UNITED STATES
                SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                            Form 10-K
(Mark One)
(X) ANNUAL  REPORT  PURSUANT  TO  SECTION   13  OR  15(d)  OF     
    THE  SECURITIES EXCHANGE ACT OF 1934   (NO FEE REQUIRED)

For the fiscal year ended     December 31, 1996
                             or
( ) TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d) OF THE 
    SECURITIES EXCHANGE ACT OF 1934     (NO FEE REQUIRED)         
                                                   
For the transition period from                to 

Commission file number             0-16171 

           USAA Income Properties IV Limited Partnership          
      (Exact name of registrant as specified in its charter)

     Delaware                            74-2449334
(State of Organization)        (I.R.S. Employer Identification No.)

     8000 Robert F. McDermott Fwy., IH 10 West, Suite 600,        
                 San Antonio, Texas  78230-3884                   
   (Address of principal executive offices)      (Zip Code)

Registrant's telephone number, including area code:  (210) 498-7391

Securities registered pursuant to Section 12(b) of the Act:
                                                                  
                                    Name of each exchange on   
Title of each class                         which registered      
       None                                       None            
                                  
Securities registered pursuant to section 12(g) of the Act:

              UNITS OF LIMITED PARTNERSHIP INTERESTS
                         (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 file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.                                             
                                                     Yes  X   No  
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K.    [ X ]

State the aggregate market value of the voting stock held by non-
affiliates of the registrant:  Not Applicable

<PAGE>
DOCUMENTS INCORPORATED BY REFERENCE: 

Certain portions of the prospectus of the registrant dated June 8,
1987, as supplemented, filed pursuant to Rule 424(b) or (c) under
the Securities Act of 1933 are incorporated by reference in Parts
I and III.

<PAGE>
                        TABLE OF CONTENTS


PART I

Item 1.   Business

Item 2.   Properties

Item 3.   Legal Proceedings

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

PART II

Item 5.   Market for the Registrant's Limited Partnership
          Interests and Related Security Holder Matters

Item 6.   Selected Financial Data

Item 7.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations

Item 8.   Financial Statements and Supplementary Data

Item 9.   Changes in and Disagreements with Accountants on
          Accounting and Financial Disclosure

PART III

Item 10.  Directors and Executive Officers of the General Partner

Item 11.  Executive Compensation

Item 12.  Security Ownership of Certain Beneficial Owners and     
          Management

Item 13.  Certain Relationships and Related Transactions

PART IV

Item 14.  Exhibits, Consolidated Financial Statement Schedule and
          Reports on Form 8-K

Signatures

Index to Exhibits

<PAGE>
                               PART I



Item 1. Business

         USAA Income Properties IV Limited Partnership (the
"Partnership") is a limited partnership formed February 5, 1987,
under the Uniform Limited Partnership Act of the State of Delaware
to invest in a diversified portfolio of income-producing real
properties such as shopping centers, office buildings, apartments,
industrial buildings and other similar income-producing real
property.  The Partnership has three principal business objectives: 
(i) to preserve and protect the Partnership's capital (ii) to
obtain long-term appreciation in the value of its properties, and
(iii) to provide partially "tax-sheltered" distributions of cash
from operations.  Defined terms used herein shall have the meanings
as set forth under the caption "Glossary" contained at pages 87-89
of the Prospectus, dated June 8, 1987, filed pursuant to Rule
424(b), attached as Exhibit 99.a and incorporated herein by
reference.

         The Partnership Agreement authorized the issuance of up to
160,000 Limited Partnership Interests at a price of $500 each.  The
Partnership sold $30,247,500 in Limited Partnership Interests
(60,495 Interests at $500 per Interest) from the commencement of
the offering of Interests on or about July 1, 1987, through the
completion of the offering on February 29, 1988.  Limited Partners
are not required to make any additional capital contributions.  

         Proceeds available to the Partnership for investment in
properties were used to acquire the following properties in fiscal
year 1987:  Linear Technology Corporate Headquarters, Eastman Kodak
Building, and 1881 Pine Street (Century Electric Office Building). 
During 1988, the Partnership acquired a 55.8% joint venture
interest in USAA Chelmsford Associates Joint Venture which owns the
Apollo Computer Research and Development Headquarters Building. 
See "Item 2 Properties".  

         Competitive conditions for the Partnership's properties in
1996 were as follows:

         The Linear Technology Building, located in Milpitas, Santa
Clara County, California, is located three miles north of the San
Jose Municipal Airport and eight miles from Stanford University. 
At December 31, 1996, the building was 100% leased under a triple
net lease by Linear Technology Corporation as its corporate
headquarters under a lease which expires in 2000.  As of December
31, 1996, none of the $168,500 tenant improvement allowance from
the 1995 renewal had been expended.  Linear Technology provided
approximately $379,000 of annual rental income to the Partnership
in 1996, $459,000 during 1995 and $561,000 during 1994, which
represented approximately 10% of total Partnership rental income
for 1996 and 11% for 1995 and 1994.

<PAGE>
         The Linear Technology Building is located in the Milpitas
submarket of the Silicon Valley.  This submarket had approximately
255,000 square feet of available research and development ("R & D")
space as of December 31, 1996, with a vacancy rate of approximately
2.5% compared to a 2.7% vacancy rate as of December 31, 1995.

         The Eastman Kodak Building is located in Sorrento Valley,
San Diego, California near the intersection of Interstates 5 and
805.  At December 31, 1996, the building was 100% occupied, with
Kodak occupying 34,600 square feet and Invitrogen Corporation
occupying the remaining 23,147 square feet.  Kodak's lease expires
in February 1998.  The lease with Invitrogen was scheduled to
expire in April 1996; however, the lease was extended through
December 1996.  Invitrogen paid an extension fee of $20,000. 
Invitrogen remained in the building until February 1997, paying
holdover rent (200% of December 1996 rent) for January and February
1997.  Discussions have commenced with Eastman Kodak regarding the
possibility of early lease renewal and leasing the entire building.

         The Kodak Building is located in the Sorrento Valley R & D
submarket.  The vacancy rate in the submarket was approximately 3%
as of the end of 1996 compared to approximately 9.5% as of the end
of 1995.  Total inventory in the Sorrento Valley R & D submarket
was approximately 1.3 million square feet with approximately 37,000
square feet available at the end of 1996.

         The 1881 Pine Street Office Building is located in St.
Louis, Missouri near Interstate 44, the Gateway Arch, and Union
Station.  During 1996 two leases were signed at this property to
end the year with 82% of the 106,340 square foot property leased. 
During the third quarter, a five-year lease was signed with
Sherwood Medical Company.  Sherwood occupied the building on August
24, 1996 and the lease will expire August 2001.  The lease provides
for an annual rental rate of $12.75 per square foot for 22,376
square feet of space and provides for annual parking revenue of
$21,600.  In addition to rent, Sherwood will pay their pro rata
share of operating expenses in excess of their base year of 1996. 
An allowance for tenant improvements of approximately $259,600 was
provided which was paid out of the working capital reserve of the
Partnership.  

         During the fourth quarter, a five-year lease was signed with
Busch Creative Services Corporation for 64,805 square feet at 1881
Pine Street.  This lease commenced February 1, 1997 and will expire
on January 31, 2002.  The lease provides for an annual rental rate
of approximately $12.25 per square foot and annual parking revenue
of $71,400.  In addition, this tenant will pay their pro rata share
of operating expenses in excess of their base year of 1997.  An
allowance for tenant improvements of $1,036,880 was provided to be
paid out of the working capital reserve of the Partnership. 

<PAGE>
         The 1881 Pine Street property is located in the Central
Business District ("CBD") of the St. Louis office market. The
vacancy rate in the CBD at the end of 1996 was approximately 20% as
compared to approximately 18% at the end of 1995.  Total inventory
in the CBD was approximately 12.9 million square feet with
approximately 2.5 million square feet available.

         Total inventory in the overall St. Louis office market was
approximately 35.3 million square feet at the end of 1996 with
approximately 4.8 million square feet available for lease.  The
vacancy rate in this market was approximately 13% at December 31,
1996 as compared to approximately 12% at December 31, 1995.

         USAA Chelmsford Associates Joint Venture, the joint venture
in which the Partnership holds a 55.8% interest, owns and operates
the Apollo Computer Research and Development Headquarters Building
which is located in Chelmsford, Massachusetts, a suburb of Boston. 
The property is an office/R & D building and is 100% leased under
a triple net lease to Hewlett-Packard Company, successor in
interest to Apollo Computer, Inc.  During 1995, negotiations with
Hewlett-Packard Company resulted in the renewal of their lease for
an additional 41 months.  The new monthly rental rate of
approximately $.57 per square foot for the 291,424 square foot
building began January 1997.  This rate is lower than the rate paid
in 1996 of approximately $.76 per square foot and reflects the
current market conditions in the area surrounding the property. An
allowance for tenant improvements was provided at a total of
approximately $565,000 to be paid from the working capital reserve. 
During 1996, Hewlett-Packard used approximately $260,000 of the
allowance for tenant improvements.  Approximately $197,000 remains
of the tenant improvement allowance as of December 31, 1996.  This
tenant provided approximately $2,763,000 of annual rental income to
the Partnership in 1996, $2,759,000 in 1995 and $2,761,000 in 1994
which represented approximately 72% of total Partnership rental
income for 1996, 65% for 1995 and 54% for 1994.

