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, 1998

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,
                              Manassas, Virginia  22110

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

Securities Registered Pursuant to Section 12(b) of the Act;

      None

Securities Registered Pursuant to Section 12(g) of the Act;

      Limited Partnership Interest (Filed on December 17, 1986)
      (Title of Class)

	Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 
1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to 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 - 7
Statements of Change in Partner's Equity              8
Statements of Cash Flow                          9 - 10
Notes to Financial Statements                        11

Item 2		Management's Discussion and Analysis of 
Financial Condition and Results of Operations

PART II - OTHER INFORMATION

Other Information                                    23


Gran-Mark Income Properties Limited Partnership
Balance Sheets 
June 30, 1998 (Unaudited)
September 30, 1997 (Audited)

ASSETS
                                                        6/30/98       9/30/97
[S]                                                 [C]           [C]
CURRENT ASSETS

Cash                                                $   447,025   $   485,768 
Certificate of Deposit                                  102,524             0 
Tenant Rents Receivable                                 132,869       117,815 
Prepaid Expenses and Other                                5,168         7,888 
Mortgage Escrow Accounts                                 26,381        38,198 
                                                    -----------    ----------
Total Current Assets                                    713,967       649,669 

FIXED ASSETS

Land                                                    418,598       418,598 
Buildings                                             6,594,998     6,594,998 
Building Improvements                                   808,839       776,846 
Office Equipment                                         61,074        47,767 
                                                     ----------    ----------
Total                                                 7,883,509     7,838,209 
Less:  Accumulated Depreciation                       2,950,888     2,742,793 
                                                     ----------    ----------
Total Book Value of Fixed Assets                      4,932,621     5,095,416 

OTHER ASSETS:

Deferred Costs net of accumulated
amortization of $108,942 and 
$135,745 as of September 30, 1997
and June 30, 1998, respectively                         183,150       213,077 
                                                     ----------    ----------
Total Other Assets                                      183,150       213,077 
                                                     ----------    ----------
Total Assets                                        $ 5,829,738   $ 5,958,162 


Gran-Mark Income Properties Limited Partnership
Balance Sheet
June 30, 1998 (Unaudited)
September 30, 1997 (Audited)

LIABILITIES AND PARTNERS' EQUITY
                                                        6/30/98       9/30/97
[S]                                                 [C]           [C]
Accounts Payable                                    $    67,929   $    87,585 
Accrued Interest                                            295        16,617 
Accrued Expenses                                         37,176        86,926 
Unearned Rental Income                                   10,201         9,112 
Current Portion of Mortgage Payable                      46,827        45,946 
                                                     ----------    ----------
Total Current Liabilities                               162,428       246,186 

LONG-TERM LIABILITIES:

Tenant Security Deposits Payable                         50,084        53,828 
Management Fees Payable to Amherst
Properties, Inc.                                         72,241        72,188 
Mortgage Payable - Office Building                    4,084,035     4,115,546 
                                                     ----------    ----------
Total Long-Term Liabilities                           4,206,360     4,241,562 

Total Liabilities                                     4,368,788     4,487,748 

CONTINGENCIES AND COMMITMENTS (Notes 3 through 10)

PARTNERS' EQUITY

General Partner                                         (20,698)      (20,603)
Limited Partners (12,000 Units authorized;
6,505 issued and outstanding)                         1,481,648     1,491,017 
                                                     ----------    ----------
Total Partners' Equity                                1,460,950     1,470,414 

Total Liabilities and Partners' Equity              $ 5,829,738   $ 5,958,162 


Gran-Mark Income Properties Limited Partnership
Statements of Income
(Unaudited)
For the Three Month Periods Ending 
June 30, 1998 and June 30, 1997

                                                        6/30/98       6/30/97
[S]                                                 [C]           [C]
REVENUE:

Rental                                              $   333,470   $   308,705 
Tenant Reimbursements                                    10,798       108,649 
Interest                                                  4,621         2,170 
Other                                                        97         5,508 
                                                     ----------    ----------
Total Revenue                                           348,986       425,032 

EXPENSES:

Interest                                                100,707       101,635 
Depreciation & Amortization                              83,782        84,483 
Utilities                                                44,319        45,485 
Real Estate Taxes & Licenses                             12,199        12,299 
Property Maintenance & Repairs                           35,798        46,144 
Management Fees                                          19,995        20,503 
General & Administration Expenses                        67,026        41,673 
                                                     ----------    ----------
Total Expenses                                          363,826       352,222 

