<PAGE>
<PAGE>

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

                        ___________________

                             FORM 10-K

           ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d)

               OF THE SECURITIES EXCHANGE ACT OF 1934


            For the fiscal year ended December 31, 1998
                                      -----------------
                  Commission file number 0-18042
                                         -------



                COMMUNITY INVESTMENT PARTNERS, L.P.
____________________________________________________________________
       (Exact name of registrant as specified in its charter)


           MISSOURI                            43-1531582
____________________________________________________________________
State or other jurisdiction of             (IRS Employer
incorporation or organization)             Identification No.)


     12555 Manchester Road
     St. Louis, Missouri                           63131
____________________________________________________________________
(Address and principal executive office)          Zip Code)


Registrant's telephone number, including area code  (314) 515-2000
                                                   _________________

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

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

     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.   YES  [   ]   NO [ X ]

     As of March 15, 1999, 71,715 units of limited partnership interest
(Units), representing net assets of  $349,664 were held by non-
affiliates.  There is no established public market for such Units.



                              <PAGE>
<PAGE>

                DOCUMENTS INCORPORATED BY REFERENCE



     Portions of the Prospectus of the Registrant dated March 12, 1990,
filed with the Securities and Exchange Commission and portions of the
Proxy Statement of the Registrant dated March 12, 1991, and filed with
the Securities and Exchange Commission are incorporated by reference in
Part I, Part II and Part III hereof.



<PAGE>
<PAGE>

<TABLE>
                     COMMUNITY INVESTMENT PARTNERS, L.P.

                             TABLE OF CONTENTS
<CAPTION>
                                                                       Page
                                                                       ----
<S>                                                                    <C>
PART I

     Item 1.   Business                                                  4

     Item 2.   Properties                                                5

     Item 3.   Legal Proceedings                                         5

     Item 4.   Submission of Matters to a Vote of Security Holders       5

PART II

     Item 5.   Market for the Registrant's Common Equity and Related
               Stockholder Matters                                       6

     Item 6.   Selected Financial Data                                   7

     Item 7.   Management's Discussion and Analysis of Financial
               Condition and Results of Operations                       8

     Item 8.   Index to Financial Statements and Supplementary Data     10

     Item 9.   Change in and Disagreements with Accountants
               on Accounting and Financial Disclosure                   24

PART III

     Item 10.  Directors and Executive Officers of the Registrant       25

     Item 11.  Executive Compensation                                   26

     Item 12.  Security Ownership of Certain Beneficial Owners and
               Management                                               26

     Item 13.  Certain Relationships and Related Transactions           27

PART IV

     Item 14.  Exhibits, Financial Statement Schedules and Reports on
               Form 8-K                                                 28

SIGNATURES                                                              29

INDEX TO EXHIBITS                                                       30
</TABLE>



<PAGE>
<PAGE>

                               PART I

Item 1.  BUSINESS

     Community Investment Partners, L.P. (the "Partnership") was formed
to seek long-term capital appreciation by making investments in
companies and other special investment situations.  The Partnership will
not engage in any other business or activity.  The Partnership will
dissolve on December 31, 2005, subject to the right of the Individual
General Partners to extend the term for up to two additional two-year
periods.

     The Partnership has elected to be a business development company
under the Investment Company Act of 1940, as amended.  As a business
development company, the Partnership is required to invest at least 70%
of its assets in qualifying investments as specified in the Investment
Company Act.

     The Partnership was formed on October 10, 1989, under the Revised
Uniform Limited Partnership Act of Missouri. CIP Management, L.P., LLLP,
the Managing General Partner, is a Missouri limited liability limited
partnership formed on October 10, 1989 as a limited partnership and
registered as a limited liability limited partnership on July 23, 1997.
The general partner of CIP Management, L.P., LLLP is CIP Management,
Inc., an indirect subsidiary of Edward D. Jones & Co., L.P.

     The Partnership participated in a public offering of its limited
partnership interests in 1990.  The Partnership sold 91,820 Units of
limited partnership interest for an aggregate price of $2,295,500.
After offering expenses of approximately $122,000, the Partnership
received  approximately $2,173,500 in proceeds available for investment.

     The Partnership is no longer making initial portfolio investments,
but may continue to make follow-on investments.  For information
regarding the Partnership's current portfolio investments and purchases
and sales during the year, see Item 8 of this Form 10-K.

     The information set forth under the captions "Investment
Objectives & Policies" and "Regulation" in the Prospectus of the
Partnership dated March 12, 1990, filed with the Securities and Exchange
Commission pursuant to Rule 497(b) under the Securities Act of 1933, is
incorporated herein by reference.

RISKS OF UNIT OWNERSHIP

     The purchase and ownership of Units involve a number of
significant risks and other important factors.  The portfolio company
investments of the Partnership involve a high degree of business and
financial risk that can result in substantial losses.  Among these are
the risks associated with investments in companies with little operating
history, companies operating at a loss or with substantial variations in
operating results from period to period, companies with the need for
substantial additional capital to support expansion or achieve or
maintain a competitive position, companies which may be highly
leveraged, companies which may not be diversified and companies in which
the Partnership may be the sole or primary lender.  The Partnership
invests in only a few companies.  Therefore, a loss or other problem
with a single investment would have a material adverse effect on the
Partnership.

