UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549

                            FORM 10-K

[x]  ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT  OF 1934

          For the fiscal year ended:  December 31, 1996

[  ]  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:  33-12791


           BEVERLY HILLS MEDICAL OFFICE PARTNERS, L.P.
      Exact name of Registrant as specified in its charter


           Delaware                            95-4098476
State or other jurisdiction of
incorporation or organization    I.R.S. Employer Identification No.

Attn.:  Andre Anderson
3 World Financial Center, 29th Floor, New York, New York    10285
Address of principal executive offices                     zip code

Registrant's telephone number, including area code: (212) 526-3237

Securities registered pursuant to Section 12(b) of the Act:  None

Securities registered pursuant to Section 12(g) of the Act:


            5,540,000 LIMITED PARTNERSHIP SECURITIES
                         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 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 the 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)

Aggregate market value of voting stock held by non-affiliates of
the Registrant:  Not applicable.

Documents Incorporated by Reference:  Portions of Parts I, II and
IV are incorporated by reference to the Registrant's Annual
Report to Unitholders for the year ended December 31, 1996 filed
as an exhibit under Item 14.

                             PART I

Item 1.  Business

(a)  General Development of Business

Beverly Hills Medical Office Partners, L.P., a Delaware limited
partnership (the "Partnership," or the "Registrant") (formerly
Shearson Beverly Hills Medical Office Partners, L.P.), was formed
on March 16, 1987.  The Partnership will continue until December
31, 2037 in accordance with the terms of its Amended and Restated
Agreement of Limited Partnership (the "Partnership Agreement"),
unless terminated earlier pursuant thereto.  The affairs of the
Partnership are conducted by its general partner, Medical Office
Properties Inc. (the "General Partner") (formerly Shearson Lehman
Commercial Properties Inc.), a Delaware corporation.  See Item 10
"Directors and Executive Officers of the Partnership."

The Partnership was formed to acquire, upgrade, operate, and
ultimately sell the Beverly Sunset Medical Building located in
the Hollywood, California (the "Property").  The Partnership
acquired the fee interest in the land and improvements
constituting the Property on April 23, 1987 with funds from a
$55,400,000 public offering (the "Offering") of 5,540,000 limited
partnership securities ("Units").

(b)  Financial Information About Industry Segments

The Partnership's sole business is the ownership and operation of
the Property.  All of the Partnership's revenues, operating
profits or losses and assets relate solely to such industry
segment.

(c)  Narrative Description of Business

Objectives

The Partnership's principal objectives were to:  (i) provide
quarterly cash distributions, a portion of which were anticipated
to be non-taxable due to depreciation deductions; (ii) preserve
and protect capital; and (iii) achieve long-term appreciation in
the value of the Property for distribution upon sale.  However,
due principally to changes in the health care industry which have
weakened the demand for medical office space, objective (i) has
not been achieved, and it is unlikely that objectives (ii) and
(iii) can be achieved.

Property Management

Property management services are provided by Voit Management
Company, L.P. ("Voit") pursuant to a Management Agreement
executed on November 1, 1992.  In May 1996, the Partnership
terminated its exclusive leasing agreement with Ramsey-Shilling
Commercial Real Estate Services, Inc. and engaged the services of
CB Commercial Real Estate Group, Inc. ("CB Commercial") in June
1996.  CB Commercial is one of the largest real estate brokerage
firms in the nation and has significant experience in leasing
medical office space in the market where the Property is located.

Mortgage Financing

The Property is encumbered by a mortgage in the amount of
$13,902,293 at December 31, 1996.  Information concerning the
note's maturity date, interest rate and repayment is incorporated
herein by reference to Note 7 "Secured Note Payable" of the Notes
to the Financial Statements of the Partnership's Annual Report to
Unitholders for the year ended December 31, 1996, filed as an
exhibit under Item 14.

Competition

The Property competes, to varying degrees, with approximately 22
buildings consisting of approximately 1.5 million square feet of
space in West Los Angeles.  The distinction between "Class A" and
"Class B" buildings in the Property's competitive market stems
primarily from location and physical appearance.  The Property's
immediate market includes eight buildings located primarily in
the Beverly Hills central business and retail district, known as
the "Golden Triangle."  The Property's location outside of the
"Golden Triangle" and its distance from major hospitals has
constrained the rental rates achievable at the Property relative
to competitive Class A buildings in the "Golden Triangle."  Of
the buildings which compete most directly with the Property, 10
are considered to be Class A representing an aggregate of
approximately 811,000 square feet.  The other 12 buildings are
considered Class B space principally because of their location
and parking facilities.  These Class B buildings represent a
total of approximately 688,000 square feet of medical space.

