UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM 10-Q


[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
    Exchange Act of 1934

                 For the Quarterly Period Ended March 31, 1998

                                      or

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
    Exchange Act of 1934

For the transition period from                    to                   


                           Commission File #0-21606


                          InLand Capital Fund, L.P. 
            (Exact name of registrant as specified in its charter)


         Delaware                                     #36-3767977
  (State or other jurisdiction      (I.R.S. Employer Identification Number) 
of incorporation or organization)


       2901 Butterfield Road, Oak Brook, Illinois         60523
        (Address of principal executive office)         (Zip Code)


    Registrant's telephone number, including area code:  630-218-8000


                                   N/A                        
                (Former name, former address and former fiscal
                      year, if changed since last report)


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   








                                      -1-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                                Balance Sheets

                     March 31, 1998 and December 31, 1997
                                  (unaudited)

                                    Assets
                                    ------

                                                       1998          1997
Current assets:                                        ----          ----
  Cash and cash equivalents (Note 1).............. $   245,414       304,452
  Investments in marketable securities (Note 1)...     174,800       174,800
  Accrued interest and other receivables..........      36,632         1,018
  Other current assets............................       1,123         2,632
                                                   ------------  ------------
Total current assets..............................     457,969       482,902
                                                   ------------  ------------
Other assets......................................     166,301       169,139
Investment properties and improvements
  (including acquisition fees paid to Affiliates
  of $1,409,967) (Notes 3 and 4)..................  28,403,929    28,301,315
                                                   ------------  ------------
Total assets...................................... $29,028,199    28,953,356
                                                   ============  ============




























                See accompanying notes to financial statements.


                                      -2-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                                Balance Sheets
                                  (continued)

                     March 31, 1998 and December 31, 1997
                                  (unaudited)

                       Liabilities and Partners' Capital
                       ---------------------------------

                                                       1998          1997
Current liabilities:                                   ----          ----
  Accounts payable................................ $    25,173         8,590
  Accrued real estate taxes.......................      91,964        73,097
  Due to Affiliates (Note 2)......................      49,076        10,343
  Unearned income.................................      36,883        20,802
                                                   ------------  ------------
Total current liabilities.........................     203,096       112,832
                                                   ------------  ------------
Partners' capital (Notes 1 and 2):
  General Partner:
    Capital contribution..........................         500           500
    Cumulative net income.........................      13,521        13,675
                                                   ------------  ------------
                                                        14,021        14,175
  Limited Partners:                                ------------  ------------
    Units of $1,000.  Authorized 60,000 Units,
      32,352.11 Units outstanding at March 31, 1998
      and December 31, 1997 (net of offering costs
      of $4,466,765, of which $3,488,574 was paid
      to Affiliates)..............................  27,886,551    27,886,551
    Cumulative cash distributions.................  (1,646,334)   (1,646,334)
    Cumulative net income.........................   2,570,865     2,586,132
                                                   ------------  ------------
                                                    28,811,082    28,826,349
                                                   ------------  ------------
Total Partners' capital...........................  28,825,103    28,840,524
                                                   ------------  ------------
Total liabilities and Partners' capital........... $29,028,199    28,953,356
                                                   ============  ============













                See accompanying notes to financial statements.

                                      -3-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                           Statements of Operations

              For the three months ended March 31, 1998 and 1997
                                  (unaudited)



                                                       1998          1997
Income:                                                ----          ----
  Rental income................................... $    72,508        77,836
  Interest income.................................       6,111        15,908
  Other income....................................        -           28,000
                                                   ------------  ------------
                                                        78,619       121,744
Expenses:                                          ------------  ------------
  Professional services to Affiliates.............       6,341        13,847
  Professional services to non-affiliates.........      21,575        25,105
  General and administrative expenses to
    Affiliates....................................       8,493         7,883
  General and administrative expenses to
    non-affiliates................................       9,269         5,275
  Marketing expenses to Affiliates................       4,463        32,029
  Marketing expenses to non-affiliates............       5,792        14,034
  Land operating expenses to Affiliates...........      15,862        15,959
  Land operating expenses to non-affiliates.......      22,245        22,966
                                                   ------------  ------------
                                                        94,040       137,098
                                                   ------------  ------------
Net loss.......................................... $   (15,421)      (15,354)
                                                   ============  ============

Net loss allocated to:
  General Partner.................................        (154)         (154)
  Limited Partners................................     (15,267)      (15,200)
                                                   ------------  ------------
Net loss.......................................... $   (15,421)      (15,354)
                                                   ============  ============

Net loss allocated to the one General Partner
  Unit............................................ $      (154)         (154)
                                                   ============  ============

Net loss per Unit, basic and diluted,
  allocated to Limited Partners per weighted
  average Limited Partnership Units of 32,352.11
  and 32,375.39 for the three months ended
  March 31, 1998 and 1997, respectively........... $      (.47)         (.47)
                                                   ============  ============




                See accompanying notes to financial statements.


