UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C.  20549

                                FORM 10-Q

[x]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE       
     SECURITIES EXCHANGE ACT OF 1934
         For quarterly period ended September 30, 1998

[ ]  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:  018581



                RENAISSANCE CAPITAL PARTNERS, LTD.
------------------------------------------------------------------
      (Exact name of registrant as specified in its charter)

           Texas                                   75-2296301      
 -----------------------------------------------------------------
(State or other jurisdiction          (I.R.S. Employer I.D. No.)
of incorporation or organization)

8080 North Central Expressway, Dallas, Texas          75206-1857  
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(Address of principal executive offices)               (Zip Code) 

                            214/891-8294
------------------------------------------------------------------
      (Registrant's telephone number, including area code)


     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           
                  -----------       -----------
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               PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS
         --------------------

                    RENAISSANCE CAPITAL PARTNERS, LTD.

                  Statements of Assets, Liabilities and
                            Partners' Equity 
<TABLE>

                   Assets              <S>                   <S>
                   ------              December 31, 1997     September 30, 1998
                                       -----------------     ------------------
                                                                 (Unaudited) 
                                          <C>                 <C>
Cash and cash equivalents                 $    652,529        $   934,743
Investment in Sunrise Media LLC              1,636,745          1,480,780
Investments at market value, cost of 
 $6,683,825 and $5,658,903
 at December 31, 1997 and September 
 30, 1998 respectively                       7,855,372          1,922,670
Interest and fees receivable                    35,957             38,774
Other assets                                   105,474              3,734
                                            -----------         ----------
                                           $10,286,077         $4,380,701
                                           ===========         ========== 
       Liabilities and Partners' Equity 
       --------------------------------    <C>                 <C>

Accounts payable - trade                   $    11,872         $      736
Accounts payable - related party                60,833             26,280
                                           -----------         ----------

    Total liabilities                           72,705             27,016
                                           -----------         ----------
Partners' equity: 
  General partner                                1,185                -0-
  Limited partners (128.86 units outstanding
   at December 31, 1997; 128.36 units 
   outstanding at September 30, 1998        10,212,187          4,353,685
                                           -----------         ----------

    Total partners' equity                  10,213,372          4,353,685
                                           -----------         ----------  

                                           $10,286,077         $4,380,701
                                           ===========         ==========
Limited partners' equity per limited 
 partnership unit                          $    79,250         $   33,918
                                           ===========         ==========

See accompanying notes to financial statements.
</TABLE>
PAGE
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                RENAISSANCE CAPITAL PARTNERS, LTD.

                           Statements of Operations

                                 (Unaudited)
<TABLE>                           <S>                         <S>
                                  Three Months Ended          Nine Months Ended
                                     Sept. 30,                    Sept. 30,   
                                 1997        1998           1997        1998  
Income:                        --------    --------       --------    --------
                             <C>         <C>          <C>          <C>
  Interest                   $   77,857  $    8,056   $   167,338  $   27,925 
  Dividends                       1,833       5,563         4,147      18,593 
  Other investment income           -0-         -0-           -0-         -0-  
                             ----------   ---------     ---------    ---------

    Total income                 79,690      13,619       171,485      46,518 
                             ----------  ----------   -----------   ---------
Expenses:
  General and administrative    158,006      48,181       457,964     188,985 
  Management fees                62,228      21,878       174,966      94,204 
                              ---------  ----------   -----------   ---------

    Total expenses              220,234      70,059       632,930     283,189 
                              ---------  ----------   -----------   ---------

    Investment loss net        (140,544)    (56,440)     (461,445)   (236,671)

    Loss from investment in
     Sunrise Media LLC              -0-     (84,819)     (143,084)   (192,965)

    Net realized gain (loss)
     on investments             (16,466)        -0-     2,768,100    (483,570)

    Net unrealized gain (loss)
     on investments           1,270,289   (1,408,235)  (1,970,811) (4,907,780)
                             ----------  -----------  -----------  ----------

    Net income (loss) 
     resulting from 
     operations              $1,113,279  $(1,549,494) $   192,760 $(5,820,986)
                             ==========  ===========  =========== ===========

   Net income (loss) per 
    limited partnership unit $    8,553  $   (12,071) $    14,081  $  (45,280)
                             ==========  ===========  ===========  ==========

   Weighted average limited
    partnership units            128.86       128.36       128.86      128.53
                                 ======       ======       ======      ======

See accompanying notes to financial statements.
</TABLE>
PAGE
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                   RENAISSANCE CAPITAL PARTNERS, LTD.