         The Apollo Computer Building is located within the 495 West
submarket of the Boston market.  This building is configured in a
way that allows it to compete as office or R & D.  Total inventory
in the submarket was approximately 3.6 million square feet of
office space with an occupancy rate of approximately 93% as of
December 31, 1996 compared to an occupancy rate of approximately
87% as of the end of 1995.  Total inventory of R & D space was
approximately 23.8 million square feet as of the end of 1996 with
an occupancy of approximately 89% compared to an occupancy rate of
approximately 91% as of the end of 1995.

         See "Item 2 Properties" for further information pertaining
to the status of the Partnership's properties.

            The Partnership has no employees; it has, however, entered
into an Advisory Agreement with USAA Real Estate Company (the
"Adviser"), a wholly-owned subsidiary of USAA Capital Corporation,
which is a wholly-owned subsidiary of United Services Automobile
Association ("USAA").  The Adviser is responsible for managing the
day-to-day operations of the Partnership.                     

<PAGE>
         The General Partner (the "General Partner") of the
Partnership is USAA Properties IV, Inc., a Texas corporation and a
subsidiary of the Adviser.  The General Partner has the general
responsibility for management of the Partnership's business and
oversees the activities of the Adviser.  

<PAGE>
Item 2. Properties

         The Partnership owns, either directly or through a joint
venture, the properties described below as of December 31, 1996:

         Location                   Description of Property

Milpitas, California        Linear Technology Corporate
                            Headquarters: An office building
                            containing approximately 42,130 net
                            leasable square feet situated on 2.66
                            acres.  At December 31, 1996, the
                            property was 100% occupied and
                            average monthly cash rental was
                            approximately $32,000.  There is no
                            debt on this property.  The
                            Partnership has 100% fee-simple
                            ownership.

San Diego, California       Eastman Kodak Building:  An office
                            building containing approximately
                            57,747 net leasable square feet
                            situated on 4.64 acres.  At December
                            31, 1996, the property was 100%
                            occupied and average monthly cash
                            rental was $49,000.  The mortgage
                            payable on this property is
                            $1,131,500.  The Partnership has 100%
                            fee-simple ownership.

St. Louis, Missouri         1881 Pine Street:  An office building
                            containing approximately 106,340 net
                            leasable square feet situated on
                            approximately 1 acre.  At December
                            31, 1996, the property was 82% leased
                            and average monthly cash rental was
                            $24,000.  There is no debt on this
                            property.  The Partnership has 100%
                            fee-simple ownership.
  
Chelmsford, Massachusetts   Apollo Computer Research and
                            Development Headquarters Building: 
                            An office/research and development
                            facility containing approximately
                            291,424 net leasable square feet
                            situated on 26.651 acres.  At
                            December 31, 1996, the property was
                            100% leased and average monthly cash
                            rental was $235,000.  The mortgage
                            payable on this property is
                            $15,287,583.  This building is 100%
                            owned in fee-simple by USAA
                            Chelmsford Associates Joint Venture. 
                            The Partnership holds a 55.8%
                            interest in this joint venture.

See notes 3, 4, 5, 6, 7 and 10 of Notes to Consolidated Financial
Statements in Item 8, for further discussion relating to the
properties and encumbrances thereon.

<PAGE>
Item 3. Legal Proceedings

       There are no material legal proceedings pending to which the
General Partner or the Partnership is a party or to which any of
the Partnership's properties are subject.


Item 4. Submission of Matters to a Vote of Security Holders
       
       No matters were submitted to a vote of security holders
during the fourth quarter of the fiscal year covered by this report
through the solicitation of proxies or otherwise.

<PAGE>
                                 PART II

Item 5. Market for the Registrant's Limited Partnership Interests 
        and Related Security Holder Matters

       There is no established public trading market for the
Interests, and it is not anticipated that a public market will
develop.  Upon request, Real Estate Limited Partnership Investor
Services, a department in the USAA Real Estate Company, may assist
a Limited Partner desiring to transfer his Interests.  The limited
market for the Interests may adversely affect the value of the
Interests.  The purchase price for the Interests upon resale and
all other terms of a resale transaction are subject to negotiation
between the buyer and the seller.

       As of December 31, 1996, there were 2,995 Limited Partners
of the Partnership, owning an aggregate of 60,495 Interests.

       During the year ended December 31, 1996, quarterly
distributions totaling $589,826 and $5,958 were distributed to the
Limited Partners and General Partner, respectively, for a total of
$595,784 in cash distributions.  These distributions represented a
return of capital for both the Limited Partners and General
Partner.

       During the year ended December 31, 1995, quarterly
distributions totaling $907,425 and $9,166 were distributed to the
Limited Partners and General Partner, respectively, for a total of
$916,591 in cash distributions.  These distributions represented a
return of capital for both the Limited Partners and General
Partner.
        
       Future cash distributions to Limited Partners are currently
anticipated.

<PAGE>
<TABLE>
Item 6.  Selected Financial Data

                  USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
                               SELECTED FINANCIAL DATA
              Years Ended December 31, 1996, 1995, 1994, 1993 and 1992
<CAPTION>
                               1996         1995         1994         1993         1992
<S>                       <C>            <C>          <C>          <C>          <C>     
Rental Income             $  3,815,441    4,276,734    5,119,505    5,126,096    5,261,380
Interest Income                110,173      144,048       73,388       35,848       43,819
Net Income(Loss)              (887,393)    (267,510)     557,195      622,013      731,669
Net Income(Loss) per Limited
  Partnership Interest (1)      (14.52)       (4.38)        9.12        10.18        11.97
Taxable Income(Loss)          (497,321)     122,089    1,053,107      920,808      979,092
Taxable Income(Loss) per
  Limited Partnerhip
  Interest (1)                   (8.14)        2.00        17.23        15.07        16.02
Cash Distributions             595,784      916,591      916,592    1,191,567    1,649,864
Cash Distributions per
  Limited Partnership
  Interest (2)                    9.75        15.00        15.00        19.50        27.00
Total Assets at Period End  46,907,044   48,773,131   50,430,042   51,237,941   52,386,006
Total Mortgages and Note
  Payable at Period End     22,419,083   22,638,886   22,839,334   23,022,114   23,188,785



     (1)  Based on limited partnership interests issued at period end and net
          income(loss)/taxable income(loss) allocated to Limited Partners.

     (2)  Based on limited partnership interests issued at each quarter end and
          cash distributions allocated to Limited Partners.

     The above selected financial data should be read in conjunction with the consolidated
     financial statements and related notes appearing elsewhere in this report.
</TABLE>

<PAGE>
Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Liquidity and Capital Resources

At December 31, 1996, the Partnership had cash of $226,365 and
temporary investments of $977,512.  Included in these amounts
were the working capital reserve and funds held for payment of
current obligations of the Partnership.  Accounts receivable
consisted of amounts due from tenants.  Deferred charges and
other assets consisted primarily of deferred rent resulting from
recognition of income as required by generally accepted
accounting principles and lease commissions. Accounts payable
consisted of amounts due to affiliates for management fees and
reimbursable expenses and amounts due to third parties for
expenses incurred for operations.  Accrued expenses and other
liabilities consisted of security deposits and prepaid rent.
  
During the third quarter of 1996, a five-year lease was signed
with Sherwood Medical Company at 1881 Pine Street in St. Louis,
Missouri.  Sherwood occupied the building on August 24, 1996 and
the lease will expire August 2001.  The lease provides for an
annual rental rate of $12.75 per square foot for 22,376 square
feet of space and annual parking revenue of $21,600.  In addition
to rent, Sherwood will pay their pro rata share of operating
expenses in excess of their base year of 1996.  An allowance for
tenant improvements in the approximate amount of $259,600 was
provided which was paid out of the working capital reserve of the
Partnership.  In addition, Sherwood paid a security deposit of
$23,774.  

During the fourth quarter of 1996, a five-year lease was signed
with Busch Creative Services Corporation for 64,805 square feet
at 1881 Pine Street.  This lease commenced February 1, 1997 and
will expire on January 31, 2002.  The lease provides for an
annual rental rate of approximately $12.25 per square foot and
annual parking revenue of $71,400.  In addition, this tenant will
pay their pro rata share of operating expenses in excess of their
base year of 1997.  An allowance for tenant improvements of
$1,036,880 was provided to be paid out of the working capital
reserve of the Partnership.  These two leases at 1881 Pine Street
have resulted in 87,181 square feet of the 106,340 square feet
leased at December 31, 1996.  

During 1995, the lease with Hewlett-Packard Company, the single
tenant at the Apollo Building in Chelmsford, Massachusetts was
renewed for an additional 41 months.  The new monthly rental rate
of approximately $.57 per square foot for the 291,424 square foot
building began in January 1997.  This rate is lower than the rate
paid in 1996 of approximately $.76 per square foot and reflects
the market conditions in the area surrounding the property.  An
allowance for tenant improvements was provided at a total of 
$565,000 to be paid from the working capital reserve.  During
1996, Hewlett-Packard used approximately $260,000 of the
allowance for tenant improvements.  Approximately $197,000 of the
tenant improvement allowance remains as of December 31, 1996.

