5
                                
                                
                                

                          UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                                
                            FORM 10-Q
                                
   [ X ]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
               THE SECURITIES EXCHANGE ACT OF 1934
               For the period ended June 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:  0-15764

      DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
                                  TEMPO-LP, INC.
 (Exact name of registrant as specified in governing instrument)


                                    Dean  Witter/Coldwell  Banker
Tax
                                     Exempt Mortgage Fund, L.P.
              Delaware                              58-1710934
        (State    of   organization)              (IRS   Employer
Identification No.)


                                            TEMPO-LP, Inc.
                                               58-1710930
                                    (IRS  Employer Identification
No.)


     2 World Trade Center, New York, NY             10048
  (Address of principal executive offices)        (Zip Code)
                                
Registrant's telephone number, including area code: (212)
392-1054

Former  name, former address and former fiscal year,  if  changed
since last report:  not applicable

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     X     No

                                
<TABLE>
                 PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

   DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
                                
                         BALANCE SHEETS
<CAPTION>
                                              June 30, December
31,
                                                1998       1997
<S>                                                         <C>
<C>
                             ASSETS

Cash and cash equivalents                    $  752,162     $
4,231,538

Escrowed funds                                8,140,000
747,222

Accrued interest receivable and prepaid expenses            -
769,898

Investments in revenue bonds available for sale             -
120,317,750

Deferred bond selection fee, net                  -
835,058

Purchaser's deposit                               -
6,371,135

                                             $8,892,162
$133,272,601
                                
                                
                LIABILITIES AND PARTNERS' CAPITAL

Accounts payable and other liabilities       $   84,416     $
1,070,312

Excess of equity in losses of property-owning investees
-    6,579,631
 over investments therein

Purchaser's deposit                               -
6,371,135

                                                 84,416
14,021,078

Partners' capital:
 General partner                               (784,287)
(664,908)
 Limited partner Assigned Benefit Certificates
  (7,454,110 ABCs outstanding)                9,592,033
96,720,770

 Net unrealized gain on revenue bonds available for sale
-   23,195,661

 Total Partners' capital                      8,807,746
119,251,523

                                             $8,892,162
$133,272,601
         See accompanying notes to financial statements.
</TABLE>
<TABLE>
   DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
                                
                    STATEMENTS OF OPERATIONS
                                
        Three and six months ended June 30, 1998 and 1997

<CAPTION>

                             Three months ended              Six
months ended
                                   June 30,            June 30,
                            1998       1997       1998      1997
<S>                                           <C>       <C> <C>
<C>
Revenues:
 Interest                 $53,611   $2,256,486          $
856,029                   $4,493,591
 Gain on sale of revenue bonds         -           -
23,615,266                      -
 Gain on sale of investments in
  Property-owning investees            -           -
10,867,938                      -
 Equity in losses of property-
  Owning investees           -         (40,211)
(244,396)                   (112,310)

                           53,611    2,216,275
35,094,837                 4,381,281

General and administrative expenses  31,682       96,544
153,357                      214,664

Net income                $21,929   $2,119,731
$34,941,480               $4,166,617

Net income allocated to:
 Limited partners         $21,490   $2,077,337
$34,932,314               $4,083,285
 General partner              439       42,394
9,166                         83,332
                          $21,929   $2,119,731
$34,941,480               $4,166,617

Net income per Assigned Benefit
 Certificate              $   .01   $      .28          $
4.69 $      .55
















         See accompanying notes to financial statements.
</TABLE>
<TABLE>
   DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
                                
                 STATEMENT OF PARTNERS' CAPITAL
                                
                 Six months ended June 30, 1998
<CAPTION>
                                                 Net
                                             Unrealized
                                               Gain on
                         Limited    General    Revenue
                         Partner    Partner     Bonds      Total
<S>                                          <C>       <C>  <C>
<C>
Partners' capital (deficit) at
 December 31, 1997     $  96,720,770         $(664,908)     $
23,195,661             $ 119,251,523

Net income                34,932,314             9,166        -
34,941,480

Cash distributions      (122,061,051)         (128,545)
-  (122,189,596)

