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


                                     FORM 10-K


       Annual  Report  Pursuant  to  Section 13 or  15(d)of  The  Securities
       Exchange Act of 1934 [Fee Required]
       For the Fiscal Year ended December 31, 1997


       Commission File Number      33-19038


       PERSHING LEASE INCOME LIMITED PARTNERSHIP
       (Exact name of registrant as specified in its charter)


                     MISSOURI                            43-1463913
            (State or other jurisdiction of          (I.R.S. Employer
            incorporation or organization)         Identification No.)


       6300 LAMAR, SHAWNEE MISSION, KANSAS 66202
       (Address principal executive offices)


       Registrant's telephone number, including area code (913) 236-2000


       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:
                       Units of Limited Partnership Interest


         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 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

         State  the  aggregate market value of the voting stock held by non-
       affiliates of the registrant.
                           Not applicable, since securities are non-voting.
<PAGE>

                                       Part I


       Item 1.  Business

       Pershing  Lease  Income Limited Partnership (the "Partnership") is  a
       limited  partnership  organized under the provisions of the  Missouri
       Revised Uniform Limited Partnership Act on November 30,  1987.  As of
       December 31, 1997, the Partnership consisted of a General Partner and
       3,702  Limited  Partners owning 62,840 Units of  limited  partnership
       interest  of  $500 each (the "Units"),  except that employees of  the
       General  Partner and employees and securities representatives of  the
       affiliates purchased Units for a net price of $460 per Unit,  and the
       Partnership  incurred no obligation to pay any sales commissions with
       respect  to such sales.   The Units were sold commencing February 22,
       1988,  pursuant  to  a Registration Statement on Form S-1  under  the
       Securities  Act of 1933.   As set forth more fully at Item 10 of this
       Report,  the General Partner is Waddell & Reed Leasing, Inc.,  a Mis-
       souri corporation.

       The  Partnership was organized to engage in the business of acquiring
       diversified  types of equipment and leasing such equipment to  others
       on  a  short-term basis under operating  leases.   The  Partnership's
       principal objectives are:

       1.  To  provide  quarterly  distributions  of  cash  to  the  Limited
           Partners  from leasing revenues and from the proceeds of sale  or
           other disposition of Partnership Equipment; and

       2.  To  maintain equipment residual values for ultimate sale or other
           disposition.

       The  Partnership was formed primarily for investment purposes and not
       as a "tax shelter".

       The  life  of the Partnership shall terminate on December  31,  2005,
       unless  sooner  dissolved or terminated as provided in Section 11  of
       the Amended Agreement of Limited Partnership.

       The  Partnership  had  a total of fourteen  closings.   The  closings
       occurred on May 3,  1988, June 3, 1988, July 8, 1988, August 5, 1988,
       September 8,  1988,  October 7, 1988, November 7,  1988,  December 7,
       1988,  January 9,  1989,  February 7, 1989, March 7,  1989,  April 7,
       1989,  May  5,  1989  and June 14,  1989 with subscribers  purchasing
       10,732,  6,712,  3,984,  4,268, 5,011, 3,822,  2,562,  2,701,  4,001,
       3,256,  3,604,  4,014,  3,592  and 4,581 units,  respectively,  being
       admitted on such dates.

<PAGE>
       Total  equipment purchased through December 31,  1997 was $50,459,580
       including  acquisition fees.  The Partnership had sold $49,658,241 of
       equipment  as  of  December 31,  1997 and had a balance  of  $801,339
       invested in equipment.   At the end of 1997,  there were no leases in
       place.   The  acquisition of the equipment is described more fully in
       Item 2 of this Report and Note 1 to the financial statements included
       in Item 8.

       Under the Amended Limited Partnership Agreement, the General Partner,
       Waddell & Reed Leasing,  Inc.,  is solely responsible for the manage-
       ment of the Partnership's business.   Waddell & Reed Leasing, Inc. is
       a  wholly owned subsidiary of Waddell & Reed,  Inc.  and was incorpo-
       rated  in  Missouri in October 1987 to serve as the General  Partner,
       and  to manage and control the business and affairs,  of the Partner-
       ship.

       The  General  Partner has also entered into an agreement dated as  of
       December 1, 1987 (the "Agency Agreement") with NEMLC Leasing Corpora-
       tion (the "Agent") which was acquired by BOT Services Corporation,  a
       wholly owned subsidiary of The Bank of Tokyo Trust Company which is a
       subsidiary  of  The Bank of Tokyo Limited.   Pursuant to  the  Agency
       Agreement,  the  Agent will assist the General Partner in performance
       of  certain  of  its responsibilities on behalf of  the  Partnership,
       including  identification,  evaluation  and negotiation  of  specific
       equipment investments suitable for the Partnership, management of the
       Equipment while it is under lease and remarketing of equipment coming
       off lease.