<PAGE>
The Kodak Building was 100% occupied at December 31, 1996 with
Eastman Kodak occupying 34,600 square feet and Invitrogen
Corporation occupying the remaining 23,147 square feet.  The
lease with Invitrogen was scheduled to expire in April 1996;
however, the lease was extended through December 1996. 
Invitrogen paid an extension fee of $20,000.  Invitrogen remained
in the building until February 1997 paying holdover rent (200% of
December 1996 rent) for January and February 1997.  Eastman
Kodak's lease is scheduled to expire February 1998.  Discussions
have commenced with Eastman Kodak regarding the possibility of
renewing early and leasing the entire building.

During the year ended December 31, 1996, quarterly distributions
totaling $589,826 and $5,958 were distributed to the Limited
Partners and General Partner, respectively for a total of
$595,784 in cash distributions.  Cash distributions were reduced
to $2.00 per unit for the quarter ended March 31, 1996 in order
to build working capital reserves to meet the cash requirements
needed for tenant improvements and lease commissions at 1881 Pine
Street as new leases are signed.  In addition, tenant
improvements and lease commissions will be required at Kodak due
to Invitrogen vacating the premises.  Management evaluates
reserves and the availability of funds for distribution to
Partners on a continuing basis based on anticipated leasing
activity and cash flows available from the Partnership
investments. Due to the significant amount of the working capital
reserve that was used and will be needed for leasing costs at all
Partnership properties, the Partnership borrowed $1,200,000 from
USAA Real Estate Company, an affiliate of the General Partner,
subsequent to year-end to fund working capital needs in 1997. 
The $6,000,000 note payable was thereby increased to $7,200,000
with a decrease in the interest rate from 10% to 9%. The maturity
date of the note was extended from September 1997 to March 1,
1999.

Future liquidity is expected to result from cash generated from
the operations of the properties, interest on temporary
investments and ultimately through the sale of the properties.


Results of Operations

For the three-years ended December 31, 1996, income was generated 
from rental income from the income-producing real estate
properties and from interest income earned on the funds in
temporary investments.

Expenses incurred during the same periods were associated with
the operation of the Partnership's properties, interest on the
mortgages and note payable and various other costs required for
administration of the Partnership.


<PAGE>
During 1996, 1995 and 1994, two of the Partnership's properties
were single-tenant properties with absolute triple net leases. 
Under an absolute triple net lease, the lessee is required to
make all payments for expenses related to the use and occupation
of the leased premises, including real estate taxes and
assessments, property and liability insurance, repairs and
maintenance, utilities and other operating costs associated with
the property.  Accordingly, the Partnership received rental
income and the lessee absorbed all such expenses on these
properties.

Rental properties decreased as of December 31, 1996 as compared
to December 31, 1995 due to depreciation, offset by tenant
improvements at 1881 Pine Street and Apollo.  Cash and cash
equivalents decreased as of December 31, 1996 as compared to
December 31, 1995 due to payment for tenant improvements. 
Deferred charges and other assets increased as of December 31,
1996 due to lease commissions at 1881 Pine Street.

Rental income decreased for the year ended 1996 as compared to
the year ended 1995 primarily due to the vacancy at 1881 Pine
Street.  The rental rate decrease at Linear due to the 1995
renewal added to the variance for 1996.  Rental income decreased
for 1995 as compared to 1994 primarily due to the single tenant
at 1881 Pine Street vacating the property in May 1995 upon
expiration of the lease.  The single tenant provided
approximately $1.3 million of rental income during 1994.  Also
contributing to the decrease in rental income in 1995 was the
rent reduction at Linear.  The tenant at Linear renewed at a
monthly rate of $.75 per square foot for the 42,130 square foot
building, which is lower than the previous monthly rate of $1.15
per square foot and reflects the current market conditions in the
area surrounding the property.

Depreciation increased for 1995 as compared to 1994 due to
improvements at 1881 Pine Street and Kodak.  Other direct
expenses were higher for 1996 as compared to 1995 due to
operating expenses at 1881 Pine Street.  1881 Pine Street
incurred legal fees for new leases, expenses for utilities,
heating and air conditioning repairs and other building service
expenses previously paid by the single tenant.  Other direct
expenses were higher for 1995 as compared to 1994 as a result of
sidewalk repairs, property tax payments and demolition costs at
the 1881 Pine Street property to enhance the appearance of the
property for showing to prospective tenants.  Also contributing
to the increase were parking lot repairs at the Apollo Building
which was part of the tenant improvement allowance. 

<PAGE>
Lower cash reserves caused the decrease in interest income for
the year ended 1996 as compared to the year ended 1995.  Higher
interest rates and an increase in cash reserves accounted for the
increase in interest income for 1995 as compared to 1994.

General and administrative expenses increased for the year ended
1996 as compared to the year ended 1995 primarily due to lease
commission expense.  Lease commissions were paid for the Linear
Technology lease renewal and the Invitrogen lease renewal at the
Kodak Building.  General and administrative expenses decreased
for 1995 as compared to 1994 due to a reduction in charges for
preparation of federal and state tax returns, a reduction in a
partnership earnings tax paid to the City of St. Louis and a
decrease in printing charges. 

The management fee payable to the adviser is based on cash flow
from operations of the Partnership adjusted for cash reserves and
fluctuated accordingly.  The decrease in the management fee for
1996 as compared to 1995 was a result of the decrease in revenues 
and an increase in operating expenses at 1881 Pine Street.

Interest expense decreased in 1996 and 1995 as compared to 1994
due to principal balance reductions.

Minority interest in joint venture earnings increased for the
year ended 1996 as compared to the year ended 1995 as a result of
an increase in net income of the joint venture property due to 
decreases in parking lot repairs and interest expense.  Minority
interest in joint venture earnings decreased for 1995 as compared
to 1994 due to a decrease in net income of the joint venture
property as a result of parking lot repairs, offset somewhat by a
decrease in interest expense.


Inflation

An increase in inflation could affect the Partnership's
investments through increases in the costs of operating and
maintaining the properties and in various administrative costs of
the Partnership operations.  The adverse effect inflation may
have on operating expenses would be offset to some extent by
increases in rental rates charged tenants at the Partnership's
properties. If high occupancy levels are maintained at the
properties, increases in rental income should offset increasing
property operating expenses with minimal effect on operating
income.

<PAGE>
<TABLE>
Item 8.  Financial Statements and Supplementary Data

                  USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
                             CONSOLIDATED BALANCE SHEETS
                              DECEMBER 31, 1996 AND 1995
<CAPTION>

                                                          1996          1995
<S>                                                 <C>             <C>
ASSETS
Rental properties, net (notes 3, 4 and 7)           $  45,409,746    46,218,351
Temporary investments, at cost which approximates 
market value -
     Money market fund                                    977,512     2,217,339
Cash                                                      226,365        61,643
   Cash and cash equivalents                            1,203,877     2,278,982

Accounts receivable                                        32,715        81,956
Deferred charges and other assets                         260,706       193,842

                                                    $  46,907,044    48,773,131


LIABILITIES AND PARTNERS' EQUITY

Mortgages payable (note 7)                          $  16,419,083    16,638,886
Note payable to affiliate (notes 4, 7 and 8)            6,000,000     6,000,000
Accounts payable, including amounts due
   to affiliates of $29,663 and $44,323                    89,097        57,801
Other liabilities                                         269,410       251,595
         Total liabilities                             22,777,590    22,948,282

Minority interest in joint venture (note 4)             4,098,771     4,310,989

Partners' equity:
   General Partner:
      Capital contribution                                  1,000         1,000
      Cumulative net income                                43,804        52,678
      Cumulative distributions                           (127,834)     (121,876)
                                                          (83,030)      (68,198)
   Limited Partners (60,495 interests):
      Capital contributions, net of offering costs     28,432,650    28,432,650
      Cumulative net income                             4,336,617     5,215,136
      Cumulative distributions                        (12,655,554)  (12,065,728)
                                                       20,113,713    21,582,058
         Total Partners' equity                        20,030,683    21,513,860
                                                    $  46,907,044    48,773,131


See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>
<TABLE>
                  USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                   Years Ended December 31, 1996, 1995 and 1994
<CAPTION>

                                                          1996          1995          1994
<S>                                                 <C>               <C>           <C>     
INCOME
Rental income                                       $   3,815,441     4,276,734     5,119,505
Less direct expenses, including
   depreciation of $1,852,360,
   $1,873,494 and $1,866,275                            2,238,144     2,094,869     1,977,988

     Net operating income (note 6)                      1,577,297     2,181,865     3,141,517
Interest income (note 8)                                  110,173       144,048        73,388

         Total income                                   1,687,470     2,325,913     3,214,905


EXPENSES

General and administrative (note 8)                       224,443       197,963       233,198
Management fee (note 8)                                    50,134        90,376        91,449
Interest (notes 7 and 8)                                2,115,064     2,134,420     2,152,088
Minority interest in joint venture 
   earnings (note 4)                                      185,222       170,664       180,975
         Total expenses                                 2,574,863     2,593,423     2,657,710

