SECURITIES AND EXCHANGE COMMISSION
     Washington, DC  20549

     FORM 10-K

     Annual Report Pursuant to Section 13 or 15(d) of
     The Securities Exchange Act of 1934

     For the Fiscal Year Ended December 31, 1996
     Commission file: #0-14453

     National Real Estate Limited Partnership
     Income Properties
     (Exact name of registrant as specified in its charter)

     Wisconsin
     (State or other jurisdiction of incorporation or
     organization)

     39-1503893
     (I.R.S. Employer Identification No.)

     9800 West Bluemound Road,
     Milwaukee, Wisconsin 53226-4353
     (Address of principal executive offices)
     (Zip Code)

     Registrant's telephone number, including area code:
     (414) 453-3498

     Securities registered pursuant to Section 12(b) of the
     Act:

     Names of Each Exchange
     on Which Registered
     None


     Title of Each Class
     None

     Securities registered pursuant to Section 12(g) of the
     Act:

     Limited Partnership Interests
     (Title of Class)

     Indicate by check mark whether the registrant (1) has
     filed all reports required to be filed by Sections 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.    (X) Yes   (  ) No

     State the aggregate market value of the securities held
     by non-affiliates of the Registrant as of February 28,
     1997: indeterminate value as there is no market.*
     *For purposes of this disclosure only.

     The number of Limited Partnership interests outstanding
     as of February 28, 1997: 9004.15

     DOCUMENTS INCORPORATED BY REFERENCE

     Portions of the annual report to the Partners for the
     year ended December 31, 1996 are incorporated by
     reference into Parts I, II, III, and IV.

     Definitive Prospectus dated January 31, 1985, as
     amended to date, is incorporated by reference into Part
     IV.




          
<PAGE>
TABLE OF CONTENTS


     Item No.   Page No.

     PART I

                   1.    Business 3

                   2.    Properties 3

                   3.    Legal Proceedings 3

                   4.    Submission of Matters to a Vote of Security
                              Holders 3


     PART II

                   5.    Market for Partnership's Securities and
                              Related
                         Security Holder Matters 4

                   6.    Selected Financial Data 5

                   7.    Management's Discussion and Analysis of
                              Financial
                         Condition and Results of Operations 5

                   8.    Financial Statements and Supplementary Data 5

                   9.    Disagreements on Accounting and Financial
                              Disclosure 5

     PART III

                  10.    Directors and Executive Officers of the
                              Partnership 6

                  11.    Executive Compensation 9

                  12.    Security Ownership of Certain Beneficial
                              Owners and
                         Management10

                  13.    Certain Relationships and Related
                              Transactions10


     PART IV

                  14.    Exhibits, Financial Statements, Schedules,
                              and Reports
                         on Form 8-K1  1




          
<PAGE>
PART I


     Item 1. Business

     "Business" on pages 1 and 2 of the Partnership's annual
     report to Partners for the year ended December 31, 1996
     is incorporated herein by reference.


     Item 2. Properties

     "Properties" on pages 2 through 3 of the Partnership's
     annual report to Partners for the year ended December
     31, 1996 is incorporated herein by reference.


     Item 3. Legal Proceedings

     "Legal Proceedings" on page 3 of the Partnership's
     annual report to Partners for the year ended December
     31, 1996 is incorporated herein by reference.


     Item 4. Submission of Matters to a Vote of Security
     Holders for the Quarter Ended December 31, 1996

     No matters have been submitted to a vote of security
     holders during the fourth quarter ended December 31,
     1996.

     By virtue of its organization as a limited partnership,
     the Limited Partnership Interests do not possess
     traditional voting rights. However, as provided in
     Article 15 of the Limited Partnership Agreement,
     Limited Partners have voting rights for, among other
     things, the removal of the General Partners, the
     approval of the sale of substantially all of the assets
     under certain circumstances, and the initiation of the
     dissolution of the Partnership.


          
<PAGE>
PART II


     Item 5. Market for the Partnership's Securities and
     Related Security Holder Matters

     a) Market Information

     The Partnership's only authorized equity securities are
     Limited Partnership Interests ("Interests"). As of
     December 18, 1986, the Partnership concluded its
     offering of Interests and 9,034.01 Interests had been
     sold to the public at a price of $1,000 per Interest.
     Management is not aware of a public trading market
     having been developed for the Interests. The
     Partnership does provide a repurchase pool whereby the
     limited partners may tender their limited partnership
     interests back to the Partnership at a specified price.
     Tenders are accepted semi-annually if they meet the
     criteria established by the General Partners. As of
     December 31, 1996, 29.86 Interests have been
     repurchased and are held in Treasury.

     b) Security Holders

     Title of Class
     Limited Partnership Interests

     Number of Record Holders (as of February 28, 1997)
     1,155

     Number of Interests (as of February 28, 1997)
     9,004.15

     c) Dividends or Similar Distributions

     Cash distributions to Limited Partners depend upon
     attaining and thereafter maintaining operating income
     and expenses of the Partnership at levels permitting
     distributions. Distributions of cash, if any, will be
     made from: (i) Cash Available for Distribution; (ii)
     cash from property sales; and (iii) cash from
     Partnership reserve accounts.

     "Cash Available for Distribution" is defined in the
     Partnership Agreement to include Cash Flow from the
     Partnership less amounts set aside for Reserves plus,
     through 1987, the amount of any General Partner Loan
     for such period. "Cash Flow" is defined as the
     Partnership's cash funds provided from operations and
     Reserves, including lease payments on net leases from
     builders and sellers, without deductions for
     depreciation, but after deducting cash funds used to
     pay all Operating Expenses, deferred fees, other
     expenses, debt payments, capital improvements and
     replacements. Mr. Vishnevsky, as Individual General
     Partner was required to loan funds to the Partnership
     quarterly to the extent necessary to make Cash
     Available for Distribution to Limited Partners equal to
     8% in 1985, 8.25% in 1986, and 8.5% in 1987, up to a
     maximum loan of 3% of the gross proceeds of the
     offering. Through December 31, 1995, the Individual
     General Partner loaned $271,020 to the Partnership
     under this commitment, which is the maximum amount
     under the commitment. This commitment expired December
     31, 1987. The Individual General Partner shall be
     repaid with interest equal to 12% or the prime rate
     plus two percentage points, whichever is lower, solely
     from sale proceeds. The Partnership continued cash
     distributions in 1996 with an aggregate of $180,084 and
     $5,568 to its Limited Partners and General Partners,
     respectively. Distributions for 1996 were at a rate
     that equaled 2.0% on the Limited Partners' capital
     investment. The General Partners anticipate that the
     Partnership will continue to make cash distributions to
     its Limited Partners in 1997, though the level of such
     cash distributions will be dependent upon the results
     of property operations and there can be no assurance as
     to the amount, if any, that may be distributed.


          
<PAGE>
Cash available for distribution, as defined in the
     Agreement, will be distributed 97% to the Limited
     Partners and 3% to the General Partners. After the
     repayment of any General Partner loans, sales proceeds
     will be distributed as follows: (1) 97% to the Limited
     Partners and 3% to the General Partners until the
     Limited Partners have received (A) 100% of their
     initial capital investment and (B) cumulative,
     non-compounded distributions of sales proceeds, in
     excess of the amount required in (A), and cash
     available for distribution equal to 6% per annum on
     their initial capital investment, with the 3% to the
     General Partners subordinated to payment of the amounts
     in (A) and (B) to the Limited Partners; (2) to an
     affiliate of the General Partners, an amount equal to
     its subordinated real estate commission (up to 3% of
     the aggregate selling price of all properties); (3) 88%
     to the Limited Partners and 12% to the General
     Partners, with such payments to the General Partners
     subordinated to a total return to the Limited Partners
     of (A) 100% of their initial capital investment plus
     (B) a cumulative preference of 10% per annum on their
     initial capital investment.

     If the General Partners should at any time determine
     that the Reserves of the Partnership are in excess of
     the amount reasonably necessary under the
     circumstances, such Reserves may be reduced and the
     amount of such reduction may, in the sole discretion of
     the General Partners, be used for payment of expenses,
     distributions to the Limited Partners, or investment in
     additional properties.


     Item 6. Selected Financial Data

     "Selected Financial Data" on page 4 of the
     Partnership's annual report to Partners for the year
     ended December 31, 1996 is incorporated herein by
     reference.


     Item 7. Management's Discussion and Analysis of
     Financial Condition and Results of Operations

     "Management's Discussion and Analysis of Financial
     Condition and Results of Operations" on pages 5 through
     7 of the Partnership's annual report to Partners for
     the year ended December 31, 1996 is incorporated herein
     by reference.


     Item 8. Financial Statements and Supplementary Data

     The financial statements included on pages 8 through 19
     of the Partnership's annual report to Partners for the
     year ended December 31, 1996 are incorporated herein by
     reference. The Partnership is not required to report
     quarterly results of operations or supplementary
     information on the effects of changing prices.


