United States
Securities and Exchange Commission
Washington, D.C.  20549


FORM 10 - Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES 
EXCHANGE ACT OF 1934

For the Quarterly Period Ending June 30, 1997

Commission File Number 0-15256

Gran-Mark Income Properties Limited Partnership
(Exact Name of Registrant)

A Maryland Limited Partnership            52-1425166
(State of Organization)                   I.R.S. Employer ID

c/o Amherst Properties, Inc., 7900 Sudley Road, Suite 900,
(Address of Principal Officer)   Manassas, Virginia  20109

Registrant's Telephone Number, including Area Code (703) 368-2415


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 files such reports), and (2) has been subject to 
such filing requirements for the past 90 days.

					 X  Yes        No

	

		

	
		























PART I - FINANCIAL INFORMATION



Item 1  Financial Statements:                                   Page

	     Balance Sheets                                4 - 5
	
	     Statements of Income                          6

	     Statements of Change in Partner's Equity      7

	     Statements of Cash Flow                       8 - 9

	     Notes to Financial Statements                 10 - 24


Item 2  Management's Discussion and Analysis of 

Financial Condition and Results of Operations              25 - 26


PART II - OTHER INFORMATION

	     Other Information                             27









































<TABLE>         
	      Gran-Mark Income Properties Limited Partnership
			      Balance Sheets
			June 30, 1997 (Unaudited)
		       September 30, 1996 (Audited)



	     
				    ASSETS
	     
						     6/30/97          9/30/96
<S>                                              <C>              <C>
CURRENT ASSETS

Cash                                             $   475,743      $   963,019
Tenant Rents Receivable                              138,386          133,343
Prepaid Expenses and Other                            20,089           30,202
Mortgage Escrow Accounts                              43,700           30,816
						  ----------       ----------
Total Current Assets                                 677,918        1,157,380
	     
	     
FIXED ASSETS:
	     
Land                                                 418,598          418,598
Buildings                                          6,594,998        6,594,998
Building Improvements                                761,324          654,858
Vehicle and Office Equipment                          45,951           41,064
						  ----------       ---------- 
Total                                              7,820,871        7,709,518
Less: Accumulated Depreciation                     2,671,872        2,462,063
						  ----------       ----------
Total Book Value of Fixed Assets                   5,148,999        5,247,455
	     
	     
OTHER ASSETS:
	     
Deferred Costs net of accumulated
amortization of $94,336 and 
$199,315 as of June 30, 1997 and
September 30, 1996, respectively.                   183,932            42,926
						 ----------        ----------
Total Other Assets                                  183,932            42,926
						 ----------        ----------
Total Assets                                    $ 6,010,849       $ 6,447,761
						===========       ===========  
	     

	     











<F/N>
See Notes to the Financial Statements
</TABLE>


<TABLE>
	       Gran-Mark Income Properties Limited Partnership
				Balance Sheets
			 June 30, 1997 (Unaudited)
		       September 30, 1996 (Audited)

	     
	   
		      LIABILITIES AND PARTNERS' EQUITY
	     
	     
						     6/30/97          9/30/96
<S>                                              <C>              <C>           
CURRENT LIABILITIES:
	     
Accounts Payable                                 $    87,482      $    55,344
Accrued Interest                                      49,640           46,478
Accrued Expenses                                      48,176           83,199
Unearned Rental Income                                 5,907            8,554
Current Portion of Mortgages Payable                  30,857        4,634,915
						  ----------       ----------
Total Current Liabilities                            222,062        4,828,490
	     
	     
LONG-TERM LIABILITIES:
	     
Tenant Security Deposits Payable                      49,965           44,746
Management Fees Payable to Amherst
Properties, Inc.                                      73,283           75,406
Mortgage Payable                                   4,142,852                0
						  ----------       ----------  
Total Long-Term Liabilities                        4,266,100          120,152
						  ----------       ---------- 
Total Liabilities                                  4,488,162        4,948,642
	     
	     
	     
CONTINGENCIES AND COMMITMENTS (Notes 3 through 10)
     
	     
									
								
PARTNERS' EQUITY:
	     
General Partner                                  $   (20,079)     $   (20,315)
Limited Partners (12,000 units
authorized; 6,505 issued and 
outstanding)                                       1,542,766        1,519,434
						  ----------       ----------
Total Partners' Equity                             1,522,687        1,499,119
						  ----------       ----------
Total Liabilities and Partners' Equity           $ 6,010,849      $ 6,447,761
						 ===========      ===========

	






<F/N>             
See Notes to the Financial Statements.
</TABLE>


<TABLE>
		Gran-Mark Income Properties Limited Partnership
			    Statements of Income
				(Unaudited)
	  For the Three Month Periods Ending June 30, 1997 and 1996
	   For the Nine Month Periods Ending June 30, 1997 and 1996





			       Three        Three        Nine         Nine
			       Months       Months       Months       Months
			       Ending       Ending       Ending       Ending
			       6/30/97      6/30/96      6/30/97      6/30/96

<S>                        <C>          <C>          <C>          <C>           
REVENUE:
	
Rental                     $   308,705  $   420,003  $   929,387  $ 1,288,350
Tenant Reimbursements          108,649       22,598      106,725      214,864
Interest Income                  2,170        2,545        7,217        7,463
Other                            5,508        1,245       20,527        8,754

Total Revenue                  425,032      446,391    1,063,856    1,519,431

EXPENSES:       

Interest                       101,635      165,913      282,003      500,785
Depreciation & Amortization     84,483      109,153      235,491      327,687
Utilities                       45,485       51,313      125,787      151,910
Real Estate Taxes & Licenses    12,299       58,369       36,855      175,150
Property Maintenance & Repairs  46,144       54,274      145,758      162,822
Management Fees                 20,503       25,758       62,996       87,266
General & Administration        41,673       45,051      151,398      152,665

Total Expenses                 352,222      509,831    1,040,288    1,558,285

Net Income or (Loss)            72,810      (63,440)      23,568      (38,854)



Allocation of Net Income or (Loss)
General Partners                   728         (634)         236         (389)
Limited Partners                72,082      (62,806)      23,332      (38,465)

