UNITED STATES
                              
             SECURITIES AND EXCHANGE COMMISSION

                   Washington, D.C.  20549
                              
                          FORM 10-Q
                              
       X Quarterly Report Under Section 13 or 15(d) of
             the Securities Exchange Act of 1934
          For the Quarter Ended September 30, 1997
                              
                             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 0-15763
                              
              ML DELPHI PREMIER PARTNERS, L.P.
   (Exact name of registrant as specified in its charter)
                              
          Delaware                      13-3350265
 (State or other jurisdiction of              (IRS Employer
 incorporation or organization)          Identification No.)
                              
        666 Third Avenue, New York, New York    10017
   (Address of principal executive offices)     (Zip Code)

                       (212) 983-9040
    (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 the past 90
days.

                              Yes  X         No____

<PAGE>
              ML DELPHI PREMIER PARTNERS, L.P.
              (A Delaware Limited Partnership)
                       BALANCE SHEETS
                       (000's Omitted)
                          Unaudited
<TABLE>
<CAPTION>

                                September    December
                                30,         31,
                                            
                                1997        1996
                                
<S>                             <C>         <C>
ASSETS                                                
Cash                                     $           $
                                       214         187
Short-Term Investments               1,040      39,262
Receivable from Tri-Star-ML                           
Delphi Premier
  Productions, net                     371       2,179
Receivable from Columbia                              
Pictures
  (Distributor)                        164         103
Interests in Motion Pictures                          
Released, net of
   accumulated amortization of                        
$11,529 and
    $11,527, respectively                0           2
Motion Picture Costs                                  
Recoverable from
     Special Recoupment                               
Payments                                 0       1,516
                                                      
           Total Assets                  $           $
                                     1,789      43,249
                                                      
LIABILITIES AND PARTNERS'                             
CAPITAL
                                                      
Liabilities:                                          
  Accrued Expenses and Accounts          $           $
Payable                                  3          30
  Distribution Payable                                
                                         0      38,163
            Total Liabilities                         
                                         3      38,193
                                                      
Partners' Capital (Note 2):                           
  General Partner                    (184)         123
  Limited Partners                                    
                                     1,970       4,933
                                                      
            Total Partners'                           
Capital                              1,786       5,056
                                                      
            Total Liabilities            $           $
and Partners' Capital                1,789      43,249
                              
     See accompanying notes to the financial statements.

</TABLE>

<PAGE>
              ML DELPHI PREMIER PARTNERS, L.P.
              (A Delaware Limited Partnership)
                  STATEMENTS OF OPERATIONS
     (000's Omitted, except net (loss) profit per unit)
                          Unaudited

<TABLE>
<CAPTION>


For the Three Months   For the Nine Months
                             Ended September 30,    Ended
September 30,

1997               1996         1997           1996
<S>                        <C>     <C>    <C>     <C>
Net Revenue from Motion                                 
Pictures
     Released                   $       $      $       $
                                7       3     61       6
Special Recoupment Payment                              
     Accrual                    0      56      0     164
Interest Income                                         
                               13      11    143      30
                                                        
                               20      70    204     200
Expenses:                                               
    Management Fee              0     142      0     427
    Amortization of                                     
Interests in
       Motion Pictures          0       0      2       0
Released
    Operating Expenses                                  
                               77      18    241      47
                                                        
                               77     160    243     474
                                                        
 Loss before Share of                                   
(Loss) Profit in
  Motion Picture Venture     (57)    (90)   (39)   (274)
Share of (Loss) Profit in                               
Motion
  Picture Venture--Tri-                                 
Star-
   ML-Delphi Premier                                    
Productions                   (5)     376     95   1,259
                                                        
Net (Loss) Profit               $       $      $       $
                             (62)     286     56     985
                                                        
Net (Loss) Profit Per Unit                              
of Limited
   Partnership Interest                                 
   (12,610 units)               $       $      $       $
                                0      22      0      77
                                                        


     See accompanying notes to the financial statements.
                              

