<PAGE>
                               FORM 10-K
                  SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C. 20549

(X)  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934.

For the fiscal year ended DECEMBER 31, 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 33-8230

      PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
        (Exact name of registrant as specified in its charter)

          FLORIDA                       59-2703685
(State or other jurisdiction of   (IRS Employer Identification #)
 incorporation or organization)

     3001 EXECUTIVE DRIVE, SUITE 260, CLEARWATER, FL  33762
     (Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code (813) 573-1201

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

Title of each class      Name of each exchange on which registered
     NONE                                    NONE

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

                                 NONE
                           (Title of class)

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 _____

There   is  no  market  for  the  registrant's  securities   and,
therefore,  aggregate  market  value  of  the  holdings  of  non-
affiliates cannot be determined.

                                            Number of Units
     Title of Each Class                 At December 31, 1997
UNITS OF LIMITED PARTNERSHIP                      22,309
INTEREST:  $250.00 PER UNIT

There are no documents incorporated by reference herein. Exhibit
Index is on page 12 of this report.
<PAGE>
                               PART I


ITEM 1. BUSINESS

General

Pioneer  Western Properties Income Fund Limited Partnership  (the
"Partnership")  was  formed  pursuant  to  the  Uniform   Limited
Partnership Law of the State of Florida on August 14,  1986.  The
Partnership    currently   owns   three    apartment    complexes
("Properties") -- Creek Ridge Apartments in Knoxville, Tennessee;
Foxwood  Apartments  in Augusta, Georgia;  and  Pleasant  Terrace
Apartments  in  Knoxville, Tennessee. The  Partnership  does  not
intend to acquire any additional properties.

The  Partnership's registration with the Securities and  Exchange
Commission was declared effective on December 30, 1986  at  which
date  the  Partnership  offered up to  40,000  units  of  Limited
Partnership  interests at $250 per unit, with a minimum  purchase
price  of 12 units ($3,000) or 8 units ($2,000) for an Individual
Retirement Account. The Partnership commenced operations on April
7,  1987 when the initial $1,586,250 was released from escrow and
130  investors were admitted as Limited Partners. The Partnership
continued  to  raise  funds  from investors  through  the  public
offering of its units until October 7, 1988 when 22,309 units had
been  sold  with  an  aggregate  purchase  price  of  $5,567,250.
Investors  were admitted as Limited Partners upon  acceptance  of
their  subscriptions  by the Corporate General  Partner.  Limited
Partners  are  not  required  to  make  any  additional   capital
contributions.

The  Corporate  General  Partner is  Pioneer  Western  Properties
Corporation ("PWPC"). The Individual General Partner  was  Joseph
A. Barringer until he assigned his interest in the Partnership to
PWPC  effective  January 13, 1989. The executive offices  of  the
Corporate General Partner and the Partnership are located at 3001
Executive Drive, Suite 260, Clearwater, Florida, 33762 and  their
telephone  number  is  (813)  573-1201.  For  further  discussion
regarding the sale of the Corporate General Partner, see Item 13,
"Certain Relationships and Related Transactions," on page 11.

Current Operations

The   overall  average  occupancy  for  the  Partnership's  three
Properties for 1997 was approximately 92% as compared to 89%  for
1996.  Market rents did not change in 1997 compared to  year  end
1996  rents.  Property operating expenses increased  during  1997
primarily  due to refurbishing costs at all properties.  Mortgage
interest in 1997 decreased due to the refinancing in April  1996.
Furnishings (principally carpets and appliances) were replaced on
a routine basis as necessary at all Properties throughout 1997.
<PAGE>

Competition and Markets

In operating the Properties, the Partnership has competition from
numerous  other  apartments in the respective  areas.  The  Creek
Ridge  Apartments and the Pleasant Terrace Apartments are located
1.1  miles  from  each other in the western  area  of  Knoxville,
Tennessee, and compete with approximately 12 apartment  complexes
in  the  surrounding marketplace. The Foxwood Apartments  in  the
soutwest  area of Augusta, Georgia, competes with four  apartment
complexes.  Refer  to  Item 2 for occupancy  information  on  the
Properties.

Changes in Tax Laws

The  effect  of  operations  of the Partnership  on  the  limited
partners  is  significantly affected by the  federal  income  tax
laws, particularly the provisions of the Internal Revenue Code of
1986,  as  amended. The Tax Reform Act of 1986  made  significant
changes in federal taxation, including changes in individual  tax
rates,  depreciation,  capital  gains  treatment,  limitation  on
passive losses and the elimination of investment tax credit.

The federal tax laws are constantly subject to change by Congress
and  the  interpretations of the Code may be modified or affected
by  judicial  decisions  or  by the Treasury  Department  in  its
regulations and rules. Any such changes may have an impact on the
Partnership.

Management and Employees

The  Partnership  has  no employees. Property  (site)  management
services  during  1997 were provided by LEDIC  Management  Group,
Inc.,  an  unaffiliated property management  company  located  in
Memphis,  Tennessee.  On-site representatives  were  employed  by
LEDIC and the Partnership reimbursed LEDIC for the direct payroll
cost  of  these  employees.  LEDIC employed  approximately  eight
individuals in connection with the operations of the Properties.

Prior to January 1, 1996, property (site) management services for
the  Properties  was provided by Edgemark Management  Corporation
(EMC), an affiliate of PWPC.

The  Corporate  General  Partner provides partnership  management
services and EMC provides project management services.

