FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D) OF
                      THE SECURITIES EXCHANGE ACT OF 1934
                        QUARTERLY OR TRANSITIONAL REPORT


                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549


                                  FORM 10-QSB

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934


               For the quarterly period ended September 30, 1998

                                       or

[ ]  TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

              For the transition period from .........to.........

                         Commission file number 0-14470


                       INVESTORS FIRST-STAGED EQUITY L.P.
       (Exact name of small business issuer as specified in its charter)


           Delaware                                              36-3310965
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                              Identification No.)

                        55 Beattie Place, P.O. Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)


                                 (864) 239-1000
                           Issuer's telephone number



Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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

                         PART I - FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

a)
                       INVESTORS FIRST-STAGED EQUITY L.P.

                           CONSOLIDATED BALANCE SHEET
                        (in thousands, except unit data)
                                  (Unaudited)

                               September 30, 1998



Assets
  Cash and cash equivalents                               $  1,212
  Receivables and deposits, net of allowance
    for doubtful accounts of $9                                816
  Restricted escrows                                           455
  Other assets                                               1,546
  Investment properties:
     Land                                       $  8,402
     Buildings and related improvements           39,737
                                                  48,139
    Less accumulated depreciation                (25,458)   22,681
                                                          $ 26,710

Liabilities and Partners' Deficit

Liabilities
  Accounts payable                                        $     66
  Accrued interest                                             383
  Tenant security deposit liabilities                          439
  Accrued property taxes                                       118
  Other liabilities                                             91
  Advances from affiliates of General Partner                  323
  Mortgage notes payable                                    43,149

Partners' Deficit
  General partner                               $   (360)
  Limited partners (16,267 units
     issued and outstanding)                     (17,499)  (17,859)
                                                          $ 26,710

          See Accompanying Notes to Consolidated Financial Statements

b)
                       INVESTORS FIRST-STAGED EQUITY L.P.
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                        (in thousands, except unit data)
                                  (Unaudited)


                                    Three Months Ended  Nine Months Ended
                                      September 30,       September 30,
                                     1998      1997      1998      1997
Revenues:
 Rental income                      $ 2,059   $ 1,797   $ 6,050   $ 5,353
 Other income                            98       134       283       285
    Total revenues                    2,157     1,931     6,333     5,638

Expenses:
 Operating                              685       648     2,017     2,040
 General and administrative              59        50       198       122
 Depreciation                           475       438     1,403     1,299
 Interest                               835       824     2,501     3,044
 Property taxes                         119       127       346       356
 Loss on disposition of property         49        --        49        --
    Total expenses                    2,222     2,087     6,514     6,861

Loss before gain on sale of
  investment property and
  extraordinary item                    (65)     (156)     (181)   (1,223)
Gain on sale of investment
  property (Note D)                      --        --        --     2,042
(Loss) income before extraordinary
 item                                   (65)     (156)     (181)      819

Extraordinary item - gain (loss)
  on early extinguishment of debt       260         --      270    (1,348)
 (Note C and E)

       Net income (loss)            $   195   $  (156)  $    89   $  (529)

Net income (loss) allocated to
  general partner (1%)              $     2   $    (2)  $     1   $    (5)
Net income (loss) allocated to
  limited partners (99%)                193      (154)       88      (524)

       Net income (loss)            $   195   $  (156)  $    89   $  (529)

Net income (loss) per limited
 partnership unit:
(Loss) income before
 extraordinary item                 $ (3.96)  $ (9.47)  $(11.00)  $ 49.84
Extraordinary item                    15.80        --     16.41    (82.04)

       Net income (loss)            $ 11.86   $ (9.47)  $  5.41   $(32.20)

            See Accompanying Notes to Consolidated Financial Statements

c)
                         INVESTORS FIRST-STAGED EQUITY L.P.
               CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                          (in thousands, except unit data)
                                    (Unaudited)


                                     Limited
                                   Partnership  General   Limited
                                      Units     Partner  Partners    Total

Original capital contributions      16,267     $    --   $ 48,802  $ 48,802
Partners' deficit at
  December 31, 1997                 16,267     $  (361)  $(17,587) $(17,948)
Net income for the nine months
  ended September 30, 1998              --           1         88        89
Partners' deficit at
  September 30, 1998                16,267     $  (360)  $(17,499) $(17,859)

          See Accompanying Notes to Consolidated Financial Statements


d)
                       INVESTORS FIRST-STAGED EQUITY L.P.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)
                                  (Unaudited)