Net Income or (Loss) per weighted
average Limited Partnership
unit (6,505 units)               11.08        (9.66)        3.59        (5.92)
					
	










<F/N>
See Notes to the Financial Statements.
</TABLE>


<TABLE>
		Gran-Mark Income Properties Limited Partnership
		   Statements of Changes in Partners' Equity
		For the Nine Month Period Ending June 30, 1997
				 (Unaudited)
				     and
	    For the Years Ending September 30, 1996, 1995, and 1994
				  (Audited)



	     
	     
					   General     Limited
					   Partner     Partners         Total

<S>                                      <C>         <C>          <C>
	
Balance, September 30, 1993             $  (14,966)  $ 2,049,111  $ 2,034,145
	      
	    
Net Loss Fiscal Year Ending 1994            (2,709)     (268,240)    (270,949)
					 ----------   ----------   ----------
Balance, September 30, 1994             $  (17,675)  $ 1,780,871  $ 1,763,196
	     
	     
	     
Net Loss Fiscal Year Ending 1995            (2,172)     (215,075)    (217,247)
					 ---------    ----------   ----------  
Balance, September 30, 1995             $  (19,847)  $ 1,565,796  $ 1,545,949
	     

	     
Net Loss Fiscal Year Ending 1996              (468)      (46,362)     (46,830)
					 ---------    ----------   ----------
Balance, September 30, 1996             $  (20,315)  $ 1,519,434  $ 1,499,119

	     
	     
Net Loss for the Period Ending
June 30, 1997                                  236        23,332       23,568 
					 ---------    ----------   ----------
Balance, June 30, 1997                  $  (20,079)  $ 1,542,766  $ 1,522,687
					 

















<F/N>
See Notes to the Financial Statements 
</TABLE>


<TABLE>
		Gran-Mark Income Properties Limited Partnership
			   Statements of Cash Flow
				 (Unaudited)
	    For the Nine Month Periods Ending June 30, 1997 and 1996
	   
	     
							 6/30/97      6/30/96
<S>                                                   <C>          <C>  
CASH FLOWS FROM OPERATING ACTIVITIES:
	     
Net Income or (Loss) from
Statement of Income                                    $  23,568   $  (38,854)

Adjustments to reconcile net loss
to cash provided by (used in)
operating activities:
Depreciation & Amortization                              235,491      327,687
Loss on Vehicle                                                0        2,871
(Increase) Decrease in:
Tenant Rents Receivable                                   (5,043)      (9,295)
Prepaid Expenses and Other                                10,113      (23,933)
Mortgage Escrow Accounts                                 (12,884)     (13,496)
Increase (Decrease) in:
Accounts Payable                                          32,138       37,978
Accrued Interest                                           3,162       (1,964)
Accrued Expenses                                         (35,023)       1,242
Unearned Rental Income                                    (2,647)     (55,899)
Tenant Security Deposits Payable                           5,219        1,965
Management Fees Payable to
Amherst Properties, Inc.                                  (2,123)     (28,557)
						       ---------    ---------
Total Adjustments                                        228,403      238,599
						       ---------    ---------
	     
Net Cash Provided by Operating Activities                251,971      199,745

	   
CASH FLOWS FROM INVESTING ACTIVITIES:

Additions to Office Equipment                             (4,887)      (7,774)
Additions to Building Improvements                      (106,466)    (125,896)
Additions to Deferred Costs                             (166,688)                 0
Net Cash Provided by (Used in) Investing
Activities                                            $ (278,041) $  (133,670)
	

     












<F/N>             
See Notes to the Financial Statements.
</TABLE>


<TABLE>
		Gran-Mark Income Properties Limited Partnership
			  Statements of Cash Flows
				(Unaudited)
	   For the Nine Month Periods Ending June 30, 1997 and 1996
	     
			 
							 6/30/97      6/30/96
<S>                                                 <C>           <C>
CASH FLOWS FROM FINANCING ACTIVITIES:
	     
Repayment of Mortgage                                $  (461,206) $   (59,176)
Incentive to Lesse                                              0       (1,197)
						      ----------   ----------
Net Cash Provided by (Used in)                                  
Financing Activities                                    (461,206)     (60,373)

Net Change in Cash                                   $  (487,276) $     5,702
CASH AT BEGINNING OF PERIOD                              963,019      542,360
						      ----------   ----------   
CASH AT END OF PERIOD                                $   475,743  $   548,062
						     ===========  ===========
	   
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
     
Cash paid during the period for Interest             $   278,842  $   502,749
			
	     
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES:
	     
On December  31,  1995, the vehicle was traded in.  Both the old and new 
vehicle  are  in  Amherst  Properties,  Inc.'s name.  The new vehicle is not 
recorded on the Partnership's books.
	    



























<F/N>
See Notes to the Financial Statements.
</TABLE>             
	

GRAN-MARK INCOME PROPERTIES LIMITED PARTNERSHIP


NOTES TO FINANCIAL STATEMENTS

June 30,1997


Note 1:     NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES:

Nature of Business

The Partnership owns and operates an office building in Manassas, 
Virginia, and, until September 1996, owned and operated a shopping 
center in Amherst, NY, which contains approximately 95,000 and 
117,000 square feet, respectively.

Significant Accounting Policies

The following accounting policies conform to generally accepted 
accounting principles and have  been  consistently applied  in the 
preparation  of the financial statements. Certain prior year 
amounts and  disclosures have been reclassified to conform with 
the current year's presentation.  These reclassifications have no 
effect on the net losses as previously reported.

Revenue Recognition

Rental income is reported as earned over the lives of the related 
leases.  Tenant reimbursements are accrued based on annual or 
quarterly expenses and included pro-rata payments under certain 
leases for increases in property taxes, insurance, depreciation 
and direct operating expenses.  Such amounts are calculated 
annually on a calendar year basis or quarterly with pro-rata 
portions based upon square footage leased during the year.