     Item 9. Disagreements on Accounting and Financial
     Disclosure

     There were no disagreements with Ernst and Young LLP on
     any matter of accounting principles or practices,
     financial statement disclosure, or auditing scope or
     procedure.


           
<PAGE>
PART III


     Item 10. Directors and Executive Officers of the
     Partnership

     (a-b) Identification of Directors and Executive
     Officers

     The Partnership has no directors or officers. The
     General Partners of the Partnership are John
     Vishnevsky; National Development and Investment, Inc.
     ("NDII"), a Wisconsin corporation of which Mr.
     Vishnevsky is the majority stockholder; and EC Corp., a
     Wisconsin corporation of which Stephen P. Kotecki is
     the majority stockholder. The address of Mr. Vishnevsky
     and NDII is 9800 West Bluemound Road, Milwaukee,
     Wisconsin, 53226-4353, telephone (414) 453-3498. The
     address of EC Corp. is 9800 West Bluemound Road,
     Milwaukee, Wisconsin, 53226-4353, telephone (414)
     453-6764.

     The General Partners manage and control the affairs of
     the Partnership and have responsibility and ultimate
     authority in all matters affecting its business. The
     names of the directors and executive officers of NDII
     and EC Corp. are as follows:

     Name
     Office
     Term Held Office (since)


     NDII:

     John Vishnevsky
     President, Director
     09/30/74

     Stephen P. Kotecki
     Vice President, Secretary, Treasurer, and Director
     04/12/91



     EC Corp.:

     Stephen P. Kotecki
     President, Treasurer, Director
     10/30/92


     Thomas Rielly
     Vice President, Secretary, Director
     12/17/92


     Officers of the corporations are elected by their
     respective Boards of Directors annually. There is no
     arrangement or understanding between or among any of
     said directors or officers and any other person
     pursuant to which such individual was selected as a
     director or officer.

     (c) Identification of Certain Significant Persons

     The General Partners, in conjunction with their
     affiliates, believe that they have sufficient personnel
     to fully discharge their responsibilities to the
     Partnership. The Partnership employs various
     individuals to oversee the Partnership's affairs and
     report to the General Partners, but, the Partnership
     relies directly on the General Partners for the
     management and control of the Partnership's affairs.
     See Item 10, Subsection (e), for a description of the
     business experience of officers, directors, and
     personnel of the General Partners and affiliates.

     There are four other organizations which are or were
     affiliated with the Individual or Corporate General
     Partners whose services are utilized by the
     Partnership: National Realty Management, Inc. ("NRMI"),
     which provides property and partnership management,
     real estate acquisition and real estate brokerage
     through delegation of duties agreements with NDII;
     Victor Construction, Inc., which has and may in the
     future serve as general contractor and perform other
     services in connection with renovation and remodeling
     work of the Partnership's properties; National Selected
     Securities Corp. (formerly NDII Securities Corp.),
     which acted as the Managing Dealer for the offering of
     Interests in the Partnership; and The John Vishnevsky
     Company ("JVCO"), which has provided consulting
     services in the areas of real estate investments, joint
     ventures, financing, systems, accounting, and internal
     controls.


          
<PAGE>
RELATIONSHIP OF GENERAL PARTNERS
     AND THEIR AFFILIATES


     The following diagram shows the relationship of the
     Partnership to various prior or current affiliates:



     NATIONAL REAL ESTATE LIMITED
     PARTNERSHIP INCOME PROPERTIES


     (1)
     EC CORP
     Corporate General Partner

     JOHN VISHNEVSKY
     Individual General Partner    100%

     NATIONAL DEVELOPMENT AND INVESTMENT, INC.
     Corporate General Partner



     100%
     JOHN VISHNEVSKY COMPANY
     Financial and Real Estate Consulting and Services

     100%
     NATIONAL SELECTED SECURITIES CORP.
     Security Sales


     (2)
     NRMI
     Partnership and Property Management Acquisition &
     Brokerage

     (3)
     VICTOR CONSTRUCTION INC.
     Building Contractor




     (1)  The ownership of EC Corp. is held by Mr. Stephen
               P. Kotecki (100%).

     (2)  The ownership of NRMI is held by Mr. Edward Carow
               (51%), Ms. Stasia Vishnevsky (25%), and Mr.
               Jeffrey Wussow (24%). It is anticipated that the
               services of NRMI will continue to be available to
               the Partnership under the terms and conditions
               described in the Prospectus.

     (3)  The ownership of Victor Construction, Inc. is held
               by Mr. Edward J. Bushman (89%), Mr. Mark Clements
               (9%), and Mr. Mark Bruechel (2%). It is
               anticipated that the services of Victor will
               continue to be available to the Partnership under
               the terms and conditions described in the
               Prospectus.


          
<PAGE>
(d) Family Relationships

     Ms. Stasia Vishnevsky, part owner and Secretary of
     NRMI, is the daughter of John Vishnevsky and is married
     to Jeffrey Wussow, part owner and Vice President of
     NRMI.

     (e) Business Experience

     The experience of the officers and directors of the
     Corporate General Partners includes the following:

     John Vishnevsky, President and Director of NDII, (age
     73) is a graduate of Marquette University. For over 38
     years he has been involved in real estate related
     activities such as land development, residential,
     apartment, and commercial construction, property
     management, and the structuring of limited
     partnerships. Mr. Vishnevsky has directed companies
     that have developed or constructed projects with a
     current market value of over $100 million. He,
     corporate entities he controls, or both, act as general
     partner for all NDII limited partnerships. These
     partnerships have sold in excess of $160 million of
     limited partnership interests. Mr. Vishnevsky is
     licensed as an insurance broker, a real estate broker,
     and a securities principal and he has lectured
     frequently and has taught courses in real estate at the
     University of Wisconsin-Milwaukee. He has appeared as a
     guest on television and radio programs related to real
     estate investments. Mr. Vishnevsky is author of the
     books: The Art of Financial Independence, The Phantom
     Yield of Real Estate Investment, The Great Real Estate
     Disaster... The Greatest Real Estate Opportunity,
     Getting to Know You, Releasing Your Creativity, and
     Principles.

     Stephen P. Kotecki, Vice President and Director of
     NDII, and President, Treasurer, and Director of EC
     Corp. (age 46) is a General Securities Registered
     Representative, multi-line licensed insurance agent and
     entrepreneur. He is the sole stockholder of EC Corp.
     Mr. Kotecki holds a Bachelor of Science Degree with a
     major in Political Science from the University of
     Wisconsin-Whitewater, and a Master of Science Degree in
     Urban Affairs from the University of
     Wisconsin-Milwaukee. Mr. Kotecki  directed research for
     the American Federation of State, County and Municipal
     Employees' District Council in Milwaukee County for
     over four years. Mr. Kotecki further has experience as
     a Regional Criminal Justice Planner and as a Housing
     Evaluation Specialist. As a college instructor Mr.
     Kotecki lectured courses in Business and Industrial
     Relations, Marketing and Investments for over three
     years.

     Thomas P. Rielly, Vice President, Secretary and
     Director of EC Corp., (age 49) is a licensed general
     securities principal and a financial and operations
     principal. Mr. Rielly has been an active participant in
     the financial services industry for 23 years. His
     diverse financial services experience includes
     professional assignments in the areas of venture
     capital, business planning and venture formation,
     investment banking, asset management and securities
     placement. Mr. Rielly has been associated with National
     Development and Investment, Inc., related companies,
     and Mr. Vishnevsky for over 10 years.

     Other personnel of the General Partners, affiliates, or
     other entities who were significantly involved in the
     Partnership's affairs include the following:

     Edward Carow, President of NRMI, (age 37) has over 18
     years experience and an extensive background in
     property management, acquisitions, partnership
     management, loan workouts, refinancing, and property
     sales. Mr. Carow is a licensed real estate broker and
     holds the CPM (Certified Property Manager) designation.
     Mr. Carow attended the University of Wisconsin for
     business, the Waukesha County Technical College for
     real estate and he continues to attend trade
     conferences and lectures. He has taught courses in
     property management and real estate investments for
     Milwaukee Area Technical College. He is a member of the
     Executive Council of the Institute of Real Estate
     Management and was the 1992 President. Some of his
     current other commitments include the International
     Affairs Committee of the Institute of Real Estate
     Management, the Publishing Committee of the Institute
     of Real Estate Management and the Advisory Board at the
     Waukesha County Technical College.


          
<PAGE>
Stasia Vishnevsky, Secretary and Media Director of
     NRMI, (age 31) supervises marketing, public relations,
     and advertising for NRMI-managed properties. Ms.
     Vishnevsky also produces corporate training and
     operations manuals, newsletters, and training seminars.
     She attended Elmhurst College for English, and
     Marquette University for Broadcast Communications.