     Risks may arise due to the period of time (typically four to seven
years or longer) which will elapse before portfolio company investments
have reached a state of maturity such that disposition can be
considered.

<PAGE>
<PAGE>

     Portfolio companies may require additional funds and there can be
no assurance that the Partnership will have sufficient funds from
reserves or borrowing to make such follow-on investments which may have
a substantial negative impact on a portfolio company in need of
additional funds.

     All decisions with respect to the management of the Partnership,
including identifying and making portfolio investments, are made
exclusively by the General Partners.  Limited Partners must rely on the
abilities of the General Partners.  The key personnel of the Managing
General Partner have considerable prior experience in investment banking
and in structuring investments.

     Ownership of the Units also entails risk because Limited Partners
may not be able to liquidate their investment in the event of an
emergency or for any other reason due to the substantial restrictions on
transfers contained in the Partnership Agreement and the lack of a
market for the resale of Units.

     The information set forth under the captions "Risk and Other
Important Factors" (including the subsections "Risks of Investment,"
"Size of Partnership," "Ability to Invest Funds," "Time Required to
Maturity of Investments; Illiquidity of Investments," "Need for Follow-
on Investments," "Use of Leverage," "Unspecified Investment," "Reliance
on Management," "New Business," "No Market for Units" and "Federal
Income Tax Considerations") on pages 9 through 14 of the Prospectus of
Partnership dated March 12, 1990, filed with the Securities and Exchange
Commission pursuant to Rule 497(b) under the Securities Act of 1933 on
March 12, 1990, is incorporated herein by this reference.  (This
information has been restated herein pursuant to section 64(b) of the
Investment Company Act of 1940).

     Partners should refer to the Partnership Agreement for more
detailed information.

EMPLOYEES

     The Partnership has no employees.  The Managing General Partner,
subject to the supervision of the Individual General Partners, manages
the Partnership's portfolio company investments and, pursuant to a
Management Agreement with the Partnership, performs or arranges for
affiliates to perform, the management and administrative services for
the Partnership and is responsible for managing the Partnership's money-
market investments.  The Managing General Partner receives no fee under
the Management Agreement but is reimbursed by the Partnership for
certain expenses.

Item 2.   PROPERTIES

     The Partnership does not own or lease any physical properties.

Item 3.   LEGAL PROCEEDINGS

     The Partnership is not a party to any material pending legal
proceedings.

Item 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     No matters were submitted to a vote of security holders during the
period covered by this report.



                              <PAGE>
<PAGE>

                          PART II

Item 5.   MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED
          STOCKHOLDER MATTERS

     There is no established public trading market for the Limited
Partnership interests.  As of March 15, 1999, the total number of
holders of units is 104. The number of limited partnership units
outstanding is 87,820.  The number of general partnership units
outstanding is 20,000 as of March 15, 1999.

     Cash distributions of $7 per unit and $12.50 per unit were made to
its Partners during the year ended December 31, 1998.

     The information  set forth under the captions "Partnership
Distributions and Allocations" and  "Transferability of Units" in the
Prospectus of the Partnership dated March 12, 1990, filed with the
Securities and Exchange Commission pursuant to Rule 497(b) under the
Securities Act of 1933 is incorporated herein by reference.



<PAGE>
<PAGE>

Item 6.   SELECTED FINANCIAL DATA

<TABLE>
STATEMENTS OF FINANCIAL CONDITION:
<CAPTION>
                                                    As of
                                                 December 31,
                      --------------------------------------------------------------------
                        1998          1997           1996           1995           1994
                      --------     ----------     ----------     ----------     ----------
<S>                   <C>          <C>            <C>            <C>            <C>
Net Assets            $525,703     $2,143,937     $2,413,382     $3,577,659     $3,221,998

Portfolio
Investments at
Fair Value             327,320      1,951,068      2,341,691      3,217,156      3,075,566

<CAPTION>
STATEMENTS OF INCOME:

                                                            For the Years Ended
                                                                December 31,
                             ----------------------------------------------------------------------------------
                                1998              1997              1996               1995              1994
                             ----------         ---------        ----------          --------          --------
<S>                          <C>                <C>              <C>                 <C>               <C>
Net (Loss) Income
before Realized Gains
(Losses) and Unrealized
(Losses) Gains               $  (19,757)        $  37,739        $   (2,416)         $(18,790)         $(37,323)

Realized Gains (Losses)       1,237,319           486,662         1,647,498           594,681           (73,191)

Unrealized
(Losses) Gains                 (733,306)         (254,746)         (652,959)          318,870            97,407

Net Income (Loss)               484,256           269,655           992,123           894,761           (13,107)

Per Unit of
Partnership Interest:

Net Asset Value                    4.88             19.88             22.38             33.18             29.88

Net (Loss) Income
before Realized Gains
(Losses) and Unrealized
(Losses) Gains                     (.18)              .35              (.02)             (.17)             (.35)

Realized Gains (Losses)           11.48              4.51             15.28              5.52              (.68)

Unrealized
(Losses) Gains                    (6.80)            (2.36)            (6.06)             2.96               .90

Net Income (Loss)                  4.49              2.50              9.20              8.30              (.12)
</TABLE>


<PAGE>
<PAGE>

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

RESULTS OF OPERATIONS

                 (FISCAL YEAR 1998 VERSUS 1997)

     Net income for the year ended December 31, 1998, was $484,256,
compared to net income of $269,655 in 1997, an increase of 80%. The
increase in net income is attributable to realized gains of $1,237,319
offset by net unrealized losses of $733,306.