Rental Property and Depreciation

Buildings are stated at cost and depreciated over their estimated 
thirty-year useful lives.  Leasehold improvements, also stated at 
cost, are depreciated over  the lesser of the length of the 
related leases or the estimated useful lives.  The improvements 
generally have a useful life  from one to fifteen years.  
Depreciation is computed on the straight-line method for financial 
reporting  purposes  and for income tax purposes depreciation is 
computed on both accelerated and straight-line methods.  
Improvements and major renovations are capitalized, while 
expenditures for maintenance, repairs and minor renovations are 
expensed when the cost in incurred.
	
Deferred costs and amortization

Financing costs are amortized over the terms of the related loans 
using the straight-line method.
	
Leasing costs are amortized over the terms of the lease using the 
straight-line method.

Cash and Cash Equivalents

For balance sheet and cash flow purposes, the Partnership 
considers all cash accounts, which are not subject to withdrawal 
restrictions or penalties, and all highly liquid  financial 
instruments purchased with a maturity of three months or less to 
be cash and cash equivalents.
	

Net Loss Per Weighted Average Limited Partnership Unit  

The computation of net income (loss) per weighted average limited 
partnership units is based on the weighted average number of units 
outstanding during the year.  The weighted average number of units 
for each period is 6,505.
	
Income Taxes

Partnerships are not subject to income taxes.  The partners are 
required to report their respective shares of partnership income 
or loss on their individual income tax returns.
	
Concentration of Credit Risk

Financial instruments that potentially subject the Partnership to 
credit risk include cash on deposit with financial institutions 
amounting to $458,973 and $961,771 at September 30, 1995 and 1996, 
respectively, which was insured up to $100,000 and $200,000, 
respectively, by the Federal Deposit Insurance Corporation.
	
Allowance for Doubtful Accounts

The Partnership considers accounts receivable to be fully 
collectible; accordingly, no allowance for doubtful accounts is 
required.

Financial Instruments

The Partnership used the following methods and assumptions to 
estimate the fair values of financial instruments:

Cash and Cash Equivalents - the carrying amount approximates fair 
value because of the short period to maturity of the instruments.

Receivables and Payables - the carrying amount approximates fair 
value because of the short period to maturity of the instruments.

Short and Long-Term Debt - the carrying amount approximates fair 
value based on discounting the projected cash flows using market 
rates available for similar maturities.

None of the financial instruments are held for trading purposes.


Use of Estimates

The preparation of financial statements in conformity with 
generally accepted accounting principles requires the use of 
estimates and assumptions that affect the reported amounts of 
assets and liabilities and disclosures of contingent assets and 
liabilities at the date of the financial statements and the 
reported amounts of revenue and expenses during the reporting 
period.  Actual results could differ from those estimates.











NOTE 2: RENTAL PROPERTY:

Land, buildings, improvements, and other capital expenditures, and 
their related accumulated depreciation accounts are summarized as 
follows:

				      Office         Vehicle
				      Building       and
				      Manassas,      Office
				      Virginia       Equipment        Total   
 
Date of Construction                      1974

Date Acquired                        Aug. 1986         Various

Land                               $   418,598     $         0     $   418,598
Buildings                            6,594,998               0       6,594,998
Other                                        0          45,951          45,951
				    ----------      ----------      ----------
Total initial cost to partnership    7,013,596          45,951       7,059,547


Improvements capitalized
subsequent to acquisition              761,324               0         761,324
				    ----------      ----------      ----------
Total accumulated cost             $ 7,774,920     $    45,951     $ 7,820,871

Accumulated depreciation             2,650,919          20,953       2,671,872
				    ----------      ----------      ----------
Net book Value                     $ 5,124,001     $    24,998     $ 5,148,999
				   ===========     ===========     ===========

The following is a summary of activity for the land, buildings and 
improvements, for the years ended September 30, 1995, and 1996; 
and the period ending June 30, 1997:
				
				       Rental             Accumulated
				       Property           Depreciation 
				
Balance September 30, 1994             $12,257,710        $(2,928,769)

10/01/94 - 9/30/95
Additions during the period:
Improvements capitalized                    18,404
Depreciation  expense                                        (417,460)
Deletions during the period:                (2,897)             2,897
					----------         ----------
Balance September 30, 1995             $12,273,217        $(3,343,332)
		
10/01/95 - 9/30/96
Additions during the period:
Improvements capitalized                   158,014
Depreciation expense                                         (405,850)
Deletions during the period             (4,762,777)         1,302,389 
					----------         ----------
Balance September 30, 1996             $ 7,668,454        $(2,446,793)
							

10/01/96 - 6/30/97
Additions during the period:
Improvements capitalized                   106,466
Depreciation expense                                         (204,126)
					----------         ----------
Balance, June 30, 1997                 $ 7,774,920        $(2,650,919)
				

One of the primary tenants at the Shopping Center in Amherst, New 
York, was Hills Department Store ("Hills").  Hills, on February 5, 
1991 filed a petition for Chapter 11 Reorganization, but continued 
to occupy its space and to pay rent post-petition on a current 
basis.  On September 10, 1993, Debtor's First Amended Consolidated 
Plan of Reorganization was confirmed by the Court.
		
Hills completely renovated the interior of the store in the 
shopping center.  The creditors of Hills consented to the 
renovation expense of approximately $525,000.  The Partnership 
agreed to contribute an additional $125,000 for such renovation 
and repairs with the condition that the Lease Agreement be 
affirmed prior to any payments made by the Partnership.  Assistant 
Corporate Counsel of Hills Department Stores confirmed in November 
1993 that the Lease for the store in the shopping center had been 
assumed and had not been rejected nor was it the subject of a 
pending motion to reject.
		
The $125,000 offered by the Partnership was derived from the 
following sources:
		
Pre-petition rent of $7,622 was forgiven; $25,000 was paid 
out of the cash call fund in December 1993; 12,300 was paid 
August, 1993; $40,000 was paid on July 28, 1994; and 
commencing March 1994 twelve consecutive monthly 
installments of $3,341 were paid.
		
The tenant was paid $16,687 and $23,392 during the fiscal years 
ending September 30, 1994 and 1995, respectively, as partial 
payments of the rent offset identified as Incentive to Lessee.
		