       The Partnership's investments in capital equipment which are and will
       continue to be subject to various risk factors.   The principal busi-
       ness risk associated with ownership and operation of the equipment is
       the uncertainty of keeping all of the equipment fully leased at rent-
       als  which,  after payment of operating expenses and debt service  on
       Partnership borrowings,  provide,  together with any anticipated sale
       proceeds or salvage value,  an acceptable rate of return.  Other risk
       factors include:

       1.  Technological  and  economic   equipment  obsolescence,  physical
           deterioration  and malfunction,  risks attendant upon defaults by
           lessees and credit losses.

       2.  Residual values of equipment.  The Partnership's  return  on  its
           investment  in equipment will depend in part upon the  continuing
           value of such equipment, which in turn depends among other things
           upon  (1) the quality of the equipment;  (2) the condition of the
           equipment; (3) the timing of the equipment's acquisition; (4) the
           demand  for  used  equipment;  (5)  the cost  of  comparable  new
           equipment;  (6)  the technological obsolescence of the equipment;
           (7)  the  General  Partner's ability  to  forecast  technological
           changes  which may reduce the value of equipment;  and (8) market
           factors.

<PAGE>
       3.  Competition  from  full  payout  lessors.   In  connection   with
           operating  leases,  the  Partnership will encounter  considerable
           competition  from  those offering full payout leases,  which  are
           written for a longer term and a lower rate than the Partnership's
           operating leases will offer.

       4.  Competition   from   manufacturers.   Leases   offered   by   the
           Partnership  will  compete with operating leases and full  payout
           leases offered by the manufacturers in their lease programs.   In
           addition  to attractive financial terms,  manufacturers may  also
           provide  certain ancillary services which the Partnership  cannot
           offer  directly,  such as maintenance service (including possible
           equipment  substitution rights),  warranty services and  trade-in
           privileges.

       5.  Other competition.  There are numerous other potential investors,
           including limited partnerships organized and managed similarly to
           the Partnership,  seeking to purchase equipment subject to either
           operating  leases or full payout leases,  many of which will have
           greater   financial  resources  than  the  Partnership  and  more
           experience  than  the  General  Partner.   The  Partnership  will
           compete  in  the leasing marketplace with many  non-manufacturing
           firms,  including  other equipment dealers,  brokers and  leasing
           companies, as well as with financial institutions.

       6.  Defaults by lessees.  Default by a lessee may cause equipment  to
           be returned to the Partnership at a time when the General Partner
           may  be  unable  to promptly arrange for its re-leasing  (at  the
           rental  rate  previously received or otherwise) or sale (with  or
           without  a  loss),  thus  resulting in the  loss  of  anticipated
           revenues   and   the  inability  to  recover  the   Partnership's
           investment  and  repay  related debt.   Any related debt  may  be
           secured  by  the returned equipment and,  in some cases,  by  the
           Partnership's  other  equipment.   If the debt is not paid  in  a
           timely manner,  the lender may foreclose and acquire ownership of
           all equipment which secures the debt,  resulting in economic loss
           and adverse tax consequences to the Partners.

       7.  Changes in technology.  The General Partner intends to  establish
           lease  rates to the Partnership's lessees which take into account
           the  risk of technological advances which may reduce the value of
           equipment owned by the Partnership.  However, the introduction of
           an  entirely new technology could lead to a radical reduction  in
           the  value of certain equipment and make such Equipment difficult
           to re-lease.

       The Partnership, during 1997 had four primary types of equipment; (1)
       construction equipment;  (2) forklifts;  (3) computer equipment;  and
       (4)  transportation equipment;  and leased the equipment to  corpora-
       tions under operating leases.   Rental income generated  in 1997 from
       the four equipment types was $197,266,  $1,947, $2,064, and  $26,104,
       respectively.

<PAGE>
       Item 2.  Properties.

       At December 31,  1997, the Partnership owned a piece of mining equip-
       ment,  with  a cost of $801,339.   All purchases of capital equipment
       were subject to a 4.75% acquisition fee paid to the General Partner.






       Item 3.  Legal Proceedings.

       There are no material pending legal proceedings to which the Partner-
       ship  is  a party or of which any of its equipment or leases  is  the
       subject.




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

       None.

<PAGE>
                                      Part II


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

       (a)  Market Information

       The  Partnership's outstanding securities consist of Units of Limited
       Partnership  Interest ("Units) which were sold for $500 each.   As of
       December  31,  1997,  62,840  Units had been sold to the public at  a
       price  of  $500 per Unit (except for 693 Units which were sold for  a
       net  price of $460 per Unit to employees of affiliates of the General
       Partner and securities representatives of its affiliates).

       There  is no public market for the Units,  and it is not  anticipated
       that such a public market will develop.