</TABLE>
<PAGE>
                              
                              
              ML DELPHI PREMIER PARTNERS, L.P.
              (A Delaware Limited Partnership)
                  STATEMENTS OF CASH FLOWS
                       (000's Omitted)
                          Unaudited
<TABLE>
<CAPTION>

For the Nine Months Ended September 30,

1997                          1996
<S>
<C>                         <C>
Cash Flow From Operating Activities:                      
Net Profit                                     $         $
                                              56       985
Adjustments to reconcile Net Profit to                    
net cash
   provided (used) by operating                           
activities:
    Amortization of Interests in               2         0
Motion Pictures Released
    Share of Profit in Motion Picture       (95)   (1,259)
Venture
    Distributions from Joint Venture          95     1,279
    Changes in Assets and Liabilities:                    
        Increase in Prepaid Expense            0     (142)
        Decrease (Increase) in Motion                     
Picture Costs
          Recoverable from Special         1,516     (164)
Recoupment Payments
        (Increase) Decrease in                            
Receivable from Columbia
           Pictures (Distributor)           (61)         5
         Decrease (Increase) in                           
Receivable from
           Tri-Star-ML Delphi Premier      1,808     (948)
Productions, net
         Decrease in Accrued Expenses                     
and
            Accounts Payable                              
                                            (27)      (47)
        Net Cash Provided (Used) by                       
Operating Activities                       3,294     (291)
                                                          
Cash Flow From Investing Activities:                      
Purchases of Short-Term Investments      (8,088)          
                                                   (1,877)
Redemptions of Short-Term Investments                     
                                          46,310     1,521
       Net Cash Provided (Used) by                        
Investing Activities                      38,222     (356)
                                                          
Cash Flow from Financing Activities:                      
Distributions to Partners                                 
                                        (41,489)         0
       Net Cash Used by Financing                         
Activities                              (41,489)         0
                                                          
Increase (Decrease) In Cash                   27     (647)
Cash at beginning of period                               
                                             187       714
Cash at end of period                          $         $
                                             214        67
                              
     See accompanying notes to the financial statements.
</TABLE>
<PAGE>
                              


              ML DELPHI  PREMIER PARTNERS, L.P.
              (A Delaware Limited Partnership)
                NOTES TO FINANCIAL STATEMENTS
                          Unaudited
                              
1.  Basis of Presentation

    The accompanying unaudited financial statements have

been prepared in accordance with generally accepted

accounting principles for interim financial information.

They do not include all information and notes required by

generally accepted accounting principles for complete

financial statements.  There has been no material change in

the information disclosed in the notes to financial

statements of the Partnership included in the Annual Report

on Form 10-K for the year ended December 31, 1996.  The

information furnished includes all adjustments which are, in

the opinion of management, necessary to present fairly the

financial position of the Partnership as of September 30,

1997 and the results of operations and cash flows for the

periods ended September 30, 1997 and 1996.  Results of

operations for the three and nine month periods ended

September 30, 1997 are not necessarily indicative of the

results that may be expected for the entire fiscal year.

2.  Current Operations

    As of September 30, 1997, the Partnership had an

interest in twenty SF Interest films, three of which are

owned directly and distributed through Columbia Pictures

("Columbia") and seventeen of which are owned through a

Joint Venture with TriStar Pictures, Inc.  ("TriStar").  In

addition, as of September 30, 1997, the Partnership has an

interest in three Extra Films through the Tri-Star Joint

Venture.  All films in which the Partnership has an

interest, as of September 30, 1997, have completed their

theatrical release and are being distributed in various

ancillary markets.

    Based on the anticipated performance of one SF Interest

film released through the Tri-Star Joint Venture, it is

expected that the Distributor of the Tri-Star Joint Venture

will be required to make a Special Recoupment Payment with

respect to that film.  Accordingly, distribution fees earned

and expected to be earned by the Distributor as of September

30, 1997 of approximately $413,000 have been accrued by the

Partnership as a receivable from the Tri-Star Joint Venture.