                            Statement of Partners' Equity


<TABLE>
                                        <S>           <S>               <S>
                                        General       Limited
                                        Partner       Partners          Total   
                                        -------       --------          -----
                                       <C>         <C>             <C>
Balance, December 31, 1997             $  1,185     $10,212,187    $10,213,372

Net loss-(Unaudited)                     (1,185)     (5,819,801)    (5,820,986)

Liquidation of partners interests-
 (Unaudited)                                -0-         (38,701)      (38,701)
                                       ---------    -----------    -----------

Balance, September 30, 1998-
 (Unaudited)                           $    -0-     $ 4,353,685   $ 4,353,685
                                       =========    ===========   ===========



See accompanying notes to financial statements.
</TABLE>
PAGE
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                RENAISSANCE CAPITAL PARTNERS, LTD.

                           Statement of Cash Flows

                                (Unaudited)
<TABLE>                                     <S>
                                            Nine Months Ended
                                                Sept. 30, 
                                          1997            1998    
                                       ---------       ---------                       
                                       <C>           <C>
Cash flows from operating 
 activities:
  Net income (loss)                    $  192,760    $(5,820,986)

  Adjustments to reconcile
   net income (loss) to net
   cash used in operating
   activities:
    Loss from Sunrise Media LLC           143,084        192,965
   Unrealized (gain) loss
    on investments                      1,970,811      4,907,780
   Realized (gain) loss
    on investments                     (2,768,100)       483,570
   (Increase) decrease in: 
     Accounts receivable                 (133,602)        (2,817)
     Other assets                             -0-        101,740
   Increase (decrease) in:
     Accounts payable                    (716,350)       (45,689)
                                       -----------   -----------
   Net cash used in 
    operating activities               (1,311,397)      (183,437)
                                       -----------   ------------ 
Cash flows from investing 
 activities:
  Purchase of investments                (636,697)      (116,000)
  Proceeds from sale of 
   securities                           3,126,850        620,352
                                       -----------   ------------
   Net cash provided by 
    investing activities                2,490,153        504,352
                                       ----------    ------------
Cash flows from financing
 activities:
  Liquidation of partners
   interests                                  -0-        (38,701)
                                       -----------   ----------- 
Net increase (decrease) in cash         1,178,756        282,214

Cash and cash equivalents 
 at beginning of period                    56,723        652,529         
                                       -----------    -----------
Cash and cash equivalents
 at end of period                      $1,235,479     $  934,743    
                                       ==========     ===========
See accompanying notes to financial statements. 
</TABLE>
PAGE
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                  RENAISSANCE CAPITAL PARTNERS, LTD.
                           Notes to Financial Statements
                                 September 30, 1998

1.  Organization and Business Purpose

    Renaissance Capital Partners, Ltd. (the "Partnership"), a      
    Texas limited partnership, was formed on July 31, 1989.  The   
    Partnership seeks to achieve current income and long-term      
    capital appreciation by making investments primarily in        
    private placement convertible debt securities of smaller       
    public companies.  The Partnership has elected to be treated   
    as a business development company under the Investment Company 
    Act of 1940, as amended.  The Partnership will terminate upon  
    liquidation of all its investments, but no later than June 14, 
    1998, subject to the right of the Independent General Partners 
    to extend the term for up to three additional one-year periods 
    if they determine that such extension is in the best interest  
    of the Partnership.  The Independent General Partners have     
    elected one such extension period.  The Partnership has begun  
    liquidation of its investments.

2.  Summary of Significant Accounting Policies

    A.  Contributed Capital - Proceeds from the sale of the        
        limited partnership interests, net of related selling      
        commissions and syndication costs, are recorded as         
        contributed capital.