       (b)  Approximate Number of Security Holders

                              Number of                Number of Units
                             Unit holders                    as of
       Title of Class      as of 12/31/97                  12/31/97
       Units of Limited
       Partnership
       Interest                3,702                        62,840

       (c)  Dividend History and Restrictions

       During the years ended December 31,  1989 and 1988 and the two months
       ended December 31,  1987,  the Partnership had an initial closing and
       thirteen  subsequent  closings admitting partners holding a total  of
       62,840  units.   The final admission date to admit partners into  the
       Partnership was June 14,  1989.  Pursuant to Section 8 of the Amended
       Limited  Partnership Agreement,  the Partnership's Distributable Cash
       from Operations for each year will be determined and will be distrib-
       uted to the Partners.  The Partnership distributions were:

                        Distributions         Distributions
                            To The               To The
                      Limited Partners       General Partner
            1988        $  477,031               $ 25,107
            1989         2,827,947                148,840
            1990         3,468,767                182,568
            1991         3,468,769                182,567
            1992         4,166,292                178,649
            1993         6,441,100                243,562
            1994         5,718,440                169,453
            1995         2,387,920                 99,178
            1996         2,749,250                 48,798
            1997         1,256,800                 37,888

         The Partnership did not make a distribution in 1987.

<PAGE>
       "Cash  from Operations"  means the net cash provided by the  Partner-
       ship's  normal operations after the general expenses and current lia-
       bilities of the Partnership (other than the equipment management fee)
       are paid,  as reduced by any reserves for working capital and contin-
       gent liabilities to the extent deemed reasonable by the General Part-
       ner, and increased by any portion of such reserves then deemed by the
       General Partner not to be required for Partnership operations.

       Each  distribution of Distributable Cash from Operations of the Part-
       nership  shall be made 95% to the Limited Partners and 5% to the Gen-
       eral  Partner.   For rendering services in connection with the normal
       operations of the Partnership,   the Partnership will pay to the Gen-
       eral  Partner  a partnership management fee equal to 5% of  the  cash
       received from rents.

       Any  distributable cash from sales or refinancing will be distributed
       99%  to the Limited Partners and 1% to the General Partner until Pay-
       out.  Payout  is the time when the aggregate amount of all  distribu-
       tions  to the Limited Partners of Distributable Cash from  Operations
       and  of Distributable Cash from Sales or Refinancing equal the aggre-
       gate  cumulative  8%  annual  return on  their  aggregate  unreturned
       Invested Capital.  After payout has occurred,  any distributable cash
       from  sales  or  refinancing will be distributed 15% to  the  General
       Partner, and the remainder to the Limited Partners.

       Any  Distributable Cash from Operations will be distributed within 60
       days  after the completion of each of the first three fiscal quarters
       of  each Partnership fiscal year,  and within 120 days after the com-
       pletion  of each fiscal year,  beginning after the first full  fiscal
       quarter  following the Partnership's first closing date.   Each  such
       distribution  will  be described in a statement sent to  the  Limited
       Partners.

<PAGE>
       Items 6. Selected Financial Data.

       The following table sets forth selected financial information regard-
       ing the Partnership's financial position and operating results.  This
       information  should be read in conjunction with the Management's Dis-
       cussion and Analysis of Financial Condition and Results of Operations
       and  Financial  Statements and Notes thereto,  which are included  in
       Items 7 and 8 of this report.



                              As of and for   As of and for   As of and for
                              the Year Ended  the Year Ended  the Year Ended
                                 12/31/97        12/31/96        12/31/95
       Operating Data
         Rental Income        $   227,381     $   808,218     $ 1,863,506
         Interest Income           22,097          65,911          47,992
         Net Income                 9,457       1,047,419       1,337,147

       Balance Sheet Data
         Cash and Cash
           Equivalents            137,247         639,226         802,866
         Net Investment
           Property                 9,457         123,888       1,809,976
         Total Assets             157,201         769,746       2,631,265
         Partners' Equity         152,639         760,881       2,511,510



       Per Unit Data                 1997            1996         1995
         Net Income (Loss)        $ (3.17)        $ 16.18      $ 20.67

         Distributions              20.00           43.75        38.00


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

       General

       On  May 3,  1988,  the Partnership had its first closing and received
       from  the escrow account $5,356,940 representing 10,731 Units of Lim-
       ited Partnership Interest.  During 1989 and 1988, the Partnership had
       an  additional thirteen closings and received from the escrow account
       $26,034,840  representing 52,108 Units of Limited Partnership  Inter-
       est.   Of  these amounts,  the Partnership received proceeds from the
       sale  of  693 Units at a price net of sales commission for  sales  to
       employees and securities representatives of affiliates of the General
       Partners,  who  are allowed to purchase units for a net price of $460
       per Unit.

       Results of Operation

       For the years ended December 31,  1997, 1996 and 1995, the net income
       was  $686,446,  $1,047,419,  and $1,337,147,  respectively,  and  net
       income (loss) per unit was $(3.17),  $16.18, and $20.67.   Total dis-
       tributions  for the years ended December 31,  1997,  1996,  and 1995,
       were $1,294,688,  $2,798,048, and $2,487,098, respectively,  and dis-
       tributions per unit were $20.00, $43.75, and $38.00.