    For the purpose of computing the net (loss) profit per

unit, the allocation of the net (loss) profit for the period

is computed in accordance with the Partnership Agreement.

3.  Additional Information

    Additional information, including the audited year end

1996 Financial Statements and the Summary of Significant

Accounting Policies, is included in the Partnership's Annual

Report on Form 10-K for the year ended December 31, 1996 on

file with the Securities and Exchange Commission.

<PAGE>
Management's Discussion and Analysis of Financial Condition
and Results of Operations

a.  Financial Condition


    The Partnership has fully satisfied its commitment to

contribute funds to the Tri-Star Joint Venture and to

Columbia for the production of, and acquisition of SF

Interests in, films.  As of September 30, 1997, the

Partnership held cash of approximately $214,000 and short-

term investments of approximately $1,040,000.

    The Partnership commenced cash distributions to its

partners in December 1987.  Distributions through September

30, 1997 to the limited partners have aggregated $6,100 per

unit.  Accordingly, the limited partners have received cash

distributions in excess of their original investment in the

Partnership.

       The Partnership has begun evaluating the value of its

interest in the film assets for the purpose of possibly

selling that interest and liquidating the Partnership.  The

General Partner anticipates that the Partnership may be

liquidated in 1998.  No assurance can be provided that the

Partnership's film assets will be successfully sold, or if

sold, when such sale would occur.  Upon the ultimate sale of

the Partnership's film assets, the Partnership will commence

taking steps to dissolve and liquidate.  Cash distributions

as a result of the liquidation may be made to the partners to

the extent, and only to the extent, the proceeds from a sale

of the Partnerships' interest in the film assets in

connection with the liquidation are in excess of the

Distributors' entitlement to the recoupment of Special

Recoupment Payments and a reserve for the Partnership's

remaining obligations and operating expenses.

    Since the Partnership's obligations to make

contributions to the Tri-Star Joint Venture for the

production of, and acquisition of interests in, films have

been satisfied, all revenue received by the Partnership (for

other than Unrecouped Films) is used to pay operating

expenses of the Partnership and to make cash distributions

to partners.  The Partnership does not anticipate

significant future revenues and accordingly, the Partnership

does not currently anticipate making cash distributions to

partners on a quarterly basis.  However, the Partnership may

make future distributions if it realizes proceeds from its

interest in films or from the sale of its interest in films

(should the sale occur) net of a reserve for the

Partnership's operating expenses.

b.  Results of Operations

    The Partnership's operating results are primarily

dependent upon the operating results of the Tri-Star Joint

Venture's films and films owned directly by the Partnership

and are significantly impacted by the Tri-Star Joint

Venture's and Columbia's policies.

    The performance of each film, where net proceeds

determines the amount of revenue recognized, is based upon

the amount expended for production and other costs

associated with a film and the gross receipts generated by a

film.  The amount and timing of gross receipts generated by

each film is dependent upon the degree of acceptance by the

consumer public and the particular ancillary market in which

the film is then being exhibited.

    Amounts contributed toward each film are compared

periodically to the expected total revenue to be generated

for that film, and write-downs may occur to the extent the

amounts invested exceed the expected total revenue for that

film.

    Additionally, the Tri-Star Joint Venture and the

Partnership may record income with respect to Special

Recoupment Payments, to the extent available, which may

allow them to recover their respective investment in SF

Interest films.

    For the three month period ended September 30, 1997,

the Tri-Star Joint Venture had a net profit; however, the

Partnership reported a net loss from the Joint Venture of

approximately $5,000, and the Partnership had an overall net

loss of approximately $62,000.  The Partnership's reported

net loss was primarily due to the recapture of Special

Recoupment Payments, offset by revenue accrued with respect

to certain films.  The variance between the Partnership's

share of the Tri-Star Joint Venture's net profit and the

Partnership's net profit was primarily due to the amount by

which the Partnership's expenses exceeded interest income

earned on Partnership funds and revenue recognized with

respect to films owned directly.