Additional information regarding the Property and its competition
is incorporated herein by reference to the section entitled
"Message to Investors" in the Partnership's Annual Report to
Unitholders for the year ended December 31, 1996, filed as an
exhibit under Item 14.

Employees

The Partnership has no employees.


Item 2.  Properties

A detailed description of the Property, leases which are
considered to be material to the Partnership's operations, and
competition with respect to the specific market in which the
Property is located are incorporated herein by reference to the
section entitled "Message to Investors" in the Partnership's
Annual Report to Unitholders for the year ended December 31, 1996
and Note 4 "Property" and Note 6 "Tenant Leases" of the Notes to
the Financial Statements in the Partnership's Annual Report to
Unitholders for the year ended December 31, 1996, filed as an
exhibit under Item 14.


Item 3.  Legal Proceedings

The Registrant is not subject to any material pending legal
proceedings.


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

No matters were submitted to the Unitholders for a vote during
the fourth quarter of the year for which this report is filed.


                             PART II


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

(a)  Market Information

There is no established trading market for the Units, and it is
not anticipated that such a market will develop in the future.

(b)  Holders

As of December 31, 1996, there were 4,239 Unitholders.

(c)  Distributions of Operating Cash Flow

The Partnership's initial policy was to distribute to Unitholders
their allocable portion of Net Cash Flow from Operations (as
defined in the Partnership Agreement incorporated herein by
reference).  Distributions of Net Cash Flow from Operations were
paid on a quarterly basis to registered Unitholders on record
dates established by the Partnership, which generally were the
last day of each quarter.  Since the Partnership's inception,
Unitholders have received a total of $4.21 in cash distributions
per original $10 Unit.

Beginning with the fourth quarter of 1990, cash distributions
were suspended.  The General Partner determined that it was
necessary to replenish the Partnership's cash reserves to cover
costs associated with, among other things, future asbestos
abatement, sprinklering and leasing of the individual tenant
suites.  Further information is incorporated herein by reference
to Note 4 "Property" of the Notes to the Financial Statements in
the Partnership's Annual Report to Unitholders for the year ended
December 31, 1996 filed as an exhibit under Item 14.

Item 6.  Selected Financial Data

The information set forth below should be read in conjunction
with the Partnership's financial statements and notes thereto and
Item 7 "Management's Discussion and Analysis of Financial
Condition and Results of Operations."

For the Years Ended December 31,
(dollars in thousands
 except per Unit data)               1996     1995     1994     1993     1992
Total Income                      $ 4,096  $ 4,340  $ 4,088  $ 4,398  $ 4,278
Property Operating Expenses        (1,775)  (1,824)  (1,923)  (1,894)  (2,000)
Depreciation and Amortization      (1,897)  (1,851)  (1,778)  (1,721)  (1,657)
General and
 Administrative Expenses(2)          (237)    (229)    (232)    (279)    (264)
Net Loss                             (901)    (670)    (976)    (817)  (1,147)
Net Loss per Unit
 (5,540,000 outstanding)            (0.16)   (0.12)   (0.18)   (0.15)   (0.21)
Secured Note Payable               13,902   14,141   14,362   14,566   14,723
Total Assets                       39,251   40,403   41,297   42,319   43,648

(2)  including Asset Management Fees

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

(a)  Liquidity and Capital Resources

At December 31, 1996, the Partnership had cash and cash
equivalents of $1,648,513, as compared with $1,026,560 at
December 31, 1995.  The increase is attributable to net cash
provided by operating activities exceeding cash used for real
estate additions and mortgage principal payments.

Accounts and other receivables decreased from $363,192 at
December 31, 1995 to $105,552 at December 31, 1996.  The decrease
is primarily due to the receipt of real estate tax abatements for
the 1992-93, 1993-94 and 1994-95 tax years in 1996.

At December 31, 1996, other assets totaled $47,620, as compared
to $77,695 at December 31, 1995.  The decrease is due to the
amortization of prepaid interest and intangible assets.

Deferred rent receivable was $388,464 at December 31, 1996, as
compared with $479,913 at December 31, 1995.  The decrease is
attributable to the straight-line amortization of base rent,
offset by lease renewals and expansions in 1996.

Accounts payable and accrued expenses were $213,517 at December
31, 1996, as compared to $237,039 at December 31, 1995.  The
decrease is primarily due to the payment of accrued professional
fees and the payment of accrued expenses associated with tenant
expansions and improvements.