    B.  Statement of Cash Flows - The Partnership considers all    
        highly liquid debt instruments with original maturities of 
        three months or less to be cash equivalents.  No interest  
        or income taxes were paid during the periods.

    C.  Valuation of Investments - The valuation of investments in 
        debentures which are convertible into unregistered         
        securities is based upon the bid price of the underlying   
        securities obtained through normal market systems less a   
        discount for selling and registration costs.  For those    
        investments not having an established market, the          
        valuation is at the Partnership's costs for the first six  
        months after closing and will be redetermined by the       
        General Partners subsequent to that time period.

    D.  Management Estimates - The financial statements have been  
        prepared in conformity with generally accepted accounting  
        principles.  The preparation of the accompanying financial 
        statements requires estimates and assumptions made by      
        management of the Partnership that affect the reported     
        amounts of assets and liabilities as of the date of the    
        statements of assets, liabilities and partners' equity and 
        income and expenses for the period.  Actual results could  
        differ significantly from those estimates.

    E.  Interest Income  - Interest income is accrued on all debt  
        securities owned by the partnership on a quarterly basis.  
        When it is determined that the interest accrued will not   
PAGE
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                 RENAISSANCE CAPITAL PARTNERS, LTD.
                    Notes to Financial Statements (Continued)
                                September 30, 1998

        be collected, the income for that quarter is reduced to   
        reflect the net interest earned during the period.        
        Interest accrued for the current quarter was $8,056, and  
        none was determined to be uncollectible and charged       
        against the income.

    F.  Financial Instruments - In accordance with the reporting   
        requirements of Statement of Financial Accounting          
        Standards No. 107, "Disclosures about Fair Value of        
        Financial Instruments," the Company calculates the fair    
        value of its financial instruments and includes this       
        additional information in the notes to the financial       
        statements when the fair value is different than the       
        carrying value of those financial instruments.  When the   
        fair value reasonably approximates the carrying value, no  
        additional disclosure is made.

3.  Basis of Presentation

    The accompanying financial statements have been prepared       
    without audit, in accordance with the rules and regulations of 
    the Securities and Exchange Commission and do not include all  
    disclosures normally required by generally accepted accounting 
    principles or those normally made in annual reports on Form    
    10-K.  All material adjustments, consisting only of those of a 
    normal recurring nature, which, in the opinion of management,  
    were necessary for a fair presentation of the results for the  
    interim periods have been made.

4.  Partnership Agreement

    Pursuant to the terms of the partnership agreement, all items  
    of income, gain, loss and deduction of the Partnership, other  
    than any Capital Transaction, as defined, will be allocated 1% 
    to Renaissance and 99% to the Limited Partners.  All items of  
    gain of the Partnership resulting from a Capital Transaction   
    shall be allocated such that the Limited Partners receive a    
    cumulative simple annual return of 10% on their capital        
    contributions and any remaining gains shall be allocated 20%   
    to Renaissance and 80% to the Limited Partners.  All items of  
    loss resulting from Capital Transactions shall be allocated 1% 
    to Renaissance and 99% to the Limited Partners.

5.  Investments

    Investments of the Partnership are carried in the statements   
    of assets, liabilities and partners' equity at quoted market   
    or fair value, as determined in good faith by the Managing     
    General Partner and approved by the Independent General        
    Partners.

    For securities that are publicly traded and for which          
    quotations are available, the Partnership will value the       
PAGE
<PAGE>
                  RENAISSANCE CAPITAL PARTNERS, LTD.
                     Notes to Financial Statements (Continued)
                                 September 30, 1998

    investments based on the closing sale as of the last day of   
    the fiscal quarter, or in the event of an interim valuation,  
    as of the date of the valuation.  If no sale is reported on   
    such date, the securities will be valued at the average of    
    the closing bid and asked prices.

    Generally, debt securities will be valued at their face value. 
    However, if the debt is impaired, an appropriate valuation     
    reserve will be established or the investment discounted to    
    estimated realizable value. Conversely, if the underlying      
    stock has appreciated in value and the conversion feature      
    justifies a premium value, such premium will of necessity be   
    recognized.