Net income (loss)                                   $    (887,393)     (267,510)      557,195

Net income (loss) per limited partnership interest  $      (14.52)        (4.38)         9.12



See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>
<TABLE>
                 USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
                  CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY
                  Years Ended December 31, 1996, 1995 and 1994
<CAPTION>

                                                        General       Limited
                                                        Partner       Partners       Total
<S>                                                 <C>              <C>           <C>   
Balances at December 31, 1993                       $     (52,763)   23,110,121    23,057,358

Net income                                                  5,572       551,623       557,195

Distributions                                              (9,166)     (907,426)     (916,592)

Balances at December 31, 1994                             (56,357)   22,754,318    22,697,961

Net loss                                                   (2,675)     (264,835)     (267,510)

Distributions                                              (9,166)     (907,425)     (916,591)

Balances at December 31, 1995                             (68,198)   21,582,058    21,513,860

Net loss                                                   (8,874)     (878,519)     (887,393)

Distributions                                              (5,958)     (589,826)     (595,784)

Balances at December 31, 1996                       $     (83,030)   20,113,713    20,030,683


See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>
<TABLE>
                 USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                  Years Ended December 31, 1996, 1995 and 1994
<CAPTION>

                                                          1996          1995          1994
<S>                                                 <C>              <C>           <C>        
Cash flows from operating activities:
   Net income (loss)                                $    (887,393)     (267,510)      557,195
   Adjustments to reconcile net income (loss) to net
      cash provided by operating activities:
         Depreciation                                   1,852,360     1,873,494     1,866,275
         Amortization                                      20,184        24,108        24,108
         Loss on early retirement of assets                49,395            --            --
         Decrease (increase) in accounts receivable        49,241       (18,451)       12,959
         Decrease (increase) in deferred charges 
           and other assets                               (87,048)      133,239       144,745
         Increase (decrease) in accounts payable,
           accrued expenses and other liabilities          49,111        (1,427)      127,383
         Minority interest in joint venture earnings      185,222       170,664       180,975

           Cash provided by operating activities        1,231,072     1,914,117     2,913,640

Cash flows used in investing activities -
   Additions to rental properties                      (1,093,150)     (285,241)      (39,306)

Cash flows from financing activities:
   Repayment of mortgages payable                        (219,803)     (200,448)     (182,780)
   Distributions to co-venturer                          (397,440)     (441,599)     (574,080)
   Distributions to partners                             (595,784)     (916,591)     (916,592)

           Cash used in financing activities           (1,213,027)   (1,558,638)   (1,673,452)

Net increase (decrease) in cash and cash equivalents   (1,075,105)       70,238     1,200,882

Cash and cash equivalents at beginning
   of year                                              2,278,982     2,208,744     1,007,862

Cash and cash equivalents at end of year            $   1,203,877     2,278,982     2,208,744


See accompanying notes to consolidated financial statements.
</TABLE>

<PAGE>
         USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                December 31, 1996, 1995 and 1994
                                 

1. Organization, Summary of Significant Accounting Policies and
   Other

  USAA Income Properties IV Limited Partnership is engaged solely
  in the business of real estate investment; therefore,
  presentation of information about industry segments is not
  applicable.

  The Partnership owns office buildings in Milpitas, California;
  San Diego, California; St. Louis, Missouri and a joint venture 
  interest in a research and development property in Chelmsford,
  Massachusetts.  The Partnership's revenue is subject to changes
  in the economic environments of these areas.

  The General Partner, USAA Properties IV, Inc., is a wholly-owned
  subsidiary of USAA Real Estate Company (Realco), which is a
  wholly-owned subsidiary of USAA Capital Corporation, which is
  a wholly-owned subsidiary of United Services Automobile
  Association (USAA).

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

  Rental properties are valued at cost.  The carrying amount of
  a property is not changed for temporary fluctuations in value
  unless the carrying value is believed to be permanently
  impaired.  In 1995, the Partnership adopted the provisions of
  Financial Accounting Standards Board Statement No. 121,
  "Accounting for Impairment of Long-Lived Assets and for Long-
  Lived Assets to Be Disposed Of," ("Statement 121").  Statement
  121 provides guidance for determining impairment of long-lived
  assets utilizing undiscounted future cash flows.  The assessment
  for and measurement of impairment is based upon the undiscounted
  future cash flows and fair value, respectively, of the
  individual real estate properties.  Based on the provisions of
  Statement 121, the Partnership's long-lived assets,  real 
  estate and improvements are not considered impaired.  The
  adoption of Statement 121 had no financial statement impact.

  Depreciation is provided over the estimated useful lives of the
  properties using the straight-line method.  The estimated lives
  of the buildings and improvements is 30 years (31.5 - 39 years
  for Federal income tax purposes).


<PAGE>
  Rental income is recognized under the operating method, whereby
  aggregate rentals are reported on a straight-line basis as
  income over the life of the lease.  Rental income recognized was
  $96,237, $142,781 and $148,920 less than the amount due per the
  lease agreements for the years ended December 31, 1996, 1995 and
  1994, respectively.

  No provision or credit for income taxes has been made as the
  liability for such taxes is that of the Partners rather than the
  Partnership.  The Partnership files its tax return on an accrual
  basis.

  For purposes of the Consolidated Statements of Cash Flows, all
  highly liquid marketable securities that have a maturity at
  purchase of three months or less, and money market mutual funds 
  are considered to be cash equivalents.  

  The consolidated financial statements include the accounts of
  the Partnership and its majority-owned joint venture.  All
  significant intercompany accounts have been eliminated in
  consolidation. 

  For financial reporting purposes, net income is allocated 1% to
  the General Partner and 99% to the Limited Partners.  Net income
  per limited partnership interest is based upon the limited
  partnership interests outstanding at the end of the period and
  net income allocated to the Limited Partners.

  Cash distributions per limited partnership interest were $9.75
  for 1996 and $15.00 for 1995 and 1994, and were based on the 
  limited partnership interests outstanding at each quarter end
  and the cash distributions allocated to Limited Partners.


2. Partnership Agreement

  Pursuant to the terms of the Partnership Agreement, Net Cash
  from Operations shall be allocated and paid 1% to the General
  Partner and 99% to the Limited Partners.  Any Net Cash from
  Operations received by a Limited Partner shall count toward his
  6% cumulative Preferred Return, as defined in the Partnership
  Agreement.  Net Proceeds from Sales or Refinancings, shall be
  allocated and paid 1% to the General Partner and 99% to the
  Limited Partners until the Limited Partners have been returned
  their Original Invested Capital from Net Proceeds from Sales or
  Refinancings, plus their Preferred Return.  Second, Net Proceeds
  from Sales or Refinancings shall be allocated and paid to the
  Adviser in payment of any unpaid Subordinated Disposition Fee.  
  Third, Net Proceeds from Sales or Refinancings shall be allocated
  and paid 90% to the Limited Partners and 10% to the General Partner.

  Generally, all items of income, gain, loss, deduction and credit
  from operations will be allocated 99% to the Limited Partners
  and 1% to the General Partner.  Net gain or net loss from the
  sale or other disposition of a property shall be allocated as 
  described in the Partnership Agreement.
  
<PAGE>
3. Rental Properties

  Rental properties at December 31 consisted of the following:


                                      1996           1995    
    Buildings and improvements    $ 51,856,859     50,831,721
    Land                             9,020,016      9,020,016
                                    60,876,875     59,851,737
    Less accumulated depreciation  (15,467,129)   (13,633,386)   
                                  $ 45,409,746     46,218,351


4. Investment in Joint Venture

  On May 31, 1988, the Partnership entered into the USAA
  Chelmsford Associates Joint Venture with USAA Real Estate
  Company for the ownership and operation of the Apollo Computer
  Research and Development Headquarters Building.  The Partnership
  contributed $9,000,000 for its 55.8% joint venture interest. 
  The contribution consisted of $3,000,000 in remaining offering
  proceeds and $6,000,000 in proceeds from a note payable to USAA
  Real Estate Company (note 7).