     Realized gains are due to significant gains recognized in 1998
from the sale of stock in Intermedia Communications of Florida and
Innovation Medical Technologies, Inc., see Note 6 to the financial
statements. Innovation Medical Technologies, Inc. shares of Class A and
B Preferred stock and Intermedia Communications of Florida shares of
Common stock were sold resulting in gains of $1,170,602 and $527,207,
respectively. The realized gains were offset by a realized loss in
Vision Partners, L.P. limited partnership interests in the amount of
$460,490. Unrealized losses are due to a decrease in share prices of
portfolio investments from the prior year and to a  reversal of previous
unrealized gains on shares sold.

     The partnership made distributions of $7 and $12.50 per unit
during 1998 representing amounts of $754,740 and $1,347,750,
respectively. Director's fees have been discontinued in 1998 due to the
fact that initial investments will no longer be made by the Partnership.

     As of December 31, 1998, unrealized losses on investments totaled
$65,182. The future income or loss of the Partnership is contingent upon
the performance of the portfolio  investments.


                 (FISCAL YEAR 1997 VERSUS 1996)

     Net income for the year ended December 31, 1997 was $269,655,
compared to net income of $992,123 for the year ended December 31, 1996.
This decrease in net income is primarily attributable to lower realized
gains on the sale of investments in 1997.  See detail of investment
sales in Note 6 to the financial statements.  In 1997, there was a net
unrealized loss on investments  of $254,746.  This was  due to a large
unrealized loss recorded for Isolyser Company, Inc. when the share price
declined significantly from the prior year, which was partially offset
by a large unrealized gain recorded for Intermedia Communications of
Florida when the company's share price more than doubled from the prior
year.  These unrealized gains and losses also were offset by reversals
of prior period unrealized gains on stock sold during 1997.

     In addition, income  derived from dividends and interest increased
approximately $44,900 due to dividends declared for the first time that
were recorded on Innovation Medical Technologies, Inc. 6% Class A and 6%
Class B Preferred Stock.  Expenses increased approximately $4,700, or
34% from the prior year due to higher trustee fees.

     The Partnership made a distribution of $5 per unit during 1997.

     As of December 31, 1997,  unrealized gains on investments totaled
$668,124.  The future income or loss of the Partnership is contingent
upon the performance of the portfolio investments.


<PAGE>
<PAGE>

SUBSEQUENT EVENTS

     The Partnership is expected to receive disbursements of $96,750,
$48,375, and $48,375 on July 31, 1999, 2000, and 2001 related to the
escrow agreement from the liquidation of stock in Innovation Medical
Technologies, Inc. dated July 30, 1998. These disbursements are
contingent upon any claims against Innovation Medical Technologies, Inc.

LIQUIDITY AND CAPITAL RESOURCES

     Total capital for the Partnership as of December 31, 1998, was
$525,703. This consisted of $436,053  in Limited Partner capital and
$89,650 in General Partner capital.

     Net income of $484,256 for 1998 was allocated in the amount of
$394,426 to the Limited Partners and in the amount of $89,830 to the
General Partners.

     At December 31, 1998, the Partnership had $212,383 in cash and
cash equivalents.


YEAR 2000 ISSUE

     Although the Partnership has no Year 2000 issues that would result
from its own information systems, the Partnership has investments in
publicly and privately placed securities and loans. The Partnership may
be exposed to credit risk to the extent that the related borrowers are
materially adversely impacted by the Year 2000 issue.


<PAGE>
<PAGE>

Item 8.   INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY
          FINANCIAL DATA


                                                                     Page
                                                                     ----

Report of Independent Accountants                                     11

Schedule of Portfolio Investments as of
December 31, 1998 and 1997                                            12

Statements of Financial Condition as of December 31, 1998 and 1997    15

Statements of Income for the Years Ended
December 31, 1998, 1997 and 1996.                                     16

Statements of Cash Flows for the Years Ended
December 31, 1998, 1997 and 1996.                                     17

Statements of Changes in Partnership Capital for the
Years Ended December 31, 1998, 1997 and 1996.                         18

Notes to Financial Statements.                                        19


Financial Statement Schedules:

All financial statement schedules are omitted because they are not
applicable or the required information is shown in the financial
statements or notes thereto.


<PAGE>
<PAGE>






                 REPORT OF INDEPENDENT ACCOUNTANTS



To the Partners of
Community Investment Partners, L.P.

In our opinion, the accompanying Statements of Financial Condition,
including the Schedule of Portfolio Investments, and the related
Statements of Income, of Cash Flows and of Changes in Partnership
Capital present fairly, in all material respects, the financial position
of Community Investment Partners, L.P. (the "Partnership") at December
31, 1998 and 1997, and the results of its operations, its cash flows and
the changes in its Partnership Capital for each of the three years in
the period ended December 31, 1998, in conformity with generally
accepted accounting principles.  These financial statements are the
responsibility of the Partnership's management; our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits of these financial statements in accordance with
generally accepted auditing standards which 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, assessing the accounting
principles used and significant estimates made by management, and
evaluating the overall financial statement presentation.  We believe
that our audits, which included confirmation of portfolio investments
owned at December 31, 1998, provide a reasonable basis for the opinion
expressed above.