Industry Segments and Foreign Operations

The  Partnership is engaged in only one line of business  in  one
industry  segment  as described above. The Partnership  does  not
have any foreign operations.
<PAGE>

ITEM 2. PROPERTIES

As  of  December 31, 1997, the Partnership owned three  apartment
complexes (referred to herein collectively as the "Properties"):

1.Creek Ridge Apartments, Knoxville, Tennessee, is a 95  unit
  apartment complex that was acquired by the Partnership on March
  31, 1987.

2.Foxwood  Apartments,  Augusta,  Georgia,  is  a  104  unit
  apartment complex that was acquired by the Partnership on October
  1, 1987.

3.Pleasant Terrace Apartments, Knoxville, Tennessee, is a  64
  unit apartment complex that was acquired by the Partnership  on
  May 1, 1988 from PWPC for approximately $1,187,000.


CREEK RIDGE APARTMENTS, KNOXVILLE, TENNESSEE

General

The  Creek  Ridge Apartment complex is situated on  approximately
9.9 acres in Knox County, Tennessee, and was constructed in 1973.

The following is a description of the units (monthly rental rates
as of February 1997):


                                                        Advertised
                           Net  Rentable       Number    Monthly
Unit  Type                 Area (S.F.)      of  Units     Rent

One  Bed/One  Bath               750             24       $350
Two  Bed/One  Bath             1,000             69        420
Three  Bed/Two  Bath           1,400              2        515

The  Creek  Ridge  Apartment complex consists of  five  two-story
buildings.  The  development features a  classical  architectural
design  with  brick veneer construction. Additional architectural
features  include  wooden balconies for  upper  level  units  and
concrete  patios for lower level units. Adequate  parking  spaces
are  provided.  The  amenities  at the  complex  include  laundry
facilities,  a swimming pool, and a tennis court. Each  apartment
unit   includes  a  range  and  oven,  refrigerator,  dishwasher,
disposal and wall-to-wall carpeting. Forty-eight percent  of  the
units contain central heating and air conditioning.
<PAGE>

CREEK RIDGE APARTMENTS, KNOXVILLE, TENNESSEE (continued)

Occupancy and Rental Rates for the Past Five Years

The  average occupancy rates for Creek Ridge Apartments for  each
of the past five years were as follows: 1997-92%; 1996-95%; 1995-
95%; 1994-96%; and 1993-96%.

The  average monthly (market) rental amount per square  foot  for
each of the past five years was as follows: 1997-$.43; 1996-$.43;
1995-$.48; 1994-$.45; and 1993-$.43.

FOXWOOD APARTMENTS, AUGUSTA, GEORGIA

General

Foxwood  Apartments is situated on approximately  8.55  acres  in
Richmond County, Georgia, and was constructed in 1972.

The following is a description of the units (monthly rental rates
as of February 1997):

                                                     Advertised
                    Net Rental      Number            Monthly
Unit Type           Area (S.F.)    of Units             Rent

One Bed/One Bath        884            24               $375
Two Bed/One Bath        984            80                425

The  Foxwood Apartment complex consists of 13 two-story buildings
each  containing  eight garden-type units. The buildings  are  of
frame  construction with brick exterior. The  roofs  are  a  flat
mansard  design. Each unit has a sliding glass door  which  opens
onto  a  patio  or balcony. The amenities at the complex  include
laundry facilities, a swimming pool, and a lighted tennis  court.
Each  apartment unit includes a dishwasher, disposal,  frost-free
refrigerator,   range  and  oven,  and  wall-to-wall   carpeting.
Adequate parking spaces are provided.

Occupancy and Rental Rates for the Past Five Years

The  average occupancy rates for Foxwood Apartments for  each  of
the  past  five years were as follows: 1997-96%; 1996-85%;  1995-
89%; 1994-89%; and 1993-92%.

The  average monthly (market) rental amount per square  foot  for
each of the past five years was as follows: 1997-$.43; 1996-$.43;
1995-$.42; 1994-$.42; and 1993-$.41.
<PAGE>

PLEASANT TERRACE APARTMENTS, KNOXVILLE, TENNESSEE

General

The   Pleasant   Terrace  Apartment  complex   is   situated   on
approximately  5.62  acres  in Knox County,  Tennessee,  and  was
constructed in 1973.

The following is a description of the units (monthly rental rates
as of February 1997):

                                                       Advertised
                         Net Rental       Number         Monthly
Unit Type                Area (S.F.)     of Units          Rent

One Bed/One Bath               650           24            $325
Two Bed/One Bath               850           32             375
Three Bed/One Bath           1,300            1             650
Duplexes                   400-750            6             245
House                        1,500            1             450

The Pleasant Terrace complex consists of six two-story buildings,
three duplexes, containing a total six rental units, and one free-
standing house. The development features include concrete  patios
for  lower level units. Adequate parking spaces are provided. The
amenities  at  the  complex  include  a  swimming  pool,  laundry
facilities  and  cable  TV  availability.  Each  apartment   unit
includes  a  range and oven, refrigerator, disposal and  wall-to-
wall carpeting.

Occupancy and Rental Rates for the Past Five Years

The  average occupancy rates for Pleasant Terrace Apartments  for
each  of the past five years were as follows: 1997-88%; 1996-90%;
1995-96%; 1994-93%; and 1993-96%.

The  average monthly (market) rental amount per square  foot  for
each of the past five years was as follows: 1997-$.45; 1996-$.45;
1995-$.49; 1994-$.47; and 1993-$.43.

