UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                   Washington, D.C.  20549
                          FORM 10-Q
                              
(Mark One)
/X/  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934
                              
     For the quarterly period ended       September 30, 1997
                                        ---------------------
                             OR
     
/ /  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
     SECURITIES EXCHANGE ACT OF 1934

     For the transition period from        to         .
                                    -------   --------
------------------------------------------------------------------------
     Commission File Number: 0-20625
                             -------
               DUKE REALTY LIMITED PARTNERSHIP
                              
State of Incorporation:                      IRS Employer ID Number:

       Indiana                                     35-1898425
-----------------------                      -----------------------
           Address of principal executive offices:
                              
             8888 Keystone Crossing, Suite 1200
              ---------------------------------
               Indianapolis, Indiana    46240
                ----------------------------

                 Telephone:  (317) 846-4700
                 ---------------------------

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
                             ---     ---

The number of Limited Partnership Units outstanding as of
November 12, 1997 was 10,988,469.

<PAGE>

               DUKE REALTY LIMITED PARTNERSHIP
                              
                            INDEX
                              
PART I - FINANCIAL INFORMATION                              PAGE
------------------------------                              ----
ITEM 1.  FINANCIAL STATEMENTS

 Condensed Consolidated Balance Sheets as of
  September 30, 1997 (Unaudited) and December 31, 1996        2

 Condensed Consolidated Statements of Operations for the
  three and nine months ended September 30, 1997 and 1996
  (Unaudited)                                                 3

 Condensed Consolidated Statements of Cash Flows for the
   nine months ended September 30, 1997 and 1996 (Unaudited)  4

 Condensed Consolidated Statement of Partners' Equity for
   the nine months ended September 30, 1997 (Unaudited)       5

 Notes to Condensed Consolidated Financial Statements
  (Unaudited)                                                6-7

 Independent Accountants' Review Report                       8

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS                 9-16


PART II - OTHER INFORMATION
---------------------------

     Item 1. Legal Proceedings                                17
     Item 2. Changes in Securities                            17
     Item 3. Defaults Upon Senior Securities                  17
     Item 4. Submission of Matters to a Vote of Security
              Holders                                         17
     Item 5. Other Information                                17
     Item 6. Exhibits and Reports on Form 8-K                 17

<PAGE>

                     PART I - FINANCIAL INFORMATION
                      ITEM 1. FINANCIAL STATEMENTS
                                    
                                    

            DUKE REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES
                                    
                  CONDENSED CONSOLIDATED BALANCE SHEETS
                             (IN THOUSANDS)
<TABLE>
<CAPTION>

                                               September 30,       December 31,
                                                   1997                 1996
                                               -------------       ------------
     ASSETS                                     (Unaudited)
     -------
<S>                                            <C>                 <C>
Real estate investments:
   Land and improvements                        $  176,967          $  140,391
   Buildings and tenant improvements             1,284,726           1,041,040
   Construction in progress                        101,041              44,060
   Land held for development                       102,781              65,185
                                                 ---------           ---------
                                                 1,665,515           1,290,676
   Accumulated depreciation                       (103,236)            (82,207)
                                                 ---------           ---------
      Net real estate investments                1,562,279           1,208,469

Cash                                               173,910               5,346
Accounts receivable from tenants, 
 net of allowance of $395 and $709                   3,855               5,255
Straight-line rent receivable, 
 net of allowance of $841                           12,785              10,956
Receivables on construction contracts               17,168              12,859
Investments in unconsolidated companies            102,224              79,362
Deferred financing costs, net of accumulated 
 amortization  of $4,771 and $3,529                  8,187               8,127
Deferred leasing and other costs, 
 net of accumulated amortization of
 $11,781 and $8,276                                 34,899              24,293
Escrow deposits and other assets                    12,148               7,732
                                                 ---------           ---------
                                                $1,927,455          $1,362,399
                                                 =========           =========

  LIABILITIES AND PARTNERS' EQUITY
  --------------------------------
Indebtedness:
   Secured debt                                 $  256,239          $  261,815
   Unsecured notes                                 340,000             240,000
   Unsecured line of credit                              -              24,000
                                                 ---------           ---------
                                                   596,239             525,815
                                                 ---------           ---------
Construction payables and amounts due
 subcontractors                                     40,766              23,167
Accounts payable                                     2,216               1,585
Accrued real estate taxes                           20,020              14,888
Accrued interest                                     3,969               4,437
Other accrued expenses                               8,659               6,935
Other liabilities                                    8,613               8,312
Tenant security deposits and prepaid rents          10,815               7,611
                                                 ---------           ---------
    Total liabilities                              691,297             592,750
                                                 ---------           ---------
Minority interest                                      166                 380
                                                 ---------           ---------
Partners' equity:
 General partner
  Common equity                                    998,992     683,710
  Preferred equity                                 218,906      72,856
                                                 ---------   ---------
                                                 1,217,898     756,566
Limited partners' common equity                     18,094      12,703
                                                 ---------   ---------
  Total partners' equity                         1,235,992     769,269
                                                 ---------   ---------
                                                $1,927,455  $1,362,399
                                                 =========   =========
</TABLE>

  See accompanying Notes to Condensed Consolidated Financial Statements
                                    
                                  - 2 -

<PAGE>


            DUKE REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES
                                    
             Condensed Consolidated Statements of Operations
                 (in thousands, except per unit amounts)
                               (Unaudited)
                                    