In order to lease vacant space at the Property, the Partnership
must pay leasing commissions and tenant improvement costs
associated with new leases.  The amount of such costs remains
uncertain at this time and will depend upon the extent of leasing
activity and tenant improvements.  The General Partner intends to
fund such costs from net cash flow from operations and the
Partnership's cash reserves to the fullest extent possible.  If
necessary, the General Partner would seek additional borrowings.

One of the retail tenants at the Property, the Hamburger Hamlet
restaurant, occupying 10,351 square feet, filed for protection
under Chapter 11 of the U.S. Bankruptcy Code in November 1995.
Hamburger Hamlet has until April 1997 to inform the Partnership
whether the restaurant will assume or reject its lease
obligation.  Hamburger Hamlet has informally indicated its
intention to remain at the Property and continue operating the
restaurant, which is its flagship location.

On February 14, 1996, based upon, among other things, the advice
of legal counsel, the General Partner adopted a resolution that
states, among other things, if a Change of Control (as defined
below) occurs, the General Partner may distribute the
Partnership's cash balances not required for its ordinary course
day-to-day operations.  "Change of Control" means any purchase or
offer to purchase more than 10% of the Units that is not approved
in advance by the General Partner.  In determining the amount of
the distribution, the General Partner may take into account all
material factors.  In addition, the Partnership will not be
obligated to make any distribution to any partner, and no partner
will be entitled to receive any distribution, until the General
Partner has declared the distribution and established a record
date and distribution date for the distribution.

(b)  Results of Operations

1996 versus 1995
For the years ended December 31, 1996 and 1995, Partnership
operations resulted in net losses of $900,981 and $669,862,
respectively.  The increase in net loss was primarily
attributable to a decrease in other income in 1996.

Rental income for the years ended December 31, 1996 and 1995
totaled $3,978,679 and $3,922,449 respectively.  The increase in
rental income was primarily attributable to increases in average
occupancy in 1996.

Interest income was $100,343 and $94,943 for the years ended
December 31, 1996 and 1995, respectively. The increase was due to
higher average cash balances in 1996 compared to 1995.

Other income was $17,140 for the year ended December 31, 1996,
compared with $322,632 for the year ended December 31, 1995.  The
decrease was attributable to refunds of approximately $315,000
recognized in 1995 in connection with the General Partner's
successful appeal of the Property's 1992-93, 1993-94 and 1994-95
real estate tax assessments.

For the years ended December 31, 1996 and 1995, property
operating expenses totaled $1,774,810 and $1,824,269,
respectively.  The decrease was primarily due to a decrease in
insurance, advertising, utilities and real estate and other
taxes, and was partially offset by an increase in miscellaneous
expenses and professional fees.

1995 Versus 1994
For the years ended December 31, 1995 and 1994, Partnership
operations resulted in net losses of $669,862 and $976,417,
respectively.  The decrease in net loss was primarily
attributable to an increase in other income and a decrease in
property operating expenses.

Rental income for the years ended December 31, 1995 and 1994
totaled $3,922,449 and $3,913,869, respectively.  The increase in
rental income was primarily attributable to increases in average
occupancy during 1995 which resulted in an increase in base rents
in 1995.

For the year ended December 31, 1995, other income totaled
$322,632 as compared to $118,959 for the year ended December 31,
1994.  The increase was attributable to refunds of approximately
$315,000 recognized in 1995 in connection with the General
Partner's successful appeal of the Property's 1992-93, 1993-94
and 1994-95 real estate tax assessments.

Interest income was $94,943 and $55,477, for the years ended
December 31, 1995 and 1994, respectively.  The increase was due
to higher rates of interest earned on higher average cash
balances in 1995 as compared to 1994.

For the years ended December 31, 1995 and 1994, property
operating expenses totaled $1,824,269 and $1,923,409,
respectively.  The decrease was primarily due to the successful
reduction of 1995 real estate taxes as a result of the successful
real estate tax appeal.


Item 8.  Financial Statements and Supplementary Data

See Item 14(a) for a listing of the financial statements and
supplementary data filed in this report.


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

None.

                            PART III


Item 10.  Directors and Executive Officers of the Partnership

The Partnership has no Directors or Executive Officers.  The
affairs of the Partnership are conducted through the General
Partner.

Certain officers and directors of the General Partner are now
serving (or in the past have served) as officers or directors of
entities which act as general partners of a number of limited
partnerships which have sought protection under the provisions of
the federal Bankruptcy Code.  The partnerships which have filed
bankruptcy petitions own assets which have been adversely
affected by the economic conditions in the markets in which that
asset is located and, consequently, the partnerships sought
protection of the bankruptcy laws to protect the partnerships'
assets from loss through foreclosure.