    The Managing General Partner, subject to the approval and      
    supervision of the Independent General Partners, will be       
    responsible for determining fair value.

    The financial statements include investments valued at         
    $7,855,372 (76% of total assets) and $1,922,670 (44% of total  
    assets) as of December 31, 1997 and September 30, 1998,        
    respectively, whose values have been estimated by the          
    Investment Advisor in the absence of readily ascertainable     
    market values.  Because of the inherent uncertainty of         
    valuation, those estimated values may differ significantly     
    from the values that would have been used had a ready market   
    for the investments existed, and the differences could be      
    material.
PAGE
<PAGE>
                  RENAISSANCE CAPITAL PARTNERS, LTD.
                    Notes to Financial Statements (Continued)
                                 September 30, 1998
<TABLE>

                                      <S>        <S>             <S>
                                                 CONVERSION
                                                     or           
                                      COST       FACE VALUE      FAIR VALUE
                                <C>              <C>             <C>
Biopharmaceutics, Inc.
Common Stock                    $1,488,657       $  519,852      $  514,652

Danzer Corporation
Common Stock                     2,510,948        1,205,255       1,082,940
Note                               150,000          150,000         150,000

Lion's Gate Entertainment
 Corp.
Common Stock                       733,313          176,846         175,078

Next Generation Media Corp.
Preferred Stock                    775,485          775,485             -0-
Warrants                               500              500             -0-     
                                ----------       ----------      ----------
Subtotal                         5,658,903        2,827,938       1,922,670

OTHER INVESTMENTS

Sunrise Media, LLC
Equity Investment                1,480,780        1,480,780       1,480,780
                                ----------       ----------      -----------

                                $7,139,683       $4,308,718      $3,403,450
                                ==========       ==========      ==========

The fair value of debt securities convertible into common stock is the sum of
(a) the value of such securities without regard to the conversion feature, and
(b) the value, if any, of the conversion feature.  The fair value of debt 
securities without regard to conversion features is determined on the basis of 
the terms of the debt security, the interest yield and the financial condition
of the issuer.  The fair value of the conversion features of a security, if any,
are based on fair values as of this date less an allowance, as appropriate, for
costs of registration, if any, and selling expenses.  Publicly traded 
securities, or securities that are convertible into publicly traded securities,
are valued at the last sale price, or at the average closing bid and asked 
price, as of the valuation date.  While these valuations are believed to 
represent fair value, these values do not necessarily reflect amounts which may
be ultimately realized upon disposition of such securities.
</TABLE>
<PAGE>
<PAGE>
                   RENAISSANCE CAPITAL PARTNERS, LTD.

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

GENERAL
-------

(1)  Material Changes in Financial Condition

     During the quarter ended September 30, 1998, the
Partnership's net loss from operations was $1,549,494 and the
total Partners' Equity account decreased by a like amount.  This
loss resulted from a net investment loss of $56,440, a loss from
investment in Sunrise Media LLC of $84,819 and an unrealized loss
on investments of $1,408,235.  The decrease in the total Partners'
Equity account is primarily attributable to a decrease in the
market value of the common stock of Biopharmaceutics, Inc., Danzer
Corporation, and Lion's Gate Entertainment Corporation, together
with a reserve placed on the Partnership's entire investment in
Next Generation Media Corporation.

     The following Portfolio transactions are noted for the
quarter ended September 30, 1998 (portfolio companies are herein
referred to as the "Company"):

     Sunrise Media LLC: .  On July 1, 1998, the Partnership
advanced an additional $27,000 to the Company so that it could
complete a promotional video for the sale of the Video
Encyclopedia of the Twentieth Century ("VETC") to the television
marketplace, and to pay for an expansion of its marketing effort
of the VETC.  The $27,000 advance was made pursuant to a 7%
secured Promissory Note with all principal and interest payable in
full on or before July 1, 1999.