<TABLE>
<CAPTION>

                              Three months ended           Nine months ended
                                 September 30,               September 30,
                            -----------------------      ---------------------
                              1997           1996          1997         1996
                            --------       --------      --------     --------
<S>                         <C>            <C>           <C>          <C>
RENTAL OPERATIONS:
 Revenues:
  Rental income              $53,729        $40,001       $152,589    $111,715
  Equity in earnings of
   unconsolidated 
   companies                   2,489          1,447          6,133       3,994
                              ------         ------        -------     -------
                              56,218         41,448        158,722     115,709
                              ------         ------        -------     -------
 Operating expenses:
  Rental expenses             10,204          7,282         28,226      21,096
  Real estate taxes            5,252          3,451         14,367       9,958
  Interest expense             9,271          7,858         27,222      22,475
  Depreciation and
   amortization               11,037          7,075         31,278      23,232
                              ------         ------        -------     -------
                              35,764         25,666        101,093      76,761
                              ------         ------        -------     -------
     Earnings from rental
      operations              20,454         15,782         57,629      38,948
                              ------         ------        -------     -------
SERVICE OPERATIONS:
 Revenues:
  Property management,
   maintenance and
   leasing fees                3,315          3,027          9,170       8,689
  Construction management
   and development fees        2,385          1,744          5,096       4,897
  Other income                   217            271            719         939
                              ------         ------        -------     -------
                               5,917          5,042         14,985      14,525
 Operating expenses:          ------         ------        -------     -------
  Payroll                      2,542          2,179          7,427       6,796
  Maintenance                    498            417          1,414       1,134
  Office and other               552            619          1,645       1,958
                              ------         ------        -------     -------
                               3,592          3,215         10,486       9,888
                              ------         ------        -------     -------
     Earnings from service
      operations               2,325          1,827          4,499       4,637
                              ------         ------        -------     -------
General and administrative
 expense                      (2,048)          (931)        (4,540)     (2,895)
                              ------         ------        -------     -------
      Operating income        20,731         16,678         57,588      40,690

OTHER INCOME (EXPENSE):
 Interest income                 798            314          1,231         920
 Earnings (loss) from
  property sales               1,425           (235)         1,807       1,369
 Other Expense                 (220)            (46)          (639)       (113)
 Minority interest in
  earnings of subsidiaries     (350)           (268)          (775)       (698)
                              ------         ------        -------     -------
Net income                    22,384         16,443         59,212      42,168
Allocation to preferred
 units                        (4,370)          (872)        (7,782)       (872)
                              ------         ------        -------     -------
Net income available for
 common units                $18,014        $15,571       $ 51,430     $41,296
                              ======         ======        =======     =======
Net income per common unit   $   .25        $   .24       $    .73    $    .65
                              ======         ======        =======     =======
Weighted average number of 
 common units outstanding     72,069         66,106         70,238      63,178
                              ======         ======        =======     =======
</TABLE>


  See accompanying Notes to Condensed Consolidated Financial Statements
                                    
                                  - 3 -
                                    
<PAGE>
                                    
                                    
                                    
            DUKE REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES
                                    
             Condensed Consolidated Statements of Cash Flows
                 For the nine months ended September 30,
                             (in thousands)
                               (Unaudited)
                                    
<TABLE>
<CAPTION>


                                                        1997           1996
                                                     ----------     ----------
<S>                                                  <C>            <C>
Cash flows from operating activities:
  Net income                                          $  59,212      $  42,168
   Adjustments to reconcile net income to
    net cash provided by operating activities:
     Depreciation of buildings and tenant improvements   26,707         19,632
     Amortization of deferred financing costs             1,025            895
     Amortization of deferred leasing and other costs     3,546          2,705
     Minority interest in earnings                          775            698
     Straight-line rent adjustment                       (2,507)        (2,362)
     Earnings from property sales                        (1,807)        (1,369)
     Construction contracts, net                         13,290            527
     Other accrued revenues and expenses, net            13,409          6,710
     Equity in earnings in excess of distributions
      received from unconsolidated companies             (3,901)          (560)
                                                        -------        -------
     Net cash provided by operating activities          109,749         69,044
                                                        -------        -------
Cash flows from investing activities:
  Rental property development costs                    (142,028)       (95,384)
  Acquisition of rental properties                     (213,673)      (132,225)
  Acquisition of undeveloped land and 
   infrastructure costs                                 (58,865)       (11,187)
  Recurring costs:
   Tenant improvements                                   (5,901)        (4,333)
   Leasing costs                                         (3,614)        (2,157)
   Building improvements                                   (480)          (405)
  Other deferred costs and other assets                 (17,038)            79
  Proceeds from property sales, net                      31,741         36,657
  Other distributions received from unconsolidated
   companies                                             60,000          6,935
  Net investment in and advances to unconsolidated 
   companies                                            (30,636)          (383)
                                                        -------        -------
    Net cash used by investing activities              (380,494)      (202,403)
                                                        -------        -------

Cash flows from financing activities:
  Contributions from general partner                    446,635        201,447
  Proceeds from indebtedness                            100,000         40,000
  Repayments on lines of credit, net                    (34,000)       (26,000)
  Repayments on indebtedness including principal
   amortization                                          (7,076)       (27,410)
  Distributions to partners                             (63,935)       (47,095)
  Distributions to minority interest                       (989)          (654)
  Deferred financing costs                               (1,326)          (707)
                                                        -------        -------
    Net cash provided by financing activities           439,309        139,581
                                                        -------        -------
    Net increase in cash                                168,564          6,222
                                                        -------        -------
Cash at beginning of period                               5,346          5,682
                                                        -------        -------
Cash at end of period                                  $173,910       $ 11,904
                                                        =======        =======
</TABLE>



  See accompanying Notes to Condensed Consolidated Financial Statements
                                    
                                  - 4 -
                                    
                                    
<PAGE>
                                    
                                    
            DUKE REALTY LIMITED PARTNERSHIP AND SUBSIDIARIES
                                    
          Condensed Consolidated Statement of Partners' Equity
              For the nine months ended September 30, 1997
                             (in thousands)
                               (Unaudited)


<TABLE>
<CAPTION>

                                General Partner       Limited
                            ---------------------     Partners'
                            Common      Preferred     Common
                            Equity        Equity      Equity         Total
                            -------     ---------     --------     ---------  
 <S>                        <C>         <C>           <C>          <C>
 BALANCE AT DECEMBER
 31, 1996                    $683,710    $ 72,856      $12,703      $ 769,269

   Net income                  46,409       7,782        5,021         59,212

   Capital contribution
    from Duke Realty
    Investments, Inc.         300,728     146,050            -        446,778

   Acquisition of
    partnership interest
    for Common Stock of
    Duke Realty
    Investments, Inc.          18,739           -            -         18,739

   Acquisition of property
    in exchange for
    Limited Partner Units           -           -        5,929          5,929

   Distributions to 
    preferred unitholders           -      (7,782)           -         (7,782)