The following is a list of the officers and directors of the
General Partner at December 31, 1996:

          Name                Office
          Rocco F. Andriola   Director, President and Chief Financial Officer
          John H. Ng          Vice President
          Tim E. Needham      Vice President

Rocco F. Andriola, 38, is a Managing Director of Lehman Brothers
Inc. in its Diversified Asset Group and has held such position
since October 1996.  Since joining Lehman in 1986, Mr. Andriola
has been involved in a wide range of restructuring and asset
management activities involving real estate and other direct
investment transactions.  From June 1991 through September 1996,
Mr. Andriola held the position of Senior Vice President in
Lehman's Diversified Asset Group.  From June 1989 through May
1991, Mr. Andriola held the position of First Vice President in
Lehman's Capital Preservation and Restructuring Group.  From 1986-
89, Mr. Andriola served as a Vice President in the Corporate
Transactions Group of Shearson Lehman Brothers' office of the
general counsel.  Prior to joining Lehman, Mr. Andriola practiced
corporate and securities law at Donovan Leisure Newton & Irvine
in New York.  Mr. Andriola received a B.A. from Fordham
University, a J.D. from New York University School of Law, and an
LL.M in Corporate Law from New York University's Graduate School
of Law.

John H. Ng, 46, is a Vice President of Lehman Brothers Inc. and
has been employed by Lehman since November 1977.  He is an asset
manager in the Diversified Asset Group of Lehman and has held
such position since 1985.  From 1980 to 1985, Mr. Ng served as
Senior Financial Analyst in the Corporate Planning and
Development Department, and from 1977 to 1980, he was an analyst
in the Controller's Department.  Prior to joining Lehman, he
served as a teaching assistant at the University of Minnesota.
Mr. Ng received an M.B.A. with a concentration in corporate
finance from the University of Minnesota in 1977 and a B.A. in
Economics from Moorhead State University in 1975.

Timothy E. Needham, 28, is an Associate of Lehman Brothers Inc.
and assists in the management of commercial real estate in the
Diversified Asset Group.  Mr. Needham joined Lehman in September
1995.  Prior to joining Lehman, Mr. Needham was a consultant with
KPMG Peat Marwick LLP in the Banking and Investment Services
Group from 1994-1995.  Mr. Needham received his master's degree
in international management from the American Graduate School of
International Management in December 1993.  Previous to entering
graduate school, Mr. Needham worked in Tokyo for approximately
one year doing market research for a Japanese firm (1991).  In
addition, Mr. Needham is currently a candidate for the
designation of Chartered Financial Analyst, Level III.

Item 11.  Executive Compensation

All of the Directors and Executive Officers of the General
Partner are employees of Lehman.  They do not receive any
salaries or other compensation from the Partnership.  See Item 13
below with respect to a description of certain transactions of
the General Partner or its affiliates with the Partnership.

Item 12.  Security Ownership of Certain Beneficial Owners and
Management

(a) Security ownership of certain beneficial owners

No person (including any "group" as that term is used in Section
13(d)(3) of the Securities Exchange Act of 1934) is known to the
Partnership to be the beneficial owner of more than 5% of the
outstanding Units as of December 31, 1996.

(b) Security ownership of management

None of the Directors or Executive Officers of the General
Partner owned any units of the Partnership as of December 31,
1996.

(c) Changes in control

None.


Item 13.  Certain Relationships and Related Transactions

The General Partner and certain affiliates may be reimbursed by
the Partnership for certain costs as described in the Partnership
Agreement which is incorporated herein by reference thereto.  The
General Partner is entitled to an annual asset management fee in
the amount of $50,000 per year.  Unpaid asset management fees as
of December 31, 1996 and 1995 aggregated $335,500 and $285,500,
respectively.  As provided in the Partnership Agreement, the
annual asset management fee was scheduled to increase to $115,000
per annum in 1991.  However, the General Partner has voluntarily
waived the $65,000 increase each year since 1991.

First Data Investor Services Group, formerly The Shareholder
Services Group, provides partnership accounting and investor
relations services for the Partnership.  The Partnership's
transfer agent and certain tax reporting services are provided by
Service Data Corporation.  Both First Data Investor Services
Group and Service Data Corporation are unaffiliated companies.
For additional information regarding fees paid and reimbursements
to the General Partner or its affiliates during 1996, 1995 and
1994, see Note 5, "Transactions With Related Parties" of the
Financial Statements which are incorporated herein by reference
to the Partnership's Annual Report to Unitholders for the year
ended December 31, 1996, filed as an exhibit under Item 14.