		
NOTE 3:     PLAN OF REORGANIZATION UNDER CHAPTER 11:

By August 24, 1990, limited partners owning more than 60% of the 
Partnership's units voted to remove Gran-Mark Properties, Inc. and 
Fourth Coast Properties Ltd. as the general partners and replace 
the former general partners with Amherst Properties, Inc., the 
current general partner.  The effective date of removal in 
accordance with the Partnership Agreement was September 30, 1990. 
On September 28, 1990, two days prior to the effective date of 
removal, the former managing general partner filed a petition for 
relief under Chapter 11 of the federal bankruptcy laws on behalf 
of Gran-Mark Income Properties Limited Partnership (the "Debtor") 
in the United States Bankruptcy Court for Eastern District of 
Virginia - Alexandria Division.

A Plan of Reorganization dated March 27, 1992, a First Amended 
Plan of Reorganization dated April 13, 1992, and a Second Amended 
Plan of Reorganization dated June 2, 1992 were filed with the 
Court for approval.
		
On June 24, 1992, the U.S. Bankruptcy Court for the Eastern 
District of Virginia, Alexandria Division, approved a Disclosure 
Statement in connection with the Plan of Reorganization and the 
Plan was confirmed.  The Effective Date of the Plan was August 28, 
1992.  Under the Plan, five classes of creditors were established:
		
The Class One Creditor group consisted of FDIC/Seaman's Bank for 
Savings, FSB, whose secured claim was not impaired under the Plan. 
The Plan required that as of the Effective Date of the Plan, all 
monthly payments under the FDIC/Seaman's Bank for Savings, FSB 
Note and Mortgage were to be paid in full, and to the extent that 
the escrow account maintained for the purpose of paying real 
estate taxes and insurance was insufficient was to be paid into 
the escrow account.  In accordance with a Court Order dated 
January 25, 1993 the partnership made on September 21, 1993 a 
payment in the amount of $46,173 to increase the escrow account 
balance held by FDIC.  The Class One Creditor was also allowed a 
secured claim for its attorney's fees, costs and expenses incurred 
and paid in the amount of $20,000.  Of this claim, $10,000 was 
paid by the Effective Date of the Plan, and $10,000 was added to 
the principal balance of the loan and was to be paid, without 
interest, on the maturity of the Note and Mortgage.
		
The Class Two Creditor group consisted of Old Stone Bank whose 
secured claim shall be paid in accordance with the provisions of 
the Plan and of the Modification Agreement and Allonge-Promissory 
Note dated June 30, 1992.  The allowed amount was determined to be 
the loan balance as of March 1, 1992, of $4,291,717.51 plus 
Accrued Interest at 9% per annum for the period of June 1, 1991 
through May 31, 1992 in the amount of $372,761.19, plus other fees 
recoverable by the Bank, referred to as the Deferred Balance, not 
to exceed $55,000.  The Accrued Interest and Deferred Balance were 
added to the principal balance of the loan and will be paid 
without interest on the maturity date.  The maturity date of the 
loan was extended to April 30, 1997.  During the period from July 
1, 1992 through April 30, 1994, interest only shall be paid on the 
principal sum of $4,291,717.51 based upon a rate calculated by 
adding 2.25% to the two year Treasury Note rate (computed on the 
average rate of the last five business days in the month of May 
1992).  This interest rate was 7.53%, resulting in a monthly 
interest payment of $26,930.53.  During the period from May 1, 
1994 through April 30, 1996, interest was paid on the principal 
sum of $4,291,717.51 based upon a rate calculated by adding 2,75% 
to the two year Treasury Note rate (computed on the average rate 
of the last five business days in the month of April 1994) and an 
additional monthly payment of principal was made based upon a 
thirty year amortization schedule.  During the period from May 1, 
1996 through April 30, 1997, interest shall be paid on the 
principal sum of $4,291,717.51 based upon a rate calculated by 
adding 3.00% to the two year Treasury Note rate (computed on the 
average rate of the last five business days in the month of April 
1996) and an additional monthly payment of principal shall be made 
based upon a twenty eight year amortization schedule.  On April 
30, 1997, all principal, unpaid interest, and the Deferred Balance 
shall be due and payable.
		
Under the Plan, Old Stone Bank agreed to make available to the 
Partnership the balance in the cash reserve fund, approximately 
$162,800, together with $125,000 contributed by the Partnership, 
for capital improvements, renovations, and repairs specified in 
the Plan.  These funds held in the Capital Improvement Reserve 
Fund were subject to signatures of a representative of Old Stone 
Bank and the Partnership. 
		
As required by the Plan, the Partnership established a second 
escrow account at Old Stone Bank as a Note Payment  Reserve in the 
amount of $40,000.  This account was only to be used when the 
available monthly cash flow from the Manassas Property was less 
than the monthly debt service.  On the first anniversary date of 
the Effective Date, an amount was to be deposited by the 
Partnership to replenish the account.  On the second anniversary 
of the Effective Date, the account balance was returned to the 
Partnership.
		
The Class Three Creditor group consisted of Amherst Properties, 
Inc.  The Plan required that on the Effective Date, a promissory 
in the principal amount of $50,000 payable at the rate of $20,000 
per year with interest of 6% per annum until paid shall be given 
by the Partnership to Amherst Properties, Inc.  At the option of 
the Class Three Creditor, the note or any part of the note may be 
converted to partnership interests at a conversion price of $100 
per partnership unit.  On August 1, 1993, Amherst Properties, Inc. 
exercised such option and the partnership issued 500 units as 
payment against the $50,000 principal due.  The remainder of the 
Class Three Creditor claim was subordinated to the claims of Class 
Two and Class Four Creditors and was to be paid from future cash 
flow only after the payments required under the Plan have been 
made to all other Classes of Creditors.
		
The Class Four Creditor group consisted of all unsecured creditors 
who were to be paid 50% of their claims upon the Effective Date of 
the Plan with the remainder being paid on the anniversary date on 
the confirmation.
		
The Class Five Creditors group consisted of all Equity Security 
Holders.  At its option, each holder of a Class Five Equity 
Interest was entitled to retain its equity Security in the 
Partnership by making a capital contribution in an amount equal to 
a total of eight percent (8%) of the original capital investment. 
To the extent a Class Five Equity Security Holder failed to make a 
capital contribution, then that respective Holder's interest in 
the Partnership was deemed null and void.  The original investment 
made to the Partnership  equaled $6,005,000, and the new capital 
raised under the Plan was $480,400.
		