   Distributions to partners
    ($.805 per Common Unit)   (50,594)          -       (5,559)       (56,153)
                              -------     -------       ------      ---------
 BALANCE AT SEPTEMBER 30,
  1997                       $998,992    $218,906      $18,094     $1,235,992
                              =======     =======       ======      =========
 COMMON UNITS OUTSTANDING 
  AT SEPTEMBER 30, 1997        74,982                    6,760         81,742
                              =======                   ======      =========
</TABLE>

  See accompanying Notes to Condensed Consolidated Financial Statements
                                    
                                  - 5 -
                                    
<PAGE>
                                    
                    DUKE REALTY LIMITED PARTNERSHIP
   NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

1. FINANCIAL STATEMENTS
The  interim condensed consolidated financial statements  included
herein have been prepared by Duke Realty Limited Partnership  (the
"Partnership") without audit. The statements have been prepared in
accordance  with  generally  accepted  accounting  principles  for
interim  financial information and the instructions for Form  10-Q
and Rule 10-01 of Regulation S-X. Accordingly, they do not include
all  of  the  information  and  footnotes  required  by  generally
accepted  accounting principles for complete financial statements.
In  the  opinion  of  management, all adjustments  (consisting  of
normal  recurring  adjustments) considered necessary  for  a  fair
presentation have been included. These financial statements should
be  read in conjunction with the consolidated financial statements
and  notes  thereto included in the Partnership's Annual Financial
Statements.

Unit and per unit amounts in the consolidated financial statements
of  the  Partnership have been restated to reflect the two-for-one
split of the Partnership's common units payable on August 25, 1997
to common unitholders of record on August 18, 1997.

THE PARTNERSHIP

The  Partnership was formed on October 4, 1993, when  Duke  Realty
Investments,  Inc.  (the  "Predecessor Company"  or  the  "General
Partner") contributed all of its properties and related assets and
liabilities  along with the net proceeds from the issuance  of  an
additional 14,000,833 units through a common stock offering to the
Partnership.   Simultaneously,  the  Partnership   completed   the
acquisition  of  Duke Associates, a full-service  commercial  real
estate  firm  operating in the Midwest. The  General  Partner  was
formed  in  1985  and qualifies as a real estate investment  trust
under provisions of the Internal Revenue Code. In connection  with
the  Common  Stock,  the  formation of  the  Partnership  and  the
acquisition of Duke Associates, the General Partner effected  a  1
for  4.2  reverse  stock split of its existing common  units.  The
General Partner is the sole general partner of the Partnership and
owns 91.7% of the Partnership at September 30, 1997. The remaining
limited  partnership interest ("Limited Partner Units")  (together
with the units of general partner interests, the ("Common Units"))
are  mainly owned by the previous partners of Duke Associates. The
Limited  Partner Units are exchangeable for units of  the  General
Partner's common stock on a one-for-one basis subject generally to
a  one-year  holding  period.  The  General  Partner  periodically
acquires  a  portion of the minority interest in  the  Partnership
through  the issuance of shares of common stock for a like  number
of  Common  Units.  The  acquisition of the minority  interest  is
accounted  for  under  the purchase method  with  assets  acquired
recorded at the fair market value of the General Partner's  common
stock on the date of acquisition.

The service operations are conducted through Duke Realty Services
Limited Partnership and Duke Construction Limited Partnership, in
which  the Partnership has an 89% profits interest (after certain
preferred  returns on partners' capital accounts)  and  effective
control   of   their   operations.  The  consolidated   financial
statements  include  the  accounts of  the  Partnership  and  its
majority-owned  or controlled subsidiaries. The equity  interests
in  these majority-owned or controlled subsidiaries not owned  by
the  Partnership  are  reflected as  minority  interests  in  the
consolidated financial statements.
                                 - 6 -
  

<PAGE>
2. LINES OF CREDIT

The  Partnership  has a $200 million unsecured  revolving  credit
facility   which  is  available  to  fund  the  development   and
acquisition  of  additional  rental  properties  and  to  provide
working  capital. The revolving line of credit matures  in  April
2001  and  bears interest payable at the 30-day London  Interbank
Offered  Rate  ("LIBOR") plus .80%. The Partnership  also  has  a
demand  $7  million  secured revolving credit facility  which  is
available  to  provide  working  capital.  This  facility   bears
interest payable monthly at the 30-day LIBOR rate plus .75%.

3. RELATED   PARTY  TRANSACTIONS
The  Partnership   provides management, maintenance, leasing,
construction, and other  tenant related   services  to  properties
in  which  certain  executive officers have continuing ownership
interests. The Partnership was paid  fees  totaling  $2.4  million
and  $2.5  million  for  such services  for the nine months ended 
September 30, 1997 and  1996, respectively. Management believes the 
terms for such services are equivalent to those available in the 
market. The Partnership  has an option to purchase the executive 
officers' interest in each of these properties which expires October 
2003. The option price  of each property was established at the date 
the option was granted.

4. DERIVATIVE FINANCIAL INSTRUMENTS

The  Partnership may enter into derivative financial  instruments
such  as  interest  rate swaps and treasury  locks  in  order  to
mitigate   its   interest  rate  risk  on  a  related   financial
instrument.  The  Partnership  has  designated  these  derivative
financial  instruments as hedges and applies deferral  accounting
as  the  instrument  to  be  hedged exposes  the  Partnership  to
interest  rate  risk  and  the  derivative  financial  instrument
reduces that exposure. Gains and losses related to the derivative
financial  instrument  are  deferred and  amortized  to  interest
expense over the term of the hedged instrument.

5. SUBSEQUENT EVENTS

On  October 23, 1997, a quarterly distribution of $.30 per Common
Unit  was  declared  payable  on November  28,  1997,  to  common
unitholders of record on November 14, 1997.

On  October  23, 1997, a quarterly distribution was  declared  of
$.56875 per depositary unit of Series A Preferred Units which  is
payable  on  November  28, 1997 to the preferred  unitholders  of
record on November 14, 1997.

On  October  23, 1997, a quarterly distribution was  declared  of
$.99875 per depositary unit of Series B Preferred Units which  is
payable  on December 31, 1997 to preferred unitholders of  record
on December 17, 1997.
  
