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 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 0-15763
                              
              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>

                                      June   December
                                30,         31,
                                            
                                1998        1997
                                
<S>                             <C>         <C>
ASSETS                                                
Cash                            $      202  $      304
Short-Term Investments                 897         891
Receivable from Tri-Star-ML                           
Delphi Premier
  Productions, net                     354         339
Receivable from Columbia                              
Pictures
  (Distributor)                                       
                                       176         168
                                                      
           Total Assets          $   1,629   $   1,702
                                                      
LIABILITIES AND PARTNERS'                             
CAPITAL
                                                      
Liabilities:                                          
  Accrued Expenses and Accounts          $           $
Payable                                 15          47
            Total Liabilities                         
                                        15          47
                                                      
Partners' Capital (Note 2):                           
  General Partner                     (241)      (241)
  Limited Partners                   1,855       1,896
                                                      
            Total Partners'          1,614       1,655
Capital
                                                      
            Total Liabilities    $   1,629   $   1,702
and Partners' Capital
                              
     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 Six Months
                                   Ended June 30,
Ended June 30,

1998          1997         1998           1997
<S>                        <C>     <C>    <C>     <C>
Net Revenue from Motion                                 
Pictures
     Released                   $       $      $       $
                                5      39      8      54
Interest Income                                         
                                9      15     20     130
                                                        
                               14      54     28     184
Expenses:                                               
    Amortization of                                     
Interests in
       Motion Pictures          0       0      0       2
Released
    Operating Expenses                                  
                               49      86    112     164
                                                        
                               49      86    112     166
                                                        
Loss before Share of                                    
Profit in
  Motion Picture Venture     (35)    (32)   (84)      18
Share of  Profit in Motion                              
  Picture Venture--Tri-                                 
Star-
   ML-Delphi Premier                                    
Productions                    19      50     43     100
                                                        
Net (Loss) Profit               $       $      $       $
                             (16)      18   (41)     118
                                                        
Net (Loss) Profit Per Unit                              
of Limited
   Partnership Interest                                 
   (12,610 units)               $       $      $       $
                              (1)       0    (3)       0
                                                        


     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 Six Months Ended June 30,

1998                  1997
<S>
<C>                         <C>
Cash Flow From Operating Activities:                      
Net (Loss) Profit                               $        $
                                             (41)      118
Adjustments to reconcile Net (Loss)                       
Profit to net cash
   (used) provided by operating                           
activities:
    Amortization of Interests in               0         2
Motion Pictures Released
    Share of Profit in Motion Picture        (43)    (100)
Venture
    Distributions from Joint Venture          43       100
    Changes in Assets and Liabilities:                    
        Decrease in Motion Picture                        
Costs
          Recoverable from Special             0     1,516
Recoupment Payments
        Increase in Receivable from                       
Columbia
           Pictures (Distributor)             (8)      (54)
        (Increase) Decrease in                            
Receivable from
           Tri-Star-ML Delphi Premier        (15)    1,773
Productions, net
        Decrease in Accrued Expenses                      
and
            Accounts Payable                              
                                             (32)     (23)
        Net Cash (Used) Provided by                       
Operating Activities                         (96)    3,332
                                                          
Cash Flow From Investing Activities:                      
Purchases of Short-Term Investments       (2,586)         
                                                   (8,088)
Redemptions of Short-Term Investments                     
                                           2,580    46,324
       Net Cash (Used) Provided by                        
Investing Activities                          (6)   38,236
                                                          
Cash Flow from Financing Activities:                      
Distributions to Partners                         (41,489)
                                               0
       Net Cash Used by Financing                 (41,489)
Activities                                     0
                                                          
(Decrease) Increase In Cash                 (102)       79
Cash at beginning of period                               
                                             304       187
Cash at end of period                          $         $
                                             202       266
                              
     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, 1997.  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 June 30, 1998

and the results of operations and cash flows for the periods

ended  June 30, 1998 and 1997.  Results of operations for

the three and six month periods ended June 30, 1998 are not

necessarily indicative of the results that may be expected

for the entire fiscal year.

2.  Current Operations

    As of June 30, 1998, 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

June 30, 1998, 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 June 30,

1998, 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 June 30,

1998 of approximately $379,000, partially offset by a net

non-refundable advance of $25,000,  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

1997 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, 1997 on

file with the Securities and Exchange Commission.

4.  Use of Estimates

    Management of the Partnership has made a number of
estimates and

assumptions relating to the reporting of assets and
liabilities and the disclosure of

contingent liabilities to prepare these financial statements
in conformity with generally

accepted accounting principles.  Actual results could differ
from those estimates.

<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 June 30, 1998, the Partnership

held cash of approximately $202,000 and short-term

investments of approximately $897,000.

    The Partnership commenced cash distributions to its

partners in December 1987.  Distributions through June 30,

1998 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 its film assets for the purpose of possibly

selling that interest and liquidating the Partnership.  The

General Partner anticipates that the Partnership will be

liquidated in late 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, that the

proceeds from a sale of the Partnership's 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.

    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 and six month periods ended June 30,

1998, the Tri-Star Joint Venture had a net profit of which

the Partnership's share was approximately $19,000 and

$43,000, respectively, and the Partnership had an overall

net loss of approximately $16,000 and $41,000, respectively.

The Partnership's share of the TriStar 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 loss 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 June 30, 1997, the Tri-

Star Joint Venture had a net profit of which the

Partnership's share was approximately $50,000, and the

Partnership had an overall net profit of approximately

$18,000.  The Partnership's share of the TriStar 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 exceeded

revenue recognized with respect to films owned directly and

interest income earned on Partnership funds.