PRICEWATERHOUSECOOPERS LLP

St. Louis, Missouri
March 12, 1999


<PAGE>
<PAGE>
<TABLE>
                                   COMMUNITY INVESTMENT PARTNERS, L.P.

                                    SCHEDULE OF PORTFOLIO INVESTMENTS
                                         As of December 31, 1998
<CAPTION>
-----------------------------------------------------------------------------------------------------------------

Company                          Nature of Business                                                   Fair Value
Investment Date                  Investment                                      Cost                  (Note 3)

-----------------------------------------------------------------------------------------------------------------
<S>                              <C>                                           <C>                     <C>
SAZTEC INTERNATIONAL, INC.       Provides services for database
(SAZZ)                           construction and information
                                 conversion

      June 7, 1990               27,100 shares Common
                                 Stock                                         $ 78,324                $  5,929

INTERMEDIA                       Organized to install and provide
COMMUNICATIONS OF                private, dedicated telecommunication
FLORIDA (ICIX)                   lines using fiber optic cable

      May 31, 1991               13,070 shares Common Stock                      18,397                 225,458

CITATION COMPUTERS               Provides clinical
(CITA)                           laboratory information

      October 31, 1991           13,680 shares of Common
                                 Stock                                           33,578                  23,085

ISOLYSER COMPANY, INC.           Makes healthcare disposables
(OREX)                           from hot-water soluble
                                 polymer

      August 30, 1996            68,563 shares of Common
                                 Stock                                          262,203                  72,848
                                                                               --------                --------

                                 TOTAL INVESTMENTS                             $392,502                $327,320
                                                                               ========                ========

                                 The accompanying notes are an integral
                                   part of these financial statements.
</TABLE>

                                                 <PAGE>
<PAGE>
<TABLE>
                                   COMMUNITY INVESTMENT PARTNERS, L.P.

                                    SCHEDULE OF PORTFOLIO INVESTMENTS
                                         As of December 31, 1997
<CAPTION>
-----------------------------------------------------------------------------------------------------------------

Company                          Nature of Business                                                   Fair Value
Investment Date                  Investment                                      Cost                  (Note 3)

-----------------------------------------------------------------------------------------------------------------
<S>                              <C>                                           <C>                     <C>
SAZTEC INTERNATIONAL,            Provides services for database
INC. (SAZZ)                      construction and information
                                 conversion

      June 7, 1990               27,100  shares Common
                                 Stock                                         $ 78,324                $  8,469

INTERMEDIA                       Organized to install and provide
COMMUNICATIONS OF                private, dedicated telecommunication
FLORIDA  (ICIX)                  lines using fiber optic cable

      May 31, 1991               13,535 shares Common Stock                      38,109                 822,251

INNOVATION MEDICAL               Manufactures highly specialized
TECHNOLOGIES, INC.               medical instruments for use in
                                 ophthalmic surgery

      July 26, 1991              5,769 shares of 6% Class A
                                 Cumulative Convertible
                                 Preferred Stock                                149,994                 149,994
      March 11, 1992             5,625  shares of 6% Class B
                                 Convertible Preferred
                                 Stock                                           90,000                  90,000
      September 30, 1992         5% Term Notes, due
                                 December 31, 1997                               40,763                  40,763
                                 Warrants to purchase
                                 14,440 shares of Common Stock
                                 at $2.50 per share, expiring 12/31/00                -                       -
      May 26, 1994               5% Term Notes, due
                                 December 31, 1997                               15,008                  15,008
                                 Warrants to purchase
                                 2,800 shares of
                                 Common Stock at $5.00 per share,
                                 expiring 12/31/02                                    -                       -

CITATION COMPUTERS               Provides clinical
(CITA)                           laboratory information

      October 31, 1991           13,680 shares of Common
                                 Stock                                           33,578                  88,920


                                 The accompanying notes are an integral
                                   part of these financial statements.
</TABLE>

                                                 <PAGE>
<PAGE>

<TABLE>
                                         COMMUNITY INVESTMENT PARTNERS, L.P.

                                         SCHEDULE OF PORTFOLIO INVESTMENTS
                                              As of December 31, 1997
<CAPTION>
-----------------------------------------------------------------------------------------------------------------

Company                          Nature of Business                                                  Fair Value
Investment Date                  Investment                                      Cost                 (Note 3)

-----------------------------------------------------------------------------------------------------------------
<S>                              <C>                                         <C>                     <C>
VISION PARTNERS, L.P.            Owns stock in Family
                                 Vision Center, Inc., which
                                 operates leased optical
                                 departments in host stores

      October 19, 1992           Limited Partnership
                                 Interests                                   $  450,000              $  450,000
      December 1, 1993           Limited Partnership
                                 Interests                                      124,965                 124,965

ISOLYSER COMPANY,                Makes healthcare disposables
INC. (OREX)                      from hot-water soluble
                                 polymer

      August 30, 1996            68,563 shares of Common
                                 Stock                                          262,203                 160,698
                                                                             ----------              ----------


                                 TOTAL INVESTMENTS                           $1,282,944              $1,951,068
                                                                             ==========              ==========

                                    The accompanying notes are an integral
                                     part of these financial statements.
</TABLE>

                                                 <PAGE>
<PAGE>

<TABLE>
                           COMMUNITY INVESTMENT PARTNERS, L.P.

