                                   <C>          <C>     
        Management Fees             $10,500      $10,500
        Accounting Fees             $ 2,600      $ 2,100 

C.  COMPREHENSIVE INCOME

     Effective January 1, 1998, the Partnership adopted Statement
of Financial Accounting Standards (SFAS) No. 130.  Reporting
Comprehensive Income. SFAS  No. 130  establishes standards for
reporting and display of comprehensive income and its components
in a full set of general-purpose financial statements and requires
that all components of comprehensive income be reported in a
financial statement that is displayed with the same prominence as
other financial statements.  Comprehensive income is defined as the
change in equity of a business enterprise, during a period,
associated with transactions and other events and circumstances
from non-owner sources.  It includes all changes in equity during
a period except those resulting from investments by owners and
distributions to owners.  During the nine month periods ended
September 30, 1998 and 1997, the Partnership had no components of
comprehensive income.  Accordingly, comprehensive income for each
of the periods was the same as net income (loss).




 





</TABLE>
<PAGE>
<PAGE> 7


Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF
        FINANCIAL CONDITION AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS 

There were no sales during the third quarter of 1998.  Earlier in
the year, the Registrant sold approximately 5.3 acres from the
North Creek Business Park and 1.4 acres from the Larchwood
Property.  These proceeds were distributed to the partners.  In
October 1998, the Registrant sold 4.36 acres from the Northcreek
Business Park for gross proceeds of $569,765.  On October 27, 1998,
the Registrant distributed $450,000 to the partners from sale
proceeds.

Overall operations of the Registrant are minimal and have not
fluctuated significantly from prior quarters.

The General Partner has evaluated the impact of year 2000 issues on
our computer systems and applications.  The Registrant is affected
by a single personal computer and a commercial software package. 
Both are Y2K compliant.  

FINANCIAL CONDITION

As of October 31, 1998, the Registrant has $ 85,046 in cash
reserves.  These funds are expected to be sufficient through 1998.
<PAGE>
<PAGE> 8


                      PART II. OTHER INFORMATION



Item 6. EXHIBITS AND REPORTS ON FORM 8-K


  (a)  Exhibits
     Exhibit 27 - Financial Data Schedule

  (b)  No 8-K's have been filed during this quarter.





<PAGE>
<PAGE> 9


                            SIGNATURES



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.


                                    NASHVILLE LAND FUND, LTD.

                                    By: 222 PARTNERS, INC.   
                                        General Partner 



Date: November 16, 1998                 By:  /s/ Steven D. Ezell
                                        President



Date: November 16, 1998                 By:  /s/ Michael A. Hartley
                                        Secretary/Treasurer

<PAGE>