                                      -4-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                           Statements of Cash Flows

              For the three months ended March 31, 1998 and 1997
                                  (unaudited)




                                                       1998          1997
Cash flows from operating activities:                  ----          ----
  Net loss........................................ $   (15,421)      (15,354)
  Adjustments to reconcile net loss to net cash
      provided by (used in) operating activities:
    Changes in assets and liabilities:
      Accrued interest and other receivables......     (35,614)      (36,863)
      Other current assets........................       1,509         1,549
      Accounts payable............................      16,583      (435,938)
      Accrued real estate taxes...................      18,867        18,485
      Due to Affiliates...........................      38,733        74,528
      Unearned income.............................      16,081        (8,168)
Net cash provided by (used in) operating           ------------  ------------
  activities......................................      40,738      (401,761)
                                                   ------------  ------------
Cash flows from investing activities:
  Sale (purchase) of marketable securities, net...        -          738,002
  Other assets....................................       2,838          -
  Additions to investment properties..............    (102,614)      (89,684)
Net cash provided by (used in) investing           ------------  ------------
  activities......................................     (99,776)      648,318
                                                   ------------  ------------
Cash flows from financing activities:
  Repurchase of Limited Partnership Units.........        -           (4,900)
  Distributions paid..............................        -             (155)
                                                   ------------  ------------
Net cash used in financing activities.............        -           (5,055)
Net increase (decrease) in cash and cash           ------------  ------------
  equivalents.....................................     (59,038)      241,502
Cash and cash equivalents at beginning of period..     304,452       581,693
                                                   ------------  ------------
Cash and cash equivalents at end of period........ $   245,414       823,195
                                                   ============  ============











                See accompanying notes to financial statements.


                                      -5-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                         Notes to Financial Statements

                                March 31, 1998
                                  (unaudited)


Readers of this  Quarterly  Report  should  refer  to the Partnership's audited
financial statements for the  fiscal  year  ended  December 31, 1997, which are
included  in  the  Partnership's  1997   Annual  Report,  as  certain  footnote
disclosures which would substantially duplicate those contained in such audited
financial statements have been omitted from this Report.

(1)  Organization and Basis of Accounting

InLand Capital Fund, L.P. (the "Partnership") was organized on June 21, 1991 by
the filing of a Certificate  of  Limited  Partnership under the Revised Uniform
Limited Partnership Act of the  State  of  Delaware.  On December 13, 1991, the
Partnership commenced an Offering of  60,000 Limited Partnership Units pursuant
to a Registration under the  Securities  Act  of 1933. The Amended and Restated
Agreement of Limited  Partnership  (the  "Partnership  Agreement") provides for
Inland Real Estate  Investment  Corporation  to  be  the  General Partner.  The
Offering terminated on August 23, 1993, with total sales of 32,399.28 Units, at
$1,000 per Unit,  resulting  in  $32,399,282  in  gross  offering proceeds, not
including the  General  Partner's  capital  contribution  of  $500.  All of the
holders of these Units  have  been  admitted  to  the Partnership.  The Limited
Partners of  the  Partnership  will  share  in  their  portion  of  benefits of
ownership of  the  Partnership's  real  property  investments  according to the
number of Units held. As of March 31, 1998, the Partnership has repurchased and
canceled a total  of  47.17  Units  for  $45,967  from various Limited Partners
through the Units Repurchase Program.  Under this program, Limited Partners may
under certain circumstances have their Units repurchased for an amount equal to
their Invested Capital.

The preparation of financial  statements  in conformity with generally accepted
accounting principles requires  management  to  make  estimates and assumptions
that affect the reported amounts  of  assets  and liabilities and disclosure of
contingent assets and liabilities at  the  date of the financial statements and
the reported amounts of  revenues  and  expenses  during the reporting periods.
Actual results could differ from those estimates.