                            PART III

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

(a) (1) and (2)
           Beverly Hills Medical Office Partners, L.P.
                Index to the Financial Statements
                                                                    Page
                                                                   Number
  Independent Auditors' Report:  KPMG Peat Marwick LLP               (1)

  Balance Sheets - At December 31, 1996 and 1995                     (1)

  Statements of Operations for the years ended December 31, 1996,
   1995 and 1994                                                     (1)

  Statements of Partners' Capital (Deficit) for the years ended
   December 31, 1996, 1995 and 1994                                  (1)

  Statements of Cash Flows for the years ended December 31, 1996,
   1995 and 1994                                                     (1)

  Notes to the Financial Statements                                  (1)

  Schedule III - Real Estate and Accumulated Depreciation            F-1

  Independent Auditors' Report on Schedule III                       F-2

All other schedules for which provision is made in the applicable
accounting regulation of the Securities and Exchange Commission
are not required under the related instructions or are
inapplicable, and therefore have been omitted.

(1)  Incorporated herein by reference to the Partnership's Annual
Report to Unitholders for the year ended December 31, 1996, which
is filed as an exhibit under Item 14.

(3) See Exhibit Index contained herein.

(b) Reports on Form 8-K:

     No reports on Form 8-K were filed during the fourth quarter of 1996.

(c) Exhibits

Subject to Rule 12b-32 of the Securities Exchange Act of 1934
regarding incorporation by reference, listed below are the
exhibits which are filed as part of this report.  References to
the Registration Statement are to the Registrant's Registration
Statement on Form S-11 which was declared effective by the SEC on
May 7, 1987.

3.0  Amended and Restated Agreement of Limited Partnership of the
     Registrant is hereby incorporated by reference to Exhibit
     3.0 to Form 10-K for the year ended December 31, 1988.

4.1  Depository Receipt for Depository Units in the Registrant is
     hereby incorporated by reference to Exhibit 4.1 to Form 10-K
     for the year ended December 31, 1987.

10.1 Depository Agreement between the Registrant and Shearson
     Lehman Commercial Properties Depository III Inc., as
     Assignor Limited Partner is hereby incorporated by reference
     to Exhibit 10.3 to the Registration Statement.

10.2 Note made by the Registrant in favor of American Savings
     Bank, FSB dated August 19, 1988 is hereby incorporated by
     reference to Exhibit 10.5 to Form 10-Q for the quarter ended
     September 30, 1988.

10.3 Deed of Trust, Assignment of Rents and Security Agreement
     between the Registrant and American Savings Bank, FSB dated
     August 19, 1988 is hereby incorporated by reference to
     Exhibit 10.6 to Form 10-Q for the quarter ended September
     30,1988.

10.4 Indemnity Agreement between the Registrant and American
     Savings Bank, FSB dated August 19, 1988 is hereby
     incorporated by reference to Exhibit 10.7 to Form 10-Q for
     the quarter ended September 30, 1988.

10.5 Collateral Assignment of Lease and Rents between the
     Registrant and American Savings Bank, FSB dated August
     19, 1988 is hereby incorporated by reference to Exhibit 10.8
     to Form 10-Q for the quarter ended September 30, 1988.

10.6 Financing Statements between the Registrant and American
     Savings Bank, FSB dated August 19, 1988 is hereby
     incorporated by reference to Exhibit 10.9 to Form 10-Q for
     the quarter ended September 30, 1988.

10.7 Management Agreement between the Registrant and Voit
     Management Company, L.P. is hereby incorporated by reference
     to Exhibit 10.9 to Form 10-K for the year ended December 31,
     1992.

13.0 Annual Report to the Unitholders for the year ended
     December 31, 1996.

27.0 Financial Data Schedule.

                           SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.



                    BEVERLY HILLS MEDICAL OFFICE PARTNERS, L.P.

                    BY:  Medical Office Properties Inc.
                         General Partner




Date:  March 28, 1997    BY:  /s/Rocco F. Andriola
                         Rocco F. Andriola
                         Director, President and Chief Financial Officer


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 in the capacities and on the dates
indicated.



                         MEDICAL OFFICE PROPERTIES INC.
                         General Partner




Date:  March 28, 1997    BY:  /s/Rocco F. Andriola
                         Rocco F. Andriola
                         Director, President and Chief Financial Officer





Date:  March 28, 1997    BY:  /s/John H. Ng
                         John Ng
                         Vice President





Date:  March 28, 1997    BY:  /s/Timothy E. Needham
                         Timothy E. Needham
                         Vice President