<TABLE>
<CAPTION>

                                                                Nine Months Ended
                                                                  September 30,
                                                                 1998      1997
<S>                                                           <C>       <C>
Cash flows from operating activities:
  Net income (loss)                                            $     89  $   (529)
  Adjustments to reconcile net income (loss) to net cash
    provided by (used in) operating activities:
    Gain on sale of investment property                              --    (2,042)
    Extraordinary (gain) loss on early extinguishment of debt      (270)    1,348
    Depreciation                                                  1,403     1,299
    Amortization of loan costs and leasing commissions              145        97
    Loss on disposition of property                                  49        --
    Change in accounts:
      Receivables and deposits                                     (104)       41
      Other assets                                                  (84)     (189)
      Accounts payable                                               14       (60)
      Accrued interest                                              200      (651)
      Tenant security deposit liabilities                            48       (66)
      Accrued property taxes                                        118       126
      Other liabilities                                             (10)     (309)

         Net cash provided by (used in)
            operating activities                                  1,598      (935)

Cash flows from investing activities:
  Proceeds from sale of investment property                          --     4,360
  Property improvements and replacements                           (723)     (268)
  Withdrawals from restricted escrows                               311        16

         Net cash (used in) provided by
            investing activities                                   (412)    4,108

Cash flows from financing activities:
  Payment of loan costs                                            (106)     (350)
  Payments on mortgage notes payable                             (2,511)     (347)
  Repayment of mortgage note payable                                 --   (11,725)
  Payment of mortgage fee                                            --    (1,102)
  Proceeds from refinance of mortgage note payable                   --    12,000
  Advances to affiliates                                              3        37

         Net cash used in financing activities                   (2,614)   (1,487)

Net (decrease) increase in cash and cash equivalents             (1,428)    1,686

Cash and cash equivalents at beginning of period                  2,640     1,557

Cash and cash equivalents at end of period                     $  1,212  $  3,243

Supplemental disclosure of cash flow information:
  Cash paid for interest                                       $  2,184  $  3,575
<FN>
          See Accompanying Notes to Consolidated Financial Statements
</FN>
</TABLE>

e)
                       INVESTORS FIRST-STAGED EQUITY L.P.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)


NOTE A - BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements of Investors First-
Staged Equity L.P. (the "Partnership") have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of MAERIL, Inc. (the "General Partner"), all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation have been included.  Operating results for the three and nine month
periods ended September 30, 1998, are not necessarily indicative of the results
that may be expected for the fiscal year ending December 31, 1998. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Partnership's annual report on Form 10-KSB for the
fiscal year ended December 31, 1997.

Certain reclassifications have been made to the 1997 information to conform to
the 1998 presentation.

BASIS OF CONSOLIDATION

The accompanying consolidated financial statements of the Partnership include
its 99% limited partnership interests in Serramonte, LP, VMS Apartments
Portfolio II and VMS Apartments Portfolio III.  The Partnership may remove the
General Partner of Serramonte, LP, VMS Apartments Portfolio II and VMS
Apartments Portfolio III; therefore, the partnerships are controlled and
consolidated by the Partnership.  All significant interpartnership balances have
been eliminated.

NOTE B - TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all partnership activities.
Affiliates of the General Partner provide property management and asset
management services to the Partnership.  The General Partner or its affiliates
may be reimbursed for direct expenses relating to the Partnership's
administration and other costs charged on behalf of the Partnership.

The Partnership has engaged the affiliates of the General Partner to provide
day-to-day management of the Partnership's properties. These affiliates received
approximately $306,000 and $288,000 of such fees for the nine months ended
September 30, 1998 and 1997, respectively. An affiliate of the General Partner
also provided partnership administration and management services for the
Partnership. Reimbursements for direct expenses relating to these services
totaled approximately $155,000 (including $40,000 of loan costs related to the
refinancing of the properties in 1997) for the nine months ended September 30,
1998, and $108,000 for the nine months ended September 30, 1997.

NOTE C - EARLY EXTINGUISHMENT OF DEBT

At September 30, 1998, the total estimated future cash payments, on the
Partnership's properties second mortgages, are less than the recorded balances.
Therefore, in compliance with Financial Accounting Standards 15, the Partnership
reduced the carrying balances to the estimated future cash payments of
$1,573,000 (Richardson Highlands) and $3,355,000 (Rivercrest Village),
recognizing an extraordinary gain of approximately $270,000 on the partial
extinguishment of debt.