                            STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
                                         ASSETS
                                         ------
                                                                           December 31,
                                                                   --------------------------
                                                                     1998             1997
                                                                   --------        ----------
<S>                                                                <C>             <C>
Investments at Fair Value (Note 3)
      (cost $392,502 and $1,282,944, respectively)                 $327,320        $1,951,068
Cash and Cash Equivalents                                           212,383           146,085
Accrued Dividend and Interest Receivable                                  -            59,784
                                                                   --------        ----------
TOTAL ASSETS                                                       $539,703        $2,156,937
                                                                   ========        ==========


                          LIABILITIES AND PARTNERSHIP CAPITAL
                          -----------------------------------
                                                                           December 31,
                                                                   --------------------------
                                                                     1998             1997
                                                                   --------        ----------
<S>                                                                <C>             <C>
Liabilities:
Accrued Expenses                                                   $ 14,000        $   13,000
                                                                   --------        ----------

      TOTAL LIABILITIES                                              14,000            13,000
                                                                   --------        ----------
Partnership Capital:
Capital - Limited Partners                                          436,053         1,754,109
Capital - General Partners                                           89,650           389,828
                                                                   --------        ----------

      TOTAL PARTNERSHIP CAPITAL                                     525,703         2,143,937
                                                                   --------        ----------
TOTAL LIABILITIES AND
      PARTNERSHIP CAPITAL                                          $539,703        $2,156,937
                                                                   ========        ==========




                          The accompanying notes are an integral
                           part of these financial statements.
</TABLE>
                                         <PAGE>
<PAGE>

<TABLE>
                           COMMUNITY INVESTMENT PARTNERS, L.P.

                                  STATEMENTS OF INCOME
<CAPTION>
                                                             For the Years Ended
                                                                 December 31,
                                               ----------------------------------------------
                                                  1998               1997             1996
                                               ----------         ---------        ----------
<S>                                            <C>                <C>              <C>
                                      INCOME
                                      ------

Dividend and Interest Income                   $    8,723         $  56,358        $   11,486
                                               ----------         ---------        ----------

      TOTAL INCOME                                  8,723            56,358            11,486
                                               ----------         ---------        ----------


                                     EXPENSES
                                     --------

Professional Fees                                  24,956            17,633            12,274
Other                                               3,524               986             1,628
                                               ----------         ---------        ----------

      TOTAL EXPENSES                               28,480            18,619            13,902
                                               ----------         ---------        ----------

Net (Loss) Income before Net Realized
   Gains and Net Unrealized Losses                (19,757)           37,739            (2,416)

Net Realized Gains on
   Sale of Investments (Note 6)                 1,237,319           486,662         1,647,498

Net Unrealized Losses
   on Investments                                (733,306)         (254,746)         (652,959)
                                               ----------         ---------        ----------

      NET INCOME                               $  484,256         $ 269,655        $  992,123
                                               ==========         =========        ==========


                         The accompanying notes are an integral
                           part of these financial statements.
</TABLE>
                                         <PAGE>
<PAGE>

<TABLE>
                            COMMUNITY INVESTMENT PARTNERS, L.P.

                                  STATEMENTS OF CASH FLOWS
<CAPTION>
                                                                  For the Years Ended
                                                                      December 31,
                                                    -----------------------------------------------
                                                        1998              1997              1996
                                                    -----------         ---------       -----------
<S>                                                 <C>                 <C>             <C>
CASH FLOWS PROVIDED BY  OPERATING ACTIVITIES:

   Net income                                       $   484,256         $ 269,655       $   992,123
   Adjustments to reconcile net income
      to net cash provided by operating activities:
   Purchase of portfolio investments                          -            (1,197)         (262,184)
   Sale of portfolio investments                      2,127,761           623,736         2,132,188
   Unrealized losses on
      portfolio investments                             733,306           254,746           652,959
   Net realized gains on
      sale of portfolio investments                  (1,237,319)         (486,662)       (1,647,498)
   Decrease (increase) in accrued dividend
      and interest receivable                            59,784           (56,358)            4,596
   Increase in accrued expenses                           1,000               900                 -
   Decrease in accounts payable                               -                 -           (30,918)
                                                    -----------         ---------       -----------
      Net cash provided  by
      operating activities                            2,168,788           604,820         1,841,266
                                                    -----------         ---------       -----------

CASH FLOWS USED IN FINANCING ACTIVITIES:

   Capital distributions                             (2,102,490)         (539,100)       (2,156,400)
                                                    -----------         ---------       -----------

      Net cash used in financing activities          (2,102,490)         (539,100)       (2,156,400)
                                                    -----------         ---------       -----------

      Net increase (decrease) in cash and
      cash equivalents                                   66,298            65,720          (315,134)

CASH AND CASH EQUIVALENTS:

   Beginning of year                                    146,085            80,365           395,499
                                                    -----------         ---------       -----------

   End of year                                      $   212,383         $ 146,085       $    80,365
                                                    ===========         =========       ===========


                             The accompanying notes are an integral
                               part of these financial statements.
</TABLE>                                         <PAGE>
<PAGE>

<TABLE>
                             COMMUNITY INVESTMENT PARTNERS, L.P.