ITEM 3. LEGAL PROCEEDINGS

In  November 1994, the Partnership received an unfavorable ruling
from the Circuit Court for Knox County, Tennessee, Case No. 2-598-
90, in the class action brought by former and present tenants  of
Creek  Ridge  Apartments  against the  Partnership,  PWPC,  Evans
Realty,  Inc.  (former property manager) and  Joseph  Dixon.  The
action was filed on July 31, 1990 in Knox County, Tennessee.  The
plaintiffs  were seeking damages of $6 million for  damages  they
allege they suffered resulting from a fire which destroyed one of
the  apartment  buildings on August 11, 1989. The  court  awarded
$300,000  to  the  plaintiffs.  As  of  December  31,  1996,  the
remaining  settlement  amount  totaled  $50,000  and  was   fully
accrued. The Partnership also accrued an additional $120,000  for
separate pending litigation of the same nature.
<PAGE>

ITEM 3. LEGAL PROCEEDINGS (continued)

These amounts were covered by the Partnership's insurance carrier
and, accordingly, a receivable for these amounts was recorded  at
December  31,  1996.  All claims were settled  by  the  insurance
carrier in January 1997.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

No  matters  were submitted to a vote of security holders  during
the  fourth  quarter of 1997 by means of a proxy solicitation  or
otherwise.

                              PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED
        STOCKHOLDER MATTERS

There  is  presently no public market for the Limited Partnership
interests  in  the Partnership, and is not anticipated  that  any
public  market will develop. As of December 31, 1997, there  were
512 Limited Partners in the Partnership.

ITEM 6. SELECTED FINANCIAL DATA

The following is an unaudited schedule of selected financial data
for  the  Partnership as of and for the years ended December  31,
1997, 1996, 1995, 1994, and 1993. The information below should be
read  in  conjunction with the financial statements  and  related
notes  thereto  and  Management's  Discussion  and  Analysis   of
Financial Condition and Results of Operations included as Item  7
in this Form 10-K.

                           (in  thousands, except  for  per unit data)
                              1997      1996       1995    1994     1993

Operating Results

Revenues                   $ 1,136     $1,066    $1,101  $1,113   $1,091
Income before
  extraordinary loss           146        170       154     173      162
Extraordinary loss               -        (27)        -       -        -
Net income                     146        143       154     173      162
Income (loss) per unit(1):
  Income before
   extraordinary loss         6.21       7.23      6.57    7.36     6.91
  Extraordinary loss             -      (1.16)        -       -        -
  Net income                  6.21       6.07      6.57    7.36     6.91
Distributions
  per unit (1)                8.88       8.88      8.88    7.99     7.10
Net cash
 provided by
 operating
 activities                    344        309       344     376      344
<PAGE>

ITEM 6. SELECTED FINANCIAL DATA (continued)

                               (in  thousands, except for  per unit data)
                              1997       1996     1995     1994     1993

Financial Condition

Total assets                 5,304      5,484     5,656    6,009   5,693
Mortgage notes
 payable                     1,159      1,185     1,277    1,350   1,416


(1)Per  unit  share  data  based upon 22,309 Limited  Partnership
   units   outstanding  for the years ended  December  31,  1997,
   1996, 1995, 1994 and 1993.


ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS

The  Partnership's  objectives are to preserve  and  protect  the
Partnership's invested capital, to provide partially tax-deferred
distributions of cash from operations on a quarterly basis and to
achieve  capital appreciation. The Partnership raised a total  of
$5,567,250  in  1987  and  1988  which  was  invested  in   three
Properties  (after deduction of sales commissions,  certain  fees
and  a  working capital reserve). The Partnership does not intend
to acquire any additional properties.

Results of Operations

1997 Compared to 1996

Net  income increased to $145,816 for the year ended December 31,
1997  from $142,511 for the year ended December 31, 1996.  Income
from   operations   (before  extraordinary  item,   depreciation,
amortization,  and interest income and expense) was  $397,817  in
1997  compared  to $443,551 in 1996. Rental income  increased  in
1997  due to decreased vacancies at Foxwood Apartments. Operating
expenses  increased in 1997 due to refurbishing costs (labor  and
materials)at   all   Properties  to  maintain  their   marketable
condition. Interest expense decreased due to the debt refinancing
in April 1996.

1996 Compared to 1995

The   refinancing  and  early  extinguishment  of  debt  in  1996
discussed  below  resulted in an extraordinary  loss  of  $27,376
which  decreased  net  income  to $142,511  for  the  year  ended
December  31, 1996 from $154,309 for the year ended December  31,
1995. Income before extraordinary item increased to $169,887  for
the year ended December 31, 1996 from $154,309 for the year ended
December  31,  1995 due to a decrease in operating  expenses  and
interest expense.
<PAGE>

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS (continued)

Results of Operations (continued)

1996 Compared to 1995 (continued)

Income  from operations (before extraordinary item, depreciation,
and interest income and expense) was $443,551 in 1996 compared to
$440,485  in  1995.  Rental  income  decreased  in  1996  due  to
increased  vacancies  at Foxwood Apartments.  Operating  expenses
decreased  in  1996  due to lower contract  labor  (refurbishing)
costs.