<PAGE>
  Summary financial information for the joint venture as of
  December 31, 1996 and 1995 and for the years ended December 31,
  1996, 1995 and 1994 follows:

                             ASSETS
                                         1996        1995
Cash                                $   416,888     346,262
Property, net                        24,288,391  24,957,807
Account receivable                       27,115      74,356
Deferred rent and other assets            4,663      64,102
                                    $24,737,057  25,442,527


                      LIABILITIES AND EQUITY

Liabilities:
Mortgage payable                    $15,287,583  15,446,788   
Accounts payable                        167,247     232,946
                                     15,454,830  15,679,734

Equity:
  USAA Income Properties IV          
    Limited Partnership               5,183,456   5,451,804 
  Co-venturer - affiliate             4,098,771   4,310,989
        Total equity                  9,282,227   9,762,793
                                    $24,737,057  25,442,527


                            OPERATIONS

                          1996          1995        1994

Revenues               $ 2,789,770    2,771,135   2,771,501
Operating expenses         (28,054)     (63,018)    (30,885)
Other expenses              (9,802)      (8,967)     (5,484)
Depreciation              (929,510)    (895,877)   (895,877)
Interest expense        (1,402,970)  (1,416,805) (1,429,437)
   Net income          $   419,434      386,468     409,818


Equity in net income: 
  USAA Income Properties IV
   Limited Partnership $   234,212      215,804     228,843
 Co-venturer - affiliate   185,222      170,664     180,975
                       $   419,434      386,468     409,818

Cash distributions:   
  USAA Income Properties IV
   Limited Partnership $   502,560      558,401     725,920
 Co-venturer - affiliate   397,440      441,599     574,080
                       $   900,000    1,000,000   1,300,000

<PAGE>
5. Minimum Future Rentals

  Operating leases with tenants have remaining terms from one year 
  to five years.  Minimum future rentals are cash payments to be
  received under non-cancelable leases over the lease terms and
  do not necessarily represent rental income under generally
  accepted accounting principles.  Rental income reported in the
  Consolidated Statements of Operations is recognized under the
  operating method, whereby aggregate rentals are reported on a
  straight-line basis as income over the life of the lease. 
  Approximate minimum future rentals are as follows:


            1997             $ 3,750,000
            1998               3,519,000
            1999               3,458,000
            2000               2,102,000
            2001                 984,000
            Thereafter            66,000
                             $13,879,000 

6. Triple Net Leases

  During 1996, 1995 and 1994, the Partnership had ownership
  interests in two office buildings occupied by single tenants. 
  The lease agreements between the tenants and the Partnership
  were absolute triple net lease arrangements whereby the lessee
  is required to make all payments for expenses related to the use
  and occupation of the leased premises including real estate
  taxes and assessments, property and liability insurance, repairs
  and maintenance, utilities and other operating costs associated
  with the property.  Accordingly, net operating income reflected
  only rental income and excluded all expenses directly related
  to the operations of the property as payments for such expenses
  are made directly by the lessee.


<PAGE>
7. Mortgages and Note Payable

  Mortgages payable at December 31:

                                          1996           1995    
   
    9.625% first mortgage note,
      payable in monthly install-
      ments of $14,391, including
      interest, due August 1, 2008;
      secured by rental property
      with a depreciated cost of 
      approximately $5,902,000.      $  1,131,500     1,192,098 
                                                                  
    9.125% first mortgage note,
      due August 1, 2001, interest
      only payable monthly for the
      first five years; interest and
      principal of $130,181 are
      payable monthly for the
      remaining term with a balloon 
      payment of $14,361,580; secured
      by rental property with a
      depreciated cost of approxi-
      mately $24,667,000.              15,287,583    15,446,788
                                     $ 16,419,083    16,638,886

  On May 31, 1988, $6,000,000 of the total $9,000,000 Partnership
  investment in USAA Chelmsford Associates Joint Venture was
  borrowed from USAA Real Estate Company (note 4).  The original
  unsecured demand note payable had a maturity date of September
  1, 1997 and included monthly interest only payments at 10%. 
  Subsequent to year-end, the note was increased to $7,200,000 and
  was extended to March 1, 1999 with a decrease in the interest
  rate from 10% to 9%.

  Aggregate maturities of mortgages and note payable for 1997
  through 2001 are $241,000, $264,374, $7,489,934, $317,946 and
  $14,582,029 respectively.  

  Cash payments for interest expense were $2,115,064, $2,134,420
  and $2,152,088 for 1996, 1995 and 1994, respectively.


8.  Transactions with Affiliates

  USAA Real Estate Company (the Adviser) may receive property
  acquisition fees of up to 5% of gross offering proceeds, real
  estate brokerage commissions of up to 2% of the aggregate
  selling prices of properties sold and management fees of 9% of
  adjusted cash flow from operations.

  Through January 1995, a portion of the Partnership's working
  capital reserve and other available funds were invested in USAA
  Mutual Fund, Inc. and earned interest thereon at market rates.

<PAGE>
  Quorum Real Estate Services Corporation (also known as USAA 
  Realty Company), an affiliate of the General Partner, provides
  property management and leasing services for the properties and
  may receive fees of up to 6% of property cash receipts for those
  services.  

  A summary of transactions with affiliates follows:
<TABLE>
<CAPTION>
                      Reimbursement   Interest   Management     Lease      Interest
                     of Expenses (1)   Income       Fees     Commissions  Expense (2)    Total
<S>                <C>                    <C>       <C>          <C>         <C>        <C> 
USAA Mutual
Fund, Inc.:
  1996             $             --         --          --           --           --         --
  1995                           --        (27)         --           --           --        (27)
  1994                           --       (542)         --           --           --       (542)

USAA Real Estate
Company:
  1996                      114,171         --      50,134           --      600,000    764,305
  1995                      108,885         --      90,376           --      600,000    799,261
  1994                      110,947         --      91,449           --      600,000    802,396

Quorum Real Estate
Services Corporation:
  1996                       33,042         --      50,894       30,947           --    114,883
  1995                       36,559         --      52,802        9,487           --     98,848
  1994                       22,556         --      63,118        8,865           --     94,539


(1)  Reimbursement of expenses represents amounts paid or accrued as reimbursement of expenses 
     incurred on behalf of the Partnership at actual cost and does not include any mark-up or
     items normally considered as overhead.
(2)  Represents interest expense incurred on a note payable (note 7).
</TABLE>
<PAGE>
9. Income Taxes

  A reconciliation of financial statement net income (loss) to
  taxable income (loss) follows:

                                           1996       1995        1994

  Net income (loss)-financial statement 
    basis                               $ (887,393)  (267,510)   557,195
  Adjusted by:
    Taxable income over financial
     statement income - USAA 
     Chelmsford Associates                  72,054     99,037    227,432
    Increase in deferred rent               36,947     77,506     83,647
    Excess financial statement depreciation
     over tax depreciation                 166,438    233,836    230,903
    Other reconciling items                114,633    (20,780)   (46,070)
  Taxable income (loss)                 $ (497,321)   122,089  1,053,107


10. Major Customer Information

  During 1996, the Partnership recorded approximately $2,763,000
  and $379,000 of rental income from single-tenant leases which
  represented approximately 72% and 10% of total rental income,
  respectively.  

  During 1995, the Partnership recorded approximately $2,759,000,
  $537,000 and $459,000 of rental income from single-tenant leases
  which represented approximately 65%, 13% and 11% of total rental
  income, respectively.  

  During 1994, the Partnership recorded approximately $2,761,000,
  $1,306,000 and $561,000 of rental income from single-tenant
  leases which represented approximately 54%, 26% and 11% of total
  rental income, respectively.  


11. Fair Value of Financial Instruments

  The carrying value of cash and cash equivalents approximates 
  fair value due to the short maturity of these instruments.

  The fair value of mortgages and note payable at December 31,
  1996 and 1995 was $21,767,785 and $21,677,908, respectively, and
  was estimated by discounting the future cash flows using
  interest rates currently being offered for mortgage loans and
  notes with similar characteristics and maturities.


<PAGE>
                   Independent Auditors' Report

The Partners
USAA Income Properties IV Limited Partnership:

  We have audited the accompanying consolidated balance sheets of
USAA Income Properties IV Limited Partnership and majority-owned
joint venture as of December 31, 1996 and 1995, and the related
consolidated statements of operations, partners' equity, and cash
flows for each of the years in the three-year period ended December
31, 1996.  These consolidated financial statements are the
responsibility of the Partnership's management.  Our responsibility
is to express an opinion on these consolidated financial statements
based on our audits.

  We conducted our audits in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements.  An audit also
includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits
provide a reasonable basis for our opinion.

  In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the financial
position of USAA Income Properties IV Limited Partnership and
majority-owned joint venture as of December 31, 1996 and 1995, and
the results of their operations and their cash flows for each of
the years in the three-year period ended December 31, 1996, in
conformity with generally accepted accounting principles.



                                         /s/KPMG PEAT MARWICK LLP
                                         KPMG PEAT MARWICK LLP


San Antonio, Texas
January 31, 1997


<PAGE>
Item 9. Changes in and Disagreements with Accountants on
        Accounting and Financial Disclosure

     Not applicable.


<PAGE>
                             Part III


Item 10. Directors and Executive Officers of the Registrant

       The General Partner of the Partnership is USAA Properties
IV, Inc., a Texas corporation.

       As of January 1, 1997, the directors and executive
officers of the General Partner were as follows:


                                   POSITION WITH 
           NAME                   GENERAL PARTNER


       Edward B. Kelley          Chairman, President,
                                 Chief Executive Officer and
                                 Director

       T. Patrick Duncan         Vice Chairman
                                 Senior Vice President -
                                 Real Estate Operations and
                                 Director

       Randal R. Seewald         Vice President, Secretary,
                                 Legal Counsel and Director

       Martha J. Barrow          Vice President -
                                 Administration and
                                 Finance/Treasurer

       S. Wayne Peacock          Vice President -
                                 Portfolio Management

       David A. Rosales          Assistant Vice President - 
                                 Controller 

       Susan T. Wallace          Assistant Vice President - 
                                 Acquisitions and Dispositions

       David M. Holmes           Assistant Vice President -
                                 Capital Investments


       Stephen S. King           Assistant Vice President -
                                 Western Region

<PAGE> 
       All of the foregoing directors and executive officers
have been elected to serve one-year terms until the annual
meeting of the General Partner.