                         STATEMENTS OF CHANGES IN PARTNERSHIP CAPITAL

                      For the Years Ended December 31, 1998, 1997 and 1996
<CAPTION>

                                                LIMITED            GENERAL
                                               PARTNERS           PARTNERS           TOTAL
                                              -----------         ---------       -----------
<S>                                           <C>                 <C>             <C>

Balance, December 31, 1995                    $ 2,921,886         $ 655,773       $ 3,577,659

Distribution                                   (1,756,400)         (400,000)       (2,156,400)

Net Income                                        808,089           184,034           992,123
                                              -----------         ---------       -----------

Balance, December 31, 1996                    $ 1,973,575         $ 439,807       $ 2,413,382

Distribution                                     (439,100)         (100,000)         (539,100)

Net Income                                        219,634            50,021           269,655
                                              -----------         ---------       -----------

Balance, December 31, 1997                    $ 1,754,109         $ 389,828       $ 2,143,937

Distribution                                   (1,712,482)         (390,008)       (2,102,490)

Net Income                                        394,426            89,830           484,256
                                              -----------         ---------       -----------

Balance, December 31, 1998                    $   436,053         $  89,650       $   525,703
                                              ===========         =========       ===========


                         The accompanying notes are an integral
                           part of these financial statements.
</TABLE>
                                        <PAGE>
<PAGE>

                COMMUNITY INVESTMENT PARTNERS, L.P.

                   NOTES TO FINANCIAL STATEMENTS

1.   GENERAL

     Partnership  Organization
     -------------------------

          Community Investment Partners, L.P. (the "Partnership") was
     formed on October 10, 1989, under the Revised Uniform Limited
     Partnership Act of Missouri.  CIP  Management, L.P., LLLP, the Managing
     General Partner, is a Missouri limited liability limited  partnership
     formed on October 10, 1989 as a limited partnership and registered as a
     limited liability limited partnership on July 23, 1997.  The general
     partner of CIP Management, L.P., LLLP is CIP Management, Inc., an
     indirect subsidiary of Edward D. Jones & Co., L.P.

     Business
     --------

          The Partnership elected to be a business development company
     under the Investment Company Act of 1940, as amended.  As a business
     development company, the Partnership is required to invest at least 70%
     of its assets in qualifying investments as specified in the Investment
     Company Act.  The Managing General Partner is responsible for making the
     Partnership's investment decisions.

          The Partnership has sought and will continue to seek long-
     term capital appreciation by making investments in companies and other
     special investment situations.  The Partnership is not permitted to
     engage in any other business or activity.  The Partnership will dissolve
     on December 31, 2005, subject to the right of the Individual General
     Partners to extend the term for up to two additional two-year periods.

          As of December 31, 1992, the Partnership is no longer making
     initial portfolio investments, but may continue to make follow-on
     investments.

     Risk of Ownership
     -----------------
          The purchase and ownership of Partnership Units involve a
     number of significant risks and other important factors.  The portfolio
     company investments of the Partnership involve a high degree of business
     and financial risk that can result in substantial losses.  Among these
     are the risks associated with investments in companies with little
     operating history, companies operating at a loss or with substantial
     variations in operating results from period to period, companies with
     the need for substantial additional capital to support expansion or
     achieve or maintain a competitive position, companies which may be
     highly leveraged, companies which may not be diversified and companies
     in which the Partnership may be the sole or primary lender.  The
     Partnership intends to invest in only a few companies; therefore, a loss
     or other problem with a single investment would have a material adverse
     effect on the Partnership.

2.   ALLOCATION OF PARTNERSHIP PROFITS AND LOSSES

          The Partnership Agreement generally provides for the allocation
     of profits and losses pro rata based on the Partners' capital
     contributions.  Refer to the Partnership Agreement for more detailed
     information.

<PAGE>
<PAGE>

3.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Cash and Cash Equivalents
     -------------------------

          All short-term investments with original maturities of three
     months or less are considered to be cash equivalents.

     Investment Transactions
     -----------------------

          All portfolio investments are carried at cost until
     significant developments affecting an investment provide a basis for
     revaluation.  Thereafter, portfolio investments are carried at fair
     value as obtained from outside sources or at a value determined
     quarterly by the Managing General Partner under the supervision of the
     Independent General Partners.  Due to the inherent uncertainty of
     valuation, those estimated values for portfolio investments carried at
     cost may differ significantly from the values that would have been used
     had a ready market for the investment existed, and the differences could
     be material to the financial statements.  Investments in securities
     traded on a national securities exchange are valued at the latest
     reported sales price on the last business day of the period.  If no sale
     has taken place, the securities are valued at the last bid price.  If no
     bid price has been reported, or if no exchange quotation is available,
     the securities are valued at the quotation obtained from an outside
     broker.  Investment transactions are recorded on a trade date basis.
     Income is recorded on an accrual basis.

     Use of Estimates
     ----------------

          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 as of
     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.

     Income Taxes
     ------------

          Income taxes have not been provided for as the Partnership
     is a limited partnership and each partner is liable for its own tax
     payments.  Allocation of Partnership profits and losses for tax purposes
     is based upon taxable income which may differ from net income for
     financial reporting primarily due to differences between book and tax
     accounting for portfolio investments.

     Distributions
     -------------

          When excess cash, if any, becomes available, it is the
     Partnership's intent to make distributions.  All distributions are
     subject to the sole discretion of the Managing General Partner and the
     Independent General Partners.