Offering costs have been offset against the Limited Partners' capital accounts.

The Partnership  considers  all  highly  liquid  investments  purchased with an
original maturity of three months or less to be cash equivalents.

Investments purchased with an  original  maturity  of  three months or more are
considered to be investments in marketable securities.







                                      -6-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                         Notes to Financial Statements
                                  (continued)

                                March 31, 1998
                                  (unaudited)


For  vacant  land  parcels   and   parcels  with  insignificant  buildings  and
improvements,  the  Partnership  uses  the  area  method  of  allocation, which
approximates the relative sales method of  allocation, whereby a per acre price
is used as the standard allocation  method  for  land purchases and sales.  The
total cost of the parcel is divided by the total number of acres to arrive at a
per acre price.  Repair and  maintenance  expenses are charged to operations as
incurred.

Statement of Financial Accounting Standards  No.  121 ("SFAS 121") requires the
Partnership to record  an  impairment  loss  on  its  property  to  be held for
investment whenever  its  carrying  value  cannot  be  fully  recovered through
estimated undiscounted future cash flows  from  their operations and sale.  The
amount of the impairment loss to  be recognized would be the difference between
the property's carrying value  and  the  property's  estimated fair value.  The
adoption of SFAS 121 did  not  have  any  effect on the Partnership's financial
position, results of operations  or  liquidity.      As  of March 31, 1998, the
Partnership has not recognized any such impairment.

Statement of Financial Accounting  Standards  No.  128 "Earnings per Share" was
adopted by the Partnership for the  year  ended  December 31, 1997 and has been
applied to all prior  earnings  periods  presented in the financial statements.
The Partnership has no dilutive securities.

The Partnership is required to  pay  a  withholding tax to the Internal Revenue
Service with  respect  to  a  Partner's  allocable  share  of the Partnership's
taxable net income, if the  Partner  is  a foreign person. The Partnership will
first pay the withholding tax from the distributions to any foreign person, and
to the extent that the tax exceeds  the amount of distributions withheld, or if
there have been no distributions to  withhold, the excess will be accounted for
as a distribution to the  foreign  person. Future withholding tax payments will
be made every April, June, September and December.

No provision for Federal income taxes  has  been made as the liability for such
taxes is that of the Partners rather than the Partnership.

In  the  opinion  of  management,  the  financial  statements  contain  all the
adjustments necessary, which  are  of  a  normal  recurring  nature, to present
fairly  the  financial  position  and  results  of  operations  for  the period
presented herein.  Results of interim periods are not necessarily indicative of
results to be expected for the year.







                                      -7-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                         Notes to Financial Statements
                                  (continued)

                                March 31, 1998
                                  (unaudited)


(2)  Transactions with Affiliates

The General  Partner  and  its  Affiliates  are  entitled  to reimbursement for
salaries and expenses of employees  of  the  General Partner and its Affiliates
relating to the administration of the  Partnership.  Such costs are included in
professional services and general and administrative expenses to Affiliates, of
which $14,331 and $3,822 was unpaid as of March 31, 1998 and December 31, 1997,
respectively.

The General Partner is entitled to  receive Asset Management Fees equal to one-
quarter of 1% of  the  original  cost  to  the  Partnership of undeveloped land
annually, limited to a cumulative total over  the life of the Partnership of 2%
of the land's original  cost  to  the  Partnership.    Such fees of $15,862 and
$15,959 have been incurred and paid and are included in land operating expenses
to Affiliates for the three months ended March 31, 1998 and 1997, respectively.

An Affiliate of the General  Partner  performed sales marketing and advertising
services for the Partnership and  was  reimbursed  (as set forth under terms of
the Partnership Agreement) for direct costs.   Such costs of $4,463 and $32,029
have been incurred and are included in marketing expenses to Affiliates for the
three months ended March 31, 1998  and  1997, respectively, of which $3,775 and
$6,521 was unpaid as of March 31, 1998 and December 31, 1997, respectively.

An Affiliate of  the  General  Partner  performed  property upgrades, rezoning,
annexation and other activities  to  prepare the Partnership's land investments
for sale and  was  reimbursed  (as  set  forth  under  terms of the Partnership
Agreement) for salaries and direct costs.   The Affiliate did not take a profit
on any project.  Such costs  of  $15,866  and $6,448 have been incurred for the
three months ended March 31, 1998  and  1997, respectively, and are included in
investment properties, of which $15,866 was unpaid as of March 31, 1998.

