Liquidity and Capital Resources

In  April 1996, the Partnership refinanced its mortgage  debt  on
Creek  Ridge  Apartments using the proceeds  to  payoff  the  old
mortgage  and early extinguish the outstanding mortgage  debt  on
Foxwood  Apartments.  The  interest  rate  on  the  Partnership's
mortgage  debt  was reduced to 8% and monthly  debt  service  was
reduced by $6,617. At December 31, 1997, the Partnership had cash
of $210,094 which increased $39,174 since December 31, 1996.

The  Partnership has its excess cash invested in marketable  debt
securities.

The   Corporate  General  Partner  believes  that  liquid  assets
available  are  adequate  to meet future  liquidity  and  capital
expenditure  requirements. Future cash distributions will  depend
on  factors  such  as  cash generated from  operations,  property
sales,   debt   repayment   and   capital   improvements.    Cash
distributions of $200,001 were paid each year during  1997,  1996
and  1995,  and $50,000 was paid in the first quarter  of  fiscal
1998 for fourth quarter 1997 operations.

Accounting Matters

During 1997, the Financial Accounting Standards Board issued  the
following statements:

   No. 128 Earnings Per Share
   No. 129 Disclosure of Information about Capital Structure
   No. 130 Reporting Comprehensive Income
   No. 131 Disclosures  about Segments of  an  Enterprise  and
             Related Information

The  adoption  of  Statement No.'s 128 and 129 in  1997  did  not
effect the computation of amounts and disclosures provided in the
financial statements. The adoption of Statement No.'s 130 and 131
is  not expected to materially affect the Partnership's financial
statements or disclosures.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The  information required by this Item is included in Item  14(a)
of  this  report  on Form 10-K. The selected quarterly  financial
data  and  all other schedules are omitted because they  are  not
applicable.
<PAGE>

ITEM 9. CHANGES IN AND DISAGREEMENT WITH ACCOUNTANTS ON
        ACCOUNTING AND FINANCIAL DISCLOSURE

The    Partnership   engaged   LEDIC   Management   Group,   Inc.
headquartered   in   Memphis,  Tennessee,  to  provide   property
management and accounting services effective January 1, 1996. The
books  and  records  are  being maintained  in  Memphis  and  the
Corporate  General Partner elected to engage a  Memphis  firm  to
provide audit and tax services. Accordingly, Price Waterhouse LLP
(Tampa, Florida) was dismissed as the independent accountants for
the Partnership by letter dated September 20, 1996.

The report by Price Waterhouse LLP on the Partnership's financial
statements  as of and for the year ended December  31,  1995  was
unqualified and was not modified as to uncertainty, audit  scope,
or accounting principles.

The Partnership is a limited partnership and, therefore, does not
have  any officers or directors. All management functions of  the
Partnership  are performed by the Corporate General  Partner  who
elected to make the change.

There  were  no disagreements with Price Waterhouse LLP  for  the
year  ended  December 31, 1995 on any matter  of  the  accounting
principles  or  practices,  financial  statement  disclosure,  or
auditing scope or procedure nor any "reportable events" prior  to
the change.

Rhea  &  Ivy,  P.L.C.  (Memphis, Tennessee) was  engaged  by  the
Partnership  by letter dated September 20, 1996. The  Partnership
did  not  consult  Rhea & Ivy, P.L.C. prior to  their  engagement
regarding the application of accounting principles to a specified
transaction  or the type of audit opinion that might be  rendered
on the Partnership's financial statements.

                         PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The Partnership is a limited partnership and, therefore, does not
have  any officers or directors. All management functions of  the
Partnership  are performed by the Corporate General Partner.  The
following  persons  are  serving as officers,  directors  or  key
employees of PWPC:

    Name                 Age                  Title

Craig   D.   Caldwell    48            Director and Vice President
Rand E. McNeal           45            Director, President and
                                         Chief Executive Officer
<PAGE>

ITEM  10.  DIRECTORS  AND EXECUTIVE OFFICERS  OF  THE  REGISTRANT
(continued)

Craig D. Caldwell, served as Vice President of Westland Insurance
Brokers,  a  California  corporation and  a  regional  commercial
insurance   agency  until  February  1991.  Mr.   Caldwell   also
previously  served  as Vice President of Fund Administration  for
the  Consolidated Capital Companies until August 1983, which  was
at  the time the nation's largest real estate syndicator on a new
capital  raised  basis.  He  was  also  Assistant  Treasurer   of
Consolidated  Capital  Special  Trust  and  Consolidated  Capital
Income  Trust,  which at the time were the two  largest  publicly
traded  real  estate investment trusts on a capital raised  basis
involved  in  mortgage  lending. Also, Mr.  Caldwell  was  a  tax
manager  at  Price  Waterhouse and while working  there  for  six
years,  he  specialized in real estate tax matters. Mr.  Caldwell
has  successfully  converted a number of San Francisco  apartment
buildings  to  condominiums and is a Certified Public  Accountant
and  a  licensed real estate broker. Mr. Caldwell graduated  from
UCLA  with a bachelor's degree in economics and a masters  degree
in  business  administration in 1971 and 1972,  respectively.  In
1976,  he  also  graduated  from USC with  a  masters  degree  in
business  taxation. Mr. Caldwell presently owns fifty percent  of
the  outstanding  stock of Edgemark Group, Inc.,  the  parent  of
PWPC.