<PAGE>
<PAGE>

4.   PER UNIT INFORMATION

     There is no market for the Limited Partnership interests.  Per
     Unit Information is as follows:

<TABLE>
<CAPTION>
                                                           For the Years Ended December 31,
                                                     ---------------------------------------------
                                                        1998              1997              1996
                                                     ---------          --------          --------
<S>                                                  <C>                <C>               <C>
     Number of unit holders                                104               104               105
                                                     =========          ========          ========

     Limited partnership units                          87,820            87,820            87,820

     General partnership units                          20,000            20,000            20,000
                                                     ---------          --------          --------

     Total units outstanding                           107,820           107,820           107,820
                                                     =========          ========          ========

     Net asset value per unit                         $   4.88          $  19.88          $  22.38
                                                     =========          ========          ========

     Net income per unit                              $   4.49          $   2.50          $   9.20
                                                     =========          ========          ========
</TABLE>

5.   RELATED PARTY TRANSACTIONS

          The Partnership is furnished with certain non-reimbursed
     management and accounting services by affiliates, which are not
     reflected in the accompanying financial statements.

          The Partnership may place its General Partners on Boards of
     Directors of portfolio companies.

          The Managing General Partner and the Independent General
     Partners of the Partnership are also the managing general partner and
     independent general partners, respectively, of Community Investment
     Partners II, L.P., a business development company.  Additionally, the
     Managing General Partner is the managing general partner of Community
     Investment Partners III L.P., LLLP, another business development
     company.



<PAGE>
<PAGE>

6.   INVESTMENT TRANSACTIONS

          Following is a summary of portfolio investment transactions
     during the years ended December 31, 1998, 1997 and 1996, respectively.

<TABLE>
<CAPTION>
     For the year ended December 31, 1998
     ------------------------------------

                                   Type of                                                                 Realized
     Company                       Investment                       Cost              Proceeds            Gain (Loss)
     -------                       ----------                     --------           ----------           ----------
<S>                                <C>                            <C>                <C>                  <C>
     SALES:

     Innovation Medical            Term Notes
     Technologies, Inc.            and Warrants                   $ 40,763           $   40,763           $        -

     Innovation Medical            Term Notes
     Technologies, Inc.            and Warrants                     15,008               15,008                    -

     Innovation Medical            Liquidation of
     Technologies, Inc.            Preferred Stock                 239,994            1,410,596            1,170,602

     Intermedia Communications
     of Florida                    Common Stock                     19,712              546,919              527,207

     Vision Partners, L.P.         Liquidation of
                                   Limited
                                   Partnership
                                   Interests                       574,965              114,475             (460,490)
                                                                  --------           ----------           ----------
        TOTAL SALES                                               $890,442           $2,127,761           $1,237,319
                                                                  ========           ==========           ==========
</TABLE>

     During 1998, there was a two-for-one stock split on Intermedia
     Communications of Florida common stock. The Partnership's 6,535
     remaining shares of common stock were converted into a total of 13,070
     shares of common stock.


<PAGE>
<PAGE>

<TABLE>
<CAPTION>
     For the year ended December 31, 1997
     ------------------------------------

                                   Type of                                                                  Realized
     Company                       Investment                       Cost               Proceeds            Gain (Loss)
     -------                       ----------                     --------             --------            ----------
<S>                                <C>                            <C>                  <C>                  <C>
     PURCHASES:

     Intermedia Communications     Exercises of
     of Florida                    Warrants                       $  1,197
                                                                  --------

        TOTAL PURCHASES                                           $  1,197
                                                                  ========
     SALES:

     Intermedia Communications
     of Florida                    Common Stock                   $ 33,088             $422,268             $389,180

     Isolyser Company, Inc.        Common Stock                     87,860               76,622              (11,238)

     PDT, Inc.                     Common Stock                      9,294              101,047               91,753

     Citation Computers            Common Stock                      6,832               23,799               16,967
                                                                  --------             --------             --------

        TOTAL SALES                                               $137,074             $623,736             $486,662
                                                                  ========             ========             ========
</TABLE>

     During 1997, there was a one-for-four reverse stock split on Saztec
     International, Inc. common  stock. The Partnership's 108,400 shares
     of common stock were converted to 27,100 shares of common stock.


<PAGE>
<PAGE>


<TABLE>
<CAPTION>
     For the year ended December 31, 1996
     ------------------------------------

                                   Type of                                                                  Realized
     Company                       Investment                       Cost               Proceeds            Gain (Loss)
     -------                       ----------                     --------             --------            ----------
<S>                                <C>                            <C>                  <C>                  <C>
     PURCHASES:

     Micro Partners, L.P.          Limited
                                   Partnership
                                   Interests                      $256,413

     Innovation Medical
     Technologies, Inc.            Term Notes                        5,771
                                                                  --------

        TOTAL PURCHASES                                           $262,184
                                                                  ========

     SALES:

     Intermedia  Communications    Common Stock                   $126,000           $1,005,563             $879,563

     Citation Computers            Common Stock                    148,840              679,375              530,535

     Isolyser Company, Inc.        Common Stock                    206,350              443,750              237,400

     Innovation Medical
     Technologies, Inc.            Term Notes                        3,500                3,500                    -
                                                                  --------           ----------           ----------

        TOTAL SALES                                               $484,690           $2,132,188           $1,647,498
                                                                  ========           ==========           ==========
</TABLE>


     As of December 31, 1995, the Partnership held a $300,000 limited
     partnership investment in Micro Partners, L.P.  During 1996, an
     additional investment of $256,413 was made in Micro Partners, L.P.
     Subsequent to this investment, the Micro Partners, L.P. partnership was
     dissolved and the Partnership received 88,220 shares of common stock in
     Microtek.  Then, Microtek merged with Isolyser Company and the
     Partnership received 145,563 shares of Isolyser Company stock.