(2) Material Changes in Operations

     During the quarter ended September 30, 1998, the Partnership
experienced a net loss of $1,549,494.  This loss resulted from a
net investment loss of $56,440, a loss from investment in Sunrise
Media LLC of $84,819 and an unrealized loss on investments of
$1,408,235.  Interest income has decreased $69,801 for the three
months ended September 30, 1998 when compared to the same period
last year.  General and administrative expenses decreased to
$48,181 for the three month period ended September 30, 1998,
primarily because of the decrease in legal fees.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

     In addition to the proceeds raised in the Partnership's
initial private placement, the Partnership's other sources of
available capital for investment typically have been interest
income and transactional fees charged by the Partnership with
respect to the Portfolio Investments, director fees paid by
PAGE
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            RENAISSANCE CAPITAL PARTNERS, LTD.

Portfolio Companies to the Partnership's director designees, and
gains from capital transactions.  Another possible source of
available capital is debt.  However, the Registrant does not
presently intend to make leveraged investments.  Yet another
source of available capital is additional equity resulting from an
additional offering of Limited Partnership Interests.  The
Registrant has no present plans to offer additional interests.

     In the past, income received was primarily from interest
income on Portfolio Convertible Debenture investments and upon the
sale of common stock.  In prior quarters, as investments were
committed or closed, income from closing fees and commitment fees
were also recorded.  The Partnership has converted, or is in the
process of converting, its remaining debentures into equity
securities of portfolio companies.  Future income will primarily
be dependent upon the sale of these stocks or dividends received,
when such are declared and paid by Portfolio companies.  In
addition, the Partnership is not actively considering additional
Portfolio Investments.  Therefore, no significant further income
from closing and commitment fees is anticipated.

     At September 30, 1998, the only debt securities held by the
Partnership are the notes held in Danzer Corporation and Sunrise
Media, LLC.  Both Danzer and Sunrise Media are in arrears on these
debts.  The Preferred Stock in Next Generation Media Corporation
has a dividend right, but might not generate consistent dividend
income, as it is unclear at this time whether the Company has
enough free cash flow to satisfy the dividend obligation on a
continuing basis.  The Managing General Partner is uncertain
whether any of these positions will provide the Partnership with
any interest or dividend income going forward.

     Because of the decrease in income and the additional follow-
on investments in portfolio companies, the Partnership's liquidity
has been substantially impaired.  Accordingly, the Partnership has
reduced its rate of distributions and has deferred payment of
management fees owed to the Managing General Partner.  Until such
time as liquidity is improved from either sale of investments or
loan repayments, it is anticipated that distributions to Limited
partners will be reduced or even curtailed.  The Partnership's
ability to improve liquidity and make regular distributions will
depend upon the Partnership's success in realizing a return of
investment cost and the realization of capital gains from sales of
equity securities.

YEAR 2000
---------

     Many computer software systems in use today cannot process
date-related information from and after January 1, 2000.  The
Partnership's Managing General Partner has taken steps to review
and modify their computer systems as necessary and are prepared
for the Year 2000.  In addition, the Partnership has inquired of
its major service providers as well as its portfolio companies to
determine if they are in the process of reviewing their systems
PAGE
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         RENAISSANCE CAPITAL PARTNERS, LTD.

with the same goals.  The majority of all providers and portfolio
companies have represented that they are either taking the
necessary steps to be prepared or are currently prepared for the
Year 2000.  Should any of the computer systems employed by the
major service providers, or companies in which the Partnership has
an investment, fail to process this type of information properly,
that could have a negative impact on the Partnership's operations
and the services provided to the Limited Partners.  It is
anticipated that the Partnership will incur no material expenses
related to the Year 2000 issues.


                             SIGNATURES

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

                                   RENAISSANCE CAPITAL PARTNERS, LTD.

                                   By  RENAISSANCE CAPITAL GROUP, INC.
                                       Managing General Partner



November 18, 1998                  By  \S\ Russell Cleveland
                                     ----------------------------------------
                                          Russell Cleveland, President 



November 18, 1998                  By  \S\ Barbe Butschek
                                     ----------------------------------------
                                     Barbe Butschek, Chief Financial Officer    
 
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