       There are no arrangements or understandings between or
among any of said directors or executive officers to be elected
or selected as such, nor are there any family relationships among
any of the foregoing directors and executive officers.  The
foregoing directors and executive officers are also officers
and/or directors of various affiliated companies of the General
Partner.

       The age and business experience of each of the directors
and executive officers of the General Partner is as follows:

       Edward B. Kelley, 56, joined USAA in April 1989 and is
Vice Chairman, President, Chief Executive Officer and Director of
USAA Real Estate Company and Chairman, President, Chief Executive
Officer and Director of USAA Real Estate Development Company,
USAA Real Estate Management Company, Quorum Real Estate Services
Corporation, USAA Properties Fund, Inc., USAA Investors I, Inc.,
USAA Investors II, Inc., USAA Properties II, Inc., USAA
Properties III, Inc., USAA Properties IV, Inc., La Paz, Inc.,
USAA Real Estate Equities, Inc., Alhambra Gables One, Inc., L. A.
Wilshire One, Inc., USAA Real Estate - Midwest, Inc., and Las
Colinas Management Company.  He also serves as Chief Executive
Officer, President and Director of Fiesta Texas Showpark, Inc.,
La Cantera Development Company and La Cantera Hospitality, Inc. 
Mr. Kelley is also Chairman of the Board, Chief Executive Officer
and Director of USAA Equity Advisors, Inc.  Mr. Kelley serves as
President and Director of USAA Health Services, Inc.  All of the
previously named companies are affiliates of the General Partner. 
He graduated from St. Mary's University of San Antonio, Texas
with a Bachelor of Business Administration Degree in Finance in
1964 and was awarded a Master of Business Administration Degree,
in Finance, by Southern Methodist University, Dallas, Texas in
1967.  Mr. Kelley was employed by Barshop Enterprises, Inc., of
San Antonio, Texas from July 1980 until April 1989 where he was
President and an Advisory Director of Barshop Enterprises, Inc.
and its corporate subsidiaries.  The Barshop group of companies
is engaged in the development, management and ownership of
commercial real estate properties in San Antonio and other Texas
cities.  He is past Chairman of the Board and a member of the
Executive Committee of the Greater San Antonio Chamber of
Commerce; past member of the Board of Directors, Executive
Committee, and past President of the San Antonio chapter of the
National Association of Industrial and Office Parks; past member
of the Board of Directors of the San Antonio Economic Development
Foundation, and past Chairman of the Board of Trustees of St.
Mary's University and its Executive Committee.  Mr. Kelley is a
member of the Board of Directors and Executive Committee, Vice
President of the Board of Directors, and Chairman of the 1994
Friends of Scouting Bexar County Campaign, as well as the
President of the Alamo Area Council of Boy Scouts of America;
member of the Board of Trustees of St. Mary's University; member 

<PAGE>
of the Board of Trustees of the Baptist Children's Home of San
Antonio; member of the Board of Directors of the San Antonio
Economic Development Foundation; member of Board of Trustees for
the United Way of San Antonio and Bexar County; and a member of
the Board of Directors of the American Industrial Properties REIT
(AIP).

       T. Patrick Duncan, 47, is Senior Vice President - Real
Estate Operations and Director of USAA Real Estate Company, USAA
Real Estate Equities, Inc. and USAA Health Services, Inc.  He
also serves as Senior Vice President, Director and Vice Chairman
of USAA Real Estate Development Company, USAA Real Estate
Management Company, Quorum Real Estate Services Corporation, USAA
Properties Fund, Inc., USAA Investors I, Inc., USAA Investors II,
Inc., USAA Properties II, Inc., USAA Properties III, Inc., USAA
Properties IV, Inc., La Paz, Inc., USAA Equity Advisors, Inc.,
Alhambra Gables One, Inc., L. A. Wilshire One, Inc., USAA Real
Estate-Midwest, Inc., and Las Colinas Management Company.  All of
the previously named companies are affiliates of the General
Partner.  He is a 1972 graduate of the University of Arizona and
was awarded the Bachelor of Science Degree with a dual major in
Accounting and Finance.  Prior to joining USAA in 1986, Mr.
Duncan was an audit manager with Deloitte Touche and Company and
Comptroller of Trammell Crow Company in Dallas, Texas.  Mr.
Duncan is a Certified Public Accountant and holds a Texas Real
Estate Brokers License.  He holds memberships in the Texas and
Arizona State Boards of Accounting, the Texas and Arizona State
Societies of Certified Public Accountants, the International
Council of Shopping Centers, the Urban Land Institute, The
National Association of Real Estate Investment Managers and the
Pension Real Estate Association.  Mr. Duncan serves on the Board
of Trustees and is Chairman of the Finance Committee of the
Daughters of Charity; and Board member of the North San Antonio
Chamber of Commerce, as well as Chairman of its Governmental
Affairs Council.  Mr. Duncan is a Board member of Meridian
Industrial Trust and American Industrial Trust, two public REITs
traded on the New York Stock Exchange.  Mr. Duncan serves on
various committees of these two entities.

       Randal R. Seewald, 43, began his career with USAA in
1976, and is currently Vice President, Director, Secretary and
Legal Counsel of USAA Real Estate Development Company, USAA Real
Estate Management Company, USAA Properties Fund, Inc., USAA
Properties II, Inc., USAA Properties III, Inc., USAA Properties
IV, Inc., USAA Investors I, Inc., USAA Investors II, Inc.,
Alhambra Gables One, Inc., L. A. Wilshire One, Inc., Quorum Real
Estate Services Corporation, USAA Real Estate-Midwest, Inc., La
Paz, Inc., USAA Equity Advisors, Inc., USAA Health Services, 

<PAGE>
Inc., and Las Colinas Management Company.  He is also Vice
President, Secretary and Legal Counsel of USAA Real Estate
Company and USAA Real Estate Equities, Inc.  Mr. Seewald serves
as Vice President, Legal Counsel, Treasurer and Secretary of
Fiesta Texas Showpark, Inc., La Cantera Development Company and
La Cantera Hospitality, Inc.  All of the previously named
companies are affiliates of the General Partner.  Mr. Seewald
holds a Bachelor of Business Administration from Texas A&M
University and a J.D. from St. Mary's University School of Law. 
He is a member of the State Bar of Texas, the American Bar
Association, the San Antonio Bar Association, and the American
Corporate Counsel Association.

       Martha J. Barrow, 49, is Vice President, Administration
and Finance, and Treasurer of USAA Real Estate Company, Alhambra
Gables One, Inc., L.A. Wilshire One, Inc., La Paz, Inc., Las
Colinas Management Company, Quorum Real Estate Services
Corporation, USAA Health Services, Inc., USAA Investors I, Inc.,
USAA Investors II, Inc., USAA Properties Fund, Inc., USAA
Properties II, Inc., USAA Properties III, Inc., USAA Properties
IV, Inc., USAA Real Estate-Midwest, Inc., USAA Real Estate
Development Company, USAA Real Estate Equities, Inc., and USAA
Real Estate Management Company.  Ms. Barrow serves as President
of USAA Equity Advisors, Inc.  All of the previously named
companies are affiliates of the General Partner.  Ms. Barrow
joined USAA in June 1983.  Prior to her joining USAA, she served
as a Tax Accountant of La Quinta Motor Inns, Inc. and as Senior
Accountant with NL Industries.  She is a Certified Public
Accountant in the state of Texas and is a member of the Texas
Society of Certified Public Accountants and the American
Institute of Certified Public Accounts.  She is a license holder
for Securities Registration Series 7, Series 63, and Series 24. 
Ms. Barrow holds a Bachelor of Business Administration in
Accounting from Pan American University and an Master of Business
Administration from St. Mary's University.  She is a member of
the National Association of Real Estate Investment Managers
(NAREIM), the National Council of Real Estate Investment
Fiduciaries (NCREIF), and the American Real Estate Society
(ARES).

       S. Wayne Peacock, 38, is Vice President, Portfolio
Management of USAA Real Estate Company, USAA Properties Fund,
Inc., USAA Properties II, Inc., USAA Properties III, Inc., USAA
Properties IV, Inc., USAA Investors I, Inc., USAA Investors II,
Inc., Quorum Real Estate Services Corporation, USAA Real Estate
Equities, Inc., Alhambra Gables One, Inc., L. A. Wilshire One,
Inc., USAA Equity Advisors, Inc., USAA Real Estate Development
Company, and USAA Real Estate-Midwest, Inc.  He is also a
Director of Quorum Real Estate Services Corporation.  All of the
previously named companies are affiliates of the General Partner. 
Mr. Peacock joined USAA in January 1992.  Mr. Peacock has
previous real estate experience with Coldwell Banker and Merrill
Lynch.  He graduated in 1981 from Tulane University, New Orleans,
Louisiana, where he received a Bachelor of Arts degree in
Economics.  Mr. Peacock is a Certified Commercial Investment 

<PAGE>
Manager (CCIM).  He holds memberships in the San Antonio Board of
Realtors and CCIM.

