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

                            ______________________

                                    FORM 10-Q

                 Quarterly Report Pursuant to Section 13 or 15(d)
                                       of
                      The Securities Exchange Act of 1934
 
                   for the Quarterly Period ended September 30, 1996

                              ______________________
 
                            Commission File No. 0-20120


                              TMP INLAND EMPIRE VII, LTD.
                          A CALIFORNIA LIMITED PARTNERSHIP
             (Exact name of registrant as specified in its charter)


     CALIFORNIA                              33-0416043
(State or other jurisdiction of      (I.R.S. Employer Identification No.)
incorporation or organization)     

801 North Parkcenter Drive, Suite 235                    92705
Santa Ana, California                                 (Zip Code)     
(Address of principal executive office)

                                       (714) 836-5503
                 (Registrant's telephone number, including area code)

                                ______________________

Indicate by check mark whether Registrant has [1] 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 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 [  ]




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                            TMP INLAND EMPIRE VII, LTD
                        a California Limited Partnership



PART I - FINANCIAL INFORMATION

Item 1.     Financial Statements

          The following financial statements are filed as a part of
          this Form 10-Q:

          Balance Sheets as of September 30, 1996 and December 31, 1995

          Statements of Income for the three and nine months ended 
          September 30, 1996 and 1995

          Statements of Cash Flows for the nine months ended
          September 30, 1996, and  1995

The accompanying unaudited interim financial statements include all 
adjustments (consisting solely of normal recurring adjustments) which are, 
in the opinion of management, necessary to fairly present the financial 
position of the Partnership as of  September 30, 1996 and the results of its 
operations, changes in partners' equity, and cash flows for the periods 
then ended.



<PAGE>
                       TMP INLAND EMPIRE VII, LTD
                  a California Limited Partnership

<TABLE>
<CAPTION>
                              Balance Sheets

                                     September 30, 1996        December 31, 1995

<S>                                        <C>                        <C>
Assets
  Cash                                 $     9,796                 $  8,660
  Property Held For Investment(Note 1) $ 5,810,043              $ 5,748,071
  Organizational Expenses              $       255              $     1,797

     Total Assets                      $ 5,820,094              $ 5,758,528

Liabilities and Partners Capital

  Accrued Interest Payable                $ 78,577                 $ 61,339
  Accounts Payable & Accrued Liabilities     $    191                 $    800
  Taxes Payable                           $ 59,884                 $ 14,532
  Notes Payable (Note 3)                  $ 229,628                $229,628
     
     Total Liabilities                    $ 368,280                $306,299

Partners' capital

     General Partners                   $ (22,409)              $  (22,405)
     Limited Partners 8,700 equity                                      
     units authorized and outstanding   $5,474,223              $ 5,474,634
     
     Total Partners Capital             $5,451,814              $ 5,452,229

Total Liabilities & Partners Capital     $5,820,094              $ 5,758,528
</TABLE>
               



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                                TMP INLAND EMPIRE VII, LTD.

                            a California Limited Partnership 

<TABLE>
<CAPTION>
                                  Statements of Income


                            Three Months Ended       Nine Months Ended
                          Sept. 30     Sept. 30       Sept. 30     Sept. 30  
                            1996        1995          1996        1995
<S>                              <C>        <C>         <C>          <C>

  Land Sales                      $0          $0         $0          $ 0 

  Cost of Land Sales              $0          $0         $0          $ 0

     Gross Profit                 $0          $0         $0          $ 0
 
  Interest and Other Income    $ 265         $ 391     $ 1,127      $1,410
                                    
                                         
                               $  265        $ 391     $ 1,127      $1,410

  General & Admin. Expense     $  514        $ 514     $ 1,542      $1,542

     Net Loss                  $ (249)       $(123)    $ (415)      $ (132) 


  Allocation of Net Income (Loss) (Note 2):

     General Partners           $  (2)       %  (1)      $  (4)      $  (1)

     Limited Partners           $ (247)      $ (122)     $ (411)     $ (131) 
 
     Limited Partners, per unit $ (0.03)     $ (0.01)    $(0.05)     $ (0.02)

</Table



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                              TMP INLAND EMPIRE VII, LTD.
                           a California Limited Partnership

</TABLE>
<TABLE>
<CAPTION>

                               Statement of Cash Flows

                                               Nine Months Ended September 30,
                                                    1996          1995
<S>                                                 <C>              <C>

Net Income (Loss)                              $ ( 415)         $ (132)

Add Non-Cash Items:  
     Amortization of organization costs           1,542              1,542

Changes in:
     Investment in Unimproved Land               (61,972)         (379,810)
     Accounts Payable and Accrued Liabilities     16,629            55,561
     Property Taxes Payable                       45,352            26,547 
Net Cash provided by (used in) 
     Operating Activities                         $ 1,136         $ (296,483)

Financing Activities:
     Proceeds from Notes Payable                 $ -             $ 229,628
Net Cash provided by (used in)
     Financing Activities                        $ -             $229,628

Net Increase (Decrease) in Cash                  $ 1,136         $ (66,855)

     Cash, Beginning of Period                   $   8,660       $ 111,047

     Cash, End of Period                         $    9,796      $  44,192
</Table


<PAGE>

                         TMP INLAND EMPIRE VII, LTD
                       a California Limited Partnership
                      Notes to the Financial Statements
            For the Three and Nine Month Periods Ended September 30, 1996
                                  (Unaudited)


NOTE 1 -  Summary of Significant Accounting Policies

Accounting Method - TMP Inland Empire VII, Ltd. (the Partnership) prepares its 
financial statements on the accrual basis of accounting.