NOTE D - SALE OF BUILDINGS AND LAND AT SERRAMONTE PLAZA

On April 10, 1997, the Partnership sold three buildings and two parcels of land
associated with Serramonte Plaza located in Daly City, California to an
unaffiliated third party.  The property was sold in an effort to maximize the
Partnership's return on its investment.  The sales price for the three buildings
and two parcels of land was approximately $4,778,000 and was determined
primarily by reference to appraised values.  The sale resulted in net proceeds
of $4,360,000, after payment of closing costs, and the gain on the sale amounted
to approximately $2,042,000.  The proceeds from the sale were used to reduce the
mortgage debt secured by Serramonte Plaza.

NOTE E - REFINANCE OF SERRAMONTE PLAZA

In June 1997, the Partnership refinanced the mortgage indebtedness encumbering
Serramonte Plaza. The previous mortgage note of approximately $7,365,000 was
repaid from loan proceeds received from the refinancing.  The new mortgage debt
of $12,000,000 carries a stated interest rate of 8.67%, with a balloon payment
due July 1, 2004.  An extraordinary loss on early extinguishment of debt of
approximately $1,348,000 was realized during the second quarter of 1997 due to
the payment of approximately $1,102,000 in early payment mortgage fees and a
loss of approximately $246,000 on the write-off of unamortized loan costs.  In
conjunction with the refinancing, a capital improvement reserve of
approximately $500,000 was established and approximately $348,000 in loan costs
were incurred.  These loan costs are included in "Other assets" and will be
amortized over the term of the loan.

NOTE F - TRANSFER OF CONTROL; SUBSEQUENT EVENT

On October 1, 1998, Insignia Financial Group, Inc. completed its merger with and
into Apartment Investment and Management Company  ("AIMCO"), a publicly traded
real estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result of the Insignia Merger, AIMCO acquired control
of the General Partner. In addition, AIMCO also acquired approximately 51% of
the outstanding common shares of beneficial interest of Insignia Properties
Trust ("IPT"), the sole shareholder of the General Partner.  Also, effective
October 1, 1998 IPT and AIMCO entered into an Agreement and plan of Merger
pursuant to which IPT is to be merged with and into AIMCO or a subsidiary of
AIMCO (the "IPT Merger"). The IPT Merger requires the approval of the holders of
a majority of the outstanding IPT Shares.  AIMCO has agreed to vote all of the
IPT Shares owned by it in favor of the IPT Merger and has granted an irrevocable
limited proxy to unaffiliated representatives of IPT to vote the IPT Shares
acquired by AIMCO and its subsidiaries in favor of the IPT Merger.  As a result
of AIMCO's ownership and its agreement, the vote of no other holder of IPT is
required to approve the merger.  The General Partner does not believe that this
transaction will have a material effect on the affairs and operations of the
Partnership.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

The Partnership's investment properties consist of two apartment complexes and
one commercial property.  The following table sets forth the average occupancy
for these properties for the nine months ended September 30, 1998 and 1997:


                                        Average Occupancy
                                          1998      1997
  Rivercrest Village Apartments
    Sacramento, California                89%       91%
  Richardson Highlands Apartments
    Marin City, California                99%       98%
  Serramonte Plaza
    Daly City, California                 96%       87%

The increase in occupancy at Serramonte Plaza was primarily due to the vacancy
of one building during 1997 which accounted for approximately 8% of the
property.  This building was sold in April of 1997.

Results of Operations

The Partnership realized net income of approximately $89,000 for the nine months
ended September 30, 1998, compared to a net loss of approximately $529,000 for
the nine months ended September 30, 1997.  For the three months ended September
30, 1998, the Partnership realized net income of approximately $195,000 compared
to a net loss of approximately $156,000 for the three months ended September 30,
1997.  The increase in net income for the three and nine months ended September
30, 1998 compared to the corresponding period of 1997, resulted primarily from
the recognition of an extraordinary gain of approximately $270,000 on the
partial extinguishment of debt at September 30, 1998 resulting from the paydown
of the second mortgages. Offsetting this gain for the three and nine months
ended September 30, 1998, is a loss on disposition of property of approximately
$49,000 realized due to the write off of roofs at Richardson Highlands and
Rivercrest Village Apartments.  For the three and nine months ended September
30, 1997, a gain on sale of investment property of approximately $2,042,000 was
realized on the sale of buildings and land at Serramonte Plaza in April 1997
(See "Note D").  Partially offsetting this gain was an extraordinary loss on
early extinguishment of debt of approximately $1,348,000 realized on the
refinance of Serramonte Plaza during the same period (See "Note E").