The capital contribution was payable in two installments, the 
first installment was due within 25 days of the approval of the 
Disclosure Statement (June 24, 1992) in the amount of five percent 
(5%) of the original investment, and the remainder of three 
percent (3%) was due on the first anniversary of the confirmation 
of the plan.  Any partner failing to make the five percent (5%) 
contribution was deemed to be a declining partner.  A second 
opportunity gave contributing partners the right to contribute for 
additional partnership shares determined by the increased 
percentage changed resulting from non contributing partners and 
the right to request additional interests.  If a contributing 
partner made the initial five percent capital contribution but 
failed to make the additional three percent (3%) capital 
contribution, other contributing partners who have made both cash 
contributions were given the option to make the declining three 
percent (3%) capital contribution and receive the pro-rata 
interest in the Partnership represented by that capital 
contribution.  The declining subscribing partner who made the five 
percent (5%) capital contribution, retained the interest 
represented by the five percent (5%) contribution.  Only two 
opportunities were offered.  Partnership shares dated August 28, 
1992 were issued for the first installment contribution.  
Partnership shares dated August 1, 1993, were issued for the 
second installment contribution.
		
Under the Plan, the Amended Partnership Agreement was further 
modified to provide for future cash calls as deemed appropriate by 
the General Partner.  Such cash calls shall not cause a forfeiture 
of Partnership interest for any Equity Security Holder who has 
made the subscriptions required by the Plan, however, any future 
cash call may result in a dilution in Partnership Interest.
		
When an entity emerges from a Chapter 11 reorganization, it must 
determine if the reorganization value of its assets before the 
date of confirmation is less than the total of all post-petition 
liabilities and allowed claims, and if the holders of existing 
voting shares immediately before confirmation receive less than 
fifty percent (50%) of the voting shares of the emerging entity.  
If these conditions exist, then the entity adopts fresh-start 
reporting which adjusts the historical amounts of individual 
assets and liabilities, reports forgiveness of debt, and creates a 
new reporting entity.
		
These conditions did not exist and the partnership did not adopt 
fresh-start reporting.


NOTE 4:     CAPITAL CONTRIBUTIONS
		
Under the provisions of the Plan of Reorganization, the general 
partner notified all limited partners of their right to make a 
capital contribution and the consequences of any failure to make 
the required capital contribution.  The new capital raised under 
the Plan was $480,400: $300,250 from the 5% contribution due July 
19, 1992, (25 days after the date of approval of the Disclosure 
Statement by the Bankruptcy Court) and $180,150 from the 3% 
contribution due July 28, 1993 (the first anniversary of the date 
of confirmation of the Plan of Reorganization).
		
The partnership received $480,400 related to the cash call and the 
partnership issued 6,005 units.
		
Under the Plan of Reorganization, the general partner, Amherst 
Properties, Inc. had the right to convert its approved claim of 
$50,000 represented  by a Note dated August 28, 1992, into a 
partnership interest in the reorganized partnership at the 
conversion price of $100.00 per partnership unit.  On August 1, 
1993, Amherst Properties, Inc. exercised that right and 500 units 
were issued. 
		
As of September 30, 1996, a total of 6,505 units had been issued.
		

NOTE 5:     SECURED CLAIMS:
		
Secured claims as of September 30, 1995 and 1996, which are 
collateralized by liens on the Partnership's rental property, 
including their related leases, accounts receivable, and vehicle, 
are summarized below:
			
						 
       Lender                 Property         Sept 30, 1995     Sept 30, 1996 
  
Old Stone Bank, FSB       The Sudley Tower
Now, Regency Savings      (Office Bldg)  
Bank                      Manassas, VA           $ 4,672,365       $ 4,634,915
		    
Seamen's Bank for         Sheridan Hills
Savings, FSB              Plaza
Now, Regency Savings      (Shopping Ctr)       
Bank                      Amherst, NY              3,001,002                 0

First Virginia Bank       Vehicle                      1,197                 0
						  ----------        ----------
Totals                                           $ 7,674,564       $ 4,634,915
						 ===========       ===========

Scheduled maturities of secured claims at September 30, 1996, are 
as follows:
		
		     FYE  1997               $4,634,915
		     FYE  1998 and after              0
		     Total                   $4,634,915
					     ==========
		 


Old Stone Bank, FSB/Regency Savings Bank:
		
On June 30, 1992, Gran-Mark Income Properties Limited Partnership 
and Old Stone Bank entered into a Modification Agreement and 
Allonge Promissory Note to modify the promissory note dated May 
29, 1987.  The modification extended the maturity date to April 
30, 1997.  For the period from July 1, 1992 through April 30, 
1994, monthly payments of interest only at the rate of 7.53% 
(2,25% added to the average two year U.S. Treasury Bill Rate for 
the last five business days of May, 1992, and calculated upon the 
principal outstanding), in the amount of $26,930.53 were due.  For 
the period from May 1, 1994 through April 30, 1996, monthly 
payments of principal and interest were calculated based on an 
interest rate calculated by adding 2.75% to the average two year 
U.S. Treasury Bill Rate for the last five business days of April, 
1994, and calculated upon the principal outstanding, plus a thirty 
year amortization of the principal balance of $4,291,717.51.  For 
the period from May 1, 1996 through April 30, 1997, monthly 
payments of principal and interest are calculated based on an 
interest rate calculated by adding 3.0% to the average two year 
U.S. Treasury Bill Rate for the last five business days of April, 
1996, and calculated upon the principal outstanding, plus a twenty 
eight year amortization of the principal balance.  On April 30, 
1997, all principal and accrued, unpaid interest was due plus a 
Deferred Balance of interest (totaling $374,761.19) and unpaid 
fees in the amount not to exceed $55,000.  Interest charged to 
operations during the years ending September 30, 1996, 1995, and 
1994, and during the period ending June 30, 1997 was $352,456, 
$359,156, $338,996, and $131,311, respectively.
		