Organization Costs - Organization costs include expenses incurred in the formation of 
the Partnership that have been capitalized and that have been amortized over a period 
of 40 years prior to 1992 and are being amortized over five years beginning in 1992.

Investment in Unimproved Land - The Partnership's land is stated at the lower of 
actual cost or market value, based on specific identification.  All costs associated 
with the acquisition of a property are capitalized.  In addition, the Partnership 
capitalizes all carrying costs.

Income Taxes - The entity is treated as a partnership for income tax purposes and any 
income or loss is passed through and taxable at the partner level.  Accordingly, no 
provision for federal income taxes is provided.


NOTE 2 - Allocation of Profits, Losses and Cash Distributions

Profits, losses, and cash distributions are allocated 99 percent to the limited 
partners and one percent to the general partners until the limited partners have 
received an amount equal to their capital contributions plus a cumulative, non-
compounded return of six percent per annum based on their adjusted capital account 
balances.  At that point, remaining profits, losses and cash
distributions are allocated 83.5 percent to the limited partners
and 16.5 percent to the general partners.

As of September 30, 1996 and 1995, profits, losses and cash
distributions were allocated 99 percent to the limited partners
and one percent to the general partners.


NOTE 3 - Notes Payable

As of September 30, 1996 and 1995, the Partnership had three notes payable totaling 
$229,628 to a third party engineering company.  The notes were issued in return for 
engineering work performed and are due and payable upon sale of certain Partnership 
properties, or  March 1, 1996, whichever came first.  The notes bear interest at 10 
percent per annum.  As of September 30, 1996, the notes were in default.  However,
the general partners are negotiating a one year extension on the notes in return for 
securing the notes as first trust deeds.



<PAGE>
                      TMP INLAND EMPIRE VII, LTD.
                   a California Limited Partnership
           For the Three and Nine Month Periods Ended September 30, 1996


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

Partnership revenues during the three and nine month periods ended September 30, 
1996 and 1995 consisted primarily of interest earned on funds held in 
reserve.  No properties were sold during the periods presented.

During the nine months ended September 30, 1996, the Partnership incurred
approximately $62,000 for carrying costs of the land held for investment.
The majority of these costs were for interest on the note payable and property
taxes payable.  As of September 30, 1996, these costs remained unpaid due to
the lack of Partnership cash.

During the nine months ended September 30, 1995, the Partnership used approximately 
$380,000 for carrying costs of the land held for investment.  Approximately 
$230,000 was provided by a note payable, $83,000 from increased payables, 
and $67,000 from cash on hand.

On October 7, 1996, the Partnership was served with a lawsuit filed by the
Community Facilities District No. 88-8 of the County of Riverside.  The
lawsuit seeks payment of $29,064.48 of delinquent Mello-Roos taxes on 
certain Partnership land.  The Partnership had not paid certain property tax
bills due to a lack of cash.  If the delinquent Mello-Roos taxes are unpaid,
the plaintiff can foreclose upon the property.  As a result, the Partnership
will attempt to get cash by procuring a loan secured by Partnership land.

The Partnership had five properties at September 30, 1996 that are being held 
for appreciation and resale.  Upon the property sale, the Partnership 
intends to pay Partnership obligations and distribute the remaining sales 
proceeds, less any reserves needed for operations, to the partners.

The Partnership has insufficient cash on hand to meet the anticipated cash 
requirements of the Partnership for the next twelve months.  Management 
will attempt to procure a loan secured by Partnership land, as well as 
withhold payment of certain expenses such as non-Mello-Roos property taxes.  
As of  September 30, 1996, no such loan had been established and there is no 
assurance that management will be successful in securing such a loan.



<PAGE>

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the 
registrant has duly caused this report to be signed on its behalf by the undersigned 
thereunto duly authorized.

Date:  November 12, 1996     

                            TMP INLAND EMPIRE VII, LTD.
                         a California Limited Partnership

                         By:  TMP Investments, Inc., as General Partner
                                   
                                   /s/
                              By:___________________________________
                                   William O. Passo, President

                                   /s/
                              By:___________________________________
                                   Jenny Rex, Secretary

                                   /s/
                              By:___________________________________
                                   Michael C. Sun,
                                   Chief Financial Officer
                                   
     
                         By:  TMP Properties, a California General 
                                   Partnership
                                   as General Partner

                                   /s/
                              By:___________________________________
                                   William O. Passo, General Partner

                                   /s/
                              By:___________________________________
                                   Anthony W. Thompson, General Partner

                                     /s/
                              By:___________________________________
                                   Scott E. McDaniel, General Partner 






</TABLE>