Net change in fair value of
 revenue bonds available for
 sale                                     -       -
(23,195,661)             (23,195,661)

Partners' capital (deficit) at
 June 30, 1998         $   9,592,033         $(784,287)     $
- $   8,807,746


















                                
                                
                                
                                
                                
         See accompanying notes to financial statements.
</TABLE>
<TABLE>
   DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
                                
                    STATEMENTS OF CASH FLOWS
                                
             Six months ended June 30, 1998 and 1997
                                
<CAPTION>
                                                1998       1997
<S>                                                         <C>
<C>
Cash flows from operating activities:
 Net income                                $  34,941,480    $
4,166,617
 Adjustments to reconcile net income to net cash
  (used in) provided by operating activities:
  Equity in losses of property-owning investees
244,396                                        112,310
Amortization of deferred bond selection fee
835,058                                        106,487
  Gain on sale of revenue bonds              (23,615,266)
-
  Gain on sale of investments in property-owning investees
(10,867,938)                                       -
  Decrease in accrued interest receivable and
   Prepaid expenses                              769,898
444,248
  Increase in escrowed funds                  (7,392,778)
(58,193)
  Decrease in accounts payable and other liabilities
(985,896)                                      140,958

   Net cash (used in) provided by operating activities
(6,071,046)                                  4,912,427

Cash flows provided by (used in) investing activities:
 Proceeds from sale of revenue bonds and investments
  in property-owning investees               124,781,266
-
 Other                                                         -
(23,795)

Cash flows used in financing activities:
 Cash distributions                         (122,189,596)
(4,947,035)

Decrease in cash and cash equivalents         (3,479,376)
(58,403)

Cash and cash equivalents at beginning of period
4,231,538                                    4,743,191

Cash and cash equivalents at end of period $     752,162    $
4,684,788












         See accompanying notes to financial statements.
     </TABLE>
 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
             Notes to Financial Statements
                           
1.   The   Partnership,  Basis  of   Presentation   and
Accounting Policies

Dean  Witter/Coldwell Banker Tax Exempt Mortgage  Fund,
L.P.  (the  "Partnership")  is  a  limited  partnership
organized  under the laws of the State of  Delaware  on
August 20, 1986.

On    February   26,   1998,   the   Partnership   sold
substantially  all  of  its  non-cash  assets   to   an
unaffiliated  party  for  an aggregate  sale  price  of
$127,000,000.

Pursuant  to the sales agreements, the Partnership  was
required  to  deposit  into escrow  $8,890,000,  for  a
period  of  nine months, for the purpose of  satisfying
any  and  all  claims for indemnification  against  the
Partnership.   The  escrow shall  be  released  to  the
Partnership  upon the expiration of that  time  period,
except  for  amounts subject to claims  made  prior  to
expiration  of such period. Amounts subject  to  claims
shall be disbursed from such escrow account pursuant to
the  resolution of such claims by a court of  competent
jurisdiction  or  by agreement between the  Partnership
and the purchaser.

At closing, the Partnership received approximately $111
million  in cash, representing the sales price  net  of
the  Purchaser's deposit, closing costs, and the escrow
fund described in the preceding paragraph.

At  closing,  pursuant to the agreements, $750,000  was
paid   from   the  escrow  to  settle   a   claim   for
indemnification. Accordingly, the amount  remaining  in
such escrow fund is $8,140,000.

Pursuant  to  the  Partnership's Agreement  of  Limited
Partnership,  the sale effectuated the  dissolution  of
the Partnership and, accordingly, the Partnership is in
the process of winding up its affairs.  After the final
distribution  of remaining net cash proceeds  from  the
sale  and  any other remaining cash from operations  or
reserves, the Partnership will terminate.

 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
             Notes to Financial Statements
                           
The Partnership's records are maintained on the accrual
basis  of  accounting for financial reporting  and  tax
purposes.

Net income per Assigned Benefit Certificate ("ABC")  is
calculated  by  dividing net income  allocated  to  the
Investors,   in   accordance   with   the   Partnership
Agreement, by the number of ABCs outstanding.

