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 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 0-15763
                              
              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>

                                    March    December
                                31,         31,
                                            
                                1998        1997
                                
<S>                             <C>         <C>
ASSETS                                                
Cash                                     $           $
                                       290         304
Short-Term Investments                 845         891
Receivable from Tri-Star-ML                           
Delphi Premier
  Productions, net                     351         339
Receivable from Columbia                              
Pictures
  (Distributor)                                       
                                       171         168
                                                      
           Total Assets                  $           $
                                     1,657       1,702
                                                      
LIABILITIES AND PARTNERS'                             
CAPITAL
                                                      
Liabilities:                                          
  Accrued Expenses and Accounts          $           $
Payable                                 27          47
            Total Liabilities                         
                                        27          47
                                                      
Partners' Capital (Note 2):                           
  General Partner                    (241)       (241)
  Limited Partners                                    
                                     1,871       1,896
                                                      
            Total Partners'                           
Capital                              1,630       1,655
                                                      
            Total Liabilities            $           $
and Partners' Capital                1,657       1,702
                              
     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 Ended March 31,

1998               1997
<S>                        <C>      <C>
Net Revenue from Motion                     
Pictures
     Released                     $        $
                                  3       15
Interest Income                             
                                 11      115
                                            
                                 14      130
Expenses:                                   
    Amortization of                         
Interests in
       Motion Pictures            0        2
Released
    Operating Expenses                      
                                 63       78
                                            
                                 63       80
                                            
(Loss) Profit before Share                  
of Profit
  in Motion Picture            (49)       50
Venture
Share of Profit in Motion                   
  Picture Venture--Tri-                     
Star-
   ML-Delphi Premier                        
Productions                      24       50
                                            
Net (Loss) Profit                 $        $
                               (25)      100
                                            
Net (Loss) Profit Per Unit                  
of Limited
   Partnership Interest                     
   (12,610 units)                 $        $
                                (2)        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 Three Months Ended March 31,

1998                          1997
<S>
<C>                         <C>
Cash Flow From Operating Activities:                      
Net (Loss) Profit                              $         $
                                            (25)       100
Adjustments to reconcile Net (Loss)                       
Profit to net cash
 (used) provided by operating                             
activities:
    Share of Profit in Motion Picture       (24)      (50)
Venture
    Distributions from Joint Venture          24        50
    Changes in Assets and                                 
Liabilities:
        Decrease in Motion Picture                        
Costs Recoverable
          from Special Recoupment              0     1,516
Payments
         Increase in Receivable from                      
Columbia
           Pictures (Distributor)            (3)      (15)
         (Increase) Decrease in                           
Receivable from
            Tri-Star-ML Delphi              (12)     1,779
Premier Productions, net
         Decrease in Accrued Expenses                     
and
            Accounts Payable                              
                                            (20)      (12)
        Net Cash (Used) Provided by                       
Operating Activities                        (60)     3,368
                                                          
Cash Flow From Investing Activities:                      
Purchases of Short-Term Investments                       
                                           (843)   (7,551)
Redemptions of Short-Term Investments                     
                                             889    45,738
       Net Cash Provided by Investing                     
Activities                                    46    38,187
                                                          
Cash Flow from Financing Activities:                      
Distributions to Partners                                 
                                               0  (41,487)
       Net Cash Used by Financing                         
Activities                                     0  (41,487)
                                                          
(Decrease) Increase In Cash                 (14)        68
Cash at beginning of period                               
                                             304       187
Cash at end of period                          $         $
                                             290       255
     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 March 31, 1998

and the results of operations and cash flows for the periods

ended March 31, 1998 and 1997.  Results of operations for

the three month period ended March 31, 1998 are not

necessarily indicative of the results that may be expected

for the entire fiscal year.

2.  Current Operations

    As of March 31, 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 March 31, 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 March 31, 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 March 31,

1998 of approximately $388,000, partially offset by a net

non-refundable advance of $37,000,  have been accrued by the

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

    For the purpose of computing the net loss per unit, the

allocation of the net loss 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 March 31, 1998, the Partnership

held cash of approximately $290,000 and short-term

investments of approximately $845,000.