       Total  revenue decreased $530,542 in 1997 from the prior year due  to
       lower  rental  income on investment property.   Depreciation  expense
       declined  as  a result of equipment sales and the use of  accelerated
       depreciation  methods.   General and administrative expenses declined
       in 1997 by $39,993 from 1996 due to a decrease in management fees and
       accounting fees.

       In  1996,  total  revenue had decreased $1,219,220  from  1995.   The
       decrease  was due to lower rental income as the result of lease expi-
       rations  and equipment sales.  Depreciation expenses declined in 1996
       by  $632,114 due to equipment sales and use of accelerated  deprecia-
       tion  methods.   General  and  administrative  expenses  declined  by
       $297,378 in 1996 due to lower aircraft maintenance expense, insurance
       expense and management fees.

       As of December 31,  1997, the Partnership held $801,339 of equipment,
       there were no leases in effect.   The Partnership has a mining shovel
       that is being remarketed.  The Partnership believes that it is likely
       that  the remaining equipment will be sold rather than leased and the
       Partnership liquidated.   Although the Partnership does not know when
       this will occur, it is possible it may occur during 1998.

       Liquidity and Capital Resources

       The Partnership believes it has sufficient liquidity to pay operating
       expenses.  As  discussed above,  the last piece of equipment is being
       marketed.  When it is sold, the Partnership plans to cease operations
       and make its final cash distribution to the limited partners.


<PAGE>
       Item 8.  Financial Statements and Supplementary Data.


                            INDEPENDENT AUDITORS' REPORT




       To the Partners of Pershing Lease Income
         Limited Partnership:

       We  have  audited the financial statements of Pershing  Lease  Income
       Limited Partnership as listed in Item 14(a)1 on page 23. These finan-
       cial  statements are the responsibility of the Partnership's  manage-
       ment.  Our responsibility is to express an opinion on these financial
       statements based on our audits.

       We  conducted our audits in accordance with generally accepted audit-
       ing 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 dis-
       closures in the financial statements.  An audit also includes assess-
       ing  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 Pershing
       Lease Income Limited Partnership as of December 31, 1997 and 1996 and
       the  results  of  its operations and its cash flows for each  of  the
       years in the three-year period ended December 31,  1997 in conformity
       with generally accepted accounting principles.



                                                      KPMG Peat Marwick LLP


       Kansas City, Missouri
       January 30, 1998

<PAGE>
                     Pershing Lease Income Limited Partnership
                          (A Missouri Limited Partnership)

                                   Balance Sheets
                             December 31, 1997 and 1996


       Assets                                       1997              1996
       Investment property:
         Cost                                  $    801,339      $  4,303,190
         Less accumulated depreciation              791,882         4,179,302
           Investment property, net                   9,457           123,888
       Cash and cash equivalents                    137,247           639,226
       Rents and other receivables                    9,227             3,374
       Prepaid insurance                              1,270             3,258

            Total assets                       $    157,201      $    769,746
                                                ===========       ===========

       Liabilities and Partners' Equity
       Liabilities:
         Due to affiliates (Note 2)            $      4,562      $      8,865

             Total liabilities                        4,562             8,865

       Partners' Equity (Deficit):
         General Partner:
           Capital contribution                       1,000             1,000
           Cumulative net income                  1,104,430           219,002
           Cumulative cash distributions         (1,316,610)       (1,278,722)
                                                   (211,180)       (1,058,720)
         Limited Partners (62,840 units):
           Capital contributions, net of
             offering costs                      27,738,501        27,738,501
           Cumulative net income                  5,587,634         5,786,616
           Cumulative cash distributions        (32,962,316)      (31,705,516)
                                                    363,819         1,819,601
             Total partners' equity                 152,639           760,881

             Total liabilities and partners'
               equity                          $    157,201      $    769,746
                                                ===========       ===========



                  See accompanying notes to financial statements.

<PAGE>
                     PERSHING LEASE INCOME LIMITED PARTNERSHIP

                              Statements of Operations
                For the Years Ended December 31, 1997, 1996 and 1995


                                          1997          1996         1995
    Revenue:
      Rental income                   $   227,381   $   808,218  $ 1,863,506
      Interest income                      22,097        65,911       47,992
      Net gain on sale of
        investment property               635,950       541,841      723,692
         Total revenue                    885,428     1,415,970    2,635,190

    Expenses:
      Depreciation                        114,431       244,007      876,121
      General and administrative
       (Note 2)                            84,551       124,544      421,922
          Total expenses                  198,982       368,551    1,298,043

    Net income                        $   686,446   $ 1,047,419  $ 1,337,147
                                       ==========    ==========   ==========
    Net income (loss)
      attributable to
      Limited Partners                $  (198,982)  $ 1,016,722  $ 1,299,237
                                       ==========    ==========   ==========
    Net income (loss) per Limited
      Partnership Unit                $     (3.17)  $     16.18  $     20.67
                                       ==========    ==========   ==========







                  See accompanying notes to financial statements.

