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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
 
                           FORM 10-K/A - Amendment #1
 
(Mark One)
 
/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
    OF 1934
 
For the fiscal year ended December 31, 1995
 
                                       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 0-19123
 
                            FOGELMAN MORTGAGE L.P. I
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             (Exact name of registrant as specified in its charter)
 
Tennessee                                             62-1317805
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(State or other jurisdiction of                     (I.R.S. Employer
 incorporation or organization)                     Identification No.)
 
One Seaport Plaza, New York, New York               10292-0116
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(Address of principal executive offices)            (Zip Code)
 
Registrant's telephone number, including area code (212) 214-1016
 
Securities registered pursuant to Section 12(g) of the Act:
 
                                Depositary Units
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                                 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 CK  No _
 
   Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ CK ]
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   These Independent Auditor's Reports are being filed as Amendment #1 to
Form 10-K due to the absence of these Independent Auditor's Reports
in the original filing on March 29, 1996.

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                                                          (LOGO)
                                                        Rhea & Ivy
                                               Certified Public Accountants
                                                        Suite 250
                                                   6000 Poplar Avenue
                                               Memphis, Tennessee 38119-3971
To the Partners
FPI Royal View, Ltd., L.P.
Memphis, Tennessee
 
                          Independent Auditor's Report
 
We have audited the accompanying statements of assets and liabilities of the
Pointe Royal Project as of December 31, 1993 and 1992, and the related
statements of revenues and expenses and cash flows for the years then ended.
These financial statements are the responsibility of the Project's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Pointe Royal Project as of
December 31, 1993 and 1992, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
 
As discussed in note 3 to the financial statements, management's estimate of
fair value of the Project is less than the related principal and accrued
interest debt obligations.

                                               /s/ Rhea & Ivy

Memphis, Tennessee
January 28, 1994
 
                                       2
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                                                          (LOGO)
                                                        Rhea & Ivy
                                               Certified Public Accountants
                                                        Suite 250
                                                   6000 Poplar Avenue
                                               Memphis, Tennessee 38119-3971

To the Partners
FPI Chesterfield, L.P.
Memphis, Tennessee
 
                          Independent Auditor's Report
 
We have audited the accompanying statements of assets and liabilities of the
Westmont Project as of December 31, 1993 and 1992, and the related statements of
revenues and expenses and cash flows for the years then ended. These financial
statements are the responsibility of the Project's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Westmont Project as of
December 31, 1993 and 1992, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.
 
As discussed in note 3 to the financial statements, management's estimate of
fair value of the Project is less than the related principal and accrued
interest debt obligations.

                                               /s/ Rhea & Ivy
Memphis, Tennessee
January 28, 1994
 
                                       3
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                            Rhea & Ivy, P.L.C.
              Certified Public Accountants & Business Advisors
           Suite 250 - 6000 Poplar Avenue - Memphis, TN 38119-3971

We consent to the use of our reports dated January 28, 1994, with respect to the
financial statements of the Pointe Royal Project and the Westmont Project for
the year ended December 31, 1993, included in Item 14 of the Annual Report on
Form 10-K of Fogelman Mortgage, L.P. I for the year ended December 31, 1995
filed with the Securities and Exchange Commission on March 29, 1996.

                                               /s/ Rhea & Ivy

Memphis, Tennessee
January 22, 1997
 
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                                   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.
 
Fogelman Mortgage L.P. I

By: Prudential-Bache Properties, Inc.
    A Delaware corporation, General Partner
     By: /s/ Eugene D. Burak                      Date: January 31, 1997
     ----------------------------------------
     Eugene D. Burak
     Vice President and Chief Accounting
     Officer

   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 (with respect to the General Partner) and on
the dates indicated.

By: Prudential-Bache Properties, Inc.
    A Delaware corporation, General Partner
     By: /s/ Thomas F. Lynch, III                 Date: January 31, 1997
     ----------------------------------------
     Thomas F. Lynch, III
     President, Chief Executive Officer,
     Chairman of the Board of Directors and
     Director
     By: /s/ Barbara J. Brooks                    Date: January 31, 1997
     ----------------------------------------
     Barbara J. Brooks
     Vice President-Finance and Chief
     Financial Officer
     By: /s/ Eugene D. Burak                      Date: January 31, 1997
     ----------------------------------------
     Eugene D. Burak
     Vice President
     By: /s/ Frank W. Giordano                    Date: January 31, 1997
     ----------------------------------------
     Frank W. Giordano
     Director
     By: /s/ Nathalie P. Maio                     Date: January 31, 1997
     ----------------------------------------
     Nathalie P. Maio
     Director
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