    The Partnership commenced cash distributions to its

partners in December 1987.  Distributions through March 31,

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 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 March 31, 1998, the

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

Partnership's share was approximately $24,000, and the

Partnership had an overall net loss of approximately

$25,000.  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 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 March 31, 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

$100,000.  The Partnership's share of the Tri-Star Joint

Venture's net profit was primarily due to revenue accrued

with respect to certain films offset, in part, by 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

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 direct 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 month

period ended March 31, 1998 as compared with the

corresponding period 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 month

period ended March 31, 1998 as compared with the

corresponding period in 1997 was due primarily to less funds

being available for short-term investments.

    The decrease in total expenses for the three month

period ended March 31, 1998 compared with the corresponding

period 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>


                                      March   December
                                 31,          31,
                                              
                                 1998         1997
                                 
<S>                                    <C>        <C>
ASSETS                                                    
Motion Picture Production  and                            
Advertising
    Costs, net of accumulated                             
amortization of
    $280,685 and $280,678,        $     232              $
respectively                                           239
Motion Picture Costs Recoverable                          
from
    Special Recoupment Payments       6,802          6,902
Receivable from TriStar                                   
Pictures, Inc.
    (Distributor), net                                    
                                      2,593          2,284
                     Total         $  9,627  $       9,425
Assets
                                                          
LIABILITIES AND VENTURERS'                                
CAPITAL
                                                          
Liabilities:                                              
  Payable to TriStar Pictures,     $  9,044   $      8,847
Inc.
  Payable to ML Delphi Premier                            
     Partners, L.P., net                                  
                                        351            339
                                                          
                      Total           9,395          9,186
Liabilities
                                                          
Venturers' Capital:                                       
  TriStar Pictures, Inc.                232            239
   ML Delphi Premier Partners,                            
L.P.                                      0              0
                                                          
                       Total                              
Venturers' Capital                      232            239
                                                          
                       Total                              
Liabilities and Venturers'
                                          $  $       9,425
Capital                               9,627

     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 Ended March 31,

1998         1997
<S>                      <C>    <C>
Net Revenues From Motion               
Picture
    Exploitation              $       $
                            655     378
                                       
Less: Amortization of                  
Motion
          Picture                      
Production and
           Advertising                 
Costs                         7      37
                                       
Income from Operations      648     341
                                       
Special Recoupment                     
Payment
      Recapture                        
                              0    (63)
                                       
                                       
Net Income                    $       $
                            648     278





     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 Three Months Ended March 31,

1998                              1997
<S>
<C>                           <C>
Cash Flow From Operating                                  
Activities:
Net Income                                   $           $
                                           648         278
Adjustments to reconcile Net                              
Income to net cash
    provided by operating                                 
activities:
  Amortization of Motion Picture                          
Production
     and Advertising Costs                   7          37
  Accrued Distributions to               (285)      24,522
Venturers
  Changes in Assets and                                   
Liabilities:
       Increase (Decrease) in                             
Payable to ML Delphi
         Premier Partners, L.P.,            12     (1,779)
net
       Increase (Decrease) in                             
Payable to TriStar
         Pictures Inc., net                197    (22,743)
       (Increase) Decrease in                             
Receivable from
          Tri-Star Pictures, Inc.        (309)          31
(Distributor), net
       Decrease in Motion Picture                         
Costs
          Recoverable from                                
Special Recoupment
          Payments                                        
                                           100      24,491
        Net Cash Provided  by                             
Operating Activities                       370      24,837
                                                          
Cash Flow From Financing                                  
Activities:
Distributions to Venturers                                
                                         (370)    (24,837)
                                                          
        Net Cash Used by                                  
Financing Activities                     (370)    (24,837)
                                                          
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 March 31, 1998 and the

results of its operations and cash flows for the periods

ended March 31, 1998 and 1997.  Results of operations for

the period ended March 31, 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 month period ended March 31, 1998,

the Joint Venture is reporting net revenue of $655,000 due

primarily to the performance of various SF Interest films in

the worldwide free television market.

    For the three month period ended March 31, 1997, the

Joint Venture reported net revenue of $378,000, due

primarily to the performance of various SF Interest films in

the worldwide free television market.  For the three month

period ended March 31, 1997, the Joint Venture recorded a

decrease of $63,000 in the Special Recoupment Payment

accrual due to a decrease in the estimated distribution fee

to be earned by its Distributor.

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




May 14, 1998
/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)



May 14, 1998                  /s/ Steven N.
Baumgarten
     Date                     Steven N. Baumgarten
                              Director and Vice President of
the                                        general partner
of the General Partner