       David A. Rosales, 40, is Assistant Vice President -
Controller for USAA Real Estate Company, Alhambra Gables One,
Inc., L.A. Wilshire One, Inc., La Paz, Inc., Las Colinas
Management Company, USAA Equity Advisors, Inc., USAA Investors I,
Inc., USAA Investors II, Inc., USAA Properties Fund, Inc., USAA
Properties II, Inc., USAA Properties III, Inc., USAA Properties
IV, Inc., USAA Real Estate - Midwest, Inc., USAA Real Estate
Development Company, USAA Real Estate Equities, Inc., and USAA
Real Estate Management Company.  He is also Assistant Vice
President, Controller of Quorum Real Estate Services Corporation. 
All of the previously named companies are affiliates of the
General Partner.  Mr. Rosales joined USAA in September 1983.  He
holds a Bachelor of Business Administration from St. Mary's
University and an Master of Business Administration from Our Lady
of the Lake University.  He is a Certified Public Accountant in
the state of Texas and holds memberships in the Texas Society of
CPAs, the San Antonio chapter of CPAs and the American Institute
of CPAs.  Mr. Rosales also holds memberships in the National
Association of Real Estate Companies and the National Council of
Real Estate Investments Fiduciaries.  He serves as Chairman of
the Board of Communities in Schools-San Antonio, Inc.

       Susan T. Wallace, 42, is Assistant Vice President, Real
Estate Investments for USAA Real Estate Company, USAA Properties
Fund, Inc., USAA Properties II, Inc., USAA Properties III, Inc.,
USAA Properties IV, Inc., USAA Investors I, Inc., USAA Investors
II, Inc., USAA Equity Advisors, Inc., Alhambra Gables One, Inc.,
L. A. Wilshire One, Inc., USAA Real Estate-Midwest, Inc., and
USAA Real Estate Equities, Inc.  All of the previously named
companies are affiliates of the General Partner.  Ms. Wallace
attended Bowling Green State University in Bowling Green, Ohio
and the University of Cincinnati in Cincinnati, Ohio.  From
December 1983 until September 1988 she served as Director with
USAA Real Estate Company where she was responsible for the
identification of equity investments and acquisition of the
identified investments.  Prior to joining USAA Real Estate
Company, she was Project Director and Division Manager for
Gibraltar Savings Association of Houston, Texas.  Ms. Wallace
holds a Texas Real Estate License, is a graduate of the Realtors
Institute and is a member of the San Antonio and Texas Board of
Realtors, the National Association of Realtors, the National
Association of Real Estate Investment Managers and the
International Association of Corporate Real Estate Executives. 
Ms. Wallace serves on the Board of Governors for the Affordable
Housing Investors Council.

         David M. Holmes, 36, is Assistant Vice President,
Capital Investments for USAA Real Estate Company, USAA Properties
Fund, Inc., USAA Properties II, Inc., USAA Properties III, Inc.,
USAA Properties IV, Inc., USAA Investors I, Inc., USAA Investors
II, Inc., USAA Equity Advisors, Inc., Alhambra Gables One, Inc.,
L.A. Wilshire One, Inc., and USAA Real Estate-Midwest, Inc.  All
of the previously named companies are affiliates of the General 

<PAGE>
Partner.  Mr. Holmes joined USAA in May 1985.  His
responsibilities include new property acquisition and capital
market activities.  Mr. Holmes currently oversees over 2 million
square feet of office and industrial development.  He also acts
as the primary contact for real estate securitization
transactions and coordinates contact with banking relationships,
alliance partners and other third party development or financing
sources.  Prior to joining USAA, Mr. Holmes was a tax consultant
for Touche Ross & Company in San Antonio.  He is a 1982 graduate
of Trinity University, San Antonio, Texas, where he received a
Bachelor of Business Administration with a concentration in
Accounting and Finance and is a Certified Public Accountant.  He
has served on the Board of Directors of Big Brothers and Sisters
of San Antonio and as a member of the Finance Committee of the
San Antonio Public Library.

       Stephen S. King, 40, is Assistant Vice President -
Western Region of USAA Real Estate Company, L.A. Wilshire One,
Inc., La Paz, Inc., USAA Investors I, Inc., USAA Properties III,
Inc., and USAA Properties IV, Inc.  All of the previously named
companies are affiliates of the General Partner.  Mr. King joined
USAA in July 1993.  Prior to joining USAA, Mr. King had fifteen
years of professional real estate development, construction and
management experience.  He graduated in 1978 from Texas A&M
University, where he received a Bachelor of Arts in Economics. 
Mr. King is a licensed California Broker, a member of the
Institute of Real Estate Management (IREM), the Building Owners
and Managers Association (BOMA), the National Association of
Realtors, and the Lincoln Club of Orange County.

<PAGE>
Item 11. Executive Compensation

       The directors and officers of the General Partner of the
Partnership receive no current or proposed remuneration from the
Partnership or the General Partner.

       The General Partner is entitled to receive a share of
cash distributions, profits and losses and sales and refinancing
proceeds as described under the caption "Management Compensation"
at pages 12-15 and "Income and Losses and Cash Distributions" at
pages 46-49 of the Prospectus, dated June 8, 1987, filed pursuant
to Rule 424(b).  Copies of these pages are attached hereto as
Exhibit 99.b and incorporated herein by reference.  For the year
ended December 31, 1996, the General Partner received cash
distributions of $5,958.


Item 12. Security Ownership of Certain Beneficial Owners and
         Management

(a)  Security Ownership of Certain Beneficial Owners
       
                 Name and      
                Address of         Amount and
  Title of      Beneficial      Nature of Beneficial  Percent of
   Class           Owner          Ownership (1)          Class

  Limited     USAA Properties   6,110 Limited          10.1%
  Partnership IV, Inc. (General Partnership Interests    
  Interests   Partner)(2)
              8000 Robert F. McDermott
              Fwy.,IH 10 West,
              Suite 600
              San Antonio, Texas   

       (1) The Amended and Restated Agreement of Limited
           Partnership provides that the General Partner will
           vote such Interests in the same proportion as all
           other Limited Partners in the event a vote of Limited
           Partners is taken.

       (2) USAA Properties IV, Inc. is a wholly-owned subsidiary
           of USAA Real Estate Company, which is a wholly-owned
           subsidiary of USAA Capital Corporation, which is a
           wholly-owned subsidiary of USAA.


(b)  Security Ownership of Management

   None of the officers and directors of the General Partner of
the Partnership beneficially own equity securities of the
registrant or any of its parents.

   No arrangements are known to the Partnership which may
result in a change of control of the Partnership.


<PAGE>
Item 13.   Certain Relationships and Related Transactions


       The Partnership is permitted to engage in various
transactions involving the General Partner or its affiliates.

       Pursuant to the Advisory Agreement, the Adviser, an
affiliate of the General Partner, can receive, in the aggregate,
property acquisition fees of up to 5% of the gross offering
proceeds; real estate brokerage commissions of up to 2% of the
aggregate selling prices of properties sold; and 9% of adjusted
cash flow from operations as its management fee.

       An affiliate of the General Partner, USAA Investment
Management Company, received selling commissions equal to 4% of
the gross proceeds from sales of limited partnership interests
and an expense allowance equal to 2% of the gross offering
proceeds for organizational and offering expenses.  USAA
Investment Management Company may receive a maximum annual
advisory fee of 1/2 of 1% of the amount of any temporary
investment in a money market fund or mutual fund sponsored by
USAA or any affiliate of USAA.  A portion of the Partnership's
working capital reserve and other available funds were invested
in USAA Mutual Fund, Inc.

       An affiliate of the General Partner, Quorum Real Estate
Services Corporation (also known as USAA Realty Company),
provides property management and leasing services for the
properties and may receive fees of up to 6% of property cash
receipts for those services.

<PAGE>
   A summary of transactions with affiliates follows for the
years ended December 31, 1996, 1995 and 1994:
<TABLE>
<CAPTION>
                      Reimbursement   Interest   Management     Lease      Interest
                     of Expenses (1)   Income       Fees     Commissions  Expense (2)    Total
<S>                <C>                    <C>       <C>          <C>         <C>        <C> 
USAA Mutual
Fund, Inc.:
  1996             $             --         --          --           --           --         --
  1995                           --        (27)         --           --           --        (27)
  1994                           --       (542)         --           --           --       (542)

USAA Real Estate
Company:
  1996                      114,171         --      50,134           --      600,000    764,305
  1995                      108,885         --      90,376           --      600,000    799,261
  1994                      110,947         --      91,449           --      600,000    802,396

Quorum Real Estate
Services Corporation:
  1996                       33,042         --      50,894       30,947           --    114,883
  1995                       36,559         --      52,802        9,487           --     98,848
  1994                       22,556         --      63,118        8,865           --     94,539


(1)  Reimbursement of expenses represents amounts paid or accrued as reimbursement of expenses 
     incurred on behalf of the Partnership at actual cost and does not include any mark-up or
     items normally considered as overhead.
(2)  Represents interest expense incurred on a note payable.
</TABLE>

<PAGE>
                             PART IV


Item 14.   Exhibits, Consolidated Financial Statement Schedule
           and Reports on Form 8-K

       The following documents are filed as part of this report.