<PAGE>
                     PERSHING LEASE INCOME LIMITED PARTNERSHIP

                           Statements of Partners' Equity
                For the Years Ended December 31, 1997, 1996 and 1995


                                       General      Limited
                                       Partner      Partners       Total

       Partners' Equity (Deficit)
         at December 31, 1994       $  (979,351)  $ 4,640,812   $ 3,661,461

         Net income                      37,910     1,299,237     1,337,147
         Cash distributions             (99,178)   (2,387,920)   (2,487,098)

       Partners' Equity (Deficit)
         at December 31, 1995       $(1,040,619)  $ 3,552,129   $ 2,511,510

         Net income                      30,697     1,016,722     1,047,419
         Cash distributions             (48,798)   (2,749,250)   (2,798,048)

       Partners' Equity (Deficit)
         at December 31, 1996       $(1,058,720)  $ 1,819,601   $   760,881

         Net income                     885,428      (198,982)      686,446
         Cash distributions             (37,888)   (1,256,800)   (1,294,688)

       Partners' Equity (Deficit)
         at December 31, 1997       $  (211,180)  $   363,819   $   152,639
                                     ==========    ==========    ==========



                  See accompanying notes to financial statements.

<PAGE>
                      PERSHING LEASE INCOME LIMITED PARTNERSHIP

                               Statements of Cash Flows
                 For the Years Ended December 31, 1997, 1996 and 1995


                                           1997         1996         1995
Cash flows from operating activities:
  Net income                          $   686,446  $ 1,047,419  $ 1,337,147
  Adjustments to reconcile net income
    to net cash provided by
    operating activities:
      Depreciation and amortization       114,431      244,007      876,121
      Net gain on sale of investment
        property                         (635,950)  (  541,841)  (  723,692)

  Changes in assets and liabilities:
    Receivables                            (5,853)      13,179       50,913
    Prepaid insurance                       1,988       (1,388)         385
    Due from/to affiliates                 (4,303)      (8,871)      (3,774)
    Accounts payable                            -      (96,198)      79,443
    Unearned rental revenue                     -       (5,821)     (15,909)
      Net cash provided by operating
        activities                        156,759      650,486    1,600,634

Cash flows from investing
  activities:
  Disposition of investment
    property                              635,950    1,983,922      762,773

Cash flows from financing
  activities:
  Cash distributions to Partners       (1,294,688)  (2,798,048)  (2,487,098)
Net decrease in cash and
  cash equivalents                       (501,979)    (163,640)    (123,691)
Cash and cash equivalents at
  beginning of year                       639,226      802,866      926,557

Cash and cash equivalents at end
  of year                             $   137,247  $   639,226  $   802,866
                                       ==========   ==========   ==========




                   See accompanying notes to financial statements.

<PAGE>
                     PERSHING LEASE INCOME LIMITED PARTNERSHIP
                          (A Missouri Limited Partnership)

                           Notes to Financial Statements

       (1) Summary of Significant Accounting Policies

           Organization

           Pershing Lease Income Limited Partnership (the "Partnership") was
       organized  under the Missouri Revised Uniform Limited Partnership Act
       on  November 30, 1987. The Partnership was formed to invest primarily
       in equipment to be leased to third parties.  The Amended Agreement of
       Limited  Partnership authorized the issuance of up to 60,000  Limited
       Partnership  units at a price of $500 per unit and up to 20,000 addi-
       tional  units.   The Partnership had an initial closing and  thirteen
       subsequent closings.   The closings occurred on May 3, 1988,  June 3,
       1988,  July 8,  1988, August 5, 1988, September 8,  1988,  October 7,
       1988,  November 7, 1988, December 7, 1988, January 9, 1989,  February
       7, 1989, March 7, 1989, April 7, 1989, May 5, 1989, and June 14, 1989
       with 10,732,  6,712, 3,984, 4,268, 5,011, 3,822, 2,562, 2,701, 4,001,
       3,256, 3,604, 4,014, 3,592, and 4,581 units, respectively.

           Pursuant  to  the  terms  of the  Amended  Agreement  of  Limited
       Partnership,  distributable cash from operations and profits for fed-
       eral income tax purposes from normal operations,  as defined,  are to
       be  allocated 95% to the Limited Partners and 5% to the General Part-
       ner  until payout has occurred,  and 85% to the Limited Partners  and
       15%  to the General Partner thereafter.  Any distributable cash  from
       sales  shall be distributed 99% to the Limited Partners and 1% to the
       General  Partner  until payout has occurred,  and 85% to the  Limited
       Partners  and 15% to the General Partner thereafter.  "Payout"  means
       the  time when the aggregate amount of all distributions to the  Lim-
       ited  Partners of distributable cash from operations and of distribu-
       table  cash from sales or refinancing equals the aggregate amount  of
       the Limited    Partners'  original invested capital plus a cumulative
       8% annual return on their aggregate unreturned invested capital (cal-
       culated from the beginning of the first full fiscal quarter following
       each  Limited  Partner's admission to the Partnership).   Losses  for
       federal  income tax purposes from the normal operations of the  Part-
       nership  will be allocated 99% to the Limited Partners and 1% to  the
       General Partner.   In addition, special cost recovery allocations may
       be required to reflect the differing initial capital contributions of
       the  General  Partner and the Limited  Partners.   The  Partnership's
       books  and  records are in accordance with the terms of  the  Amended
       Agreement of Limited Partnership.