Net Income or (Loss)                                $   (14,840)  $    72,810 

Allocation of Net Income or (Loss):
General Partner                                     $      (148)  $       728 
Limited Partners                                        (14,692)       72,082 
   
Net Income or (Loss) per weighted
average Limited Partnership
unit (6,505 units)                                  $     (2.26)  $     11.08 


Gran-Mark Income Properties Limited Partnership
Statements of Income
(Unaudited)
For the Nine Month Periods Ending 
June 30, 1998 and June 30, 1997

                                                        6/30/98       6/30/97
[S]                                                 [C]           [C]
REVENUE:

Rental                                              $ 1,027,317   $   929,387 
Tenant Reimbursements                                    30,482       106,725 
Interest                                                 12,457         7,217 
Other                                                       862        20,527 
                                                     ----------    ----------
Total Revenue                                         1,071,118     1,063,856 

EXPENSES:

Interest                                                303,002       282,003 
Depreciation & Amortization                             248,124       235,491 
Utilities                                               126,868       125,787 
Real Estate Taxes & Licenses                             36,744        36,855 
Property Maintenance & Repairs                          120,358       145,758 
Management Fees                                          62,827        62,996 
General & Administration Expenses                       182,659       151,398 
                                                     ----------    ----------
Total Expenses                                        1,080,582     1,040,288 

Net Income or (Loss)                                $    (9,464)  $    23,568 

Allocation of Net Income or (Loss):
General Partner                                     $       (95)  $       236 
Limited Partners                                         (9,369)       23,332 
   
Net Income or (Loss) per weighted
average Limited Partnership
unit (6,505 units)                                  $     (1.44)  $      3.59 


Gran-Mark Income Properties Limited Partnership
Statements of Changes in Partners' Equity
For the Nine Month Period Ending June 30, 1998 (Unaudited)
and For the Years Ending September 30, 1997, 1996 and 1995 (Audited)

                                          General       Limited
                                          Partner      Partners         Total
[S]                                  [C]           [C]           [C]
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 Fiscal Year Ending 1997             (288)      (28,417)      (28,705)
Balance, September 30, 1997          $    (20,603) $  1,491,017  $  1,470,414 

Net Income Period Ending Jun 30, 1998         (95)       (9,369)       (9,464)
Balance, June 30, 1998               $    (20,698) $  1,481,648  $  1,460,950 


Gran-Mark Income Properties Limited Partnership
Statements of Cash Flows
(Unaudited)
For the Nine Month Periods Ending June 30, 1998, and 1997

                                                        6/30/98       6/30/97
[S]                                                 [C]
CASH FLOW FROM OPERATING ACTIVITIES:

Net Income or (Loss) from Statements of Income      $    (9,464)  $    23,568 
to cash provided by (used in)
operating activities:
Depreciation & Amortization                             248,124       235,491 
(Increase)  Decrease in:
Tenant Tents Receivable                                 (15,054)       (5,043)
Prepaid Expenses and Other                                2,720        10,113 
Mortgage Escrow Acounts                                  11,817       (12,884)
Increase (Decrease) in:
Accounts Payable                                        (19,656)       32,138 
Accrued Interest                                        (16,322)        3,162 
Accrued Expenses                                        (49,750)      (35,023)
Unearned Rental Income                                    1,089        (2,647)
Tenant Security Deposits Payable                         (3,744)        5,219 
Management Fees payable to
Amherst Properties, Inc.                                     53        (2,123)
                                                     ----------    ----------
Total Adjustments                                       159,277       228,403 
                                                     ----------    ----------
Net Cash Provided by Operating Activities               149,813       251,971 

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of Certificate of Deposit                     (102,524)            0 
Additions to Office Equipment                           (13,307)       (4,887)
Additions to Building Improvements                      (31,993)     (106,466)
Additions to Deferred Costs                             (10,102)     (166,688)
                                                     ----------    ----------
Net Cash Provided by (Used in) Investing
Activities                                             (157,926)     (278,041)


Gran-Mark Income Properties Limited Partnership
Statements of Cash Flows
(Unaudited)
For the Nine Month Periods Ending June 30, 1998, and 1997

                                                        6/30/98       6/30/97
[S]                                                 [C]           [C] 
CASH FLOWS FROM FINANCING ACTIVITIES:

Repayment of Mortgage Payable                       $   (30,630)  $  (461,206)
                                                     ----------    ----------
Net Cash Used in Financing Activities                   (30,630)     (461,206)
                                                     ----------    ----------
Net Change in Cash                                  $   (38,743)  $  (487,276)

CASH AT BEGINNING OF SIX MONTH PERIOD                   485,768       963,019 
                                                     ----------    ----------
CASH AT END OF YEAR                                 $   447,025   $   475,743 

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the period for Interest            $   319,324   $   278,842 

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:

Fully amortized leasing costs totaling $13,225 were disposed of during the
period ending June 30, 1998.


GRAN-MARK INCOME PROPERTIES LIMITED PARTNERSHIP

NOTES TO FINANCIAL STATEMENTS

June 30, 1998

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 12, 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 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 are considered to 
be cash equivalents.  There are no cash equivalents as of September 
30, 1997.  On March 31, 1998, there are cash equivalents of 
$251,913 composed of two Certificates of Deposit.
	
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 $961,771 and $285,768 at September 30, 1996 and 1997, 
respectively, which was insured up to $200,000, 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
                                           Building
                                          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       61,074       61,074 
                                         ----------   ----------   ----------
Total Initial cost to partnership         7,013,596       61,074    7,074,670

Improvements capitalized
subsequent to acquisition                   808,839            0      808,839
                                         ----------   ----------   ----------
Total accumulated cost                    7,822,432       61,074    7,883,509 

Accumulated depreciation                  2,921,494       29,394    2,950,888 
                                         ----------   ----------   ----------
Net Book Value                          $ 4,900,941  $    31,680  $ 4,932,621 


The following is a summary of activity for the land, buildings and
improvements, for the years ended September 30, 1995, 1996 and 1997; 
and period ending June 30, 1998:

                                                         Rental   Accumulated
                                                       Property  Depreciation

Balance September 30, 1994                          $12,257,710   $(2,928,769)

Oct 1, 1994 through Sep 30, 1995
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)

Oct 1, 1995 through Sep 30, 1996
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)

Oct 1, 1996 through Sep 30, 1997
Additions during the period:
Improvements capitalized                                121,988 
Depreciation expense                                                 (273,041)

Balance September 30, 1997                            7,790,442    (2,719,834)

Oct 1, 1997 through June 30, 1998
Additions during the period:
Improvements capitalized                                 31,993 
Depreciation expense                                                 (201,660)

Balance June 30, 1998                               $ 7,822,435   $(2,921,494)

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.
		
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, 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.

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 June 30, 1998, a total of 6,505 units had been issued.

NOTE 5:     SECURED CLAIMS:
		
Secured claims as of September 30, 1996 and 1997, which are 
collateralized by liens on the Partnership's rental property, 
including their related leases and accounts receivable are 
summarized below:
			
		                                 
Lender             Property         Sept 30, 1996         Sept 30, 1997  
 
Regency Savings
Bank               Sudley Tower
                   (Office Bldg)  
                   Manassas, VA       $ 4,634,915          $ 4,161,492
                    
Scheduled maturities of secured claims at September 30, 1997, are 
as follows:
		
FYE 1998    $   45,946
FYE 1999        50,506
FYE 2000        55,519
FYE 2001        61,029
FYE 2002     3,948,492
		
Total       $4,161,492 

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 extend the maturity date and to 
modify the promissory note dated May 29, 1987.  The maturity date 
of the note was extended to February 18, 2002, at which time a 
balloon payment of approximately $3,926,800 is due.  As of February 
18, 1997, the outstanding principal balance was $4,190,256.  The 
mortgage bears interest at the rate of 9.5%.  Fixed monthly 
payments of principal and interest of $36,610 are due through 
February 2002.  In addition to monthly payments of principal and 
interest, a monthly escrow deposit for the real estate taxes is 
required.  Pursuant to the terms of the Modification Agreement and 
Allonge Promissory Note dated June 30, 1992, the sum of $421,184 
was required as payment of deferred interest and unpaid fees. In 
addition, an extension fee of $41,903 was payable by February 18, 
1998.  Interest charged to operations during the year ending 
September 30, 1997 was $247,851, and during the period ending June 
30, 1998, was $298,861.

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 are 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 will be 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 is 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, 1997, 1996, and 1995, was 
$131,311, 352,456, and $359,156, respectively.
		