                                 - 7 -
                                   
  <PAGE>
                                   
  INDEPENDENT ACCOUNTANTS' REVIEW REPORT
  
  The Partners
  DUKE REALTY LIMITED PARTNERSHIP:
  
  We  have reviewed the condensed consolidated balance sheet of
  Duke  Realty  Limited  Partnership  and  subsidiaries  as  of
  September   30,  1997,  the  related  condensed  consolidated
  statements of operations for the three and nine months  ended
  September   30,   1997  and  1996,  the   related   condensed
  consolidated  statements of cash flows for  the  nine  months
  ended  September 30, 1997 and 1996, and the related condensed
  consolidated  statement  of partners'  equity  for  the  nine
  months    ended   September   30,   1997.   These   condensed
  consolidated  financial statements are the responsibility  of
  the Partnership's management.
  
  We   conducted  our  review  in  accordance  with   standards
  established  by  the American Institute of  Certified  Public
  Accountants.  A  review  of  interim  financial   information
  consists  principally  of applying analytical  procedures  to
  financial  data  and making inquiries of persons  responsible
  for  financial  and accounting matters. It  is  substantially
  less  in  scope  than an audit conducted in  accordance  with
  generally  accepted  auditing  standards,  the  objective  of
  which   is  the  expression  of  an  opinion  regarding   the
  financial  statements taken as a whole.  Accordingly,  we  do
  not express such an opinion.
  
  Based  on  our  review,  we are not  aware  of  any  material
  modifications   that  should  be  made   to   the   condensed
  consolidated financial statements referred to above for  them
  to  be  in  conformity  with  generally  accepted  accounting
  principles.
  
  We  have  previously  audited, in accordance  with  generally
  accepted  auditing standards, the consolidated balance  sheet
  of  Duke  Realty Limited Partnership and subsidiaries  as  of
  December  31,  1996, and the related consolidated  statements
  of  operations, partners' equity and cash flows for the  year
  then  ended  (not presented herein); and in our report  dated
  January  29,  1997,  we expressed an unqualified  opinion  on
  those consolidated financial statements. In our opinion,  the
  information   set   forth   in  the  accompanying   condensed
  consolidated balance sheet as of December 31, 1996 is  fairly
  presented,  in  all  material respects, in  relation  to  the
  consolidated balance sheet from which it has been derived.
  
  
  
  
  KPMG Peat Marwick LLP
  Indianapolis, Indiana
  October 27, 1997
  
                                 - 8 -
  
  <PAGE>
                                   
  ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
  CONDITION AND RESULTS OF OPERATIONS
  
  OVERVIEW
  --------
  The  Partnership's  operating  results  depend  primarily  upon
  income  from  the  rental operations of its industrial,  office
  and  retail  properties  located in its primary  markets.  This
  income  from  rental operations is substantially influenced  by
  the  supply  and demand for the Partnership's rental  space  in
  its  primary markets. In addition, the Partnership's  continued
  growth  is  dependent  upon its ability to  maintain  occupancy
  rates  and  increase  rental rates of its in-service  portfolio
  and  to  continue  development and  acquisition  of  additional
  rental properties.
  
  The   Partnership's  primary  markets  in  the   Midwest   have
  continued to offer strong and stable local economies  and  have
  provided  attractive new development opportunities  because  of
  their   central   location,  established  manufacturing   base,
  skilled work force and moderate labor costs. Consequently,  the
  Partnership's  occupancy rate of its in-service  portfolio  has
  exceeded  92% the last two years and was at 95.1% at  September
  30,  1997. The Partnership expects to continue to maintain  its
  overall  occupancy levels at comparable levels and also expects
  to  be  able to increase rental rates as leases are renewed  or
  new  leases  are  executed. This stable occupancy  as  well  as
  increasing   rental  rates  should  improve  the  Partnership's
  results  of  operations  from  its in-service  properties.  The
  Partnership's  strategy  for  continued  growth  also  includes
  developing  and acquiring additional rental properties  in  its
  primary  markets and expanding into other attractive Midwestern
  markets.
  
  The  following  table  sets  forth  information  regarding  the
  Partnership's in-service portfolio of rental properties  as  of
  September   30,   1997   and   1996   (in   thousands,   except
  percentages):
   <TABLE>
   <CAPTION>
   
                            Total             Percent of
                         Square Feet      Total Square Feet     Percent Occupied
                       ---------------    -----------------     ----------------
  <S>                  <C>      <C>       <C>        <C>        <C>      <C>
  Type                 1997     1996      1997       1996       1997     1996
  -------              ----     ----      ----       ----       ----     ----
   INDUSTRIAL
     Service Centers    3,122    3,047      9.1%      11.7%     93.4%    93.9%
     Bulk              20,134   14,296     58.8       55.1      94.6%    94.0%
  OFFICE
    Suburban            8,303    5,815     24.3       22.4      96.8%    95.8%
    CBD                   699      699      2.0        2.7      94.0%    85.2%
    Medical               290      333      0.9        1.3      98.4%    91.6%
  RETAIL                1,692    1,766      4.9        6.8      96.3%    95.5%
                       ------   ------    -----      -----
       Total           34,240   25,956    100.0%     100.0%     95.1%    94.2%
                       ======   ======    =====      =====
  </TABLE>
  
  Management   expects  occupancy  of  the  in-service   property
  portfolio to remain stable because (i) only 3.0% and  10.3%  of
  the  Partnership's occupied square footage is subject to leases
  expiring  in  the remainder of 1997 and in 1998,  respectively,
  and  (ii)  the  Partnership's renewal percentage averaged  80%,
  65% and 73% in 1996, 1995 and 1994, respectively.
  
