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

                         UNITED STATES

              SECURITIES AND EXCHANGE COMMISSION

                    Washington, D.C. 20549

                           FORM 10-Q

                          (Mark One)

      [X] Quarterly Report Pursuant to Section 13 or 15(d) of the
      Securities Exchange Act of 1934
      For the period ended June 30, 1999

                              or
      [  ]  Transition Report Pursuant to Section 13 or 15(d) of
      the Securities Exchange Act of 1934
      For the transition period from __________ to _______________

      Commission File Number: 33-18089-A

                     HICKORY LENDERS, LTD.
      (Exact name of Registrant as specified in its charter)

      Tennessee                             62-1336905
      (State or other jurisdiction of  (I.R.S. Employer
       incorporation or organization)  Identification)

      4400 Harding Road, Suite 500,  Nashville, Tennessee 37205
      (Address of principal executive office)        (Zip Code)

                        (615)  292-1040
      (Registrant's telephone number, including area code)


     Indicate  by  check  mark  whether the  Registrant  (1) has
     filed  all reports required to be filed by Section 13 or 15(d)
     of the Securities  Exchange  Act of 1934  during  the
     preceding  12 months  (or  for  such  shorter  period  that
     the Registrant was required  to file such reports), and (2)
     has been subject to such filing requirements for at least the
     past 90 days.

                              YES    X     NO  ___

            
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                 PART I. FINANCIAL INFORMATION

      Item 1. FINANCIAL STATEMENTS


                     HICKORY LENDERS, LTD.
               (A Tennessee Limited Partnership)


                     FINANCIAL STATEMENTS
      For The Three and Six Months Ended June 30, 1999 and 1998


                             INDEX



          Financial Statements:

          Balance Sheets                         3
          Statements of Operations               4
          Statements of Cash Flows               5
          Notes to Financial Statements          6




            
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      <TABLE>


                     HICKORY LENDERS, LTD.
                    (A Limited Partnership)

                        BALANCE SHEETS
                          (Unaudited)



<CAPTION>
                            June 30, 1999      December 31, 1998

                            -------------        -------------
<S>                              <C>                 <C>


                                ASSETS

CASH                         $  235,689          $   192,414

LAND & IMPROVEMENTS HELD
FOR INVESTMENT                1,308,601            1,308,601

        Total Assets         $1,544,290          $ 1,501,015
                              =========           ==========



                   LIABILITIES & PARTNERS' EQUITY

Accounts Payable             $   59,000                     -

PARTNERS' EQUITY:

   Limited partners (4,200
      units outstanding)     $1,485,290         $  1,501,015
   General partner                    -                    -

   Total partners' equity    $1,544,290         $  1,501,015
                              ==========          ==========





<FN>
               See accompanying notes to financial statements.



</TABLE>
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<TABLE>


                           HICKORY LENDERS, LTD.
                          (A Limited Partnership)

                         STATEMENTS OF OPERATIONS
                                (Unaudited)


<CAPTION>

                            THREE MONTHS ENDED   SIX MONTHS ENDED
                                           JUNE 30,
                             ----------------------------------

                             1999     1998      1999     1998

<S>                           <C>      <C>      <C>      <C>
REVENUE:

Interest Income        $      -                   -     2,880

EXPENSES:


 Legal & Accounting Fees   9,953    4,572     12,225    11,472
 Property Management Fee   1,750      -        3,500         -
 Mortgage Servicing Fee        -    1,750          -     3,500

      Total Expenses      11,703    6,322     15,725    14,972

NET LOSS               $ (11,703)  (6,322)   (15,725)  (12,092)

Net Loss per limited
   partner unit        $  (2.79)    (1.50)     (3.74)    (2.88)








<FN>
                 See accompanying notes to financial statements

</TABLE>

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<TABLE>


                           HICKORY LENDERS, LTD.
                          (A Limited Partnership)

                         STATEMENTS OF CASH FLOWS
                                (Unaudited)

<CAPTION>

                                          SIX MONTHS ENDED
                                             JUNE 30,
                                     --------------------------
                                          1999      1998

<S>                                      <C>         <C>
Cash Flows from Operating Activities:

  Net Loss                            $(15,725) $ (12,092)
  Adjustments to reconcile Net
  Loss to Net Cash provided by (used in)
  Operating Activities:

  Increase in Accounts Payable          59,000          -

Net Cash provided by (used in)
      Operating Activities              43,275    (12,092)

Cash Flows from Financing Activities:

      Distribution to Partners               -   (636,237)
      Principal payments received            -    375,000

Net Cash used in Financing Activities:       -   (261,237)

      Net increase (Decrease) in Cash   43,275   (273,329)


CASH AT JANUARY 1,                     192,414    322,741

CASH AT JUNE 30,                     $ 235,689  $  49,412
                                     =========   ========


<FN>
             See accompanying notes to financial statements.