    For the three month period ended September 30, 1996,

the Tri-Star Joint Venture had a net profit of which the

Partnership's share was approximately $376,000, and the

Partnership had an overall net profit of approximately

$286,000.  The Partnership's share of the Tri-Star Joint

Venture's net profit was primarily due to interest income

related to the accrual of Special Recoupment Payments and to

revenue accrued with respect to certain films offset, in

part, by interest expense related to Acceleration Payments

and the recapture of Special Recoupment Payments.  The

variance between the Partnership's share of the Tri-Star

Joint Venture's net profit and the Partnership's net profit

was primarily due to the amount by which the Partnership's

expenses exceeded the recognition of the Special Recoupment

Payment for films owned directly, interest income earned on

Partnership funds and revenue recognized with respect to

films owned directly.

    For the nine month period ended September 30, 1997, the

Tri-Star Joint Venture had a net profit of which the

Partnership's share was approximately $95,000, and the

Partnership had an overall net profit of approximately

$56,000.  The Partnership's share of the Joint Venture's net

profit was primarily due to revenue accrued with respect to

certain films.  The variance between the Partnership's share

of the Tri-Star Joint Venture's net profit and the

Partnership's net profit was primarily due to the amount by

which the Partnership's expenses (including amortization of

the Partnership's interest in motion pictures) exceeded

interest income earned on Partnership funds and revenue

recognized with respect to films owned directly.

    For the nine month period ended September 30, 1996, the

Tri-Star Joint Venture had a net profit of which the

Partnership's share was approximately $1,259,000, and the

Partnership had an overall net profit of approximately

$985,000.  The Partnership's share of the Tri-Star Joint

Venture's net profit was primarily due to interest income

related to the accrual of Special Recoupment Payments and to

revenue accrued with respect to certain films offset, in

part, by interest expense related to Acceleration Payments

and the recapture of Special Recoupment Payments.  The

variance between the Partnership's share of the Tri-Star

Joint Venture's net profit and the Partnership's net profit

was primarily due to the amount by which the Partnership's

expenses exceeded the recognition of the Special Recoupment

Payment for films owned directly, interest income earned on

Partnership funds and revenue recognized with respect to

films owned directly.

    The Partnership reports net revenue from motion picture

exploitation for the three films in which it owns interests

directly.  The increase in net revenue for the three and

nine month periods ended September 30, 1997 as compared with

the corresponding periods in 1996 is due primarily to an

increase in the accrual of syndicated television revenues in

1997.

    The increase in interest income for the three and nine

month periods ended September 30, 1997 as compared with the

corresponding periods in 1996 was due primarily to more

funds being available for short-term investments as well as

higher interest rates earned on short-term investments

during 1997.

    The decrease in total expenses for the three and nine

month periods ended September 30, 1997 (inclusive of

amortization of the Partnership's direct interest in motion

pictures) as compared with the corresponding periods in 1996

was primarily attributable to the Management Fee incurred in

1996 but not in 1997 due to the expiration of the Management

Fee arrangement at the end of 1996 offset, in part, by an

increase in Operating Expenses.  The increase in Operating

Expenses is due primarily to the increase in the

reimbursement to the General Partner in 1997 for out-of-

pocket expenses incurred in connection with its management

of the Partnership's business.

<PAGE>

           TRI-STAR- ML DELPHI PREMIER PRODUCTIONS
                      (A Joint Venture)
                       BALANCE SHEETS
                       (000's Omitted)
                          Unaudited
<TABLE>
<CAPTION>


                                   September  
                                 30,          December
                                              31,
                                              
                                 1997         1996
                                 
<S>                                    <C>        <C>
ASSETS                                                    
Motion Picture Production  and                            
Advertising
    Costs, net of accumulated                             
amortization of
    $280,738 and $280,547,        $     451              $
respectively                                           370
Motion Picture Costs Recoverable                          
from
    Special Recoupment Payments       7,229         31,640
Receivable from TriStar                                   
Pictures, Inc.
    (Distributor), net                                    
                                      2,058          1,962
                     Total         $  9,738   $     33,972
Assets
                                                          