Rand  E. McNeal, served as Vice President of PWPC from July  1985
until  May  20,  1988,  when he was elected President  and  Chief
Executive  Officer, and served as a Director of  PWPC  from  July
1985  until  July 1989 and was reappointed as director  in  March
1991.  Since  May  1988,  Mr. McNeal  has  also  served  as  Vice
President  of  Pioneer Western Corporation and has  held  various
director  and  officer  positions with affiliates  of  PWPC.  Mr.
McNeal  is a Certified Public Accountant, a licensed real  estate
broker,  a  licensed mortgage broker and formerly served  as  the
Chief Financial Officer of Trusty-Baldasare, a Florida-based real
estate  developer,  from December 1980 until he  joined  PWPC  in
1985.  Mr. McNeal was employed by Price Waterhouse from  1974  to
1979.  Mr. McNeal presently owns fifty percent of the outstanding
stock of Edgemark Group, Inc., the parent company of PWPC.

ITEM 11. EXECUTIVE COMPENSATION

The  Partnership is a limited partnership and, therefore, has  no
officers  or  directors. Thus, the Partnership pays no  executive
compensation. None of the officers or directors of the  Corporate
General Partner received any renumeration from the Partnership in
1997.  As  the  Managing General Partner, the  Corporate  General
Partner  is  entitled  to  receive a share  in  revenues,  to  be
compensated for services provided on a competitive basis  and  to
be reimbursed for certain direct expenses and certain general and
administrative expenses. (See Item 13, "Certain Relationships and
Related Transactions," below.)
<PAGE>

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL INTEREST
         OWNERS AND MANAGEMENT

No  Limited Partner owns 5% or more of the outstanding units. The
Corporate  General Partner directly owns 144 Limited  Partnership
units  (.65%)  and  the officers and directors of  the  Corporate
General  Partner  own or control another 516 Limited  Partnership
units  (2.31%)  as  of December 31, 1997. The  Corporate  General
Partner  is  not  aware  of  any arrangements  other  than  those
disclosed  herein  which may at a subsequent  date  result  in  a
change of control of the Partnership.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The  Corporate  General Partner was a wholly-owned subsidiary  of
Enstar  Financial  Services,  Inc.  On  March  19,  1991,  Enstar
Financial  Services, Inc. sold 100% of the outstanding  stock  of
PWPC  to  Edgemark  Group,  Inc. The  Corporate  General  Partner
retained its existing management.

The   Corporate   General  Partner  received  cash  distributions
totalling  $2,000 and management fees totalling  $11,289  (1%  of
specified  revenues) from the Partnership during the  year  ended
December  31,  1997.  No  director or officer  of  the  Corporate
General Partner, nor any associate of them, was indebted  to  the
Partnership at any time during the year ended December 31, 1997.

Effective January 1, 1996, the Corporate General Partner  engaged
LEDIC  Management Group, Inc. (not affiliated with the  Corporate
General  Partner) as subagent for the property (site)  management
of the Properties for a fee of 4% of specified revenues. Prior to
this date, Edgemark Management Corporation (EMC), an affiliate of
the  Corporate  General  Partner, provided  property  (site)  and
project  management  services  for  a  fee  of  5%  of  specified
revenues. EMC received project management fees totalling  $12,755
(1%  of  specified revenues) during the year ended  December  31,
1997.
<PAGE>
                             PART IV
                                
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
         ON FORM 10-K


                                                             Page
Reference
(a)(1)Financial Statements

      Report of Independent Accountants
        as of and for the years ended
        December 31, 1997, 1996 and 1995                     15

      Balance Sheets as of December 31, 1997 and 1996        16 

      Statements of Income for the years ended
        December 31, 1997, 1996 and 1995                     17

      Statements of Changes in Partners' Capital
       for the years ended December 31, 1997,
       1996 and 1995                                         18

      Statements of Cash Flows for the years ended
        December 31, 1997, 1996 and 1995                  19-20

      Notes to Financial Statements                       21-25


(a)(2)Schedules

     All  schedules  and  other financial  statements  have  been
     omitted  because  they  are  not  required  or  because  the
     information  is  presented in the  financial  statements  or
     related notes.
     
(b) Reports on Form 8-K
     
     No  filings of Form 8-K were made during the last quarter of
     1997.

(c) Exhibits

    Exhibit
    Number    Exhibit

      3.1  Second  Amended  and  Restated  Certificate  of
           Limited  Partnership (incorporated by  reference  from
           Form 10-K filed for the year ended December 31, 1989)

     16.1  Letter regarding change in certifying accountant
           - filed herewith.
<PAGE>


   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (a Florida Limited Partnership)

                      Financial Statements

      For the Years Ended December 31, 1997, 1996 and 1995

<PAGE>




To the Partners
Pioneer Western Properties
   Income Fund Limited Partnership


                       Report of Independent Accountants

We  have  audited  the  accompanying balance  sheets  of  Pioneer
Western  Properties  Income Fund Limited Partnership  (a  Florida
Limited  Partnership) as of December 31, 1997 and 1996,  and  the
related  statements of income, changes in partners' capital,  and
cash  flows  for the years then ended. 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. The financial  statements  of
Pioneer Western Properties Income Fund Limited Partnership as  of
December  31,  1995 were audited by other auditors  whose  report
dated February 2, 1996, expressed an unqualified opinion on those
statements.

We  conducted  our  audits in accordance with generally  accepted
auditing  standards. Those standards require  that  we  plan  and
perform  the audits 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 1997 and 1996 financial statements referred
to  above present fairly, in all material respects, the financial
position  of  Pioneer  Western  Properties  Income  Fund  Limited
Partnership as of December 31, 1997 and 1996, and the results  of
its  operations and its cash flows for each of the two  years  in
the  period ended December 31, 1997 in conformity with  generally
accepted accounting principles.