           The General Partner,  Waddell & Reed Leasing,  Inc.,  contributed
       $1,000 for its General Partnership interest.   The General Partner is
       not  required  to make any other capital contributions  except  under
       certain limited circumstances upon termination of the Partnership.

<PAGE>
                     Pershing Lease Income Limited Partnership
                          (A Missouri Limited Partnership)

                       Notes to Financial Statements, Continued

           Basis of Presentation

           The Partnership financial statements are presented on the accrual
       basis of accounting.

           Cash and Cash Equivalents

           Cash  and  cash equivalents  include cash on hand and  short-term
       investments with original maturities of less than ninety days.

           Investment Property

           Investment  property  consisted primarily of construction  equip-
       ment, forklifts, and transportation equipment during 1997.  At Decem-
       ber  31,  1997 and 1996,  the Partnership owned investment  property,
       with  a  depreciable cost basis of $801,339 and  $4,303,190,  respec-
       tively.   The  depreciable cost basis at December 31,  1997 and  1996
       includes  acquisition  fees of $36,337  and  $195,202,  respectively,
       which  were paid to the General Partner.   At December 31,  1997  and
       1996,  $0 and $3,483,851, respectively,  of the equipment was subject
       to  existing  leases and the remainder was being held  in  inventory.
       Depreciation  on  investment property is provided  using  accelerated
       methods over lives ranging from 3 to 12 years.  At December 31, 1997,
       the Partnership had no lease agreements in effect.

           Use of Estimates

           The  Partnership  has made a number of estimates and  assumptions
       relating  to the reporting of assets and liabilities and the  disclo-
       sure  of contingent assets and liabilities to prepare these financial
       statements  in conformity with generally accepted accounting  princi-
       ples.  Actual results could differ from those estimates.

<PAGE>
                     Pershing Lease Income Limited Partnership
                          (A Missouri Limited Partnership)

                       Notes to Financial Statements, Continued

           Income Taxes

           The Partnership is a pass-through entity and,  accordingly, taxes
       on income, if any, are the responsibility of the individual partners.
       Income  for financial reporting was more or (less) than that reported
       for income tax purposes for the three years ended December 31,  1997,
       1996 and  1995 by $0,  $5,821, and $(35,722), respectively.  The dif-
       ference  between  income for financial reporting and income tax  pur-
       poses  is principally gain on sale of investment property and prepaid
       rents.

           Partners' equity at December 31, 1997 and 1996 as reported herein
       has been reduced by sales commissions and other costs of the offering
       which will not be deductible by the partners until the Partnership is
       liquidated or the partners' units are otherwise disposed of.  Limited
       Partner's  equity for income tax purposes was $4,072,562 as of Decem-
       ber 31, 1997.

       (2) Related Party Transactions

           Equipment  acquisition fees,  management fees and other  expenses
       paid  or payable by the Partnership to the General Partner or affili-
       ates  of the General Partner for the years ended December  31,  1997,
       1996 and 1995 are as follows:

                                             1997       1996        1995
         Management fees                   $ 11,370   $ 40,410    $ 94,138
         Reimbursable operating expenses     43,415     49,695      50,472
                                           $ 54,785   $ 90,105    $144,610
                                            =======    =======     =======

           At  December 31,  1997 and 1996,  the following costs were due to
       the General Partner or affiliates:
                                              1997       1996
         Management fees                    $     -    $ 3,750
         Reimbursable operating expenses      4,562      5,115
                                            $ 4,562    $ 8,865
                                             ======     ======

<PAGE>
                      Pershing Lease Income Limited Partnership
                           (A Missouri Limited Partnership)


       Item 9.   Changes in and Disagreements with Accountants on Accounting
                 And Financial Disclosure.

       None.




                                      Part III


       Item 10.  Directors and Executive Officers of the Partnership.

       (a-b)  Identification of Directors and Executive Officers

       The Partnership has no Directors or Officers.  As indicated in Item 1
       of  this report,  the General Partner of the Partnership is Waddell &
       Reed  Leasing,  Inc.   Under the Partnership Agreement,  the  General
       Partner  is  solely responsible for the leasing of the  Partnership's
       equipment,  and  the Limited Partners have no right to participate in
       the control of such operations.   The names and ages of the Directors
       and  Executive Officers of the General Partner at December  31,  1997
       are as follows:


              Name                      Title                         Age

       Robert L. Hechler       President, Treasurer and Director       61
       Michael D. Strohm       Executive Vice President and
                                 Assistant Treasurer                   46
       Sharon K. Pappas        Secretary and General Counsel           39
       David R. Burford        Assistant Secretary and Assistant
                                 General Counsel                       40


       (c)  Identification of certain significant persons

       See Item 10. (a-b)


       (d)  Family relationship

       No  family relationship exists between any of the foregoing Directors
       or Officers.