                                 - 9 -
  
  <PAGE>
  The  following  table  reflects  the  Partnership's  in-service
  portfolio  lease expiration schedule as of September  30,  1997
  by  product  type indicating square footage and annualized  net
  effective  rents  under expiring leases (in  thousands,  except
  per square foot amounts):
  <TABLE>
  <CAPTION>
 
             Industrial           Office           Retail       Total Portfolio
          ----------------   ----------------  ---------------  ----------------
  Yr.of   Sq.  Contractual   Sq.  Contractual  Sq. Contractual  Sq.  Contractual
  Exp.    Ft.      Rent      Ft.      Rent     Ft.     Rent     Ft.      Rent
  -----   ---- -----------   ---- -----------  --- -----------  ---- -----------
  <S>    <C>      <C>        <C>    <C>       <C>    <C>       <C>     <C>
  1997       758  $ 3,146      212  $ 2,170      21  $   239      991  $  5,555
  1998     2,431    9,054      835    9,745      94    1,019    3,360    19,818
  1999     2,281    9,775    1,169   12,639     114    1,181    3,564    23,595
  2000     2,159    8,973      914   11,322     122    1,461    3,195    21,756
  2001     2,644   10,225    1,370   16,022      93    1,100    4,107    27,347
  2002     2,964   10,953    1,260   14,118     155    1,669    4,379    26,740
  2003       403    2,321      338    3,959      43      381      784     6,661
  2004       938    3,832      270    3,309      17      168    1,225     7,309
  2005     1,440    4,501      771   10,729     177    1,509    2,388    16,739
  2006     1,853    6,298      533    8,340       5       67    2,391    14,705
  2007 and
  There-
   after   4,094   14,523    1,305   17,367     789    6,807    6,188    38,697
          ------   ------    -----  -------   -----   ------   ------   -------
  Total
   Leased 21,965  $83,601    8,977  $109,720  1,630  $15,601   32,572  $208,922
          ======   ======    =====   =======  =====   ======   ======   =======
  Total
   Portfolio
   Square
   Feet   23,256             9,292            1,692            34,240
          ======             =====            =====            ======
  Annualized
   net
   effective
   rent per
   square foot    $  3.81           $  12.22         $  9.57            $   6.41
                   ======            =======          ======             =======
   </TABLE>
                                   
                                   
  This  stable occupancy, along with stable rental rates in  each
  of   the  Partnership's  markets,  will  allow  the  in-service
  portfolio  to  continue to provide a comparable  or  increasing
  level of earnings from rental operations. The Partnership  also
  expects  to  realize growth in earnings from rental  operations
  through  (i)  the  development and  acquisition  of  additional
  rental  properties in its primary markets; (ii)  the  expansion
  into  other  attractive  Midwestern  markets;  and  (iii)   the
  completion  of the 4.5 million square feet of properties  under
  development at September 30, 1997 over the next four  quarters.
  The  4.5  million  square feet of properties under  development
  should  provide  future earnings from rental operations  growth
  for  the  Partnership as they are placed in service as  follows
  (in thousands, except percent leased and stabilized returns):
  <TABLE>
  <CAPTION>
  
  Anticipated                                            Anticipated
  In-Service          Square    Percent      Project     Stabilized
  Date                Feet      Leased       Costs       Return
  ----------------   ------     -------    ---------     -----------
  <S>                <C>        <C>        <C>            <C>
  4th Quarter 1997    1,557       50%      $ 81,142        11.7%
  1st Quarter 1998    1,036       82%        38,973        11.4%
  2nd Quarter 1998    1,548       54%        78,467        11.5%
  Thereafter            349       55%        32,825        11.5%
                      -----                 -------
                      4,490       59%      $231,407        11.6%
                      =====                 =======
  
  
                                - 10 -
  
  <PAGE>
  RESULTS OF OPERATIONS
  ---------------------
  Following  is a summary of the Partnership's operating  results
  and  property  statistics for the three and nine  months  ended
  September  30,  1997 and 1996 (in thousands, except  number  of
  properties and per unit amounts):
  
</TABLE>
<TABLE>
  <CAPTION>
  
                                Three months ended         Nine months ended
                                   September 30,             September 30,
                             ------------------------   -----------------------
                               1997            1996       1997          1996
                             --------        --------   --------      --------
  <S>                        <C>             <C>        <C>           <C>
  Rental Operations revenue   $56,218         $41,448    $158,722      $115,709
  Service Operations revenue    5,917           5,042      14,985        14,525
  Earnings from Rental
    Operations                 20,454          15,782      57,629        38,948
  Earnings from Service
    Operations                  2,325           1,827       4,499         4,637
  Operating income             20,731          16,678      57,588        40,690
  Net income available for
    common units              $18,014         $15,571     $51,430       $41,296
  Weighted average common
   units outstanding           72,069          66,106      70,238        63,178
  Net income per common unit  $   .25         $   .24     $   .73       $   .65
  
  Number of in-service
   properties at end
    of period                     278             233         278           233
  In-service square
   footage at end
    of period                  34,240          25,956      34,240        25,956
  Under development
   square footage
   at end of period             4,490           2,980       4,490         2,980
  </TABLE>
  
  
  Comparison  of  Three Months Ended September 30,  1997  to  Three
  -----------------------------------------------------------------
  Months Ended September 30, 1996
  -------------------------------
  
  Rental Operations
  -----------------
  The  Partnership increased its in-service portfolio  of  rental
  properties  from 233 properties comprising 25.9 million  square
  feet  at  September 30, 1996 to 278 properties comprising  34.2
  million   square  feet  at  September  30,  1997  through   the
  acquisition  of 32 properties totaling 4.2 million square  feet
  and  the  completion of 20 properties and 2 building expansions
  totaling  4.7 million square feet developed by the Partnership.
  The  Partnership also disposed of 7 properties totaling 592,000
  square   feet.  These  45  net  additional  rental   properties
  primarily  account for the $14.8 million increase  in  revenues
  from  Rental  Operations from 1996 to 1997. The  increase  from
  1996  to  1997  in  rental  expenses,  real  estate  taxes  and
  depreciation and amortization expense is also a result  of  the
  additional 45 in-service rental properties.
   
  Interest  expense increased by approximately $1.4 million  from
  $7.9  million for the three months ended September 30, 1996  to
  $9.3 million for the three months ended September 30, 1997  due
  to  additional  unsecured  debt  issued  in  the  Partnership's
  medium-term  note program in the last quarter of 1996  to  fund
  the   development   and   acquisition  of   additional   rental
  properties as well as $100 million of unsecured debt issued  in
  the  third  quarter  to fund 1997 development  and  acquisition
  activity.
  
  As  a result of the above-mentioned items, earnings from rental
  operations  increased $4.6 million from $15.8 million  for  the
  three months ended September 30, 1996 to $20.4 million for  the
  three months ended September 30, 1997.
                                   