Regency Savings Bank:

On February 18, 1997, Gran Mark Income Properties Limited 
Partnership and Regency Savings Bank entered into a Loan Extension 
and Modification Agreement to modify the promissory note dated May 
29, 1987; with an original principal balance of $4,400,000 and a 
current principal balance of $4,193,256.47.  The modification 
extended the maturity date to February 18, 2002.  The modification 
agreement required payment of the deferred interest and fees in 
the amount of $421,184.16 in accordance with the Modification 
Agreement and Allonge-Promissory note dated June 30, 1992.

Monthly payments of principal and interest are calculated based on 
an interest rate of 9.5%, computed on the basis of a 360 day year 
for the actual number of days in the interest period.  Commencing 
March 1, 1997, the principal and interest payments shall be 
$36,610.13.  On February 18, 2002, all principal and accrued and 
unpaid interest shall be due and payable in full.  Interest 
charged to operations for the current fiscal year to date is 
$146,669.

Seamen's Bank for Savings/Regency Savings Bank:
		
The mortgage required interest at the rate of 10.31%; 2.5% over 
the Federal Home Loan Bank Board Five Year Advance Rate.  The loan 
was to mature in January, 1997, at which time a balloon payment of 
approximately $2,944,200 was due.  Fixed monthly payments of 
$27,708 through January 1992 were based upon a thirty year 
amortization period.  Commencing in February 1992, constant 
monthly payments in the amount of $28,936 were based on a twenty-
five year amortization period.
		
The mortgage was only to be prepaid in the fifth, ninth or tenth 
years subject to a penalty of 1% in years five and ten and 2% in 
year nine, or if greater (in years nine and ten, only) 1% plus the 
prepayment fee then charged by the Federal Home Loan Bank Board.  
Interest charged to operations during the years ending September 
30, 1996, 1995 and 1994, was $289,619, $310,142, and $313,761; 
respectively.

This mortgage was paid in full September 1996 upon the sale of the 
New York shopping center.  Payment was made from the gross 
proceeds.
		
First Virginia Bank
		
On November 21, 1991, the Partnership acquired a 1991 Chevrolet 
truck.  The acquisition was financed solely with a loan in the 
amount of $15,665, for which the vehicle is collateral.  The loan 
required forty eight (48) constant monthly payments of $398.95, 
which commenced on January 5, 1992.  The interest charged to 
operations ending September 30, 1996, 1995, and 1994, was $23, 
$378, and $804, respectively.  Both the truck and the loan were in 
Amherst Properties, Inc's name, but the truck was paid for solely 
by the Partnership.
				
				
UNSECURED CLAIMS:
		
Unsecured claims (accounts payable) as of September 30, 1996, are 
summarized below:
		
Manassas Office Building
Utilities                                   $ 15,861
Repairs & Maintenance                          1,219
Rent Overpayment                                 325
Office                                           497
Legal                                            382
Legal Fees to a Related Party                 20,988
Building Improvements                          6,910
Office Equipment                               4,047
Construction Management to a Related Party     5,115
					     -------    
Total                                       $ 55,344
					    ========            


NOTE 6:     RELATED PARTY TRANSACTIONS:

Management Agreements
		
The Partnership maintains a management agreement with Amherst 
Properties, Inc. (the current general partner).  The agreement 
provides for a monthly payment of management fees in the amount of 
six percent (6%) of gross rents collected and reimbursement of 
out-of-pocket expenses incurred in connection with each property. 
Amherst Properties, Inc. subcontracted the day to day management 
and leasing responsibility for the Amherst shopping center to a 
non-affiliate, Center Associates, Realty Corp., for $1,000.00 per 
month.  In accordance with the partnership and management 
agreements, Amherst Properties, Inc. is responsible for all third 
party management expenses.
		
On September 24, 1994, Amherst Properties, Inc. executed an 
agreement with Center Associates Realty Corp. to extend the 
management contract for the Amherst Shopping Center.  Under this 
agreement the expiration date was extended to September 30, 1996. 
All other terms and conditions remained the same.
		

On September 30, 1996, the partnership executed and Amendment to 
Management agreement with Amherst Properties, Inc. for the 
management agreement, extending the expiration date of the 
agreement to September 30, 2000.  All other terms and conditions 
remain the same.

Accordingly, aggregate management fees charged to operations for 
the years ended September 30, 1996, 1995, and 1994, are as 
follows:
		
				  1996          1995          1994
		
Amherst Properties, Inc.   $   115,089   $   114,231   $   103,580
Total                      $   115,089   $   114,231   $   103,580
		
As of September 30, 1996, $30,586 of these fees remain payable to 
Amherst Properties, Inc.
				
Reimbursement of Partnership Operating Expenses
		
The Partnership agreement provides for reimbursing the general 
partner and its affiliates for costs of providing administrative 
services to the partnership.  Such reimbursements charged by and 
paid to the current general partner for operations are none for 
period ending September 30, 1994.  Reimbursements charged by and 
included in the Accounts Payable as of September 30, 1995, were 
$27,985 and noted as related party items.  Reimbursements of 
$58,958 were charged by the general partner, $5,410 was paid 
during the fiscal year ending September 30, 1996, and $53,548 are 
included an Accrued Expenses as of September 30, 1996.  During the 
current fiscal year, reimbursements of $2,685 were charged by the 
general partner and paid.
		
During the period of October 1990 through December 1990, the 
general partner paid $79,994 in various costs for the Partnership. 
During prior periods, $20,174 of these costs have been reimbursed 
to the general partner, and during the year ending September 30, 
1996, an additional $15,000 was reimbursed, leaving a balance of 
unreimbursed costs of $44,820 as of September 30, 1996.  These 
unreimbursed costs are included in Management Fees Payable to 
Amherst Properties, Inc.  The Partnership has agreed to pay 
interest at the rate of 12% on these unreimbursed costs from 
December 31, 1990, until paid. Interest charged to operations 
during the year ending September 30, 1996  and during the current 
fiscal year was $33,363 and $4,023, respectively.
		
Certain administrative expenses, such as telephone charges, and 
operating expenses incurred on the Partnership's behalf by Amherst 
Properties, Inc. are billed to Amherst Properties, Inc. but are 
paid directly by the Partnership.
		