In   the   opinion  of  management,  the   accompanying
financial  statements,  which have  not  been  audited,
include all adjustments necessary to present fairly the
results for the interim periods. Except for the gain on
sale   of  assets  described  above,  such  adjustments
consist only of normal recurring accruals.

These   financial   statements  should   be   read   in
conjunction  with the annual financial  statements  and
notes  thereto  included  in the  Partnership's  annual
report  on  Form  10-K filed with  the  Securities  and
Exchange  Commission for the year  ended  December  31,
1997.

The  Partnership adopted Financial Accounting Standards
Board   Statement  No.  130,  "Reporting  Comprehensive
Income"  and  Statement  No.  131,  "Disclosures  about
Segments  of  an  Enterprise and  Related  Information"
during  the first quarter of 1998.  Adoption  of  these
standards   had   no   impact  on   the   Partnership's
computation or presentation of net income per  Unit  of
Limited Partnership interest or other disclosures.

2. Investment in Revenue Bonds

The Partnership recognized provisions for uncollectible
interest of $644,095 for the six months ended June  30,
1997, which represented accrued but unpaid interest  on
the Park at Landmark revenue bond in 1997.  This amount
was  recorded  as a reduction of interest  income  from
revenue bonds.

The  amortized  cost  basis of the  revenue  bonds  was
$97,122,089 at December 31, 1997.  Net unrealized  gain
on revenue bonds consisted of gross unrealized gains of
$23,195,661.
 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
             Notes to Financial Statements
                           
3. Related Party Transactions

An   affiliate   of   the  General   Partner   performs
administrative     functions,    processes     investor
transactions  and  prepares  tax  information  for  the
Partnership and, prior to their sale, was the  servicer
of  the  revenue bonds.  For the six months ended  June
30,   1998   and   1997,   the   Partnership   incurred
approximately $121,000 and $258,000, respectively,  for
these services.  As of June 30, 1998, the affiliate was
owed approximately $5,000 for these services.

Another affiliate of the General Partner earned fees of
$15,655  and $52,175 for the management of the Park  at
Landmark property during the six months ended June  30,
1998 and 1997, respectively.

4. Litigation

Various   public  partnerships  sponsored   by   Realty
(including  the  Partnership and its  Managing  General
Partner) were defendants in a class action lawsuit.  On
July 17, 1998, the Delaware Chancery Court granted  the
defendants'  motion  to dismiss the  complaint  in  the
lawsuit.  The Plaintiffs have thirty days during  which
to  file a notice of appeal from the Court's order; the
Partnership does not know whether they intend to do so.

In  May  1998, the Partnership and the General  Partner
settled, on favorable terms, the action filed by  David
Johnson, an ABC Holder, on or about August 27, 1996  in
the Circuit Court of Jackson County, Missouri at Kansas
City.  The Partnership did not bear any portion of  the
settlement.
                           
5. Cash Distributions

On  February 11, 1998, the Partnership paid the  fourth
quarter   cash  distribution  of  $2,422,585   to   the
Investors  ($0.325 per ABC) and $49,441 to the  General
Partner.


 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
             Notes to Financial Statements
                           
On   February  27,  1998  the  Partnership  distributed
$111,811,650 ($15.00 per ABC) to the Investors from the
proceeds from the sale of its non-cash assets.

On   May   11,  1998,  the  Partnership  made  a   cash
distribution  from  reserves  of  $3,876,137   to   the
Investors  ($0.52 per ABC) and $79,105 to  the  General
Partner.

On  June 9, 1998 the Partnership distributed $3,950,678
($0.53  per  ABC) to the Investors from reserved  sales
proceeds.

The Partnership expects to distribute the remaining net
cash  proceeds of the sale and any other remaining cash
from operations or reserves upon winding up its affairs
by December 31, 1998.

<TABLE>
                     TEMPO-LP INC.
                           
                    Balance Sheets
<CAPTION>


                                    June  30,  December
31,
                                      1998      1997
<S>                                <C>       <C>
                        ASSETS

Cash                               $  900     $  900

Investment in Partnership, at cost    100        100

                                   $1,000     $1,000


                 STOCKHOLDER'S EQUITY

Common stock, $1 par value, 1,000 shares
  authorized and outstanding       $1,000     $1,000
















               See accompanying note.
</TABLE>
                     TEMPO-LP INC.
                           