(a)     1. Consolidated Financial Statements
             
           The following consolidated financial statements,
           notes to consolidated financial statements and
           independent auditors' report are included in Part II
           Item 8:

           Consolidated Balance Sheets as of 
             December 31, 1996 and 1995

           Consolidated Statements of Operations 
             for the Years Ended December 31, 
             1996, 1995 and 1994

           Consolidated Statements of Partners' 
             Equity for the Years Ended 
             December 31, 1996, 1995 and 1994  

           Consolidated Statements of Cash Flows
             for the Years Ended December 31, 
             1996, 1995 and 1994 

           Notes to Consolidated Financial Statements

           Independent Auditors' Report

        2. Consolidated Financial Statement Schedule

           Real Estate and Accumulated
             Depreciation as of December 31, 
             1996 (Schedule III)

           Independent Auditors' Report
           
       All other schedules have been omitted as the schedules
are not required under the related instructions, are not
applicable, or the information required thereby is set forth in
the consolidated financial statements or the notes thereto.    

<PAGE>
Item 14.(a) 3.  Exhibits


         Exhibit
           No.               Description

           3(a)       Restated Certificate and Agreement of Limited
                      Partnership dated as of June 8, 1987,
                      attached as Exhibit A to the Partnership's
                      Prospectus dated June 8, 1987 filed pursuant
                      to Rule 424(b), (Regis. No. 33-11892)
                      incorporated herein by this reference.

           27         Financial Data Schedule

          99(a)       "Glossary" pages 87-89 contained in the
                      Prospectus dated June 8, 1987, filed as a
                      part of Amendment No. 2 to the Registration
                      Statement on Form S-11 (File No. 33-11892).

          99(b)       "Management Compensation" at pages 12-15 and
                      "Income and Losses and Cash Distributions" 
                      at pages 46-49 of the Prospectus, dated June
                      8, 1987, filed as part of Amendment No. 2 to
                      the Registration Statement on Form S-11 (File
                      No. 33-11892).

Item 14. (b)  Reports filed on Form 8-K

    No Current Reports on Form 8-K have been filed during the last
quarter covered by this Form 10-K.

<PAGE>
<TABLE>
SCHEDULE III      USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
                     Real Estate and Accumulated Depreciation
                                 December 31, 1996
<CAPTION>
                                                                                 Cost Capitalized
                                                      Initial Cost to              Subsequent to
                                                        Partnership                  Acquisition
                                                           Buildings
  Year of        Date                                         and                        Carrying
Construction   Acquired       Description         Land    Improvements  Improvements      Costs
<S>          <C>           <C>               <C>           <C>              <C>             <C>        
    1986     July 20, 1987 Linear Technology
                           Office Bldg.,
                           Milpitas, CA      $   777,000    4,936,164        --             --

    1987     Oct. 26, 1987 Eastman Kodak
                           Office Bldg.,
                           San Diego, CA       2,425,416    4,419,437       1,543,630       --

    1987     Dec. 31, 1987 1881 Pine Street
                           Office Bldg.,
                           St. Louis, MO         500,000   12,428,162       1,563,482       --

    1987     May 31, 1988  Apollo Computer 
                           Research and
                           Development
                           Headquarters
                           Building,
                           Chelmsford, MA      4,800,000   26,952,547         783,775       --

                                             $ 8,502,416   48,736,310       3,890,887       --
<CAPTION>

                                                          Gross Amount at Which
                                                          Carried at Close of
                                                             Period
                                                           Buildings   Total Investment Accumulated    Related
  Year of        Date                                         and        Properties    Depreciation  Mortgages
Construction   Acquired       Description         Land    Improvements     (2)(4)        (1) (3)    Payable (5)
<S>          <C>           <C>                 <C>         <C>             <C>          <C>         <C>              
    1986     July 20, 1987 Linear Technology
                           Office Bldg.,
                           Milpitas, CA          777,000    4,936,164       5,713,164    1,549,380      --

    1987     Oct. 26, 1987 Eastman Kodak
                           Office Bldg.,
                           San Diego, CA       2,425,416    5,778,341       8,203,757    2,302,058   1,131,500

    1987     Dec. 31, 1987 1881 Pine Street
                           Office Bldg.,
                           St. Louis, MO       1,012,600   13,411,031      14,423,631    3,745,877      --

    1987     May 31, 1988  Apollo Computer 
                           Research and
                           Development
                           Headquarters
                           Building,
                           Chelmsford, MA      4,805,000   27,731,323      32,536,323    7,869,814  15,287,583

                                               9,020,016   51,856,859      60,876,875   15,467,129  16,419,083
<PAGE>
Schedule III (continued)

NOTES:
(1) Depreciation is based on a 30 year life, straight-line method for buildings.  Tenant improvements
    are amortized over the life of the related lease, straight-line method.
<S>                                                      <C>
(2) Reconciliation of real estate:
    Balance at December 31, 1993                         $ 59,527,190
      Additions during period-improvements                     39,306
    Balance at December 31, 1994                           59,566,496
      Additions during period-improvements                    285,241
    Balance at December 31, 1995                           59,851,737
      Additions during period-improvements                  1,093,150
      Deductions during period-retirements                    (68,012)
    Balance at December 31, 1996                         $ 60,876,875

(3) Reconciliation of accumulated depreciation:
    Balance at December 31, 1993                         $  9,893,617
      Depreciation during period                            1,866,275
    Balance at December 31, 1994                           11,759,892
      Depreciation during period                            1,873,494
    Balance at December 31, 1995                           13,633,386
      Depreciation during period                            1,852,360
      Deductions during period-retirements                    (18,617)
    Balance at December 31, 1996                         $ 15,467,129

(4) The aggregate cost of real estate owned by the Partnership at December 31, 1996 for Federal
    income tax purposes is $60,813,121, including $32,028,062 of the Partnership's share of real
    estate owned by joint venture.
(5) The investment property is pledged as security for the mortgages payable for which there is no
    recourse to the Partnership.
</TABLE>
<PAGE>
                  INDEPENDENT AUDITORS' REPORT 



THE PARTNERS
USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP:


Under date of January 31, 1997, we reported on the consolidated
balance sheets of USAA Income Properties IV Limited Partnership
and majority-owned joint venture as of December 31, 1996 and
1995, and the related consolidated statements of operations,
partners' equity, and cash flows for each of the years in the
three-year period ended December 31, 1996.  In connection with
our audits of the aforementioned consolidated financial
statements, we also have audited the related consolidated
financial statement schedule as listed in Item 14(a)2.  This
consolidated financial statement schedule is the responsibility
of the Partnership's management. Our responsibility is to express
an opinion on the consolidated financial statement schedule based
on our audits.

In our opinion, such consolidated financial statement schedule,
when considered in relation to the basic consolidated financial
statements taken as a whole, presents fairly, in all material
respects, the information set forth therein.





                                        /s/KPMG PEAT MARWICK LLP 
                                        KPMG PEAT MARWICK LLP

San Antonio, Texas
January 31, 1997

<PAGE>
                           SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities and Exchange Act of 1934, USAA INCOME PROPERTIES IV
LIMITED PARTNERSHIP has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized:

USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
(Registrant)

By: USAA INCOME PROPERTIES IV, INC.,
General Partner

By: /s/Edward B. Kelley
Edward B. Kelley
Chairman, President,
Chief Operating Officer
and Director

Date: March 25, 1997

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on
behalf of the registrant and in the capacities and on the dates
indicated.


/s/Edward B. Kelley                    Date: March 25, 1997
Edward B. Kelley                       
Director, Chairman of the Board,
President and Chief Operating Officer
of the General Partner


/s/T. Patrick Duncan                   Date: March 25, 1997
T. Patrick Duncan
Director, Vice Chairman,
Senior Vice President - Real Estate
Operations of the General Partner


/s/Randal R. Seewald                   Date: March 25, 1997
Randal R. Seewald
Director, Vice President,
Secretary and Legal Counsel

<PAGE>
         USAA INCOME PROPERTIES IV LIMITED PARTNERSHIP
                                
                       INDEX TO EXHIBITS
                                

                                                    Sequentially
Exhibit                                               Numbered
  No.                   Description                     Page

  3(a)   Restated Certificate and Agreement
         of Limited Partnership dated as of 
         June 8, 1987, attached as Exhibit A
         to the Partnership's Prospectus dated 
         June 8, 1987 filed pursuant to Rule 424
         (b), (Regis. No. 33-11892) incorporated
         herein by this reference.                       

  27     Financial Data Schedule

 99(a)   "Glossary" pages 87-89 contained in the 
         Prospectus dated June 8, 1987, filed
         as a part of Amendment No. 2 to the 
         Registration Statement on Form S-11 (File 
         No. 33-11892).

 99(b)   "Management Compensation" at pages
         12-15 and "Income and Losses and Cash 
         Distributions" at pages 46-49 of the 
         Prospectus, dated June 8, 1987, filed 
         as part of Amendment No. 2 to the Registration 
         Statement on Form S-11 (File No. 33-11892).