<PAGE>
                      Pershing Lease Income Limited Partnership
                           (A Missouri Limited Partnership)


       (e)  Business experience

       Robert  L.  Hechler is also President,  Chief Executive Officer and a
       Director of Waddell & Reed,  Inc.  and President and Director of Wad-
       dell & Reed Services Company.  He has been employed by Waddell & Reed
       Services Company and affiliated companies since December 1977 and has
       also been a Vice President of each Fund in the United Group of Mutual
       Funds,  TMK/United Funds, Inc., and Waddell & Reed Funds, Inc.  since
       December 1977.   Mr. Hechler holds a B.S.  (1958) from the University
       of Illinois and an M.B.A. (1967) from the University of Chicago.

       Michael  D.  Strohm  is also Senior Vice President and Controller  of
       Waddell & Reed, Inc. He has been employed by Waddell & Reed, Inc. and
       affiliated companies since June 1972.  Mr. Strohm holds a B.S. (1973)
       and an M.B.A. (1979) from Rockhurst College.

       Sharon K. Pappas is also Senior Vice President, Secretary and General
       Counsel of Waddell & Reed,  Inc.   She has been employed by Waddell &
       Reed, Inc. and affiliated companies since July 1989 and has also been
       Secretary  of  each Fund in the United Group of  Mutual  Funds,  TMK,
       United  Funds,  Inc.,  and Waddell & Reed Funds,  Inc.  since January
       1990,  and Vice President of these Funds since December,  1992.   Ms.
       Pappas  holds a B.S.  (1981) from Kansas State University and a  J.D.
       (1984) from the University of Kansas School of Law.

       David  R.  Burford is also Assistant Secretary and Associate  General
       Counsel  of Waddell & Reed,  Inc.   He has been employed by Waddell &
       Reed,  Inc. and affiliated companies since May 1985 and has also been
       Assistant  Secretary of each Fund in the United Group of Mutual Funds
       since February 1987.   Mr. Burford holds a B.S.  (1979) from the Uni-
       versity of Missouri and a J.D.  (1982) from Duke University School of
       Law.

<PAGE>
                      Pershing Lease Income Limited Partnership
                           (A Missouri Limited Partnership)


       (f)  Involvement in certain legal proceedings

       The  Partnership  is not aware of any legal proceedings  against  any
       Director  or Executive Officer of the Corporate General Partner which
       may  be important for the evaluation of any such person's ability and
       integrity.

       Item 11.  Executive Compensation

       (a),  (b), (c), (d), and (e):  The Officers and Directors of the Gen-
       eral  Partner  receive no current or proposed direct remuneration  in
       such capacities,  pursuant to any standard arrangements or otherwise,
       from the Partnership.   In addition, the Partnership has not paid and
       does not propose to pay any options,  warrants or rights to the Offi-
       cers  and Directors of the Corporate General Partners.   There exists
       no  remuneration plan or arrangement with any Officer or Director  of
       the General Partner resulting from the resignation, retirement or any
       other  termination.   See Note 3 of the Notes to Financial Statements
       included  in Item 8 of this report for a description of the remunera-
       tion  paid by the Partnership to the General Partner and its  affili-
       ates during 1997, 1996 and 1995.


       Item  12.   Security  Ownership  of Certain Beneficial  Owners  and
       Management.

       By virtue of its organization as a limited partnership,  the Partner-
       ship  has  outstanding  no securities possessing  traditional  voting
       rights.  However, as provided for in Section 13.2 of the Agreement of
       Limited Partnership (subject to Section 13.3), a majority in interest
       of the Limited Partners have voting rights with respect to:

       1.  Amendment of the Limited Partnership Agreement;

       2.  Termination of the Partnership;

       3.  Removal of the General Partner; and

       4.  Approval or disapproval of  the sale  of  substantially  all  the
           assets of the Partnership.

       No  person  or group is known by the General Partner to  own  benefi-
       cially  more than 5% of the Partnership's 62,840 outstanding  Limited
       Partnership Units as of December 31, 1997.

<PAGE>
                      Pershing Lease Income Limited Partnership
                           (A Missouri Limited Partnership)

       By virtue of its organization as a limited partnership,  the Partner-
       ship has no Officers or Directors.  Employees of the General Partners
       and  securities representatives of its affiliates may purchase  Units
       for a net price of $460 per unit, and the Partnership incurs no obli-
       gation to pay any sales commission with respect to those sales.

       Item 13.  Certain Relationships and Related Transactions.