Rhea & Ivy, P.L.C.
Memphis, Tennessee
January 27, 1998
<PAGE>

   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

                         BALANCE SHEETS

                   December 31, 1997 and 1996


                                                  1997        1996
Assets

Investments in real estate:
   Land                                       $  680,000  $  680,000
   Buildings and furnishings,
   net of accumulated depreciation
   of $1,726,567 and $1,561,855                4,128,816   4,221,642
                                               4,808,816   4,901,642

Cash                                             210,094     170,920
Marketable debt securities                       175,000     168,798
Insurance receivable                                   -     170,000
Other assets                                     110,337      72,288
                                              $5,304,247  $5,483,648


Liabilities and Partners' Capital

Liabilities:

Accounts payable and
  accrued expenses                            $   93,122  $   19,990
Accrued litigation reserve                             -     170,000
Tenant security deposits                          34,975      36,751
Mortgage on real estate                        1,158,879   1,185,451
   Total liabilities                           1,286,976   1,412,192

Partners' Capital:

General partner                                   33,415      28,124
Limited partners                               3,983,856   4,043,332
   Total partners' capital                     4,017,271   4,071,456
                                              $5,304,247  $5,483,648











See Notes to Financial Statements.
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

                      STATEMENTS OF INCOME

   For the Three Years Ended December 31, 1997, 1996 and 1995


                                   1997        1996        1995
Revenues:

Rental income                  $1,124,987   $1,052,908   $1,084,410
Interest                           10,976       12,723       16,196
                                1,135,963    1,065,631    1,100,606

Expenses:

Operating                         670,627      565,602      608,613
General and administrative         56,543       43,755       35,312
Depreciation and amortization     169,101      179,700      175,799
Interest                           93,876      106,687      126,573
                                  990,147      895,744      946,297
   Income before extraordinary
     item                         145,816      169,887      154,309

Extraordinary item - loss
  from early extinguishment
  of debt                               -      (27,376)           -

    Net income                 $  145,816   $  142,511   $  154,309

Net income allocable to:

General partner                $    7,291   $    7,126   $    7,715

Limited partners               $  138,525   $  135,385   $  146,594

Earnings (loss) per limited
  partnership unit (based on
  an average 22,309 limited
  partnership units each
  year):

Income before
  extraordinary item           $     6.21   $     7.23   $     6.57

Extraordinary item             $        -   $    (1.16)   $       -

Net income                     $     6.21   $     6.07    $    6.57




See Notes to Financial Statements.
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 A Florida Limited Partnership)

           STATEMENTS OF CHANGES IN PARTNERS' CAPITAL

   For the Three Years Ended December 31, 1997, 1996 and 1995


                                   Limited      General
                                   Partners     Partner     Combined


Balance at January 1, 1995        $4,157,355   $  17,283   $4,174,638

Distributions ($8.88 per avg
   limited partnership unit)      (  198,001)  (   2,000)    (200,001)

Net income                           146,594       7,715      154,309

Balance at December 31, 1995       4,105,948      22,998    4,128,946

Distributions ($8.88 per avg
    limited partnership unit)     (  198,001)  (   2,000)    (200,001)

Net income                           135,385       7,126      145,511

Balance at December 31, 1996       4,043,332      28,124    4,071,456

Distributions ($8.88 per avg
   limited partnership unit)      (  198,001)  (   2,000)    (200,001)

Net income                           138,525       7,291      145,816

Balance at December 31, 1997     $ 3,983,856  $   33,415   $4,017,271



















See Notes to Financial Statements.
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

                    STATEMENTS OF CASH FLOWS

   For the Three Years Ended December 31, 1997, 1996 and 1995


                                   1997         1996          1995

Operating activities:
 Net income                     $ 145,816      $ 142,511    $ 154,309
 Adjustments to reconcile net
  income to net cash provided
  by operating activities:
   Extraordinary item                   -        27,376             -
   Depreciation                   164,712       179,700       175,799
   Amortization                     4,389             -             -
   Changes in assets and
    liabilities:
     Insurance receivable         170,000       (45,000)      250,000
     Other assets                 (42,438)       27,455        (1,577)
     Accounts payable and
       accrued expenses            73,132       (68,889)        2,505
     Tenant security deposits      (1,776)        1,081        12,860
     Accrued litigation reserve  (170,000)       45,000      (250,000)
      Total adjustments           198,019       166,723       189,587

      Net cash provided by
        operating activities      343,835       309,234       343,896

Investing activities:
 Capital additions                (71,886)      (46,189)      (48,068)
 Purchase of debt securities     (175,000)     (168,798)     (199,386)
 Maturity of debt securities      168,798       199,386             -

     Net cash used in
        investing activities      (78,088)      (15,601)     (247,454)

                           (continued on next page)
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)


              STATEMENTS OF CASH FLOWS -- continued



                                    1997         1996           1995

Financing activities:
 Proceeds from mortgage 
   refinancing                           -     1,200,000            -
 Loan fees paid                          -       (55,435)           -
 Premiums on early 
   extinguishment of debt                -       (27,376)           -
 Principal payments on mortgages   (26,572)   (1,291,713)     (72,714)
 Distributions to partners        (200,001)     (200,001)    (200,001)

     Net cash used in financing
      activities                  (226,573)     (374,525)    (272,715)