LIABILITIES AND VENTURERS'                                
CAPITAL
                                                          
Liabilities:                                              
  Payable to TriStar Pictures,     $  8,916    $    31,423
Inc.
  Payable to ML Delphi Premier                            
     Partners, L.P., net                             2,179
                                        371
                                                          
                      Total                         33,602
Liabilities                           9,287
                                                          
Venturers' Capital:                                       
  TriStar Pictures, Inc.                451            370
   ML Delphi Premier Partners,                            
L.P.                                      0              0
                                                          
                       Total                              
Venturers' Capital                      451            370
                                                          
                       Total                              
Liabilities and Venturers'
                                          $  $      33,972
Capital                               9,738

     See accompanying notes to the financial statements.
</TABLE>

<PAGE>
                              
           TRI-STAR-ML DELPHI PREMIER PRODUCTIONS
                      (A Joint Venture)
                  STATEMENTS OF OPERATIONS
                       (000's Omitted)
                          Unaudited
                              
<TABLE>
<CAPTION>

                                                        For
the Three Months   For the Nine Months
                             Ended September 30,  Ended
September 30,

1997                 1996     1997              1996
<S>                      <C>    <C>     <C>    <C>
Net Revenues From Motion                              
Picture
    Exploitation              $       $      $       $
                            379     361  1,437   1,299
                                                      
Less: Amortization of                                 
Motion
          Picture                                     
Production and
           Advertising                                
Costs                        25      28    191     154
                                                      
Income from Operations      354     333  1,246   1,145
                                                      
Special Recoupment                                    
Payment
     Accrual (Recapture)    486    (38)    370    (38)
                                                      
Interest Income, net                                  
                              0   1,953      0   5,624
                                                      
Net Income                    $       $      $       $
                            840   2,248  1,616   6,731





     See accompanying notes to the financial statements.


</TABLE>

<PAGE>
          TRI-STAR - ML DELPHI PREMIER PRODUCTIONS
                      (A Joint Venture)
                  STATEMENTS OF CASH FLOWS
                       (000's Omitted)
                          Unaudited

<TABLE>
<CAPTION>

For the Nine Months Ended September 30,

1997                        1996
<S>
<C>                           <C>
Cash Flow From Operating                                  
Activities:
Net Income                                   $           $
                                         1,616       6,731
Adjustments to reconcile Net                              
Income to net cash
    provided by operating                                 
activities:
  Amortization of Motion Picture                          
Production
     and Advertising Costs                 191         154
  Accrued Distributions to              24,315     (5,574)
Venturers
  Changes in Assets and                                   
Liabilities:
       (Decrease) Increase in                             
Payable to ML Delphi
         Premier Partners, L.P.,       (1,808)         948
net
       (Decrease)Increase in                              
Payable to TriStar
         Pictures Inc., net           (22,507)       4,627
       (Increase) Decrease in                             
Receivable from
          Tri-Star Pictures, Inc.         (96)         802
(Distributor), net
        Decrease  (Increase) in                           
Motion Picture Costs
          Recoverable from                                
Special Recoupment
          Payments                                        
                                        24,411     (6,377)
        Net Cash Provided  by                             
Operating Activities                    26,122       1,311
Cash Flow From Financing                                  
Activities:
Distributions to Venturers                                
                                      (26,122)     (1,311)
                                                          
        Net Cash Used by                                  
Financing Activities                  (26,122)     (1,311)
                                                          
Net Change in Cash                           0           0
                                                          
Cash at beginning of period                               
                                             0           0
                                                          
Cash at end of period                        $           $
                                             0           0

     See accompanying notes to the financial statements.
</TABLE>

<PAGE>
          TRI-STAR - ML DELPHI PREMIER PRODUCTIONS
                      (A Joint Venture)
                NOTES TO FINANCIAL STATEMENTS
                          Unaudited
                              
1.  Basis of Presentation

    The accompanying unaudited financial statements have

been prepared in accordance with generally accepted

accounting principles for interim financial information.