The decrease in net loss before gain on sale of investment property and
extraordinary item for the three and nine month periods ended September 30,
1998, is attributable to an increase in rental income and  a decrease in
interest expense. Rental income increased due to increased occupancy at
Richardson Highlands Apartments which was partially offset by a decrease in
occupancy at Rivercrest Village Apartments. The increase in rental income was
also due to rental rate increases at all properties. Interest expense decreased
due to the refinancing of the first mortgages on Serramonte Plaza, Richardson
Highland and Rivercrest Village and the pay down of Richardson Highland and
Rivercrest Village's second mortgages.  The pay down of these second mortgages
caused the total estimated future cash payments to be less than the recorded
balances; therefore, the Partnership reduced the carrying balance to the
estimated future cash payments of $1,573,000 (Richardson Highlands) and
$3,355,000 (Rivercrest Village), recognizing an extraordinary gain of
approximately $270,000 on the partial extinguishment of debt at September 30,
1998.

Included in operating expense for the nine months ended September 30, 1998, is
approximately $53,000 of major repairs and maintenance comprised primarily of
exterior painting and exterior building repairs at the Richardson Highlands
Apartments.  For the nine months ended September 30, 1997, approximately
$129,000 of major repairs and maintenance comprised primarily of exterior
painting, major landscaping, and exterior building repairs at all of the
properties is included in operating expense.

As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of each of its investment properties to
assess the feasibility of increasing rents, maintaining or increasing occupancy
levels and protecting the Partnership from increases in expenses.  As part of
this plan, the General Partner attempts to protect the Partnership from the
burden of inflation-related increases in expenses by increasing rents and
maintaining a high overall occupancy level.  However, due to changing market
conditions, which can result in the use of rental concessions and rental
reductions to offset softening market conditions, there is no guarantee that the
General Partner will be able to sustain such a plan.

Liquidity and Capital Resources

The Partnership held cash and cash equivalents of approximately $1,212,000 at
September 30, 1998, compared to approximately $2,640,000 at September 30, 1997.
The net decrease in cash and cash equivalents for the nine months ended
September 30, 1998 was approximately $1,428,000.  The net increase in cash and
cash equivalents for the nine months ended September 30, 1997 was approximately
$1,686,000.  The net cash provided by operating activities increased primarily
due to the increase in net income as described above and an increase in accrued
interest at September 30, 1998. The increase in accrued interest is a result of
the timing of mortgage interest payments. Net cash used in financing activities
increased due to an increase in property improvements and replacements.  The
increase was partially offset by withdrawals from the capital improvement and
replacement reserve escrows to be used to purchase these improvements and
replacements.  In addition, the Partnership received proceeds from the sale of
Serramonte Plaza in 1997.  Net cash used in financing activities increased due
to the increased payments on the mortgage note payable.

The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the various properties to adequately maintain the
physical assets and other operating needs of the Partnership and to comply with
federal, state and local legal and regulatory requirements. Such assets are
currently thought to be sufficient for any near-term need of the Partnership.
The General Partner is currently assessing the need for capital improvements at
each of the Partnership's properties. To the extent that additional capital
improvements are required, the Partnership's distributable cash flow, if any,
may be adversely affected at least in the short term.  The mortgage indebtedness
of approximately $43,149,000, matures from January 2000 until January 2008, with
balloon payments due at maturity. The General Partner will attempt to refinance
such remaining indebtedness or sell the properties prior to such maturity dates.
If the properties cannot be refinanced or sold for a sufficient amount, the
Partnership will risk losing such properties through foreclosure. Future cash
distributions will depend on the levels of net cash generated from operations,
refinancings, property sales and the availability of cash reserves.  The
Partnership's distribution policy will be reviewed on a quarterly basis.  There
can be no assurance, however, that the Partnership will generate sufficient
funds from operations to permit distributions to its partners in 1998 or
subsequent periods.

Transfer of Control; Subsequent Event

On October 1, 1998, Insignia Financial Group, Inc. completed its merger with and
into Apartment Investment and Management Company  ("AIMCO"), a publicly traded
real estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger"). As a result of the Insignia Merger, AIMCO acquired control
of the General Partner. In addition, AIMCO also acquired approximately 51% of
the outstanding common shares of beneficial interest of Insignia Properties
Trust ("IPT"), the sole shareholder of the General Partner.  Also, effective
October 1, 1998 IPT and AIMCO entered into an Agreement and plan of Merger
pursuant to which IPT is to be merged with and into AIMCO or a subsidiary of
AIMCO (the "IPT Merger"). The IPT Merger requires the approval of the holders of
a majority of the outstanding IPT Shares.  AIMCO has agreed to vote all of the
IPT Shares owned by it in favor of the IPT Merger and has granted an irrevocable
limited proxy to unaffiliated representatives of IPT to vote the IPT Shares
acquired by AIMCO and its subsidiaries in favor of the IPT Merger.  As a result
of AIMCO's ownership and its agreement, the vote of no other holder of IPT is
required to approve the merger.  The General Partner does not believe that this
transaction will have a material effect on the affairs and operations of the
Partnership.

