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 March 31, 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>
                                              March 31,
December 31,
                                                1998       1997
<S>                                                         <C>
<C>
                             ASSETS

Cash and cash equivalents                    $ 8,446,653    $
4,231,538

Escrowed funds                                 8,140,000
747,222

Accrued interest receivable and prepaid expenses
240,374                                           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

                                             $16,827,027
$133,272,601
                                
                                
                LIABILITIES AND PARTNERS' CAPITAL

Accounts payable and other liabilities       $   135,290    $
1,070,312

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

Purchaser's deposit                                -
6,371,135

                                                 135,290
14,021,078

Partners' capital:
 General partner                                (705,622)
(664,908)
 Limited partner Assigned Benefit Certificates
  (7,454,110 ABCs outstanding)                17,397,359
96,720,770

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

 Total Partners' capital                      16,691,737
119,251,523

                                             $16,827,027
$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 months ended March 31, 1998 and 1997

<CAPTION>
                                                 1998      1997
<S>                                                         <C>
<C>
Revenues:
 Interest                                    $   802,418
$2,237,105
 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
(244,396)                                       (72,099)

                                              35,041,226
2,165,006

General and administrative expenses              121,675
118,120

Net income                                   $34,919,551
$2,046,886

Net income allocated to:
 Limited partners                            $34,910,824
$2,005,948
 General partner                                   8,727
40,938
                                             $34,919,551
$2,046,886

Net income per Assigned Benefit Certificate  $      4.68    $
 .27






















         See accompanying notes to financial statements.
</TABLE>
<TABLE>
   DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
                                
                 STATEMENT OF PARTNERS' CAPITAL
                                
                Three months ended March 31, 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                34,910,824             8,727        -
34,919,551

Cash distributions      (114,234,235)          (49,441)
-  (114,283,676)

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

Partners' capital (deficit) at
 March 31, 1998        $  17,397,359         $(705,622)     $
- $  16,691,737




















                                
                                
                                
                                
         See accompanying notes to financial statements.
</TABLE>
<TABLE>
   DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND, L.P.
                                
                    STATEMENTS OF CASH FLOWS
                                
           Three months ended March 31, 1998 and 1997
<CAPTION>

                                                 1998       1997
<S>                                                         <C>
<C>
Cash flows from operating activities:
 Net income                                $  34,919,551    $
2,046,886
 Adjustments to reconcile net income to net cash
  (used in) provided by operating activities:
   Equity in losses of property-owning investees
244,396                                          72,099
   Amortization of deferred bond selection fee
835,058                                          53,244
   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                            529,524
557,329
   (Increase) decrease in escrowed funds      (7,392,778)
105,574
   Decrease in accounts payable and other liabilities
(935,022)                                       (14,857)

     Net cash (used in) provided by operating activities
(6,282,475)                                   2,820,275

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

Cash flows used in financing activities:
 Cash distributions                         (114,283,676)
(2,473,518)

Increase in cash and cash equivalents          4,215,115
346,757

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

Cash and cash equivalents at end of period $   8,446,653    $
5,089,948













         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  by  CAPREIT. Accordingly,  the  amount
remaining in such escrow fund is $8,140,000.

On   February  27,  1998  the  Partnership  distributed
$111,811,650 ($15.00 per ABC) to the Investors from the
sales proceeds.

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

 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
             NOTES TO FINANCIAL STATEMENTS
                           
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.

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 substantially all of the Partnership's non-cash
assets,  as  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 $250,075 for the three months ended  March
31, 1997, which represented accrued but unpaid interest
on         the         Park         at         Landmark

 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
             NOTES TO FINANCIAL STATEMENTS
                           
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.

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 three months ended March
31,   1998   and   1997,   the   Partnership   incurred
approximately $105,000 and $129,000, respectively,  for
these  services.  As of March 31, 1998,  the  affiliate
was owed approximately $14,000 for these services.

Another affiliate of the General Partner earned fees of
$15,655  and $25,787 for the management of the Park  at
Landmark  property during the three months ended  March
31, 1998 and 1997, respectively.

4. Litigation

Various  public partnerships sponsored by  Dean  Witter
Realty Inc. (including the Partnership and its Managing
General  Partner)  are defendants  in  purported  class
action  lawsuits  pending in state and federal  courts.
The  complaints  allege a number of  claims,  including
breach of fiduciary duty, fraud, misrepresentation  and
related  claims,  and  seek an accounting  of  profits,
compensatory  and  other damages and  quitable  relief.
The defendants intend to vigorously defend the actions.
It  is  impossible to predict the effect, if  any,  the
outcome   of   these   actions  might   have   on   the
Partnership's financial statements.


 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
             NOTES TO FINANCIAL STATEMENTS
                           
On  or  about  August  27, 1996,  an  Investor  in  the
Partnership  filed a petition against  the  Partnership
and  the  General Partner.  The action seeks access  to
the  list  of  Investors and Limited  Partners  in  the
Partnership   and  unspecified  damages   for   alleged
breaches  of fiduciary duty by the General  Partner  in
connection with the refusal to provide such  list.   By
court  order the list was provided to the plaintiff  in
exchange    for   an   agreement   to   maintain    its
confidentiality.   The  Partnership  and  the   General
Partner  believe  that they have good defenses  to  the
remainder of the action and intend vigorously to defend
it.

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.

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.

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>


                                    March  31, 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 collaterializing 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-months ended March 31, 1998 compared to  the
three-months ended March 31, 1997 were attributable  to
the   sale  of  the  Partnership's  revenue  bonds  and
investments in property-owning investees.  See  Note  1
to the financial statements.

On February 26, 1998 the Partnership sold substantially
all  of  its non-cash assets.  Accordingly, information
regarding  the  markets  in which  the  properties  are
located  and  the occupancy rates at the properties  is
not presented.
 DEAN WITTER/COLDWELL BANKER TAX EXEMPT MORTGAGE FUND,
                         L.P.
                           
                     TEMPO-LP INC.
                           
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.

PART II - OTHER INFORMATION

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.

                (b)  Reports on Form 8-K - Report dated
          February  26,  1998  reporting  the  sale  of
          substantially  all of the Partnership's  non-
          cash assets.

 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:  May  15,  1998        By:        /s/E.  Davisson
Hardman, Jr.
                              E. Davisson Hardman, Jr.
                              President


Date: May 15, 1998       By:       /s/Lawrence Volpe
                              Lawrence Volpe
                              Controller
                               (Principal Financial and
Accounting Officer)


                              TEMPO-LP, INC.

Date:  May 15, 1998        By: /s/E. Davisson  Hardman,
Jr.                                E. Davisson Hardman,
Jr.
                              President


Date: May 15, 1998        By: /s/Lawrence Volpe
                              Lawrence Volpe
                              Controller
                              (Principal Financial and
                               Accounting Officer)

                    Exhibit Index


             Quarter Ended March 31, 1998




Exhibit
  No.                       Description

 27                  Financial Data Schedule






























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