Seamen's Bank for Savings/Regency Savings Bank:
		
The mortgage bore 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 are 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, 1997, 1996 and 1995, was $0, $289,619, and $310,142; 
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, 1997, 1996, and 1995, was $0, $23 
and $378, 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, 1997, are 
summarized below:
		
Manassas Office Building
Utilities                                   $ 15,274
Repairs & Maintenance                          6,685
Rent Overpayment                                 325
Legal Fees to a Related Party                 34,813
Construction Management to a Related Party    22,413
                                             -------	
Total                                       $ 79,510

NOTE 6:     RELATED PARTY TRANSACTIONS:

Management Agreements
		
The Partnership maintains a management agreement with Amherst 
Properties, Inc. (the current general partner) which 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 the property
		
On September 30, 1996, the partnership executed an Amendment to 
Management Agreement with Amherst Properties, Inc. extending the 
expiration date 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, 1997, 1996, and 1995, were $84,754; 
$115,089; and $114,231, respectively, and for the period ending 
June 30, 1998, $62,827.
				
As of September 30, 1997, $27,368 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.  Reimbursements charged to  operations 
or capitalized for the years ended September 30, 1997, 1996, and 
1995, were $21,557; $58,958; and $27,985, respectively, and for the 
period ending June 30, 1998, $7,405.

During the period of October 1990 through December 1990, the 
general partner paid $79,994 in various costs for the Partnership. 
During prior periods, $35,174 of these costs have been reimbursed 
to the general partner, leaving a balance of unreimbursed costs of 
$44,820 as of September 30, 1997.  These unreimbursed costs are 
included in Management Fees Payable to Amherst Properties, Inc.  In 
December 1995, the Partnership agreed to pay interest at the rate 
of 12% on these unreimbursed costs from December 31, 1990, until 
paid. Interest charged to operations for the years ended September 
30, 1997, 1996 and 1995, were $5,378; $5,556; and $0; respectively, 
and for the period ending June 30, 1998, $4,141.

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 fiscal year ending September 30, 1997, the Partnership 
paid $6,421 for the monthly loan payment, 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.
		
During the period ending June 30, 1998, the Partnership paid 
$24,113 for the monthly loan payment and other expenditures related 
to vehicles owned by Amherst Properties, Inc.  These payments are 
included on the interest paid and offset other amounts due 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, 1997, are as follows:
		
Year ending September 30,                           Amount   	
	
1998                                             $ 1,197,778
1999                                                 913,504
2000                                                 614,750
2001                                                 369,821
Subsequent to 2001                                   362,278
                                                ------------
Total minimum future rentals                     $ 3,458,131
                                                ============
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 four 
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; and

4.	Retention of existing tenants.
		
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 averages more than 90% 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.  Marketing 
plans also include development of a tenant base consisting of high 
tech companies which are attracted to the Dominion Semi-Conductor 
facility, an IBM/Toshiba joint venture located in Manassas.
		
Management is generating a capacity for the rooftop to accommodate 
50 antennae.  A rail system has been built to anchor the antennae 
and electronics will continue to be managed by RFM.  The number of 
licensed antenna users has increased to 25.
		
More repairs, maintenance, and upgrading are needed at the office 
building to continue to attract and retain tenants.  They are as 
follows:
		
1.  Renovate bathrooms on floors 2, 3, 4, 6, 7, 8 and 9;
2.  Renovate, carpeting, wallpaper, ceiling, and lighting in the   
    hallways of the upper floors;
3.  Caulk the windows and window frames on the south side and
    east side of the building;
4.  Install energy efficient motors which power the heating and hot 
    water system;
5.  Upgrade the elevator controllers;
6.  Replace ceiling tiles in the hallways and thereafter throughout 
    the building; and
7.  Exterior Lighting.
		
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.
		
During the fiscal year ending September 30, 1997, renovations, 	
upgrades and capital improvements were made as follows:

1.  Increased amperage in the antenna room for additional 		
    antenna;
2.  Caulked two sides (north and west) of the building and 		
    resurfaced four sides of the building;
3.  Replaced main electrical switches which ensures continued 	
    electrical power to the building;
4.  Resurfaced and refinished exterior retaining wall;
5.  Replaced isolation springs supporting air handler #1;
6.  Installed antenna room air conditioning to reduce excess 		
    buildup of heat;
7.  Installed a modified economical outdoor sprinkler system for 	
    the landscaping;
8.  Torqued down the electrical service units, panels, disconnects 	
    and transformers; and
9.  Landscaped the building site front and rear.