Year 2000

General Description of the Year 2000 Issue and the Nature and Effects of the
Year 2000 on Information Technology (IT) and Non-IT Systems

The Year 2000 Issue is the result of computer programs being written using two
digits rather than four to define the applicable year.  The Partnership is
dependent upon the General Partner and its affiliates for management and
administrative services ("Managing Agent").  Any computer programs or hardware
that have date-sensitive software or embedded chips may recognize a date using
"00" as the year 1900 rather than the year 2000.  This could result in a system
failure or miscalculations causing disruptions of operations, including, among
other things, a temporary inability to process transactions, send invoices, or
engage in similar normal business activities.

The Managing Agent has determined that it will be required to modify or replace
significant portions of its software and certain hardware so that those systems
will properly utilize dates beyond December 31, 1999. The Managing Agent
presently believes that with modifications or replacements of existing software
and certain hardware, the Year 2000 Issue can be mitigated.  However, if such
modifications and replacements are not made, or are not completed timely, the
Year 2000 Issue could have a material impact on the operations of the Managing
Agent and the Partnership.

Status of Progress in Becoming Year 2000 Compliant

The Managing Agent's plan to resolve the Year 2000 Issue involves the following
four phases: assessment, remediation, testing and implementation.  To date, the
Managing Agent has fully completed its assessment of all information systems
that could be significantly affected by the Year 2000, and has begun the
remediation, testing and implementation phase on both hardware and software
systems.  Assessments are continuing in regards to embedded systems in operating
equipment.  The Managing Agent anticipates having all phases complete by June 1,
1999.

In addition to the areas the Partnership is relying on the Managing Agent to
verify compliance with,  the Partnership has certain operating equipment,
primarily at the property sites,  which needed to be evaluated for Year 2000
compliance.  The focus of the General Partner was to the security systems,
elevators, heating-ventilation-air-conditioning systems, telephone systems and
switches, and sprinkler systems. The General Partner is currently engaged in the
identification of all non-compliant operational systems, and is in the process
of estimating the costs associated with any potential modifications or
replacements needed to such systems in order for them to be Year 2000 compliant.
It is not expected that such costs would have a material adverse affect upon
the operations of the Partnership.

Risk Associated with the Year 2000

The General Partner believes that the Managing Agent has an effective program in
place to resolve the Year 2000 issue in a timely manner and has appropriate
contingency plans in place for critical applications that could affect the
Partnership's operations.   To date, the General Partner  is not aware of any
external agent with a Year 2000 issue that would materially impact the
Partnership's results of operations, liquidity or capital resources.  However,
the General Partner has no means of ensuring that external agents will be Year
2000 compliant.  The General Partner does not believe that the inability of
external agents to complete their Year 2000 resolution process in a timely
manner will have a material impact on the financial position or results of
operations of the Partnership.  However, the effect of non-compliance by
external agents is not readily determinable.

Other

Certain items discussed in this quarterly report may constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 (the "Reform Act") and as such may involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Partnership to be materially different from any future
results, performance or achievements expressed or implied by such forward-
looking statements.  Such forward-looking statements speak only as of the date
of this quarterly report.  The Partnership expressly disclaims any obligation or
undertaking to release publicly any updates of revisions to any forward-looking
statements contained herein to reflect any change in the Partnership's
expectations with regard thereto or any change in events, conditions or
circumstances on which any such statement is based.

                          PART II - OTHER INFORMATION

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

       a) Exhibits:

          Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
          report.

       b) Reports on Form 8-K:

          None filed during the quarter ended September 30, 1998.



                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                               MAERIL, Inc.
                               (Registrant)


                               By: MAERIL, Inc.
                                   General Partner


                               By: /s/ Patrick Foye
                                   Patrick Foye
                                   Executive Vice President


                               By: /s/ Timothy R. Garrick
                                   Timothy R. Garrick
                                   Vice President - Accounting
                                   (Duly Authorized Officer)


                               Date:    November 16, 1998