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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 September 30, 1998
 
                                          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 Nine Months Ended September 30,
                             1998 and 1997
 
 
                                   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>                                                   
                         September 30, 1998    December 31, 1997

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


                                  ASSETS

CASH                            $ 47,262          $  322,741

NOTE RECEIVABLE FROM AFFILIATE 1,458,601           1,833,601

        Total Assets         $ 1,505,863         $ 2,156,342
                              ==========          ==========



                            PARTNERS' EQUITY



PARTNERS' EQUITY:

   Limited partners (4,200
      units outstanding)     $ 1,505,863         $ 2,156,342
   General partner                  -                   -   

   Total partners' equity    $ 1,505,863         $ 2,156,342
                              ==========          ==========

<FN>
                    See notes to financial statements.


</TABLE> 

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<TABLE>


                         HICKORY LENDERS, LTD.
                        (A Limited Partnership)

                        STATEMENTS OF OPERATIONS
                             (Unaudited)


<CAPTION>

                       Quarter Ending      Year to Date Ending
                                  SEPTEMBER 30,
                                _________________

                       1998      1997       1998      1997
                       ____      ____       ____      ____

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

     Interest       $   -     $   -      $ 2,880    $ 5,269 

EXPENSES:

 State Income Tax       -         -            -      2,968      
 Legal &
  Accounting Fees      400        -       11,872     11,172
 General &  
  Admin. Expenses       -         -            -        889 
 Mortgage 
  Servicing Fee      1,750     1,750       5,250      5,250 
 Amortization           -      4,480           -     13,440 

 Total Expenses      2,150     6,230      17,122     33,719 

NET LOSS           $(2,150)  $(6,230)   $(14,242)  $(28,450)


 
<FN>
                       See notes to financial statements

</TABLE>
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<TABLE>

                           HICKORY LENDERS, LTD.
                          (A Limited Partnership)

                          STATEMENTS OF CASH FLOWS
                               (Unaudited)

<CAPTION>

                                            Year-to-date
                                            SEPTEMBER 30,
                                     __________________________
                                      1998           1997
                                      ____           ____
<S>                                   <C>            <C>     
Cash Flows from Operating Activities:

  Net Loss                        $(14,242)      $(28,450)
  Adjustments to reconcile Net 
  Loss to Net Cash used in 
  Operating Activities:
  Amortization                           -         13,440 
                                           
  Net Cash used in 
     Operating Activities          (14,242)       (15,010)

Cash Flows from Financing Activities:

Distribution to Partners          (636,237)      (678,788)
Payments Received on Notes
Receivable applied to Principal    375,000        345,000         
Net Cash used in Financing
Activities                        (261,237)      (333,788)

Net Decrease in Cash              (275,479)      (348,798)
        
CASH AT JANUARY 1,                 322,741        374,088 

CASH AT SEPTEMBER 30,            $  47,262      $  25,290 
                                  =========      ======== 


<FN>
                      See notes to financial statements.

</TABLE>
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                           HICKORY LENDERS, LTD.
                          (A Limited Partnership)
                        NOTES TO FINANCIAL STATEMENTS
   For the Three and Nine Months Ended September 30, 1998 and 1997 
                               (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, 1997.  In the opinion of management,  such financial
statements include all adjustments, consisting only of normal
recurring adjustments, necessary to summarize fairly the
Partnership's  financial position and results of operations.  
  The results of operations for the nine month period ended
September 30, 1998 may not be indicative of the results that may be
expected for the year ending December 31, 1998.
  
  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 nine months were as follows:

                                           1998       1997
Mortgage Servicing Fee                  $ 5,250     $ 5,250
Accounting Fees                         $ 2,100     $ 2,100
  
 C. COMPREHENSIVE INCOME

    Effective January 1, 1998, the Partnership adopted Statement of
Financial Accounting Standards (SFAS) No. 130.  Reporting
Comprehensive Income.  SFAS 130 establishes standards for reporting
and display of comprehensive income and its components in a full
set of general-purpose financial statements and required that all
components of comprehensive income be reported in a financial
statement that is displayed with the same prominence as other
financial statements.  Comprehensive income is defined as the
change in equity of a business enterprise, during a period,
associated with transactions and other events and circumstances
from non-owner sources.  It includes all changes in equity during
a period except those resulting from investments by owners and
distributions to owners.  During the three and nine month periods
ended September 1998 and 1997, the Partnership had no components of
comprehensive income.  Accordingly, comprehensive income for each
of the periods was the same as net loss.
 
  
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 Item 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
 
 RESULTS OF OPERATIONS 
 
 The  Partnership's  primary business is to lend monies to Hickory
Hills, Ltd. Due to the nature of the Registrant, all activity is a
result of transactions in  Hickory Hills, Ltd., the  loan holder. 
The Registrant  continues   its  policy  begun  in  1991  of not
recognizing interest income for financial reporting purposes on the 
Lender Financing.  This policy was accepted upon the recommendation
of the Registrant's principal accountants because there had not
been any payments made on the Lender Financing since inception and
there has been no independent verification of the value of  the
land held as collateral.  Interest income will be recognized for
tax and loan payment purposes.
 
 The Note receivable to Affiliate comes due on December 31, 1998. 
The General Partner plans to negotiate an extension of the loan
term.  The General Partner does not expect the Borrower to have the
liquidity to retire the debt in full on December 31, 1998.  Because
the Borrower and the Registrant share the same general partner, it
may be necessary to appoint an independent party to represent the
general partner for the Registrant, the Borrower or both during the
loan negotiations.  However, if the loan term is not extended, the
lack of payment would constitute a default on the loan agreement. 
In such an event the Registrant is required to foreclose the loan. 
Currently, the Partnership has not foreclosed or accelerated the
amounts due under the loan agreement.  
 
 Overall operations of the Registrant have not fluctuated
significantly from previous quarters.

During 1998, the Borrower sold one lakefront lot at the
Hendersonville Property for $75,000 and 71.53 acres of the
Nashville Property for gross proceeds of $357,650.  From these 
sales proceeds, $375,000 in accrued interest was paid to the
Registrant.  Such payments have been applied to the note receivable
principal balance.  

The General Partner has evaluated the impact of year 2000 issues on
our computer systems and applications.  The Registrant is affected
by a single personal computer and a commercial software package. 
Both are Y2K compliant.   
 
 LIQUIDITY
 
  At October 31, 1998 the Registrant had approximately $45,511 in
cash reserves.  Due to the minimal expenses of the Registrant,
these funds are expected to be sufficient through 1998.  <PAGE>
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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
 
 
                                  By:  222 PARTNERS, INC.
                                       General Partner
 
 
 
 Date: November 16, 1998          By:/s/ Steven D. Ezell
                                       President
 
 
 
 Date: November 16, 1998          By:/s/ Michael A. Hartley
                                       Secretary/Treasurer
 
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