                                - 11 -
                                   
                                   
  <PAGE>
                                   
  Service Operations
  ------------------
  Service  Operation  revenues increased by  $900,000  from  $5.0
  million  for the three months ended September 30, 1996 to  $5.9
  million  for  the  three months ended September  30,  1997  due
  mainly  to  increased  construction  fee  revenue  related   to
  increased  construction  volume. As  a  result,  earnings  from
  Service  Operations increased slightly from  $1.8  million  for
  the  three months ended September 30, 1996 to $2.3 million  for
  the three months ended September 30, 1997.
  
  General and Administrative Expense
  ----------------------------------
  General and administrative expense increased from $931,000  for
  the  three months ended September 30, 1996 to $2.0 million  for
  the  three  months  ended September 30,  1997  primarily  as  a
  result of increased state and local taxes due to the growth  in
  revenues and net income of the Partnership.
  
  Other Income (Expense)
  ----------------------
  Interest  income increased from $314,000 for the  three  months
  ended  September  30,  1996 to $798,000 for  the  three  months
  ended  September  30, 1997 primarily as a  result  of  interest
  income which was earned on excess cash balances resulting  from
  the  General  Partner's September 1997 Common  Stock  offerings
  which  were  contributed  to  the  Partnership.  Other  expense
  consists of costs incurred during the pursuit of various build-
  to-suit development projects or the acquisition of real  estate
  assets.  During  the  three months ended  September  30,  1997,
  approximately  $174,000  of costs were expensed  in  connection
  with  the  decision to terminate the pursuit of the acquisition
  of two large real estate portfolios.
  
  Net Income Available for Common Units
  -------------------------------------
  Net  income  available for common units for  the  three  months
  ended  September  30, 1997 was $18.0 million  compared  to  net
  income  available  for common units of $15.6  million  for  the
  three  months  ended September 30, 1996. This increase  results
  primarily from the operating result fluctuations in rental  and
  service operations explained above.
  
  COMPARISON  OF  NINE MONTHS ENDED SEPTEMBER  30,  1997  TO  NINE
  ---------------------------------------------------------------
  MONTHS ENDED SEPTEMBER 30, 1996
  -------------------------------
  
  Rental Operations
  ------------------
  The  Partnership increased its in-service portfolio  of  rental
  properties  from 233 properties comprising 25.9 million  square
  feet  at  September 30, 1996 to 278 properties comprising  34.2
  million   square  feet  at  September  30,  1997  through   the
  acquisition  of 32 properties totaling 4.2 million square  feet
  and  the  completion of 20 properties and 2 building expansions
  totaling  4.7 million square feet developed by the Partnership.
  The  Partnership also disposed of 7 properties totaling 592,000
  square   feet.  These  45  net  additional  rental   properties
  primarily  account for the $43.0 million increase  in  revenues
  from  Rental Operations from 1996 to 1997. 
                                - 12 -
  
  <PAGE>
  The increase from 1996 to 1997  in  rental expenses,  real estate
  taxes and depreciation and  amortization expense is also a result
  of the additional  45  in-service  rental properties.
  
  Interest  expense increased by approximately $4.7 million  from
  $22.5  million for the nine months ended September 30, 1996  to
  $27.2 million for the nine months ended September 30, 1997  due
  to  additional  unsecured debt issued in its  medium-term  note
  program  in  the  last  two  quarters  of  1996  to  fund   the
  development and acquisition of additional rental properties  as
  well  as  $100  million of unsecured debt issued in  the  third
  quarter to fund 1997 development and acquisitions.
  
  As  a result of the above-mentioned items, earnings from rental
  operations increased $18.7 million from $38.9 million  for  the
  nine  months ended September 30, 1996 to $57.6 million for  the
  nine months ended September 30, 1997.
  
  Service Operations
  ------------------
  Service  Operation revenues increased to $15.0 million for  the
  nine  months  ended  September 30, 1997 as  compared  to  $14.5
  million  for  the nine months ended September  30,  1996.  This
  increase was primarily the result of an increase in third-party
  maintenance fee revenue. Service Operation operating  expenses
  increased  from  $9.9  million to $10.5 million  for  the  nine
  months  ended September 30, 1997 as compared to the nine months
  ended  September 30, 1996 primarily as a result of an  increase
  in  operating expenses resulting from the overall growth of the
  Partnership.
  
  As  a  result  of  the  above-mentioned  items,  earnings  from
  Service  Operations decreased slightly from  $4.6  million  for
  the  nine  months ended September 30, 1996 to $4.5 million  for
  the nine months ended September 30, 1997.
  
  General and Administrative Expense
  ----------------------------------
  General  and administrative expense increased from $2.9 million
  for  the  nine months ended September 30, 1996 to $4.5  million
  for  the  nine months ended September 30, 1997 primarily  as  a
  result of increased state and local taxes due to the growth  in
  revenues and net income of the Partnership.
  
  Other Income (Expense)
  ----------------------
  Interest  income  increased from $920,000 for the  nine  months
  ended  September 30, 1996 to $1.2 million for the  nine  months
  ended  September  30, 1997 primarily as a  result  of  interest
  income which was earned on excess cash balances resulting  from
  the  General  Partner's September 1997 Common  Stock  offerings
  which  were  contributed  to  the  Partnership.  Other  expense
  consists of the write-off of costs incurred during the  pursuit
  of   various   build-to-suit  development   projects   or   the
  acquisition  of  real  estate assets. During  the  nine  months
  ended September 30, 1997, approximately $486,000 of costs  were
  expensed  in  connection  with the decision  to  terminate  the
  pursuit   of   the  acquisition  of  two  large   real   estate
  portfolios.
  
                                - 13 -
  
  <PAGE>
  
  Net Income Available for Common Units
  -------------------------------------
  Net  income  available for common units  for  the  nine  months
  ended  September  30, 1997 was $51.4 million  compared  to  net
  income  available  for common units of $41.3  million  for  the
  nine  months  ended September 30, 1996. This  increase  results
  primarily from the operating result fluctuations in rental  and
  service operations explained above.
  