     Joan Jenstead, Director of Property Operations, (age
     62) has been involved in the management of over ten
     thousand apartment units in addition to commercial and
     condominium management nationwide. She is a Certified
     Property Manager and a Wisconsin licensed real estate
     broker. Ms. Jenstead attended the University of North
     Dakota, majoring in Business. In 1984, she was
     responsible for the recognition of NRMI as an
     Accredited Management Organization (AMO) by the
     National Institute of Real Estate Management, (IREM).
     In 1988, she served as President of  the Institute of
     Real Estate Management. She is also a member of the
     national faculty of IREM, a faculty member of the
     Milwaukee Area Technical College, and a past President
     of the Board of Directors for the state of Wisconsin
     Technical College Trustee Association. In 1990, Ms.
     Jenstead was recognized for her accomplishments in
     higher education in "Profiles in Success" published by
     the National Center for Higher Education. In 1994 she
     was elected to a three year term as a director on the
     National Board of the Association of Community College
     Trustees.

     John Vishnevsky is or was the Individual General
     Partner of National Real Estate Limited Partnership-II
     (NRELP-II), National Real Estate Limited
     Partnership-III (NRELP-III), National Real Estate
     Limited Partnership-IV (NRELP-IV), National Real Estate
     Limited Partnership-V (NRELP-V), National Real Estate
     Limited Partnership-VI (NRELP-VI), National Real Estate
     Limited Partnership Income Properties-II (NRELP-IP-II)
     and the Partnership, among others. NDII is or was the
     corporate general partner of NRELP-IV, NRELP-V,
     NRELP-VI, NRELP-IP-II, and the Partnership, among
     others. EC Corp. is or was the corporate general
     partner of NRELP-VI, NRELP-IP-II and the Partnership,
     among others. The Boards of Directors of the
     Partnership's Corporate General Partners, NDII and EC
     Corp., may be deemed to be interlocking.

     Item 11. Executive Compensation

     As stated above, the Partnership has no officers or
     directors. The officers and directors of the Corporate
     General Partners receive no current or proposed direct
     remuneration in such capacities, pursuant to any
     standard arrangement or otherwise, from either the
     Corporate General Partners or from the Partnership,
     with the exception of those directors which are not
     employees of NDII, EC Corp. and affiliates, to whom an
     annual director's fee of $50 per director is paid by
     NDII.

     Pursuant to the terms of the Limited Partnership
     Agreement, net profits and losses from operations and
     Cash Available for Distribution are allocated 97% to
     the Limited Partners and 3% to the General Partners.
     For such 3% interest, the General Partners contributed
     $6,000 to the Partnership. For the fiscal period ended
     December 3l, 1996, this interest resulted in net
     taxable income to the Individual General Partner in the
     amount of approximately $4,327. Cash distributions of
     $5,568 were made to the Individual General Partner.

     Cash available for distribution, as defined in the
     Agreement, will be distributed 97% to the Limited
     Partners and 3% to the General Partners. After the
     repayment of any General Partner loans, sales proceeds
     will be distributed as follows: (1) 97% to the Limited
     Partners and 3% to the General Partners until the
     Limited Partners have received (A) 100% of their
     initial capital investment and (B) cumulative,
     non-compounded distributions of sales proceeds, in
     excess of the amount required in (A), and cash
     available for distribution equal to 6% per annum on
     their initial capital investment, with the 3% to the
     General Partners subordinated to payment of the amounts
     in (A) and (B) to the Limited Partners; (2) to an
     affiliate of the General Partners, an amount equal to
     its subordinated real estate commission (up to 3% of
     the aggregate selling price of all properties); (3) 88%
     to the Limited Partners and 12% to the General
     Partners, with such payments to the General Partners
     subordinated to a total return to the Limited Partners
     of (A) 100% of their initial capital investment plus
     (B) a cumulative preference of 10% per annum on their
     initial capital investment.

     The Partnership is engaged in various transactions
     involving affiliates of the General Partners, as
     described in the Prospectus. Notes 2 and 6 of the
     Partnership's financial statements of  the annual
     report to Partners for the year ended December 31, 1996
     is incorporated herein by reference.

     The contracts between the Partnership and affiliates
     provide that the compensation, price, or fee must be
     comparable and competitive with the compensation,
     price, or fee of any other person whose services could
     reasonably be made available to the Partnership. The
     General Partners believe compensation to affiliates for
     services to the Partnership was on terms no less
     favorable to the Partnership than would have been
     available through arm's-length negotiations for similar
     services from unrelated parties.

     Item 12. Security Ownership of Certain Beneficial
     Owners and Management

     (a) Persons or groups known by the Partnership to own
     beneficially more than 5% of the outstanding Interests
     of the Partnership are indicated below:


     Title of Class
     Limited Partnership Interests

     Name of Beneficial Owner
     Thea J. Peterson

     Amount and Nature of Benefiial Ownership
     500 Interests
     Sole and Joint Investment Power

     Percent of Class
     5.55%


     (b) By virtue of its organization as a limited
     partnership, the Partnership has no officers or
     directors. The General Partners are responsible for
     management of the Partnership, subject to certain
     limited democracy rights of the Limited Partners
     described in the Limited Partnership Agreement. Persons
     or entities performing functions similar to those of
     officers and directors of the Partnership, beneficially
     own, in the aggregate, the following Interests of the
     Partnership as of February 28, 1997.


     Title of Class
     Limited Partnership Interests

     Name of Beneficial Owner
     John Vishnevsky


     Amount and Nature of Beneficial Ownership
     29.56 Interests
     Sole Investment Power

     Percent of Class
     0.33%


     Title of Class
     Limited Partnership Interests

     Name of Beneficial Owner
     Stephen P. Kotecki

     Amount and Nature of Beneficial Ownership
     4 Interests
     Sole Investment Power

     Percent of Class
     0.04%


     (c) There is no arrangement known to the Partnership
     which may, at a subsequent date, result in a change in
     control of the Partnership.

     Item 13. Certain Relationships and Related Transactions

     Neither the General Partners nor their affiliates were
     indebted to the Partnership during the year ended
     December 31, 1996.

     There were no transactions with management other than
     the Partnership's transactions with the General
     Partners and affiliates, as described in this report at
     Items 10 and 11.


          
<PAGE>
PART IV

     14. Exhibits, Financial Statements, Schedules, and
     Reports on Form 8-K


     (A)  1.   Financial Statements.

     a)   Financial Statements and Report of Independent
               Auditors (incorporated by reference from pages 8
               through 19 of the Partnership's annual report to
               Partners for the year ended December 31, 1996).

     (i)  Report of Independent Auditors

     (ii) Balance Sheets, December 31, 1996 and 1995

     (iii)     Statements of Income, Years Ended December
                    31, 1996, 1995, and 1994

     (iv) Statements of Partners' Capital, Years Ended
               December 31, 1996, 1995, and 1994

     (v)  Statements of Cash Flows, Years Ended December 31,
               1996, 1995, and 1994

     (vi) Notes to Financial Statements

     2.   Financial Statement Schedules

     All schedules for which provision is made in the
     applicable accounting regulation of the Securities and
     Exchange Commission are not required under the related
     instructions, are inapplicable, or the information is
     presented in the financial statements or related notes,
     and therefore such schedules have been omitted.

     3.   Exhibits

     See attached exhibit list which is incorporated by
     reference.


     (B)  Reports on Form 8-K for the Quarter ended December
     31, 1996

     There were no reports on Form 8-K filed during the
     fourth quarter ending December 31, 1996.