    For the six month period ended June 30, 1997, the Tri-

Star Joint Venture had a net profit of which the

Partnership's share was approximately $100,000, and the

Partnership had an overall net profit of approximately

$118,000.  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 interest income earned on

Partnership funds and revenue recognized with respect to

films owned directly exceeded the Partnership's expenses

(including amortization of the Partnership's interest in

motion pictures).

    The Partnership reports net revenue from motion picture

exploitation for the three films in which it owns interests

directly.  The decrease in net revenue for the three and six

month periods ended June 30, 1998 as compared with the

corresponding periods in 1997 is due primarily to a decrease

in the accrual of syndicated television revenues in 1998.

    The decrease in interest income for the three and six

month periods ended June 30, 1998 as compared with the

corresponding periods in 1997 was due primarily to less

funds being available for short-term investments.

    The decrease in total expenses for the three and six

month periods ended June 30, 1998 compared with the

corresponding periods in 1997 was primarily attributable to

the decrease in Operating Expenses.  The decrease in

Operating Expenses is due primarily to the decrease in the

reimbursement to the General Partner in 1998 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>


                                        June  
                                 30,          December
                                              31,
                                              
                                 1998         1997
                                 
<S>                                    <C>        <C>
ASSETS                                                    
Motion Picture Production  and                            
Advertising
    Costs, net of accumulated                             
amortization of
    $280,691 and $280,678,        $     226   $        239
respectively
Motion Picture Costs Recoverable                          
from
    Special Recoupment Payments       6,732          6,902
Receivable from TriStar                                   
Pictures, Inc.
    (Distributor), net                               2,284
                                      2,416
                     Total         $  9,374    $     9,425
Assets
                                                          
LIABILITIES AND VENTURERS'                                
CAPITAL
                                                          
Liabilities:                                              
  Payable to TriStar Pictures,     $  8,794     $    8,847
Inc.
  Payable to ML Delphi Premier                            
     Partners, L.P., net                               339
                                        354
                                                          
                      Total                          9,186
Liabilities                           9,148
                                                          
Venturers' Capital:                                       
  TriStar Pictures, Inc.                226            239
   ML Delphi Premier Partners,                            
L.P.                                      0              0
                                                          
                       Total                           239
Venturers' Capital                      226
                                                          
                       Total                              
Liabilities and Venturers'
                                          $     $    9,425
Capital                               9,374

     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 Six Months
                                   Ended June 30,
Ended June 30,

1998              1997         1998        1997
<S>                      <C>    <C>     <C>    <C>
Net Revenues From Motion                              
Picture
    Exploitation              $       $      $       $
                            124     681    779   1,059
                                                      
Less: Amortization of                                 
Motion
          Picture                                     
Production and
           Advertising                                
Costs                         6     130     13     167
                                                      
Income from Operations      118     551    766     892
                                                      
Special Recoupment                                    
Payment
      Recapture                                       
                              0    (53)      0   (116)
                                                      
Net Income               $  118  $  498 $  766       $
                                                   776





     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 Six Months Ended June 30,

1998                       1997
<S>
<C>                           <C>
Cash Flow From Operating                                  
Activities:
Net Income                            $    766  $      776
Adjustments to reconcile Net                              
Income to net cash
    provided by operating                                 
activities:
  Amortization of Motion Picture                          
Production
     and Advertising Costs                  13         167
  Accrued Distributions to                (59)      24,771
Venturers
  Changes in Assets and                                   
Liabilities:
       Increase (Decrease) in                             
Payable to ML Delphi
         Premier Partners, L.P.,            15     (1,773)
net
       Decrease in Payable to                             
TriStar
         Pictures Inc., net               (53)    (22,998)
       Decrease in Receivable                             
from
          Tri-Star Pictures, Inc.        (132)        (60)
(Distributor), net
       Increase in Motion Picture                         
Costs
          Recoverable from                                
Special Recoupment
          Payments                         170            
                                                    24,831
        Net Cash Provided  by              720            
Operating Activities                                25,714
Cash Flow From Financing                                  
Activities:
Distributions to Venturers               (720)            
                                                  (25,714)
                                                          
        Net Cash Used by                 (720)            
Financing Activities                              (25,714)
                                                          
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, 1997.  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 June 30, 1998 and the

results of its operations and cash flows for the periods

ended June 30, 1998 and 1997.  Results of operations for the

three and six month periods ended June 30, 1998 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 six month periods ended June 30,

1998, the Joint Venture is reporting net revenue of $124,000

and $779,000, respectively, due primarily to the performance

of various SF Interest films in the worldwide free

television market.

    For the three and six month periods ended June 30,

1997, the Joint Venture reported net revenue of  $681,000

and $1,059,000, respectively, due primarily to the

performance of various SF Interest films in the worldwide

free television market.  For the six month period ended June

30, 1997, the Joint Venture recorded a decrease of $116,000

in the Special Recoupment Payment accrual due to a decrease

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.

3.  Additional Information

    Additional information, including the audited year end

1997 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,

1997.


<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




August 13, 1998
/s/  Audrey L. Bommer
       Date
Audrey L. Bommer

Vice President and Treasurer of the

Managing Partner of the General Partner

(principal financial officer and principal

accounting officer of the Registrant)



August 13, 1998               /s/ David G. Cohen
     Date                          David G. Cohen
                              Director and Vice President of
the                                        general partner
of the General Partner