                                      -8-



<TABLE>                                                INLAND CAPITAL FUND, L.P.
                                                        (a limited partnership)

                                                     Notes to Financial Statements
                                                              (continued)
(3) Investment Properties
<CAPTION>
All of the Partnership's investment properties are located in  the collar counties surrounding the Chicago metropolitan area.  The
following real property investments are owned by the Partnership as of March 31, 1998:
                                                                                                            Total
                   Gross                           Initial Costs                 Costs       Cumulative   Remaining     Current
                   Acres    Purchase/ --------------------------------------  Capitalized     Costs of     Costs of    Year Gain
Parcel Location: Purchased   Sales      Original   Acquisition     Total     Subsequent to    Property    Parcels at    On Sale
  #      County   /(Sold)     Date        Costs       Costs        Costs      Acquisition       Sold       3/31/98     Recognized
------ --------- --------- ---------- ------------ ------------ ------------ -------------- ------------ ------------ ------------
  <S>  <C>       <C>       <C>          <C>           <C>         <C>             <C>           <C>        <C>            <C>
  1    Kendall   108.8960  07/22/92   $   707,566       57,926      765,492         79,920         -         845,412         -

  2    McHenry   201.0000  11/09/93     2,020,314      122,145    2,142,459      1,561,388      451,106    3,252,741         -
                 (17.7420) 08/02/95
                  (1.9290) 09/02/97
                  (6.7516) 11/07/97

  3    Will       34.0474  03/04/94     1,235,830       88,092    1,323,922         30,638         -       1,354,560         -

  4    Will       86.9195  03/30/94     1,778,820      143,817    1,922,637        294,179       70,411    2,146,405         -
                   (.8700) 06/07/97
                  (1.4350) 08/12/97

  5    LaSalle   190.9600  04/01/94       532,000       18,145      550,145         66,780         -         616,925         -

  6    DeKalb     59.0800  05/11/94       670,207       58,373      728,580        482,313         -       1,210,893         -

  7    Kendall   200.8210  07/28/94     1,506,158       82,999    1,589,157         23,764         -       1,612,921         -

  8    Kendall   133.0000  08/17/94     1,300,000      106,949    1,406,949          5,573         -       1,412,522         -

  9    LaSalle   335.9600  08/30/94       993,441       79,329    1,072,770        110,806         -       1,183,576         -

  10   Kendall   223.7470  09/16/94     2,693,025      205,660    2,898,685         23,738         -       2,922,423         -

10A(a) Kendall     7.0390  09/16/94       206,975       15,806      222,781          1,327      221,078         -            -
                  (7.0390) 04/21/95

  11   Kane      123.0000  09/26/94     1,353,000       75,551    1,428,551          6,038         -       1,434,589         -

  12   Kendall   110.2530  09/28/94       600,001       51,220      651,221         44,364         -         695,585         -

  13   LaSalle   352.7390  10/06/94     1,032,666       91,117    1,123,783         22,698         -       1,146,481         -

  14   Kendall   134.7760  10/26/94     1,000,000       81,674    1,081,674          5,963         -       1,087,637         -

  15   McHenry   169.5400  10/31/94     2,900,000       79,196    2,979,196        222,648         -       3,201,844         -

  16   McHenry   207.0754  11/30/94     1,760,256      101,388    1,861,644        220,010         -       2,081,654         -

  17   LaSalle   236.4400  12/07/94     1,060,286       74,735    1,135,021            943         -       1,135,964         -

  18   Kendall   386.9900  11/02/95       934,993      126,329    1,061,322            475         -       1,061,797         -
                                      ------------ ------------ ------------ -------------- ------------ ------------ ------------
                                      $24,285,539    1,660,450   25,945,989      3,203,565      742,595   28,403,929         -
                                      ============ ============ ============ ============== ============ ============ ============

</TABLE>
                                                               -9-


                                      -9-



                           INLAND CAPITAL FUND, L.P.
                            (a limited partnership)

                         Notes to Financial Statements
                                  (continued)

                                March 31, 1998
                                  (unaudited)


(3) Investment Properties (continued)

(a) Included in the purchase of Parcel 10 was a house and several outbuildings,
    located on approximately seven acres, which was sold on April 21, 1995.