Net increase (decrease) in cash     39,174       (80,892)    (176,273)

Cash:
   Beginning of period             170,920       251,812      428,085

   End of period                $  210,094    $  170,920  $   251,812


Supplemental disclosures
   of cash flow information:

Cash paid during the period for
  interest                      $   93,876    $  105,154  $   127,134



















See Notes to Financial Statements.
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

                  NOTES TO FINANCIAL STATEMENTS


Note (1) Partnership Organization and Operations

Pioneer  Western Properties Income Fund Limited Partnership  (the
Partnership), a Florida limited partnership, was formed in August
1986.  The purpose of the Partnership is to purchase and  operate
existing  income  producing multi-family properties  through  the
year  ended  December  31,  2036, unless  terminated  earlier  in
accordance  with  the  provisions of the  partnership  agreement.
Prior  to January 1989, the General Partners were Pioneer Western
Properties Corporation (PWPC), the Corporate General Partner, and
Joseph   A.  Barringer,  the  Individual  General  Partner.   Mr.
Barringer  withdrew as the Individual General Partner in  January
1989  and assigned his general partner interest to PWPC. On March
19,  1991,  Enstar  Financial Services, Inc.  sold  100%  of  the
outstanding stock of PWPC to Edgemark Group, Inc.

On  December  30,  1986, the Securities and  Exchange  Commission
declared   the   Partnership's  registration   statement,   which
contemplated   the  sale  of  $10  million  in  limited   partner
interests,  to  be  effective.  In April  1987,  the  Partnership
reached  the  minimum  of  6,000 units  sold  and  commenced  its
operations. The offering period ended in October 1988 with 22,309
units sold and proceeds of $5,567,250.

Note (2) Summary of Significant Accounting Policies

Basis of Presentation

The Partnership's accounting records are maintained on an accrual
basis   of  accounting  in  accordance  with  generally  accepted
accounting principles.

The  process of preparing financial statements in conformity with
generally  accepted  accounting principles requires  the  use  of
estimates  and  assumptions regarding certain  types  of  assets,
liabilities,  revenues,  and expenses. Such  estimates  primarily
relate to unsettled transactions and events as of the date of the
financial statements. Accordingly, upon settlement actual results
may differ from estimated amounts.
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

            NOTES TO FINANCIAL STATEMENTS (CONTINUED)


Note (2) Summary of Significant Accounting Policies (continued)

Allocation of Profits and Losses

Profits   and  losses  of  the  Partnership,  other  than   those
attributable to capital items or the disposition of substantially
all  of  the  Partnership's property, are allocated  95%  to  the
limited  partners  and  5% to the general  partner.  Profits  and
losses  of the Partnership attributable to capital items  or  the
disposition  of  substantially all of the Partnership's  property
are  to  be  distributed as follows:  (1) to previously allocated
tax  loss from sales: (2) to limited partners in an amount  equal
to the excess of cash available for distribution received by them
over the taxable income from operations allocated to them; (3) to
the  limited partners in an amount equal to the excess of the  8%
cumulative  priority return to which they are entitled  over  the
cash  available  for distribution received by them;  (4)  to  the
general  partner  in an amount equal to the excess  of  the  cash
available for distribution received over the taxable income  from
operations  allocated  to the general partner;  (5)  80%  to  the
limited partners and 20% to the general partner.

Cash  available for distribution will be paid 99% to the  limited
partners and 1% to the general partner until the limited partners
have  received their 8% annual priority return, and  95%  to  the
limited partners and 5% to the general partner, thereafter.

Rental Income

Rental  agreements  are generally for one-year  periods  and  are
accounted  for as operating leases. Rental income is reported  as
earned  over  the term of the lease. A provision of uncollectible
rents  is  recognized against income as needed  and  amounted  to
$31,884,   $47,996,  and  $57,346  in  1997,  1996,   and   1995,
respectively.

Investments in Real Estate

Buildings  and  furnishings are stated at cost  less  accumulated
depreciation. Buildings and improvements are depreciated  on  the
straight-line   method  over  40  years;  the   furnishings   are
depreciated  on straight-line and 150% declining balance  methods
over  10 years; and property improvements are depreciated on  the
straight-line method over 20 years.

Management reviews its long-lived assets for impairment  whenever
events  or  changes in circumstances indicate that  the  carrying
value  of an asset may not be recoverable in accordance with  the
provisions  of SFAS No. 121. There were no events or  changes  in
circumstances that indicate impairment as of December 31, 1997 or
1996.
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

            NOTES TO FINANCIAL STATEMENTS (CONTINUED)


Note (2) Summary of Significant Accounting Policies (continued)

Other Assets

The Partnership's other assets are comprised of the following:

                                         December 31,
                                       1997         1996

Escrow deposits                      $ 57,825       16,853
Prepaid insurance                       1,466            -
Deferred loan costs, net               51,046       55,435
                                     $110,337     $ 72,288

Deferred  loan  costs  are amortized on the straight-line  method
over the mortgage loan period.

Syndication Costs

Syndication  and  offering  costs were  charged  against  limited
partners' equity at inception of the Partnership.