During the year ending September 30, 1996, the Partnership paid 
$10,004 for the down payment, monthly loan payments, and other 
expenses related to a vehicle owned by Amherst Properties, Inc.  
Both the vehicle and loan are in Amherst Properties, Inc.'s name. 
These payments are included in the interest paid to Amherst 
Properties, Inc.
		

NOTE 7:     OPERATING LEASES
		
Minimum future rentals to be received under noncancellable 
operating leases from tenants of both properties in effect at 
September 30, 1996, are as follows:
		

Year ending September 30,                        Amount  
		
1997                                        $   822,012
1998                                            553,272
1999                                            381,219
2000                                            196,781
Subsequent to 1999                              136,814
					     ----------
Total minimum future rentals                $ 2,090,098
					    ===========

General leasing arrangements include a remaining fixed rental term 
with annual increases, pro rata share of increases in property 
expenses, and various renewal options.
		

NOTE 8:     INCOME TAXES
		
A basic requirement of federal tax law requires that a 
partnership's general partners assume unlimited liability.  
Requirements, among others, in determining whether a limited 
partnership will be recognized as a partnership or if it will be 
recognized as a corporation are as follows:
		
A.      Limited partners may not own directly or indirectly more 
than 20 percent of the corporation or its affiliates.
		
B.      The net worth of the corporation must at all times be a 
minimum of 10 percent of total partnership contribution.
		
Affiliates of one of the Partnership's limited partners own a two-
thirds interest in Amherst Properties, Inc. and Amherst 
Properties' net worth is less than the guidelines suggest.  
Accordingly, the possibility exists that the Partnership could be 
classified as an association and be subject to corporate tax laws, 
which could result in the disallowance of previous deductions 
taken by limited partners on their individual returns.
		
As previously noted in Securities and Exchange Commission filings, 
the previous managing general partner has not met the net worth 
requirements since 1987.
		
The Tax Reform Act of 1986 required the Partnership to change its 
reporting period for income tax purposes to a calendar year.  The 
change became effective for the three month period ending December 
31, 1988.
		
NOTE 9:     PARTNERSHIP ALLOCATIONS:
		
Partnership income and net cash from operations are allocated 99% 
to the limited partners and 1% to the general partner until the 
limited partners have received their cumulative 7% priority 
return.  After this return has been achieved, the general partner 
will then be allocated its annual incentive management fee so that 
total distribution will aggregate 10% to the general partner and 
90% to the limited partners in accordance with the Partnership 
Agreement.  The general partner will then receive its deferred 
incentive management fee, if any, and any remaining income.  Net 
cash from operations in allocated 90% to the limited partners and 
10% to the general partner.  Losses are allocated 99% to the 
limited partners and 1% to the general partner.
		




NOTE 10:    MANAGEMENT PLANS:
	     
At the time the new general partner, Amherst Properties, Inc., 
commenced managing the properties, there existed no operating 
funds and a negative cash-flow.  Significant legal bills and real 
estate commissions were payable, numerous maintenance and heating 
and air-conditioning problems at the office building existed, as 
well as a serious default of the required loan payments to Old 
Stone Bank.
	
Amherst Properties, Inc. had deferred collection of most 
management fees accrued for the period from October 1990 to 
September 1993 and advanced funds, to pay operating expenses, 
legal fees and real estate commissions.
	
At the present time current rental income covers the operating 
expenditures.
		
The success for the Manassas office building is dependent upon 
three major factors:
		
1.      The ability to successfully compete with existing office 
buildings in Prince William County.
		
2.      The ability to attract new tenants from adjacent counties.
		
3.      Achieving and maintaining a high rate of occupancy.
		
Over the past year the managing general partner has continued to 
improve the situation with regard to these factors.  The managing 
general partner has modernized the office building and replaced 
light fixtures with more energy efficient fixtures to successfully 
compete with existing buildings.  The office building has a 
competitive advantage because of easy access to and from major 
highways, efficient heating and air-conditioning, an effective 
security system and high rise view of surrounding scenic areas. 
		
Management's efforts over the past several years brought to 
fruition an office building which is more than 95% leased and 
occupied.  The management team overcame the loss of major tenants 
leasing more than 20,000 square feet.  Management sought and 
obtained a signed lease with a major real estate broker and 
several mortgage companies.

Present plans are to continue to develop a self sufficient 
financial center for loans, banking, mortgage, home real estate 
sales, with necessary support services.  These tenants which have 
stood the test of time not only survived the crunch of the early 
1990s but have expanded and became more profitable.
		
Management is generating a capacity for the roof top to 
accommodate 50 antennae.  A rail system has been built to anchor 
the antennae and electronics will continue to be managed by RAM.  
The number of licensed antennae users has increased to 21.
		
More repairs, maintenance, and upgrading are needed at the office 
building to continue to attract and retain tenants.  They are as 
follows:
1.  Power clean the exterior facade of the building.
2.  Renovate bathrooms.
3.  Renovate the hallways of the upper floors, carpeting,
    wallpaper, ceiling, and lighting.
4.  Caulking the windows and window frame.
5.  Landscaping the building site front and rear.
6.  Installation of energy efficient lighting and motors 
    which power the heating and hot water system.
		
The work for upgrading the building and performing needed repairs 
and maintenance began with the new management and continues.
		
In April and May 1993, the Partnership entered into contracts 
totaling $131,750 for renovations of the lobby and for 
modifications to the first and fifth floor bathrooms to comply 
with the Americans Disabilities Act requirements.  Construction 
began in May 1993 and was completed in September 1993.  The 
partnership contracted for renovation and modifications to the 
bathrooms of the fifth (5th) floor to comply with the American 
Disability Act requirements.  Construction was completed in March 
1994.  The cost was $32,207.  Payments for these renovations were 
made from the Capital Improvement Reserve Fund.
		
As of March 1994, other completed improvements include walk-off 
mats in the lobby, a glass enclosed entrance way, an additional 
lobby directory, automatic door openers at the front and rear 
entrances, resurfacing of the entire parking lot, and replacement 
of 105 fifteen foot heating tubes in the boiler.
		
A new roof was installed and the sidewalk was resurfaced at the 
entranceway in the front of the building.  The building facade was 
power washed at the front entrance.  The parking lot has been 
resurfaced.
		