(b) Reconciliation of real estate owned:
                                                       1998          1997
                                                       ----          ----
  Balance at January 1,........................... $28,301,315    27,714,600
  Additions during period.........................     102,614       911,759
                                                   ------------  ------------
                                                    28,403,929    28,626,359
  Sales during period.............................        -          325,044
                                                   ------------  ------------
  Balance at end of period........................ $28,393,929    28,301,315 
                                                   ============  ============


(4) Farm Rental Income

The Partnership has determined that all leases relating to the farm parcels are
operating leases.  Accordingly, rental income is reported when earned.

As of March 31, 1998, the Partnership  had farm leases of generally one year in
duration, for approximately 2,761 acres of the approximately 3,266 acres owned.






















                                     -10-



Item 2.  Management's  Discussion  and  Analysis  of  Financial  Condition  and
         Results of Operations

Certain statements in this  "Management's  Discussion and Analysis of Financial
Condition and Results of Operations" and  elsewhere in this quarterly report on
Form 10-Q constitute  "forward-looking  statements"  within  the meaning of the
Federal Private Securities  Litigation  Reform  Act  of  1995.   These forward-
looking statements involve  known  and  unknown  risks, uncertainties and other
factors which  may  cause  the  Partnership's  actual  results, performance, or
achievements to be materially  different  from any future results, performance,
or achievements  expressed  or  implied  by  these  forward-looking statements.
These factors include, among other things, federal, state or local regulations;
adverse changes in general economic  or local conditions; inability of borrower
to meet financial  obligations;  uninsured  losses;  and potential conflicts of
interest between the  Partnership  and  its  Affiliates,  including the General
Partner.

Liquidity and Capital Resources

On December 13, 1991, the  Partnership  commenced an Offering of 60,000 Limited
Partnership Units ("Units")  at  $1,000  per  Unit,  pursuant to a Registration
Statement  on  Form  S-11  under  the  Securities  Act  of  1933.  The Offering
terminated on August 23, 1993, with  total  sales of 32,399.28 Units, at $1,000
per Unit, resulting in  $32,399,282  in  gross offering proceeds, not including
the General Partner's capital contribution of $500. All of the holders of these
Units have been admitted  to  the  Partnership.    The  Limited Partners of the
Partnership will  share  in  their  portion  of  benefits  of  ownership of the
Partnership's real property investments according to the number of Units held.

The Partnership used $25,945,989 of gross  offering proceeds to purchase, on an
all-cash basis, eighteen parcels of  land  and one building.  These investments
include the payment of  the  purchase  price,  acquisition fees and acquisition
costs of such properties.  One  of  the  parcels was purchased during 1992, one
during 1993, fifteen during 1994 and  one  during  1995.  As of March 31, 1998,
the Partnership  has  had  multiple  sales  transactions  through  which it has
disposed of the building and approximately  thirty-six acres of the 3,302 acres
originally owned.   As  of  March  31,  1998,  cumulative  distributions to the
Limited Partners have totaled $1,646,334 (which represents a return of Invested
Capital, as defined the Partnership  Agreement).    Through March 31, 1998, the
Partnership has used $3,203,565  of  working  capital  reserve for rezoning and
other activities and such amount is included in investment properties.

The Partnership's capital needs and resources will vary depending upon a number
of factors, including the extent to which the Partnership conducts rezoning and
other  activities  relating  to  utility  access,  the  installation  of roads,
subdivision and/or annexation of land to a municipality, changes in real estate
taxes affecting the Partnership's land, and the amount of revenue received from
leasing.  As of March 31, 1998, the  Partnership owns, in whole or in part, all
eighteen of its original parcels,  the  majority  of  which are leased to local
farmers and are  generating  sufficient  cash  flow  from  farm leases to cover
property taxes and insurance.






                                     -11-



At March 31, 1998, the  Partnership  had cash, cash equivalents and investments
in marketable  securities  of  $420,214,  of  which  approximately  $155,100 is
reserved for the repurchase of Units  through the Unit Repurchase Program.  The
remaining $265,114 is  available,  upon  maturity,  to  be used for Partnership
expenses and liabilities, cash distributions  to partners, and other activities
with respect to some or  all  of  its  land  parcels.  The Partnership plans to
maximize its parcel sales effort in anticipation of rising land values.