Marketable Debt Securities

The Partnership invests excess cash in government securities that
are considered to be "held-to-maturity" and, therefore, stated at
amortized  cost.  At  December 31, 1997 and 1996,  the  following
securities were owned:

                                                       Maturity
Description                  Principal       Rate        Date

 1997

 Federal Home Loan Bank      $175,000       5.72%          7/98

 1996

 U.S. Treasury Bill          $169,000       5.46%(yield)   1/97

The  fair  value  of  the above securities approximates  carrying
value  due to their short-term maturity. There were no  sales  or
transfers  of securities classified as "held-to-maturity"  during
any year in the three year period ended December 31, 1997.
<PAGE>
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

            NOTES TO FINANCIAL STATEMENTS (CONTINUED)


Note (2) Summary of Significant Accounting Policies (continued)

Income Taxes

No  provision has been made for income taxes as the tax effect of
the Partnership's activities accrues to the Partners.

Note (3) Investments in Real Estate

The  cost  and  accumulated  depreciation  of  the  Partnership's
properties at December 31, 1997, is as follows:

                               Buildings
                                 and                   Accumulated
                     Land     Furnishings    Total    Depreciation

Creek Ridge
  Apartments       $230,000   $1,985,624  $2,215,624   $  612,193

Foxwood
  Apartments        315,000    2,650,814   2,965,814      775,645

Pleasant Terrace
  Apartments        135,000    1,218,945   1,353,945      338,729

    Total          $680,000   $5,855,383  $6,535,383   $1,726,567

Note (4) Mortgage on Real Estate

In  April  1996, the Partnership completed a refinancing  of  the
mortgage debt on Creek Ridge Apartments. The net proceeds were as
follows (in thousands):

     Amount of new debt                                    $1,200
     Payoff "old" mortgage including 
       premiums and accrued interest                         (761)
     Loan fees and escrow                                     (79)

                                                           $  360
                                
                                
The  net  proceeds of approximately $360,000 plus other available
funds   were  used  to  payoff  the  mortgage  debt  on   Foxwood
Apartments. The amount of the mortgage debt that was extinguished
early  was  approximately $497,000 plus approximately $19,000  in
premiums and $3,000 of accrued interest.
<PAGE>
                                
   PIONEER WESTERN PROPERTIES INCOME FUND LIMITED PARTNERSHIP
                 (A Florida Limited Partnership)

            NOTES TO FINANCIAL STATEMENTS (CONTINUED)

Note (4) Mortgage on Real Estate (continued)

The mortgage debt on Creek Ridge Apartments is payable in monthly
installments of principal and interest (8%) through May  1,  2016
(20 years); is collateralized by real property; and is subject to
prepayment penalties.

Aggregate  principal  payments due on the mortgage  debt  are  as
follows:

     1998                       $   28,777
     1999                           31,165
     2000                           33,752
     2001                           36,554
     2002                           39,588
     Thereafter                    989,043
                                $1,158,879

Management  estimates that the fair value of  the  mortgage  debt
approximates   carrying  value  based  upon   the   Partnership's
effective borrowing rate for issuance of debt with similar  terms
and remaining maturities.

Note (5) Commitments and Contingencies

In  November 1994, the Partnership received an unfavorable ruling
related   to  litigation  surrounding  a  fire  at  Creek   Ridge
Apartments.  As  of  December 31, 1996, the remaining  settlement
amount  totaled  $50,000 and was accrued.  The  Partnership  also
accrued an additional $120,000 for separate pending litigation of
the  same nature. These amounts were covered by the Partnership's
insurance  carrier and, accordingly, an insurance receivable  for
these amounts was recorded at December 31, 1996. All claims  were
settled by the insurance carrier in January 1997.

Note (6) Related Party Transactions

The  Partnership  incurred  $11,289,  $10,538,  and  $10,844   in
partnership  management  fees  for  services  provided   by   the
Corporate General Partner for 1997, 1996 and 1995, respectively.

Effective January 1, 1996, the Corporate General Partner  engaged
LEDIC  Management Group, Inc. (not affiliated with the  Corporate
General  Partner) as subagent for the property (site)  management
of  the  Partnership's properties. Prior to this  date,  Edgemark
Management  Corporation  (EMC), an  affiliate  of  the  Corporate
General  Partner, provided property (site) and project management
services. EMC continues to provide project management services.

EMC  earned project management fees in the amount of $12,755  and
$10,671  in  1997 and 1996, respectively. EMC earned project  and
property (site) management fees in the amount of $54,221 from the
Partnership  in 1995, and administrative services fees  (for  tax
services)in  the  amount of $4,000 in 1995. EMC also  received  a
loan brokerage fee of $12,000 in 1996.
<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.

    Pioneer Western Properties Income Fund Limited Partnership,
    a Florida limited partnership (Registrant)

    By: Pioneer Western Properties Corporation
    ("PWPC"), its Corporate General Partner



March 5, 1998     By: Rand E. McNeal
                  Rand E. McNeal, President and CEO


Pursuant  to the requirements of the Securities Exchange  Act  of
1934,  this report has been signed below by the following persons
on  behalf  of the registrant and in the capacities  and  on  the
dates indicated.


March 5, 1998     By:  Craig D. Caldwell
                  Craig D. Caldwell, Director of PWPC


March 5, 1998     By:  Rand E. McNeal
                  Rand E. McNeal, President and CEO




<PAGE>
                             Exhibit 16.1



Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C.   20549

Ladies and Gentlemen:

We  have  read Item 4 of Pioneer Western Properties  Income  Fund
Limited Partnership's Form 8-K, dated September 24, 1996 and  are
in agreement with the statements contained therein.

Very truly yours,




Price Waterhouse, LLP
Tampa, Florida
September 24, 1996

<PAGE>