For tenant retention and attracting new tenants, various tenant 
incentives are offered according to the needs of each existing and 
prospective tenant.  These include special buildouts, facilities, 
wiring for special equipment, plumbing for kitchens, assistance in 
moving, providing furniture and furnishings when available, as 
well as targeting a rental program to meet the business needs of 
the tenant.  These costs are reflected in Building Improvements.
		
Management is continuing to provide conscientious maintenance 
which includes caulking windows, clean and polish marble in lobby 
area and power wash the entire exterior of the building.

The property in New York is a shopping center with an occupancy of 
95%.  This shopping center was built in 1980 and needed to be 
revitalized with the renovation of its exterior facing, 
landscaping, resurfacing the parking lot and renovation of the 
interior stores.  It was sold in September 1996 after a long and 
arduous process which took longer than two years to complete.  
Management was faced with a loan on the shopping center which was 
about to mature on January 1, 1997.  The major tenant (Hills 
Department Store) occupied about 80% of the center.  Hills had 
emerged in 1993 from a Chapter 11 reorganization in the bankruptcy 
court and initially showed promise but the recent entry of Wal-
Mart and Target in the Buffalo/Niagara Falls area caused Hills to 
suffer a decline in sales and it posted losses for the last twelve 
months. Accordingly, its stock, listed on the N.Y.S.E. had a sharp 
decline.  Because of the financial weakness of this major tenant 
it was extremely difficult, if at all possible, to refinance the 
loan at competitive rates.  Potential purchasers likewise were not 
interested in the property because of the difficulty of obtaining 
financing among other things.

Management feels that the Partnership was fortunate in selling the 
shopping center to a local developer who owns contiguous 
properties and a number of other shopping centers in the Niagara 
Falls-Buffalo area.  The shopping center has virtually no frontage 
and very poor visibility from the street.  The center is also in 
need of a costly "face lift".  The sale was only possible because 
the purchaser felt it complemented his existing contiguous 
holdings without which he would have no interest.  He also had the 
financial strength to purchase the mortgage note with funds from 
his corporate holdings and thereby avoid refinancing.  Management 
felt that under the circumstances the sale was the proper and 
prudent thing to do and consider, the Partnership fortunate to 
consummate same.

Supplementary data has been omitted in as much as it is either 
inapplicable, immaterial, or it is presented in the financial statements or 
notes thereto.




	
Item 2 - Management Discussion and Analysis of Financial Condition and Results 
of Operations:

General

During the nine month period ending June 30, 1997, the Partnership's 
cash position changed from $963,019 to $475,743.

The occupancy of the Manassas office building was approximately 95% on 
June 30, 1997.  The occupancy of the shopping center was approximately 95% on 
June 30, 1996, and is no longer owned by the Partnership.  The sale was 
completed in September 1996.

Partners' equity totaled $1,522,687 as of June 30, 1997, an increase of 
$23,568 from September 30, 1996.

The Partnership's net income for the quarter ending June 30, 1997, was 
$72,810, an increase from net loss of $63,440 for the quarter ending June 30, 
1996.


Results of Operations

The office building was approximately 95% leased on June 30, 1997, the 
same as for the quarter ended June 30, 1996.  The office building continues to 
generate a positive cash flow.

During the nine months ending June 30, 1997, Total Revenue has decreased 
by $358,963 or 27.9%; Total Expenses have decreased by $517,997 or 33.2%, and 
the Net Income has increased by $62,422 as compared to the same period last 
fiscal year.

These declines are due to the loss of revenue and elimination of 
expenses related to the New York shopping center, which was sold in September 
1996.  During the nine months ending June 30, 1997, the Total Revenue from the 
office building increased by $105,967 or 11.1%, Total expenses increased by 
$15,638 of 1.6%, and Net Income increased $90,329 as compared to the same 
period last fiscal year.  The increase in revenue is due to the assessment of 
Tenant Reimbursements made during this quarter as compared to the fourth 
quarter in the prior fiscal year.

Sale of the shopping center is a material event which results in the 
historical operations and financial condition not being indicative of future 
operations or financial condition.

Current management expects that the capital improvements will improve 
the appearance of the properties, thus successfully compete with existing 
office buildings and shopping centers and achieve a high rate of occupancy.

For further information see Notes to Financial Statement - Note 10:  
Management Plans.


Liquidity

At the present time rental income covers the expenditures.

Monthly partnership incoming cash flow has increased and monthly 
partnership outgoing cash flow has been reduced since the new managing general 
partner has taken control of the properties in October 1990.

During the nine month period ending June 30, 1997, $251,971 of cash was 
provided by operations (see Statement of Cash Flows).  This reflects an 
increase in cash flow from operations of $52,226 over the previous nine month 
period ending June 30, 1996, due primarily to the increase in net income.

The managing general partner had deferred payment of most of its 
management fees since October 1990 to allow the partnership to continue to 
improve  its financial position.  Payments of $72,388 were made to the general 
partner during the nine month period ending June 30, 1997, for current and 
past management fees of $64,619, and $5,084 in interest, and $2,685 in 
reimbursements.




PART II - OTHER INFORMATION


Item 1 - Legal Proceedings

Chapter 11 filing - See Note 3 to Financial Statements at Part I - Item 1

Law Suite Filing - See Note 10 to Financial Statements at Part I - Item 1

Item 2 - Changes in Securities
	  None

Item 3 - Defaults Upon Senior Securities
	  None

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

On August 2, 1990, Amherst Properties, Inc. sent voting 
materials to limited partners of Gran-Mark Income Properties 
Limited Partnership and by August 24, 1990 had received written 
consents from a 60% majority of the units on favor of the 
removal of the former general partners and the substitution of 
Amherst Properties, Inc. as the new general partner.

Item 5 - Other Information
	  None

Item 6 - Exhibits and Reports on Form 8-K
	  None













SIGNATURES


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

GRAN-MARK INCOME PROPERTIES
LIMITED PARTNERSHIP
				     By: Amherst Properties, Inc.
					 General Partner
					 By:



August 8, 1997                           Louis J. Marin                      
Date                                     Louis J. Marin
					 President