The Partnership plans to enhance the  value of its land through pre-development
activities such as rezoning, annexation  and land planning. The Partnership has
already been successful in, or is in the process of pre-development activity on
a majority of the  Partnership's  land  investments.  Parcel  2, annexed to the
village of McHenry and zoned for a business park, has one phase of improvements
complete and sites are being marketed to potential buyers, of which nine of the
190 lots were sold during  1997.    Parcel  4,  zoned for a variety of business
uses, has improvements  underway  and  sites  are  being  marketed to potential
buyers, of which one site consisting of .87  acres was sold to a hotel chain on
June 6,  1997  and  another  site  consisting  of  1.435  acres  was  sold to a
combination gas station/convenient store on August 12, 1997. (See Note 3 of the
Notes to Financial Statements.) Parcel 6,  annexed to the village of DeKalb and
zoned for twenty-five large, residential lots,  has completed the road into the
subdivision and the lots  are  being  marketed to homebuilders and individuals.
Parcels 15 and 16 have been  annexed  to  the  village of Huntley and zoned for
residential and commercial development.

Results of Operations

As of March 31, 1998, the Partnership owned eighteen parcels of land consisting
of approximately 3,266 acres.  Of  the  3,266  acres owned, approximately 2,761
acres are tillable and leased  to  local  farmers and are generating sufficient
cash flow to cover property  taxes,  insurance and other miscellaneous property
expenses. The decrease in rental  income  for  the three months ended March 31,
1998, as compared to the three months ended  March 31, 1997, is the result of a
decrease in tillable acres due  to  land  sales and pre-development activity on
the Partnership's land investments.

Interest income  decreased  for  the  three  months  ended  March  31, 1998, as
compared to the  three  months  ended  March  31,  1997,  due  primarily to the
Partnership utilizing  its  working  capital  reserve  to  fund pre-development
activity on its land parcels.

The other  income  recorded  for  the  three  months  ended  March  31, 1997 is
primarily the result of the Partnership receiving a non-refundable deposit on a
land sale which did not occur.  













                                     -12-



Professional services to Affiliates decreased  for the three months ended March
31, 1998, as compared  to  the  three  months  ended  March  31, 1997, due to a
decrease in legal services  required  by the Partnership. Professional services
to non-affiliates decreased  for  the  three  months  ended  March 31, 1998, as
compared to the three months ended March  31,  1997, due to a decrease in legal
services. This decrease was partially offset by an increase in accounting fees.

General and  administrative  expenses  to  Affiliates  increased  for the three
months ended March 31, 1998, as  compared  to  the three months ended March 31,
1997, due primarily to an increase  in investor services expenses.  General and
administrative expenses to non-affiliates increased  for the three months ended
March 31, 1998, as  compared  to  the  three  months  ended March 31, 1997, due
primarily to increases in the Illinois Replacement tax and travel expenses.

Marketing expenses to Affiliates decreased for the three months ended March 31,
1998, as compared  to  the  three  months  ended  March  31,  1997,  due to the
identification of such costs  which  are  specific  to a particular parcel, and
accordingly, have been capitalized  and  are  included  in investments in land.
Marketing expenses to non-affiliates decreased for the three months ended March
31, 1998, as compared  to  the  three  months  ended  March  31, 1997, due to a
decrease in advertising  and  travel  expenses  relating  to marketing the land
portfolio to prospective purchasers.

Year 2000 Compliance

The  Partnership  has  reviewed  its  current  computer  systems  and  does not
anticipate any future problems relating to the year 2000.












                          PART II - Other Information

Items 1 through 6(b) are  omitted  because  of  the absence of conditions under
which they are required.














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                                  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.



                            INLAND CAPITAL FUND, L.P.

                            By:   Inland Real Estate Investment Corporation
                                  General Partner


                                  /S/ ROBERT D. PARKS

                            By:   Robert D. Parks
                                  Chairman
                            Date: May 15, 1998


                                  /S/ PATRICIA A. CHALLENGER

                            By:   Patricia A. Challenger
                                  Senior Vice President
                            Date: May 15, 1998


                                  /S/ KELLY TUCEK

                            By:   Kelly Tucek
                                  Principal Financial Officer and
                                  Principal Accounting Officer
                            Date: May 15, 1998





















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