          
<PAGE>
(C)  Exhibits
     3(a) Limited Partnership Agreement, incorporated by
               reference from Prospectus previously filed with
               Registration Statement 2-95072 on Form S-11
               effective January 31, 1985.
     3(b) Certificate of Limited Partnership incorporated by
               reference from Exhibit 3B Registration Statement
               2-95072 on Form S-11 filed December 20, 1984.
     4    Subscription Agreement Evidencing Ownership of a
               Partnership Interest, incorporated by reference
               from Prospectus previously filed with Registration
               Statement 2-95072 on Form S-11 effective January
               31, 1985.
     10(a)     Consulting Fee Agreement between the
                    Partnership and NDII dated January 31, 1985,
                    incorporated by reference from 1985 10-K
                    filed March 28, 1986.
     10(b)     Property Management Agreements between
                    Partnership and NRMI and between NRMI and
                    Equity Management Corporation Lock-It Lockers
                    Tucson, incorporated by reference from 1985
                    10-K filed March 28, 1986.
     10(c)     Acquisition Agreement between the Partnership
                    and NDII dated January 31, 1985, incorporated
                    by reference from 1985 10-K filed March 28,
                    1986.
     10(d)     Organization Expense Agreement between the
                    Partnership and NDII dated January 31, 1985,
                    incorporated by reference from 1985 10-K
                    filed March 28, 1986.
     10(e)     Contracts for Acquisition of Assets
     (1)  With respect to Lock-It Lockers Mini-Warehouse,
     Tucson, Arizona: Incorporated by reference from Exhibit
     2-1 to periodic report on Form 8-K dated May 7, 1985;
     July 9, 1985; August 9, 1985; and September 13, 1985.
     (2)  With respect to Lock-It Lockers Mini-Warehouse,
     Phoenix, Arizona: Incorporated by reference from
     Exhibit 2-1 to periodic report on Form 8-K dated
     January 1, 1986; February 1, 1986; and April 2, 1986.
     (3)  With respect to Cave Creek Mini-Warehouses,
     Phoenix, Arizona: Incorporated by reference Exhibit 2-1
     to periodic report on Form 8-K dated April 30, 1987.
     (4)  With respect to Northridge Commons Shopping
     Center, Milwaukee, Wisconsin: Incorporated by reference
     Exhibit 2-1 to periodic report on Form 8-K dated May
     28, 1987.
     10(f)     Escrow Agreement dated January 31, 1985,
                    incorporated by reference from Exhibit 10 to
                    Amendment No. 1 to Registration Statement
                    2-95072 effective January 31, 1985.
     10(g)     Property Management Agreement between
                    Partnership and NRMI and between NRMI and
                    Equity Management Corporation, Lock It
                    Lockers, Phoenix, Arizona: Incorporated by
                    reference from 1986 10-K filed March 28,
                    1987.
     10(h)     Management Consulting Delegation of Duties
                    Agreement between General Partners and NRMI
                    dated May 28, 1991. Incorporated by reference
                    from the 1991 10-K filed March 27, 1992.
     10(i)     Co-General Partner Agreement incorporated by
                    reference from Exhibit 5-1 to periodic
                    reports on 8-K dated July 26, 1991.
     10(j)     Property Management Agreement between
                    Partnership and NRMI, dated July 1, 1991.
                    Incorporated by reference from the 1991 10-K
                    filed March 27, 1992.
     11   Not applicable, see Item 6 of this report.
     12   Not applicable
     *13  National Real Estate Limited Partnership Income
               Properties 1996 annual report to Partners is
               included as an exhibit hereto for those portions
               of such annual report specifically incorporated by
               reference elsewhere herein. Such annual report is
               deemed not to be filed as part of this Report.
     18   Not applicable
     19   Not applicable
     22   Not applicable
     23   Not applicable
     *24  Consent of Independent Auditors filed with this
               report.
     25   Not applicable
     (D)  Financial Statement Schedules There are no
     schedules to be included herein.

     *    Filed with this Report.


          
<PAGE>
Exhibit 24


     CONSENT OF ERNST & YOUNG LLP,
     INDEPENDENT AUDITORS



     We consent to the incorporation by reference in this
     Annual Report (Form 10-K) of National Real Estate
     Limited Partnership Income Properties of our report
     dated January 17, 1997, included in the 1996 Annual
     Report to Partners of National Real Estate Limited
     Partnership Income Properties.




     /S/ ERNST & YOUNG LLP

     Milwaukee, Wisconsin
     March 24, 1997


          
<PAGE>
SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.

     NATIONAL REAL ESTATE LIMITED PARTNERSHIP
     INCOME PROPERTIES
     (Registrant)




     Dated: March 7, 1997

     By: /S/        John Vishnevsky

     ________________________________
     John Vishnevsky
     President and Chief Operating and
     Executive Officer
     National Development and Investment, Inc.
     Corporate General Partner


     Dated: March 7, 1997

     By: /S/        John Vishnevsky
     __________________________________
     John Vishnevsky
     Chief Financial and Accounting Officer
     National Development and Investment, Inc.
     Corporate General Partner


     Pursuant to the requirements of the Securities Exchange
     Act of 1934, this report is signed below by the
     following persons on behalf of the Registrant and in
     the capacities* and on the dates indicated:


     /S/ John Vishnevsky

     John Vishnevsky
     President and Director
     National Development and Investment, Inc.

     March 7, 1997
     (dated)

     /S/ Stephen P. Kotecki

     Stephen P. Kotecki
     Vice President, Secretary,Treasurer and Director
     National Development and Investment, Inc.

     March 7, 1997
     (dated)

     /S/ Stephen P. Kotecki

     Stephen P. Kotecki
     President, Treasurer and Director
     EC Corp.

     March 7, 1997
     (dated)


     /S/ Thomas Rielly

     Thomas Rielly
     Vice President, Secretary and Director
     EC Corp

     March 7, 1997
     (dated)



     * The indicated positions are held in the Corporate
     General Partners of the Registrant.



     B:\NIP-ANNL.EL6


          
<PAGE>
NATIONAL REAL ESTATE LIMITED PARTNERSHIP
     INCOME PROPERTIES


     Business

     The Registrant, National Real Estate Limited
     Partnership Income Properties (the "Partnership"), is a
     limited partnership organized under the Wisconsin
     Revised Uniform Limited Partnership Act pursuant to a
     Certificate and an Agreement of Limited Partnership,
     each dated December 18, 1984. As of December 31, 1996,
     the Partnership consisted of an Individual and two
     Corporate General Partners and 1,158 Limited Partners
     owning 9,004.15 limited partnership interests (the
     "Interests") acquired at a public offering price of
     $1,000 per Interest ($9,024,556 net of affiliate
     discounts). The Interests were sold commencing
     January 31, 1985, pursuant to a Registration Statement
     on Form S-11 under the Securities Act of 1933
     (Registration #2-95072) as amended. The offering of
     interests was concluded on December 18, 1986. The
     Individual General Partner is John Vishnevsky and the
     Corporate General Partners are National Development and
     Investment, Inc. ("NDII"), a Wisconsin corporation and
     EC Corp., a Wisconsin corporation. All management
     decisions are the responsibility of the General
     Partners.

     The Partnership's primary objective was to acquire
     existing commercial space, such as office buildings,
     shopping centers, and mini-warehouses, though it was
     also permitted to acquire existing residential
     properties from non-affiliated sellers. Although the
     Partnership intended to acquire existing properties, it
     was permitted to acquire properties which were recently
     completed. The Partnership's principal investment
     objectives are to invest in real estate properties
     which will:

     1)   preserve and protect the Limited Partners' capital
               investment;

     2)   provide quarterly distributions of cash from
               operations, commencing December 31, 1985; and

     3)   provide capital appreciation through increases in
               the value of the Partnership's real estate assets.

     The Partnership will continue in existence until
     December 31, 2004, unless terminated earlier by
     disposition of all of its assets or certain other
     events. The Partnership will commence to liquidate its
     properties as soon as feasibly possible, depending
     upon, among other factors, whether the Partnership's
     objectives are met, potential capital appreciation,
     cash flow, and federal income tax consequences to its
     limited partners.

     The Partnership owns and operates four investment
     properties. During the fiscal year ended December 31,
     1985, the Partnership acquired Lock-It Lockers
     Mini-Warehouse, a self storage mini-warehouse rental
     complex located in Tucson, Arizona ("Tucson Lock-It
     Lockers"). Tucson Lock-It Lockers was acquired in four
     separate Parcels as follows: Parcel I (21,670 net
     rentable square feet) effective May 1, 1985; Parcel II
     (15,575 net rentable square feet) effective July 1,
     1985; Parcel III (6,845 net rentable square feet)
     effective August 1, 1985; and Parcel IV (5,795 net
     rentable square feet) effective September 1, 1985. In
     1986, the Partnership continued its investment in
     properties by acquiring an additional Lock-It Lockers
     Mini-Warehouse located in Phoenix, Arizona ("Phoenix
     Lock-It Lockers"), in three separate parcels, as
     follows: Parcel I (18,600 net rentable square feet)
     effective January 1, 1986; Parcel II (17,625 net
     rentable square feet) effective February 1, 1986; and
     Parcel III (22,541 net rentable square feet including
     8,000 net rentable square feet for recreational vehicle
     storage) effective April 1, 1986. The Partnership
     completed its investment in properties during the
     fiscal year ended December 31, 1987, when it purchased
     the two following investment properties, a parcel of
     land containing one building plus part of a second
     building out of a total of five buildings of Cave Creek
     Mini Warehouses in Phoenix, Arizona and Northridge
     Commons Shopping Center, a community shopping center
     located in Milwaukee, Wisconsin. These properties are
     described more fully in this report at Properties. Cave
     Creek was managed by Enterprise Growth Group ("EGG")
     from the time the property was purchased through
     October, 1991. As of November 1, 1991, National Realty
     Management, Inc. ("NRMI") took over management of the
     property. All other Partnership properties were managed
     by NRMI since their purchase.

     The real estate investment business is highly
     competitive. The Partnership's properties are in
     competition for tenants with numerous other alternative
     sources for storage or shopping center space.