  LIQUIDITY AND CAPITAL RESOURCES
  
  Net  cash  provided  by  operating activities  totaling  $109.7
  million  and $69.1 million for the nine months ended  September
  30,  1997 and 1996, respectively, represents the primary source
  of  liquidity  to  fund distributions to  unitholders  and  the
  other   minority   interests  and  to  fund   recurring   costs
  associated   with   the  renovation  and  re-letting   of   the
  Partnership's properties. This increase is primarily  a  result
  of,  as  discussed  above under "Results  of  Operations,"  the
  increase in net income resulting from the expansion of the  in-
  service  portfolio  through  development  and  acquisitions  of
  additional rental properties.
  
  Net  cash used by investing activities totaling $380.5  million
  and  $202.4  million  for the nine months ended  September  30,
  1997  and  1996,  respectively, represents  the  investment  of
  funds  by  the  Partnership to expand its portfolio  of  rental
  properties   through   the  development  and   acquisition   of
  additional  rental  properties net of  proceeds  received  from
  property  sales.  In 1997, $414.6 million was invested  in  the
  development  and  acquisition of additional  rental  properties
  and  the acquisition of land held for development. In 1996, the
  investment  in  the development and acquisition  of  additional
  rental  properties  and  land held for development  was  $238.8
  million.  During the nine months ended September 30, 1997,  the
  Partnership   contributed  properties  to  an  existing   joint
  venture  at  an agreed value of approximately $60 million.  The
  Partnership  recorded  its  investment  in  the  joint  venture
  related  to this additional contribution at its carrying  value
  of  $48.6  million. The joint venture partner contributed  cash
  to  the  venture  equal to 49.9% of the  agreed  value  of  the
  properties  contributed,  $30.0  million,  and  this  cash  was
  distributed  to  the  Partnership  and  reduced  its   recorded
  investment  in  the venture. This same joint  venture  received
  $60  million  of  proceeds from a mortgage loan  financing  and
  distributed  50.1%  of the proceeds to the Partnership.  During
  the  nine  months  ended  September 30, 1997,  the  Partnership
  invested over $30 million in a newly formed joint venture  with
  an  institutional investor which allowed the joint  venture  to
  purchase  a  345,000  square foot office property  in  Chicago,
  Illinois which was over 95% occupied.
  
  Net  cash  provided  by  financing activities  totaling  $439.3
  million  and $139.6 million for the nine months ended September
  30,  1997  and  1996, respectively, represents  the  source  of
  funds  from  equity  and debt offerings and borrowings  on  the
  lines   of   credit   to   fund  the  Partnership's   investing
  activities.  Also  included  in financing  activities  are  the
  distribution  of  funds to unitholders and minority  interests.
  In  1996,  the  Partnership  received  $129.2  million  of  net
  proceeds  from  the General Partner's common  equity  offerings
  which  was  used  to  pay  down  amounts  outstanding  on   the
  unsecured  line  of credit and to fund current development  and
  acquisition activity. In 1997, the Partnership received  $300.5
  million of net proceeds from the
  
  
                                - 14 -
  
  
  <PAGE>
  General  Partner's common equity offerings which  was  used  to
  pay  down  amounts outstanding on the unsecured line of  credit
  and  to fund current development activity. In the third quarter
  of  1997,  the  Partnership  received  $146.1  million  of  net
  proceeds  from  the  offering of the  General  Partner's  7.99%
  Series  B Step-Up Redeemable Preferred Shares and $100  million
  from  the offering of 6.95% Pass-Through Asset Trust Securities
  due August 2004.
  
  The  Partnership has a $200 million unsecured  line  of  credit
  which  matures  in  April  2001. This facility  bears  interest
  payable  at  the  30-day LIBOR rate plus .80%. The  Partnership
  has  been  able to reduce the borrowing rate on  this  line  of
  credit  from  LIBOR plus 1.625% at December  31,  1996  to  the
  current interest rate of LIBOR plus .80%. The Partnership  also
  has  a  demand  $7  million secured revolving  credit  facility
  which  is  available to provide working capital. This  facility
  bears interest payable at the 30-day LIBOR rate plus .75%.
  
  The  General Partner and the Partnership currently have on file
  Form  S-3  Registration  Statements  with  the  Securities  and
  Exchange   Commission   ("Shelf   Registrations")   which   had
  remaining   availability   as  of   September   30,   1997   of
  approximately  $514.0 million to issue common stock,  preferred
  stock  or  unsecured debt securities. The General  Partner  and
  the  Partnership  intend  to issue additional  equity  or  debt
  under these Shelf Registrations as capital needs arise to  fund
  the   development   and   acquisition  of   additional   rental
  properties.
  
  The  total  debt outstanding at September 30, 1997 consists  of
  notes  totaling $596.2 million with a weighted average interest
  rate  of  7.57%  maturing at various dates  through  2017.  The
  Partnership  has  $340.0 million of unsecured debt  and  $256.2
  million  of  secured  debt outstanding at September  30,  1997.
  Scheduled  principal  amortization of such  debt  totaled  $2.6
  million for the nine months ended September 30, 1997.
  
  Following  is  a  summary of the scheduled future  amortization
  and  maturities of the Partnership's indebtedness at  September
  30, 1997 (in thousands):
   <TABLE>
   <CAPTION>
   
                           Repayments
               ---------------------------------------    Weighted Average
               Scheduled                                  Interest Rate of
     Year      Amortization    Maturities     Total       Future Repayments
    ------     ------------    ----------  -----------    -----------------
     <S>       <C>             <C>         <C>             <C>
     1997      $   915         $      -     $    915        7.77%
     1998        4,574           42,090       46,664        7.15%
     1999        5,323           28,470       33,793        6.17%
     2000        3,418           44,853       48,271        7.39%
     2001        3,137           59,954       63,091        8.71%
     2002        3,412           50,000       53,412        7.37%
     2003        1,144           68,216       69,360        8.48%
     2004        1,239          150,000      151,239        7.28%
     2005        1,346          100,000      101,346        7.48%
     2006        1,465                -        1,465        7.58%
     Thereafter 17,391            9,292       26,683        7.70%
                ------          -------      -------
     Total     $43,364         $552,875     $596,239        7.57%
                ======          =======      =======
   </TABLE>
   
                                   
  Unit  and  per  unit  amounts in the  consolidated  financial
  statements  of the Partnership have been restated to  reflect
  the  two-for-one  split  of  the Partnership's  common  units
  payable  on August 25, 1997 to common unitholders  of  record
  on August 18, 1997.
                                - 15 -
  