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.

Future prospects for the building are brighter now than at any time 
since 1990.  We continue to enjoy a relatively high occupancy 
although several large tenants moved out in July.  Office location 
in Manassas continues to be in high demand with the presence of 
Dominion Semi-Conductor, a joint venture between IBM and Toshiba.  
The facility is now producing chips and currently expanding with a 
completion date of approximately six years away.  High tech firms 
moving into the area service or become sub-contractors of IBM and 
Dominion Semi-Conductor.  Existing roads in the area are being 
widened and new roads are under construction with a Route 234 by-
pass completed from Route 28 to Interstate Route 66.  Route 28, a 
major north/south road, is also being widened.  The widening of 
Route 66 has been completed.  Newcomers to the area include George 
Mason University Bioinformatics Center and Advanced Biotechnology 
Laboratory Center.

The Manassas area continues to be attractive for several reasons:

1.  There is significant blue collar and clerical workforce 	
    available.
2.  Top management personnel of high-tech firms like the 	 
    country surroundings in Chantilly, Gainesville, Warrenton 
    and surrounding areas.
3.  Roads are underutilized and there is no bottleneck which 	
    exists during rush hour like Tysons Corner and along 	 
    Route 95 north.
4.  The county actively seeks out and promotes new businesses 
    for development in the area.

Supplementary data has been omitted inasmuch 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, 1998, the Partnership's cash 
position changed from $485,768 to $447,025.

The occupancy of the Manassas office building was approximately 88% on June 30, 
1998.

Partners' equity totaled $1,460,950 as of June 30, 1998, a decrease of $9,464 
from September 30, 1997.

The Partnership's net loss for the quarter ending June 30, 1998, was $(14,840), 
as compared to a net income of $72,810 for the quarter ending June 30, 1997.

Results of Operations

The office building was approximately 88% leased on June 30, 1998, a decrease 
from 95% for the quarter ending June 30, 1997.  The office building continues 
to generate a positive cash flow.

During the three months ending June 30, 1998, Total Revenue has increased by 
$76,046 or 17.9%; Total Expenses have increased by $11,604 or 3.3%, and the Net 
Income has decreased by $87,650 as compared to the same period last fiscal 
year.

During the nine months ending June 30, 1998, Total Revenue has increased 
$7,262; Total Expenses have increased $40,294 or 3.9%; and the Net Income has 
decreased by $33,032 as compared to the same period last fiscal year.

The decrease in Total Revenue is due primarily to the annual tenant 
reimbursements not being assessed this quarter offset by the increased rental 
rates in new leases and built-in increases in existing leases.  The increase on 
Total Expenses is due primarily to the increased interest rate on the mortgage, 
the increase in depreciation and amortization of capitalized improvements and 
leasing costs; the decrease in property maintenance and repairs; and the 
increase in general and administrative expenses.

Current management expects that planned capital improvements will continue to 
improve the appearance of the property, thus successfully competing with 
existing office buildings and maintaining a high rate of occupancy.

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

Liquidity

At the present time current rental income covers the expenditures for the 
property.

During the nine month period ending June 30, 1998, $149,813 of cash was 
provided by operations.  This reflects a decrease in cash flow from operations 
of $102,158 over the previous nine month period ending June 30, 1997, due 
primarily to the decrease in Accounts Payable, Accrued Interest, and Accrued 
Expenses; the increase in Tenant Rents Receivable; and the decrease in Tenant 
Security Deposits Payable.

Payments of $94,292 were made to the general partner during the nine month 
period ending June 30, 1998, for current and past management fees of $62,774, 
$11,055 in reimbursements and accounts payable, and $20,463 in interest.


PART II - OTHER INFORMATION

Item 1 - Legal Proceedings

Chapter 11 filing - See Note 3 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 has 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 Section 13 or 15(d) of the Securities 
Exchange Act of 1934, the registrant has duly caused this report to be signed 
on its behalf by undersigned, thereunto duly authorized.

Gran-Mark Income Properties Limited Partnership

By:  Amherst Properties, Inc.
     General Partner



By:  Louis J. Marin                                    August 14, 1998
     Louis J. Marin                                    Date
     President