     The Partnership is not dependent upon any single tenant
     for its operating success except at Northridge Commons
     where one tenant occupied 32.7% of the total rentable
     square footage and a new tenant will rent 42.3%. The
     Partnership does not foresee any events or market
     trends which would have a materially adverse affect
     upon the Partnership's revenues, except for increased
     competition for tenants, which is discussed in the
     section entitled Results of Operations of this report.

     During 1996, the Partnership employed three full-time
     and eight part-time on-site personnel in the following
     capacities: four managers, three rental agents and four
     cleaning/maintenance persons. In addition, due to the
     centralized nature of the Partnership's accounting and
     management systems, another 22 employees provided
     various accounting and management services to this and
     other partnerships. These persons worked an average of
     approximately each 2.0 hours per week for this
     Partnership. Detailed time records of all personnel are
     maintained which form the basis for charges to the
     Partnership. All on-site and partnership employees are
     supervised by NRMI under its Management Consulting
     Delegation of Duties and Property Management Agreements
     with the Partnership.

     The Partnership is engaged solely in the business of
     investing in and managing real estate. Its business is
     believed by management to fall entirely within a single
     industry segment. The business of the Partnership is
     not seasonal, although the Partnership's properties may
     experience cyclical fluctuations in occupancy levels in
     the rental markets where they are located.

     The General Partners are general partners for other
     limited partnerships that have invested in real estate
     which may be competitive with the Partnership.

     There may be conflicts of interest between the
     Partnership and the General Partners at such time as
     the Partnership attempts to sell its properties or may
     compete for tenants with the Partnership's investments.
     If properties are being sold, the General Partners will
     attempt to give equal exposure to competing properties
     and will sell solely on the basis of purchaser
     preference. The General Partners will establish asking
     price based upon market conditions. The General
     Partners will follow a policy of renting first on the
     basis of the tenants' preference and then on the basis
     of greatest vacancy. In the hiring of resident building
     mangers, the General Partners will follow a policy of
     filling the oldest vacancy first.

     The Partnership, by virtue of its ownership in real
     estate, is subject to federal and state laws and
     regulations covering various environmental issues. The
     General Partners are not aware of any potential
     liability related to environmental issues or conditions
     that would be material to the Partnership.

     Properties

     The properties in which the Partnership has invested
     are owned in fee simple, described more fully at Notes
     to Financial Statements (Note 3). The principal factors
     which the General Partners believe affect rental rates
     and occupancy levels include location, ease of access,
     amenities, and the quality of property management.



          
<PAGE>
Tucson Lock-It Lockers

     Tucson Lock-It Lockers is located on 2.057 fully
     improved acres at 6560 East Tanque Verde Road, Tucson,
     Arizona. Tucson Lock-It Lockers consists of seven
     single-story buildings which were constructed in 1976.
     Tucson Lock-It Lockers has an aggregate of 49,885 net
     rentable square feet (57,710 gross) with a unit mix
     that varies. Management has the ability to subdivide
     some of the larger units in accordance with market
     demand. Features of Tucson Lock-It Lockers include fire
     walls and exterior passage doors constructed of
     solid-core steel hinged in steel frames. Security at
     Tucson Lock-It Lockers is provided by a resident
     manager and a fenced perimeter with single-gate access.
     In addition to the seven warehouse buildings, there is
     an on-site office/apartment, and limited customer
     parking spaces are available.

     Phoenix Lock-It Lockers

     Phoenix Lock-It Lockers is located on 3.1 fully
     improved acres at 10250 North 19th Avenue, Phoenix,
     Arizona. The complex consists of three single-story
     buildings containing a total of 593 units and 30
     outside RV spaces which were constructed in 1976.
     Phoenix Lock-It Lockers has an aggregate of 62,016 net
     rentable square feet (66,200 gross) with a unit mix
     that varies. Management has the ability to subdivide
     some of the larger units according to market demand.
     Features of the complex include fire walls and exterior
     passage doors constructed of solid-core steel hinged in
     steel frames. Security in the complex is provided by
     electronic surveillance cameras with a motion detector
     that provides the resident manager with the ability to
     monitor the property during the day and night. There is
     also a fenced perimeter with a single-gate access to
     the property which provides additional security. In
     addition to the three warehouse buildings, there is an
     on-site office/apartment, and customer parking spaces
     are available.

     Cave Creek Mini-Warehouse

     Cave Creek Mini-Warehouse is located at 1201 East
     Cinnabar Avenue, Phoenix, Arizona, on approximately 1.7
     acres (the "Complex"). The 747 unit complex consists of
     three individual one story and two individual two story
     buildings. The Partnership's acquisition consists of
     one one-story building and part of one two-story
     building of the Project, of which construction was
     completed in 1985. The Partnership has an interest in
     the remaining portions of the Project for access and
     use of the business office facilities. National Real
     Estate Limited Partnerships Income Properties II,
     another limited partnership of which the General
     Partners are general partners, owns the other portion.
     Security in the Project is provided by a resident
     manager and a fenced perimeter with single-gate access.

     The Project has an aggregate of approximately 46,028
     net rentable square feet. The Partnership's property
     contains approximately 8,236 net rentable square feet,
     or approximately 18% of the total net rentable square
     feet of the Project. Units can be subdivided, if
     appropriate, in light of current demand; therefore, the
     total unit count may fluctuate. At the time of
     purchase, the Partnership's property was divided into
     91 units.

     Northridge Commons

     Northridge Commons is a community shopping center
     located at 8310-8360 West Brown Deer Road, Milwaukee,
     Wisconsin, on an outparcel at a major entrance to
     Northridge Mall, a 1,100,000 square foot regional mall,
     making Northridge Commons part of a shopping cluster.
     Constructed in 1981, Northridge Commons is a masonry
     building consisting of 7 retail service outlets. Most
     of the building is 100 feet deep, creating store
     dimensions of 20'x100' and 25'x100'. Northridge Commons
     has an aggregate of approximately 20,780 net rentable
     square feet. All current tenant leases are "triple net"
     agreements. Asking rents are $8.00 per square foot
     triple net leases, which is in line with the
     competition.

     The Tucson, Phoenix, and Milwaukee real estate rental
     markets are highly competitive. For a further
     discussion of occupancy rates, see Management's
     Discussion and Analysis of Financial Condition and
     Results of Operations contained in this report.
     Additional mini-warehouse projects and shopping malls
     may be built within the Tucson, Phoenix, and Milwaukee
     areas, which may compete directly with the
     Partnership's properties.

     The General Partners feel that the Partnerships is
     adequately covered by insurance on the properties.

     Legal Proceedings

     The Partnership is not a party to any material pending
     legal proceedings.

     Selected Financial Data

     As of and for the Year Ended December 31

     Selected Statement Data: 1996           1995
     1994           1993           1992

     Operating Revenues       $994,793       $944,538
     $812,522       $790,615       $762,349
     Operating Expenses       901,269        879,266
     772,026        771,343         761,310
     Income from Operation    93,524         65,272
     40,496         19,272         1,039
     Other Income             35,053          26,473
     12,256         6,958          5,058
     Provision for Impairment
     loss on investment
     property                 (785,000)


     Net Income               $(656,423)     $ 91,745
     $ 52,752       $ 26,230       $   6,097

     General Partners' Share
     of Net Income            $ (19,693)     $ 2,752
     $  1,583       $     787           $     183
     Limited Partners' Share
     of Net Income            (636,730)       88,993
     $51,169        25,443          5,914
     Net Income per Limited
     Partnership Interest     (70.74)        9.88
     5.66      2.82      .66
     Distribution per Limited
     Partnership Interest     20.00          15.50
     14.00     14.00     14.00


     Selected Balance
     Sheet Data:

     Total Assets             $5,202,355     $5,972,760
     $5,968,526     $5,999,173     $6,045,501
     Notes & Accrued
     Interest to the
     General Partner          $780,464       $704,591
     $632,374       $577,903       $533,566
     Partners' Capital        $4,301,952     $5,144,027
     $5,196,163          $5,273,368          $5,377,095
     Number of Properties         4              4
     4                4             4




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

     Liquidity and Capital Resources

     The Partnership commenced an offering to the public on
     January 31, 1985, of up to 15,000 Interests at $1,000
     per Interest pursuant to a Registration Statement on
     Form S-11 under the Securities Act of 1933. A total of
     3,767.26 Interests were sold in 1985 ($3,760,356). From
     January 1, 1986, to December 18, 1986, at which time
     the offering was concluded, an additional 5,266.75
     Interests were sold ($5,264,200). After deducting
     offering costs, the Partnership had $8,026,434 with
     which to purchase the investment properties, described
     in this report at Properties, to pay costs related to
     purchasing such properties and to meet capital
     requirements for operations.