They do not include all information and notes required by

generally accepted accounting principles for complete

financial statements.  There has been no material change in

the information disclosed in the notes to financial

statements of Tri-Star-ML Delphi Premier Productions (the

"Joint Venture") included in the Annual Report on Form 10-K

of ML Delphi Premier Partners, L.P. (the "Partnership") for

the year ended December 31, 1996.  The information furnished

includes all adjustments which are, in the opinion of

management, necessary to present fairly the financial

position of the Joint Venture as of September 30, 1997 and

the results of its operations and cash flows for the periods

ended September 30, 1997 and 1996.  Results of operations

for the period ended September 30, 1997 are not necessarily

indicative of the results that may be expected for the

entire fiscal year.

2.  Current Operations

    All seventeen SF Interest films in which the Joint

Venture has an interest have completed their theatrical

release and are being distributed in various ancillary

markets. In addition, the Joint Venture has an interest in

three Extra Films which have completed their theatrical

release and are being distributed in various ancillary

markets.  For the three and nine month periods ended

September 30, 1997, the Joint Venture is reporting net

revenue of $379,000 and $1,437,000, respectively, due

primarily to the performance of various SF Interest films in

the worldwide free television market.  For the nine month

period ended September 30, 1997, the Joint Venture recorded

an increase of $370,000 in the Special Recoupment Payment

accrual due to an increase in the estimated distribution fee

to be earned by its Distributor.  In order to reflect its

proper value at June 30, 1997, the Joint Venture increased

its Motion Picture Production and Advertising Costs by

$272,000.  No similar transaction occurred in the prior

year.

    For the three and nine month periods ended September

30, 1996, the Joint Venture reported net revenue of $361,000

and 1,299,000, respectively, due primarily to the

performance of various PF Interest films in the pay

television and worldwide free television markets and to the

performance of various SF Interest films in the worldwide

free television market and one SF Interest film in the pay

television market.  For the nine month period ended

September 30, 1996, the Joint Venture recorded a decrease of

$38,000 in the Special Recoupment Payment accrual due to a

decrease in the estimated distribution fee to be earned by

its Distributor.  In addition, for the three and nine month

periods ended September 30, 1996, the Joint Venture recorded

net interest income of $1,953,000 and $5,624,000,

respectively, due primarily to the decrease in the discount

period relating to the Special Recoupment Payment net of

interest expense related to the Acceleration Payments.

3.  Additional Information

    Additional information, including the audited year end

1996 Financial Statements and the Summary of Significant

Accounting Policies, is included in the Annual Report on

Form 10-K of the Partnership for the year ended December 31,

1996.


<PAGE>
                           PART II
                              

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.Exhibits and Reports on Form 8-K

     A).  Exhibits

                     <TABLE>
                     <CAPTION>

                      EXHIBIT
                      NUMBERDESCRIPTIONPAGE NUMBER

               <S>                 <C>
<C>

                  27                 Financial Data Schedule
                       </TABLE>

     B).  Reports on Form 8-K

                     None


<PAGE>
                              
                         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.


                              ML DELPHI PREMIER PARTNERS,
L.P.
                              A Delaware Limited Partnership

                              By:  ML DELPHI PARTNERS, L.P.,
                                   General Partner

                              By:  ML Film Entertainment
Inc.,
                                   general partner




 November 13, 1997                                       /s/
Roger F. Castoral, Jr.
       Date
Roger F. Castoral, Jr.

Vice President and Treasurer of the

Managing Partner of the General Partner

(principal financial officer and principal

accounting officer of the Registrant)



November 13, 1997             /s/ Steven N.
Baumgarten
     Date                     Steven N. Baumgarten
                              Director and Vice President of
the                                        general partner
of the General Partner