       (a), (b), and (c):  The General Partner of the Partnership is Waddell
       &  Reed Leasing,  Inc.   The identification of the General  Partners'
       Directors  and  Executive  Officers is indicated in Item 10  of  this
       report.   The Partnership was not involved in any transaction involv-
       ing any of these Directors or Officers of the Corporation or any mem-
       ber  of  the immediate family of these individuals,  nor did  any  of
       these  persons  provide  services to the Partnership for  which  they
       received direct or indirect remuneration.  Similarly, there exists no
       business  relationship between the Partnership and any of the  Direc-
       tors  or Officers of the Corporate General partners,  nor were any of
       the individuals indebted to the Partnership.

       Waddell & Reed,  Inc.  acted as dealer-manager in connection with the
       offering  of units by the Partnership during the years ended December
       31,  1989 and 1988 and the period ended December 31, 1987.  The deal-
       er-manager  was entitled to receive commissions in connection  there-
       with from the Partnership.  Amounts paid or accrued for these commis-
       sions  during  the  years ended December 31,  1989 and  1988  totaled
       $914,920 and $1,570,960, respectively.

       Waddell & Reed Leasing,  Inc. incurred certain expenses in connection
       with  the  organization of the Partnership,  including preparing  the
       Partnership  for qualification under the federal and state securities
       laws and subsequently offering and distributing the Units to the pub-
       lic.   Included  in  these organizational and offering  expenses  are
       legal,  accounting, printing costs, filing and qualification fees and
       disbursements  necessary for the organization of the Partnership  and
       the registration and marketing of the Units of Partnership interests.
       The General Partner was reimbursed an amount equal to up to 4% of the
       gross  proceeds of the Partnership's offering for organizational  and
       offering expenses.   Waddell & Reed, Inc. marketed the Units and will
       provide all administrative functions of the Partnership and will sup-
       ply substantially all of the General Partner's capital resources.  In
       consideration  of  the services and capital commitments  provided  by
       Waddell & Reed,  Inc., they received 2% of the 4% of the offering and
       organizational  expenses received by the General Partner.   Waddell &
       Reed  Leasing,  Inc.  was  reimbursed  those costs in the  amount  of
       $460,960  and $795,840 during the years ended December 31,  1989  and
       1988, respectively.

<PAGE>
                      Pershing Lease Income Limited Partnership
                           (A Missouri Limited Partnership)


       The General Partner has the responsibility for acquiring,  financing,
       leasing  and selling of equipment for the Partnership.   The  General
       Partner  received an acquisition fee of 4.75% for acquiring equipment
       to be purchased for the Partnerships portfolio and receives a manage-
       ment  fee  equal to 5% of gross lease rentals collected for  managing
       the leasing and financing of the Partnership's equipment.  BOT Finan-
       cial  Corporation proposes equipment acquisitions,  leasing  transac-
       tions,  financing and refinancing transactions, and sale transactions
       for the Partnership,  and oversees the operation,  management and use
       of  the  equipment.  BOT  will receives 60% of  the  acquisition  fee
       amount,  40%  of all equipment management fee amounts and 100% of all
       subordinated remarketing fee amounts,  respectively,  received by the
       General Partner from the Partnership, and 40% of all cash distributed
       by  the Partnership to the General Partner as its distributive  share
       of  such cash.   During the years ended December 31,  1997,  1996 and
       1995,  the  Partnership  incurred  no acquisition fees  and  paid  or
       accrued  management fees of $11,370,  $40,410,  and $94,138,  respec-
       tively, to the General Partner.

<PAGE>
                      Pershing Lease Income Limited Partnership
                           (A Missouri Limited Partnership)


                                      Part IV



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

                                 Table of Contents

            (a) 1.  Financial Statements:                         Page

                Report of the Independent Auditors'                    10
                Balance Sheets - December 31, 1997 and 1996            11
                Statements of Operations-For the Years Ended
                  December 31, 1997, 1996 and 1995                     12
                Statements of Partners' Equity - For the Years
                  Ended December 31, 1997, 1996 and 1995               13
                Statements of Cash Flows - For the Years Ended
                  December 31, 1997, 1996 and 1995                     14
                Notes to Financial Statements:                      15-17

                2.  Exhibit Index

                All  other  schedules are omitted as the information is  not
       applicable  or  is  included in the financial statements  or  related
       footnotes.

       Exhibit                                        Page Number or
       Numbers           Description            Incorporation by Reference
         4.    Amended Agreement of Limited Partnership                  *

             *Included  with Amendment No.  1 to Form S-1,  Registration No.
              33-19038, filed with the Securities and Commission on February
              11, 1988.


       (b) Reports on Form 8-K

           None.


<PAGE>
                      Pershing Lease Income Limited Partnership
                          (A Missouri Limited Partnership)



       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.


                     PERSHING LEASE INCOME LIMITED PARTNERSHIP
                                    (Registrant)




                                By: /s/ Michael D. Strohm
                                    Michael D. Strohm, Executive Vice
                                    President and Assistant Treasurer
                                    of the General Partner

                                Date:     March 30, 1998