     The Partnership does not have any permanent, long-term
     financing nor any other financing on its investment
     properties and does not intend to incur any during the
     Partnership's life. The Partnership plans capital
     expenditures for roof replacement and repairs for
     Northridge Commons and Phoenix Lock-it-Lockers in 1997.
     Painting is planned at Cave Creek and Phoenix Lock-It
     Lockers. Asphalt work is scheduled to be done at Cave
     Creek and Tucson Lock-It Lockers. These expenditures
     will cost approximately $50,000 and will be funded from
     the cash flow of operations. The Partnership does not
     have any other present or planned material commitments
     for ordinary maintenance.

     The General Partners committed to make loans to the
     Partnership to the extent necessary for the Partnership
     to make cash distributions to the Limited Partners
     equal to 8% in 1985, 8.25% in 1986, and 8.5% in 1987.
     However, the maximum the General Partner was required
     to loan was equal to 3% of the gross offering proceeds.
     Through December 31, 1996, the Individual General
     Partner loaned $271,020 to the Partnership under this
     commitment, which is the maximum amount under the
     commitment. The General Partners' loan shall be repaid
     with interest equal to 12% or the prime rate plus two
     percentage points, whichever is lower, solely from sale
     proceeds of the investment properties. As of December
     31, 1996, $509,444 of interest had accrued on the
     General Partners' loan. During 1995, the Partnership
     continued distributions with a total of $180,084 to its
     Limited Partners and $5,568 to the General Partners.
     The distributions for 1996 equalled 2% of the Limited
     Partners investment. The pay rates prior to 1988 were
     supplemented by the General Partner Loans, as described
     above, and the operating results of the properties have
     not advanced as originally projected. The Partnership's
     ability to maintain and or increase distributions or to
     pay the loan during 1997 is dependent upon the results
     of property operations or sales of properties and
     therefore no assurance as to the distribution amount,
     if any, or the loan payment can be made.

     Cash generated by the Partnership's investment
     properties and the sale of such properties are expected
     to provide funds for the Partnership liquidity needs
     and any cash distributions to the Limited Partners.

     Results of Operations

     The Partnership operated four investment properties
     during 1996. The Partnership began operations in 1985
     and made additional property purchases in 1986 and
     1987.

     Rental rates at Tucson Lock-It Lockers ranged from $25
     to $155 in 1996, depending on the size of the unit,
     compared to $19 to $150 in 1995 and $13 to $143 in
     1994. Occupancy during December 1996 at Tucson Lock-It
     Lockers was 94.4%, which is comparable to December 1995
     at 97.3% and December 1994 at 97.9%. Average occupancy
     at Tucson Lock-It Lockers was 95.48% during 1996,
     compared to 98.9% in 1995 and 98.7% in 1994. Marketing
     efforts are directed primarily toward Yellow Pages
     advertising.

     Rental rates are based on unit size at Phoenix Lock-It
     Lockers and ranged from $11 to $235 in 1996, from $11
     to $225 in 1995, and $13 to $235 in 1994. December
     occupancy in 1996 was 95.8%, while in 1995 and 1994 it
     was 98% and 97% respectively. Average annual occupancy
     at the property has increased with rates of 97%, 99%
     and 98% in 1996, 1995 and 1994, respectively.
     Management uses the Yellow Pages for advertising. The
     staff also visits local businesses.

     At Cave Creek Lock-It Lockers asking rents as of
     December 31, 1996 ranged from $15 to $135, based on
     unit size compared to $10 to $165 in 1995 and $9 to
     $165 in 1994. December occupancy in 1996 was 96.2%,
     96.2% in 1995, and 98.5% in 1994. Average annual
     occupancy was 94%, 98%, and 98% in 1996, 1995, and 1994
     respectively. Marketing efforts are directed primarily
     through the use of Yellow Pages advertising.

     Northridge Commons experienced average annual occupancy
     of 91.8% during 1996, compared to 86% in 1995, and 60%
     in 1994. Occupancy for December 1996 was 67.2%. This
     compares to the December rate of 100.0% in 1995 and 64%
     in 1994. Average occupancy in the immediate area for
     1996 was 65%. There has been an increase of crime in
     the area. Northridge Commons had remained relatively
     fully occupied until the fourth quarter when Talbot's,
     the anchor tenant, lease ended. Due to the vacancy in
     the area and the loss of Talbot's, the General Partners
     determined that an impairment to the property has
     occurred. Accordingly a provision for impairment loss
     of approximately $785,000 has been charged to operation
     in 1996. For further discussion see Note 4 of the
     Partnership's Audited financial statements for the year
     ended 1996.

     Revenues for Tucson Lock-It-Lockers increased in 1996
     compared to 1995 due to higher rental rates. Expenses
     increased mostly due to garage door replacement and
     lintel replacements. Revenues for Tucson
     Lock-It-Lockers increased in 1995 compared to 1994
     because of higher rental rates and improved collection.
     Expenses increased due to higher personnel,
     administrative, and real estate taxes. Overall 1995 net
     operating income was higher than 1994.

     1996 net operating income at Phoenix Lock-It Lockers
     has increased compared to 1995 as rental rates were
     increased. 1996 operating expenses rose compared to
     1995 due to increased renovations and maintenance
     expenses. In 1995, net operating income of Phoenix
     Lock-It-Lockers was higher in comparison to 1994 due to
     an increase in rental rates. In 1995, operating
     expenses rose compared to 1994 due to increased
     renovations and personnel expenses.

     1996 net operating income at Cave Creek remained in
     line with 1995. Overall operating expenses have
     increased compared to 1995 due to increases in
     administrative expense. In 1995, net operating income
     of Cave Creek Lock-It-Lockers  increased over 1994 as
     rental rates increased. 1995 operating expenses
     increased compared to 1994 due to increased maintenance
     expense.

     Northridge Common's revenues in 1996 increased slightly
     over 1995. Operating expenses in 1996 were lower than
     1995 expenses due to a decreases in property taxes,
     renovation costs and administrative expense. Revenues
     increased in 1995 compared to 1994 due to increased
     occupancy. Expenses rose due to commissions paid to
     commercial real estate brokers and a general increase
     in personnel expense.

     Reference is made to Notes 2 and 6 of the Partnership's
     financial statements for a discussion of various fees
     charged to the Partnership and the amounts charged to
     the Partnership by affiliates in 1996.

     Inflation

     The General Partners believe the Partnership's ability
     to increase rental rates would offset any adverse
     effects from inflation on the Partnership's cost of
     operations. Inflation may also tend to cause capital
     appreciation of the Partnership's properties over a
     period of time as rental rates and replacement costs of
     properties continue to increase. However, the effects
     of inflation in real estate may be influenced by
     general or local economic conditions. Future results
     are subject to uncertainty and the ability of the
     Partnership to achieve certain results is largely
     beyond the control of the General Partners and their
     affiliates.

     Impact of Recently Issued Accounting Standards

     See Note 4 of the Partnership Audited financial
     statement for the year ended 1996.











     Report of Independent Auditors

     The Partners
     National Real Estate Limited Partnership
     Income Properties

     We have audited the accompanying balance sheets of
     National Real Estate Limited Partnership Income
     Properties (the Partnership) as of December 31, 1996
     and 1995, and the related statements of operations,
     partners' capital and cash flows for each of the three
     years in the period ended December 31, 1996. These
     financial statements are the responsibility of the
     Partnership's management. Our responsibility is to
     express an opinion on these financial statements based
     on our audits.

     We conducted our audits in accordance with generally
     accepted auditing standards. Those standards require
     that we plan and perform the audit to obtain reasonable
     assurance about whether the financial statements are
     free of material misstatement. An audit includes
     examining, on a test basis, evidence supporting the
     amounts and disclosures in the financial statements. An
     audit also includes assessing the accounting principles
     used and significant estimates made by management, as
     well as evaluating the overall financial statement
     presentation. We believe that our audits provide a
     reasonable basis for our opinion.

     In our opinion, the financial statements referred to
     above present fairly, in all material respects, the
     financial position of the Partnership at December 31,
     1996 and 1995, and the results of its operations and
     its cash flows for each of the three years in the
     period ended December 31, 1996, in conformity with
     generally accepted accounting principles.


     /S/ ERNST & YOUNG LLP



     January 17, 1997



          
<PAGE>
National Real Estate Limited Partnership
     Income Properties

     Balance Sheets

     December 31
     1996           1995

     Assets
     Cash and cash equivalents
     $  769,494     $  599,315
     Escrow deposits and other assets
     15,592         10,032
     Investment properties, at cost:
     Land
     1,047,695      1,267,695
     Buildings and improvements
     5,497,533      6,018,410

     6,545,228      7,286,105
     Accumulated depreciation
     2,127,959      1,922,692

     4,417,269      5,363,413

     $5,202,355     $5,972,760

     Liabilities and partners' capital
     Liabilities:
     Tenant security deposits
     $    5,454     $    5,454
     Deferred rent
     26,624         32,343
     Accrued interest payable to Individual General
     Partner509,444      433,471
     Accrued expenses and other liabilities
     87,861         86,345
     Note payable to Individual General Partner
     271,020        271,020

     900,403        828,733
     Partners' capital:
     General Partners (deficit)
     (111,076)      (85,815)
     Limited Partners (authorized 10,000 interests;
     issued 9,034.01 interests)
     4,434,699      5,251,513
     Less cost of Limited Partner interests held in Treasury
     (29.86 interests)
     (21,671)       (21,671)

     4,413,028      5,229,842

     4,301,952      5,144,027

     $5,202,355     $5,972,760





     See accompanying notes.