</TABLE>

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                      HICKORY LENDERS, LTD.
                     (A Limited Partnership)

                  NOTES TO FINANCIAL STATEMENTS

      For the Three and Six Months Ended June 30, 1999 and 1998
                          (Unaudited)


     A.ACCOUNTING POLICIES

     The  unaudited  financial statements presented herein have
     been prepared in accordance  with the instructions to Form 10-
     Q and do not include all of the information and note
     disclosures required  by  generally  accepted accounting
     principles.  These statements  should  be  read  in
     conjunction with the financial statements and notes thereto
     included in the Partnership's Form 10-K  for  the year ended
     December 31, 1998.  In the opinion of management,  such
     financial statements include all adjustments, consisting only
     of  normal recurring adjustments, necessary tosummarize
     fairly  the  Partnership's  financial  position and results of
     operations.   The results of operations for the six month
     period ended June 30, 1999 may not be indicative of the
     results  that  may be expected for the year ending December
     31, 1999.


     B.RELATED PARTY TRANSACTIONS

     The  General  Partner  and  its  affiliates  have been
     actively involved  in managing the Partnership's operations.
     Compensation earned for these services in the first six months
     were as follows:

     <TABLE>
     <CAPTION>
                             1999      1998
                           --------   -------
     <S>                      <C>       <C>
      Management Fees      $ 3,500   $  3,500
      Accounting Fees        1,800          -



     C. COMPREHENSIVE INCOME

     During the three and six month periods ended June  30, 1999
     and 1998, the Partnership had no components of other
     comprehensive income.  Accordingly, comprehensive income for
     each of the periods was the same as net loss.


     D. FORECLOSURE

     On December 31, 1998, the Partnership began the process of
     foreclosing on the debt to Hickory Hills, Ltd.  after the note
     matured and payment was not made.  The Financial Statements
     included herein, as of December 31, 1998 reflect the transfer
     of property and excess cash to the Lender.  Foreclosure
     proceeding were completed on June 29, 1999.


    </TABLE>





          
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     Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF
             FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS FOR THE QUARTER ENDED JUNE 30, 1999.

The  Partnership's  primary business was to lend monies to Hickory
Hills, Ltd.  On December 31, 1998, the Partnership began the
process of foreclosing on the debt to Hickory Hills, Ltd. after
the note matured and payment was not made.  The General Partner
determined that the value of the underlying collateral could not
result in full payment of the principal and accrued interest.  The
Financial Statements included herein, as of December 31, 1998,
reflect the transfer of property to the Lender.  Foreclosure
proceedings were completed on June 29, 1999.

The Registrant's primary business is now to develop and dispose of
certain undeveloped real properties located in Nashville, Davidson
County, Tennessee and Hendersonville, Sumner County, Tennessee (the
"Properties"). Registrant's investment objectives are preservation
of capital, and capital appreciation through the passage of time,
growth in the surrounding areas and the development of the
Properties prior to resale.

The general partner and its affiliates have been actively involved
in managing the Partnership, the Property and the foreclosure.

FINANCIAL CONDITION

LIQUIDITY

At June 30, 1999, the Registrant had approximately $235,689 in cash
reserves.  These funds are expected to be sufficient to fund
operations through 1999.

Year 2000

In 1998, the Partnership initiated a plan ("Plan") to identify, and
remediate "Year 2000" issues within each of its significant
computer programs and certain equipment which contain
microprocessors.  The Plan is addressing the issue of computer
programs and embedded computer chips being unable to distinguish
between the year 1900 and the year 2000, if a program or chip uses
only two digits rather than four to define the applicable year.
The Partnership has divided the Plan into five major phases-
assessment, planning, conversion, implementation and testing.
After completing the assessment and planning phases earlier year,
the Partnership is currently in the conversion, implementation, and
testing phases.  Systems which have been determined not to be Year
2000 compliant are being either replaced or reprogrammed, and
thereafter tested for Year 2000 compliance.  The Plan anticipates
that by mid-1999 the conversion, implementation and testing phases
will be completed.  Management believes that the total remediation
costs for the Plan will not be material to the operations or
liquidity of the Partnership.

The Partnership is in the process of identifying and contacting
critical suppliers and other vendors whose computerized systems
interface with the Partnership's systems, regarding their plans and
progress in addressing their Year 2000 issues.  The Partnership has
received varying information from such third parties on the state
of compliance or expected compliance.  Contingency plans are being
developed in the event that any critical supplier or customer is
not compliant.

The failure to correct a material Year 2000 problem could result in
an interruption in, or failure of, certain normal business
activities or operations.  Such failures could materially and
adversely affect the Partnership's operations, liquidity and
financial condition.  Due to the general uncertainty inherent in
the Year 2000 problem, resulting in part from the uncertainty of
the Year 2000 readiness of third-party suppliers and customers, the
Partnership is unable to determine at this time whether the
consequences of Year 2000 failures will have a material impact on
the Partnership's operations, liquidity or financial condition.

         
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                   PART II. OTHER INFORMATION



     Item 6. EXHIBITS AND REPORTS ON FORM 8-K


      (a)  Exhibits

      Exhibit 27 - Financial Data Schedule

      (b)  No 8-K's have been filed during this quarter.





          
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                           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.


                         HICKORY LENDERS, LTD.

                         By:  222 HICKORY, LTD.
                         General Partner


                         222 PARTNERS, INC.
                         General Partner



     Date:  August 13, 1999        By:/s/ Steven D. Ezell
                                     President



     Date:  August 13, 1999        By:/s/ Michael A. Hartley
                                    Secretary/Treasurer