  <PAGE>
  The  Partnership intends to pay regular quarterly distributions
  from  net  cash provided by operating activities.  A  quarterly
  distribution  of $.30 per Common Unit was declared  on  October
  23,  1997 payable on November 28, 1997 to unitholders of record
  on   November   14,  1997,  which  represents   an   annualized
  distribution  of  $1.20 per unit. A quarterly  distribution  of
  $.56875  per  depositary unit of Series A Preferred  Units  was
  declared  on October 23, 1997 which is payable on November  28,
  1997  to preferred unitholders of record on November 14,  1997.
  On  October  23,  1997,  the  Board  of  Directors  declared  a
  distribution  of $.99875 per depositary unit on  the  Series  B
  Cumulative    Step-Up   Redeemable   Preferred    Units.    The
  distribution  is  payable on December  31,  1997  to  preferred
  unitholders  of  record on December 17, 1997.  Each  depositary
  unit  represents one-tenth of a unit of the Partnership's 7.99%
  Series B Preferred Units.
                                   
  FUNDS FROM OPERATIONS
  
  Management  believes that Funds From Operations ("FFO"),  which
  is   defined  by  the  National  Association  of  Real   Estate
  Investment  Trusts  as net income or loss  excluding  gains  or
  losses  from  debt  restructuring and sales  of  property  plus
  depreciation  and  amortization,  and  after  adjustments   for
  minority   interest,  unconsolidated  partnerships  and   joint
  ventures  (adjustments  for minority  interest,  unconsolidated
  partnerships and joint ventures are calculated to  reflect  FFO
  on  the same basis), is the industry standard for reporting the
  operations of real estate investment trusts.
  
  The   following   table  reflects  the   calculation   of   the
  Partnership's  FFO  for  the  three  and  nine   months   ended
  September 30 as follows (in thousands):
  <TABLE>
  <CAPTION>
  
                               Three months ended      Nine months ended
                                 September  30,          September 30,
                               ------------------      -----------------
                                1997        1996        1997       1996
                               ------      ------      ------     ------
   <S>                         <C>         <C>         <C>        <C>
   Net income available for
    common units               $18,014     $15,571     $51,430    $41,296
   Add back:
    Depreciation and 
     amortization               10,702       6,783      30,253     22,337
    Share of joint venture 
     depreciation and 
     amortization                  757         484       2,071      1,367
    (Earnings) loss from
     property sales             (1,425)        235      (1,807)    (1,369)
                                ------      ------      ------     ------
   Funds From Operations       $28,048     $23,073     $81,947    $63,631
                                ======      ======      ======     ======
   Cash flow provided by
    (used by):
     Operating activities     $ 37,544     $29,894    $109,749   $ 69,044
     Investing activities     (204,317)   (108,805)   (380,494)  (202,403)
     Financing activities      337,592      90,541     439,309    139,581
  </TABLE>
  
  The  increase  in  FFO  for the three  and  nine  months  ended
  September 30, 1997 compared to the three and nine months  ended
  September  30,  1996 results primarily from the  increased  in-
  service  rental  property portfolio as  discussed  above  under
  "Results of Operations."
                                   
  While  management  believes that FFO is the most  relevant  and
  widely    used   measure   of   the   Partnership's   operating
  performance,  such  amount does not represent  cash  flow  from
  operations   as   defined  by  generally  accepted   accounting
  principles, should not be considered as an alternative  to  net
  income   as   an  indicator  of  the  Partnership's   operating
  performance,  and is not indicative of cash available  to  fund
  all cash flow needs.
                                   
                                   
                                - 16 -

<PAGE>
PART II - OTHER INFORMATION

Item 1.  Legal Proceedings
--------------------------
None

Item 2.  Changes in Securities
------------------------------
None

Item 3.  Defaults upon Senior Securities
----------------------------------------
None

Item 4.  Submission of Matters to a Vote of Security Holders
------------------------------------------------------------
None

Item 5.  Other Information
--------------------------
When used in this  Form  10-Q,  the  words "believes,"  "expects,"
"estimates" and similar  expressions  are intended  to identify 
forward looking-statements. Such statements are subject to certain
risks and uncertainties which could cause actual  results to differ
materially. In particular, among the factors that could cause actual 
results to differ materially  are continued  qualification of the 
General Partner as a real estate investment trust, general business  
and economic conditions, competition, increases in real estate  
construction costs, interest rates, accessibility of debt and equity
capital markets and other risks inherent in the real estate business  
including tenant defaults, potential liability relating to environmental
matters  and illiquidity of real estate investments. Readers  are
cautioned  not  to place undue reliance on these  forward-looking
statements,  which  speak  only  as  of  the  date  hereof.   The
Partnership  undertakes  no obligation to  publicly  release  the
results  of  any  revisions  to these forward-looking  statements
which  may  be made to reflect events or circumstances after  the
date hereof or to reflect the occurrence of unanticipated events.
Readers are also advised to refer to the General Partner's Form 8-
K   Report  as  filed  with  the  U.S.  Securities  and  Exchange
Commission   on   March  29,  1996  for  additional   information
concerning these risks.
 
Item 6.  Exhibits and Reports on Form 8-K
-----------------------------------------
Exhibit 15.  Letter regarding unaudited interim financial information

Exhibit 27.  Financial Data Schedule (EDGAR Filing Only)
                                   
                                - 17 -
                                   
<PAGE>
                                   
                              SIGNATURES

Pursuant  to the requirements of the Securities Exchange Act of  1934,
the  registrant has duly caused this report to be signed on its behalf
by  the undersigned thereunto duly authorized.

     DUKE REALTY LIMITED PARTNERSHIP
     -------------------------------
     By: Duke Realty Investments, Inc., 
         General Partner
                                                 Registrant


Date:     November 13, 1997               /s/  Thomas L. Hefner
          -------------------             ----------------------------
                                          President and
                                           Chief Executive Officer


                                          /s/    Darell E. Zink, Jr.
                                          ----------------------------
                                          Executive Vice President and
                                           Chief Financial Officer


                                          /s/     Dennis D. Oklak
                                          -----------------------------
                                          Executive Vice President and
                                           Chief Administrative Officer
                                           (Chief Accounting Officer)
                                - 18 -
                                   
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