          
<PAGE>
National Real Estate Limited Partnership
     Income Properties

     Statement of Operations


     Year ended December 31
                    1996      1995      1994
     Operating revenues:
     Rentals        $ 865,822 $892,562  $764,437
     Other          128,971   51,976    48,085

                    994,793   944,538   812,522
     Operating expenses:
     Operating      219,870   206,817   172,709
     Administrative 173,818   177,046   162,799
     Maintenance    84,239    79,903    46,138
     Depreciation   205,267   204,545   202,311
     Interest       75,873    72,217    54,558
     Property taxes 122,246   126,779   121,355
     Advertising    19,956    11,959    12,156

                    901,269   879,266   772,026
     Income from operation
                    93,524    65,272    40,496

     Interest income
                    35,053    26,473    12,256
     Provision for impairment loss on investment
     property (Note 4)
                    (785,000) -         -
     Net income (loss)
                    $(656,423) $ 91,745 $ 52,752

     Net income (loss) attributale to General
     Partners (3%)  $ (19,693)$   2,752 $   1,583
     Net income (loss) attributable to Limited
     Partners (97%) (636,730) 88,993    51,169
                    $(656,423) $  91,745 $  52,752

     Net income per Limited Partnership Interest
                    $(70.74)  $9.88     $5.66







     See accompanying notes.



          
<PAGE>
National Real Estate Limited Partnership
     Income Properties

     Statements of Partners' Capital




     General Partners

     Limited Partners

     Cost of Limited Partners'Interests
     Held in Treasury

     Total

     Balance at January 1, 1994
     $  (81,938)
     $5,376,977
     $(21,671)
     $5,273,368

     Distributions to Partners
     (3,897)
     (126,060)
     -
     (129,957)

     Net income for the year
     1,583
     51,169
     0
     52,752

     Balances at December 31, 1994
     (84,252)
     5,302,086
     (21,671)
     5,196,163

     Distributions to Partners
     (4,315)
     (139,566)
     -
     (143,881)

     Net income for the year
     2,752
     88,993
     -
     91,745

     Balances at December 31, 1995
     (85,815)
     5,251,513
     (21,671)
     5,144,027

     Distributions to Partners
     (5,568)
     (180,084)
     0
     (185,652)
     Net loss for the year
     (19,693)
     (636,730)
     -
     (656,423)

     Balances at December 31, 1996
     $(111,076)
     $4,434,699
     $(21,671)
     $4,301,952







     (  ) Denotes deficit or deduction











     See accompanying notes



          
<PAGE>
National Real Estate Limited Partnership
     Income Properties

     Statement of Cash Flows

     Year ended December 31
     1996                1995           1994
     Operating activities:
     Net income (loss) for the year
     $(656,423)          $  91,745      $  52,752
     Adjustments to reconcile net income to net
     cash provided by operating activities:
     Provision for impairment loss on
     investment property
     785,000             -              -
     Depreciation
     205,267             204,519        202,311
     Changes in operating assets and liabilities:
     Escrow deposits and other assets
     (5,560)             7,388          (1,860)
     Tenant security deposits
     -                   (2,369)        565
     Deferred rent
     (5,719)             813            (4,388)
     Accrued expenses and other liabilities
     77,389              57,926         50,381
     Net cash provided by operating activities
     399,954             360,022        299,761

     Investing activity
     Additions to investment properties
     (44,123)            (26,334)       (65,141)

     Financing activity
     Distributions to Partners
     (185,652)           (143,881)      (129,957)

     Increase in cash and cash equivalents
     170,179             189,807        104,663
     Cash and cash equivalents at beginning of year
     599,315             409,508        304,845
     Cash and cash equivalents at end of year
     $ 769,494           $ 599,315      $409,508







     See accompanying notes.



          
<PAGE>
1. Organization and Basis of Accounting

     Organization

     National Real Estate Limited Partnership Income
     Properties (the Partnership) was organized as a limited
     partnership under the laws of the State of Wisconsin
     pursuant to a Certificate and an Agreement of Limited
     Partnership (the Agreement) dated December 18, 1984,
     for the purpose of investing primarily in commercial
     real property and began operations in May 1985. The
     Partnership is to be dissolved on or before December
     31, 2004.

     The Partnership consists of three General Partners,
     National Development and Investment, Inc., John
     Vishnevsky, and EC Corp., and 1,157 Limited Partners at
     December 31, 1996. Mr. Vishnevsky is the president and
     majority stockholder of National Development and
     Investment, Inc. EC Corp. was admitted to the
     Partnership effective July 26, 1991, as approved by the
     Limited Partners.

     Basis of Accounting

     The Partnership records are maintained on the basis of
     accounting utilized for federal income tax reporting
     purposes. The accompanying financial statements have
     been prepared from such records adjusted to the
     generally accepted accounting principles (GAAP) basis
     of accounting, including adjustments for differences in
     depreciation methods. Certain accrual and tax basis
     amounts are summarized as follows:

     1996
     GAAP Basis     Tax Basis

     1995
     GAAP Basis     Tax Basis

     1994
     GAAP Basis     Tax Basis
     (In Thousands)



     Total assets
     $5,202    $5,897
     $5,973    $5,943
     $5,969    $6,000

     Partners' capital:
     General Partners (deficit)
     (111)     (103)
     (86)      (102)
     (84)      (101)
     Limited Partners
     4,413     5,598
     5,230     5,638
     5,280     5,678

     Net income (loss):
     General Partners
     (19)      4
     3         3
     2         1
     Limited Partners
     (637)     140
     89        99
     51        41


          
<PAGE>
2. Significant Accounting Policies

     Use of Estimates

     The preparation of financial statements in conformity
     with generally accepted accounting principles requires
     management to make estimates and assumptions that
     affect the amounts reported in the financial statements
     and accompanying notes. Actual results could differ
     from those estimates.

     Cash and Cash Equivalents

     The Partnership considers all short-term investments
     which have original maturities of three months or less
     when purchased to be cash equivalents.

     Depreciation

     Depreciation is computed by the straight-line method
     using estimated useful lives of 10 to 30 years for the
     buildings and improvements and 5 to 10 years for
     related equipment.

     Fees to Affiliates

     Acquisition fees and property management fees are
     payable to the General Partners or affiliates of the
     General Partners. These amounts are capitalized or
     charged to expense as follows:

     Acquisition Fees

     Real estate acquisition fees for selection,
     negotiation, and purchase of Partnership properties
     have been capitalized and allocated to land and
     buildings and improvements based on appraised values.
     The portions allocated to buildings and improvements
     are being depreciated over the respective useful lives
     of the buildings and improvements.

     Property Management Fees

     Fees for property management and rental services are
     being charged to expense over the period property
     management services are being performed.
          
<PAGE>
2. Significant Accounting Policies (continued)

     Allocations and Distributions

     Pursuant to the Agreement, net income and loss from
     operations (exclusive of those from the sale or
     disposition of Partnership properties) are to be
     allocated 97% to the Limited Partners and 3% to the
     General Partners. Any gains from the sale or
     disposition of Partnership properties are to be
     allocated first to the General Partners and Limited
     Partners with deficit net capital accounts; then to the
     Limited Partners in an amount equal to their initial
     capital investment plus any amount remaining to be paid
     and paid under their cumulative preference; then to the
     General Partners in an amount equal to the proceeds of
     such sale distributed to them; and all remaining
     amounts are to be allocated to the Limited Partners
     provided that at least 3% of the gain from sale or
     disposition would be allocated to the General Partners.
     Losses from the sale or other disposition of
     Partnership properties are to be allocated 97% to the
     Limited Partners and 3% to the General Partners.

     Cash available for distribution, as defined in the
     Agreement, will be distributed 97% to the Limited
     Partners and 3% to the General Partners. After the
     repayment of any General Partner loans, sales proceeds
     will be distributed as follows: (1) 97% to the Limited
     Partners and 3% to the General Partners until the
     Limited Partners have received (A) 100% of their
     initial capital investment and (B) cumulative,
     noncompounded distributions of sales proceeds, in
     excess of the amount required in (A), and cash
     available for distribution equal to 6% per annum on
     their initial capital investment, with the 3% to the
     General Partners subordinated to payment of the amounts
     in (A) and (B) to the Limited Partners; (2) to an
     affiliate of the General Partners, an amount equal to
     its subordinated real estate commission (up to 3% of
     the aggregate selling price of all properties); (3) 88%
     to the Limited Partners and 12% to the General
     Partners, with such payments to the General Partners
     subordinated to a total return to the Limited Partners
     of (A) 100% of their initial capital investment plus
     (B) a cumulative preference of 10% per annum of their
     initial capital investment.