                Note To Balance Sheets


1. Organization

TEMPO-LP, Inc. (the "Corporation"), was formed in April
1986   to   be   the  limited  partner  of   the   Dean
Witter/Coldwell Banker Tax Exempt Mortgage  Fund,  L.P.
(the  "Partnership").  The Partnership  issued  limited
partnership interests to the Corporation, which in turn
assigned   those  limited  partnership   interests   to
investors.   Investors   received   assigned    benefit
certificates  to  represent  the  limited   partnership
interests assigned to them.  The Corporation has had no
activity  since  assignment of the limited  partnership
interests in 1986.

The  Corporation's  capital stock is  owned  by  Morgan
Stanley Dean Witter & Co.
 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
                     TEMPO-LP INC.

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

Liquidity and Capital Resources

The   Partnership  raised  $149,082,200  in  a   public
offering  of  7,454,110 ABCs which  was  terminated  in
1987.    The  Registrants  have  no  plans   to   raise
additional capital.

The  Partnership purchased ten series of revenue bonds,
the  proceeds of which funded the development of  eight
multi-family residential properties (the "Properties").

One of the revenue bonds was sold in October 1997.   On
February  26, 1998, the Partnership sold the  remaining
revenue  bonds  and  its  ownership  interests  in  the
properties collateralizing certain bonds.  Pursuant  to
the Partnership's Agreement of Limited Partnership, the
sale  effectuated  the dissolution of  the  Partnership
and,  accordingly,  after  the  final  distribution  of
remaining net cash proceeds from the sale and any other
remaining   cash  from  operations  or  reserves,   the
Partnership will terminate. See Note 1 to the financial
statements.

Operations

Fluctuations in the Partnership's operating results for
the  three- and six-month periods ended June  30,  1998
compared to 1997 were attributable to the sale  of  the
Partnership's revenue bonds and investments in property-
owning investees.
                           
Inflation

Inflation has been consistently low during the  periods
presented in the financial statements and, as a result,
has  not had a significant effect on the operations  of
the Partnership or its properties.

 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
                     TEMPO-LP INC.

PART II - OTHER INFORMATION

Item 1.   Legal Proceedings

             In  May  1998,  the  Partnership  and  the
       General  Partner  settled, on  favorable  terms,
       the  action  filed  by  David  Johnson,  an  ABC
       Holder,  on  or  about August 27,  1996  in  the
       Circuit  Court  of Jackson County,  Missouri  at
       Kansas  City. The Partnership did not  bear  any
       portion of the settlement.

       On  July  17, 1998, the Delaware Chancery  Court
       granted  the  defendants' motion to dismiss  the
       complaint in the Consolidated Action.

Item 6.  Exhibits and Reports on Form 8-K

       (a)     Exhibits.
                An exhibit index has been filed as part
of this Report
               on Page E1.

 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
                     TEMPO-LP INC.

                      SIGNATURES

Pursuant to the requirements of the Securities Exchange
Act  of  1934,  the Registrants have duly  caused  this
report  to be signed on their behalf by the undersigned
thereunto duly authorized.

                                 DEAN   WITTER/COLDWELL
BANKER
                              TAX EXEMPT MORTGAGE FUND,
L.P.

                         By:       TEMPO-GP, INC.
                              Managing General Partner


Date:  August  13,  1998     By:        /s/E.  Davisson
Hardman, Jr.
                              E. Davisson Hardman, Jr.
                              President


Date:  August  13,  1998     By:        /s/Charles   M.
Charrow
                              Charles M. Charrow
                              Controller
                               (Principal Financial and
Accounting Officer)


                              TEMPO-LP, INC.

Date:  August 13, 1998     By: /s/E. Davisson  Hardman,
Jr.                                E. Davisson Hardman,
Jr.
                              President


Date: August 13, 1998     By: /s/Charles M. Charrow
                              Charles M. Charrow
                              Controller
                              (Principal Financial and
                               Accounting Officer)

                    Exhibit Index


             Quarter Ended June 30, 1998




Exhibit
  No.                       Description

  27                 Financial Data Schedule






























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