     Net Income Per Limited Partnership Interest

     Net income per Limited Partnership interest is based on
     97% of net income as allocated to the Limited Partners
     divided by the weighted average number of interests
     outstanding during the year.


          
<PAGE>
3. Investment Properties

     Investment properties consist of the following at
     December 31, 1996:


     Description

     Initial Cost to Partnership
     Land           Buildings and Improvements

     Costs Capitalized Subsequent to Acquisition of
     Buildings andImprovements

     (In Thousands)



     Lock-It-Lockers Mini-Warehouses
      Tucson, Arizona     $   253  $1,748
     $137

     Lock-It-Lockers Mini-Warehouses
     Phoenix, Arizona
     222  1,999
     90

     Northridge Commons Shopping Center
     Milwaukee, Wisconsin
     699  1,747
     37
     Cave Creek - Phase I Mini-Warehouses
     Phoenix, Arizona
     94   301
     1


     $1,268    $5,795
     $265


     Description
     Gross Amount at Which Carried
     Land
     Buildings and Improvements
     Total
     Accumulated Depreciation

     (In Thousands)

     Lock-It-Lockers Mini-Warehouses
     Tucson, Arizona
     $   253
     $1,885
     $2,138
     $   701

     Lock-It-Lockers Mini-Warehouses
     Phoenix, Arizona
     222
     2,089
     2,311
     755

     Northridge Commons Shopping Center
     Milwaukee, Wisconsin
     479
     1,220
     1,699
     573

     Cave Creek-Phase I Mini-Warehouses
     Phoenix, Arizona
     94
     303
     397
     99

     $1,048
     $5,497
     $6,545
     $2,128


          
<PAGE>
3. Investment Properties (continued)


     Description
     Date of Construction     Date Acquired


     Lock-It-Lockers Mini-Warehouses Tucson, Arizona
     1976                     May 1985

     Lock-It-Lockers Mini-Warehouses Phoenix, Arizona
     1976                     January 1986

     Northridge Commons Shopping Center Milwaukee, Wisconsin
     1981                     May 1987

     Cave Creek - Phase I Mini-Warehouses Phoenix, Arizona
     1985                     April 1987


     There were no encumbrances on the investment properties
     at December 31, 1996. The accumulated depreciation
     reported for federal income tax purposes is $3,216,331
     at December 31, 1996.

     A reconciliation of the cost and accumulated
     depreciation of the investment properties for financial
     reporting purposes follows:


     Year ended December 31
     1996           1995      1994
     (In Thousands)

     Cost:
     Balance at beginning of year
     $7,286         $7,260    $7,195
     Additions to investment properties
     44             26        65
     Provision for impairment of assets
     (785)
     Balance at end of year
     $6,545         $7,286    $7,260

     Accumulated depreciation:
     Balance at beginning of year
     $1,923         $1,718    $1,516
     Provision for the year
     205            205       202
     Balance at end of year
     $2,128         $1,923    $1,718



          
<PAGE>
4. Impairment of Assets

     In accordance with FASB Statement No. 121, "Accounting
     for the Impairment of Long-Lived Assets and for
     Long-Lived Assets to be Disposed Of," the Partnership
     records impairment losses on long-lived assets used in
     operations when events and circumstances indicate that
     the assets might be impaired and the undiscounted cash
     flows estimated to be generated by those assets are
     less than the carrying amounts of those assets. During
     1996, the Partnership determined that an impairment to
     the asset value of a retail shopping center known as
     Northridge Commons had occurred, resulting from the
     loss of a significant anchor tenant and deterioriating
     market conditions caused by an economically depressed
     area where the property is located. Based on these
     factors, the Partnership wrote down assets with a
     carrying value of approximately $1,880,000 by $785,000
     to their estimated fair value. Fair value was based on
     estimated future cash flows to be generated from the
     property, discounted at a market rate of interest.

     5. Income Taxes

     The Partnership pays no income taxes. Partnership
     losses or income and taxes attributable thereto will be
     the responsibility of the various Partners.

     Differences between the net income as reported herein
     and the net income (loss) reported for federal income
     tax purposes arise primarily from timing differences
     related to depreciation and other GAAP basis
     adjustments. The following is a reconciliation of the
     reported net income and the net income (loss) reported
     for federal income tax purposes:


     Year ended December 31
     1996           1995           1994


     Net income (loss) as reported in the financial
     statements
     $(656,423)     $  91,745      $52,752
     Add (deduct):
     Depreciation
     (60,218)       (61,580)       (64,547)
     GAAP basis adjustments
     75,873         72,322         54,471
     Provision for impairment of assets
     785,000
     Net income reported for federal income tax
     purposes
     $ 144,232      $102,487       $42,676




          
<PAGE>
6. Leases

     The Partnership is the lessor of a shopping center
     under operating leases expiring in various years to
     2000. Certain of the shopping center leases provide for
     contingent rentals based on specified percentages of
     gross sales of the tenants. Contingent rentals from
     operating leases amounted to $17,093 in 1996, $11,468
     in 1995 and $10,345 in 1994.

     At December 31, 1996, future minimum lease payments
     receivable under noncancellable operating leases with
     remaining terms of one year or more are as follows:


     1997 $83,000
     1998 69,000
     1999 69,000
     2000 27,000

     $248,000


     7. Transactions with Affiliated Parties

     The General Partners are general partners for other
     limited partnerships which have invested in real
     estate. The Partnership reimburses affiliates of the
     General Partner for the actual cost of goods and
     materials used by or for the Partnership in the course
     of performing the general functions of the Partnership.
     These general functions include certain management,
     accounting and other expenses. The Partnership has
     executed contracts providing for the following fees
     payable to such entities:

     National Realty Management, Inc. (NRMI)

     NRMI charged the Partnership for property management
     fees ($53,770-1996; $50,026-1995; $45,220-1994).
     Monthly fees represent 6% of gross receipts from the
     Lock-It-Lockers Mini-Warehouses in Tucson and Phoenix
     and Cave Creek Mini-Warehouse, and 3% of gross receipts
     from Northridge Commons Shopping Center.

     The Partnership also paid $52,534, $45,184 and $48,315
     in 1996, 1995 and 1994, respectively, for the
     reimbursement of accounting and administrative expenses
     incurred by NRMI on behalf of the Partnership.


          
<PAGE>
7. Transactions with Affiliated Parties (continued)

     National Development and Investment, Inc.

     The Partnership paid National Development and
     Investment, Inc. (NDII) for the reimbursement of
     expenses totaling $86,993, $80,617 and $79,014 in 1996,
     1995 and 1994, respectively, for administrative
     expenses incurred on behalf of the Partnership.

     Individual General Partner

     The note payable to Individual General Partner is
     payable from proceeds from sale or other disposition of
     investment properties, with interest payable monthly at
     a bank s prime rate plus 2% (10.25% at December 31,
     1996) or 12%, whichever is lower. The Partnership
     incurred interest ($75,873 1996; $72,217 1995;
     $54,471 1994) in connection with this note and no
     interest was paid in any year with respect to the note
     payable to Individual General Partner.

     8. Fair Values of Financial Instruments

     Cash, Cash Equivalents and Debt

     The carrying amount reported in the balance sheet for
     cash, cash equivalents and debt approximates its fair
     value.

     9. Significant Fourth Quarter Adjustment (unaudited)

     The Partnership recorded a $785,000 provision for
     impairment loss on one of its investment properties
     during the fourth quarter of 1996.


          
<PAGE>
NATIONAL REAL ESTATE LIMITED PARTNERSHIP
     INCOME PROPERTIES



     John Vishnevsky
     Chief Operating and Executive Officer

     John Vishnevsky
     Chief Financial and Accounting Officer



     General Partners:


     John Vishnevsky

     National Development and Investment, Inc.

     John Vishnevsky
     President and Director

     Stephen P. Kotecki
     Vice President, Secretary, Treasurer and Director



     EC Corp.

     Stephen P. Kotecki
     President, Treasurer and Director

     Thomas Rielly
     Vice President, Secretary and Director


     Of the above officers and directors of the Corporate
     General Partner, Mr. Thomas Rielly is the only person
     not an employee of National Development and Investment,
     Inc., its affiliates, or EC Corp.


     The Partnership Form 10-K for 1996 which is filed with
     the Securities and Exchange Commission, will be
     furnished at no charge to partners upon written request
     directed to: National Development and Investment, Inc.,
     Attn: Partnership Management, 9800 West Bluemound Road,
     Milwaukee, WI 53226-4353.



     B:\NIP-ANNL.EL6