Item 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
          ACCOUNTING AND FINANCIAL DISCLOSURES

     None


<PAGE>
<PAGE>

                            PART III

Item 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     There are two Independent General Partners and one Managing
General Partner of the Partnership.  These Independent General Partners
and the Managing General Partner are responsible for the management and
administration of the Partnership.  The General Partners are "interested
persons" of the Partnership as defined by the Investment Company Act of
1940, but the Partnership has obtained an exemptive order from the
Securities and Exchange Commission permitting them to be considered
disinterested persons.  The Independent General Partners provide overall
guidance and supervision with respect to the operations of the
Partnership and perform the various duties imposed on the directors of a
business development company by the Investment Company Act.  In addition
to general fiduciary duties, the Independent General Partners supervise
the management and underwriting arrangement of the Partnership, the
custody arrangement with respect to portfolio securities, the selection
of accountants, fidelity bonding and transactions with affiliates.

Specific Information regarding the Independent General Partners:

     Tommy L. Gleason, Jr., 53, has been an Independent General Partner
of the Partnership since February 1990.  He is also an independent
general partner of Community Investment Partners II, L.P., a business
development company.  Mr. Gleason is the Chairman and Chief Executive
Officer of Galaxy Systems Management, Inc., the general Partner of
Galaxy Telecom, L.P., which is involved in management of cable
television systems located in sixteen states and serving approximately
175,000 subscribers.  Mr. Gleason owns 4,000 Units.

     E. Stanley Kroenke, 51, has served as an Independent General
Partner of the Partnership since February 1990.  He is also an
independent general partner of Community Investment Partners II, L.P., a
business development company.  Mr. Kroenke leads a company that is a
national investor, developer, and owner of commercial real estate. The
company is a developer and owner of numerous shopping centers, office
buildings and apartment projects around the country.  Mr. Kroenke is co-
owner of the St. Louis Rams National Football League franchise.  He
serves as a member of the board of directors of Wal-Mart Stores, Inc.,
Bentonville, Arkansas; Central Bancompany, Jefferson City, Missouri; and
Boone County National Bank, Columbia, Missouri.  He is a trustee of the
College of the Ozarks in Point Lookout, Missouri. He also serves on the
boards of the Greater St. Louis Area Council Boy Scouts of America and
the St. Louis Art Museum.  Mr. Kroenke owns 4,000 Units.

     CIP Management, L.P., LLLP,  (the "Managing General Partner") is
the Managing General Partner of Community Investment Partners, L.P.  The
Managing General Partner is also managing general partner of Community
Investment Partners II, L.P. and Community Investment Partners III L.P.,
LLLP, which are also business development companies.  The General
Partners of the Managing General Partner are CIP Management, Inc., a
Missouri corporation and a wholly-owned subsidiary of Edward D. Jones &
Co., L.P., and Daniel A. Burkhardt.


<PAGE>
<PAGE>

The Directors and Officers of CIP Management, Inc. are as follows:

     Daniel A. Burkhardt, 51, President, Treasurer and Director of CIP
Management, Inc. since October 1989 and general partner of CIP
Management, L.P., LLLP since February 1990.  He is a general partner of
The Jones Financial Companies, L.L.L.P., the parent company of Edward D.
Jones & Co., L.P. where he has specialized in investment banking and
structuring investments since 1980.  He is also a director of  St.
Joseph Light & Power Co. and SEMCO Energy, Inc. Mr. Burkhardt is the
beneficial owner of 2,105 Units.

     Ray L. Robbins, Jr., 54, Vice President and Director of CIP
Management, Inc. since October 1989.  He is a general partner of The
Jones Financial Companies, L.L.L.P., the parent company of Edward D.
Jones & Co., L.P., where he has specialized in securities analysis since
1984, and where he was responsible for municipal bond transactions from
1975 to 1983. Mr. Robbins is Co-Chairman of the Edward D. Jones & Co.,
L.P. Investment Policy Committee. Mr. Robbins is a beneficial owner of
2,000 Units.

     Marilyn A. Gaffney, 40, Secretary of CIP Management, Inc. since
October 1989.  She is a Limited Partner of The Jones Financial
Companies, L.L.L.P., the parent company of Edward D. Jones & Co., L.P.,
where she has been a senior investment adviser in investment banking
since 1980.  Ms. Gaffney is the beneficial owner of 200 Units.

Item 11.  EXECUTIVE COMPENSATION

     The information set forth under the caption "Partnership
Distributions and Allocations" in the Prospectus of the Partnership
dated March 12, 1990, filed with the Securities and Exchange Commission
pursuant to Rule 497(b) under the Securities Act of 1933, is
incorporated herein by reference.

Item 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
          MANAGEMENT

     The information concerning the security ownership of the General
Partner, Independent General Partners and the Officers and Directors of
CIP Management, Inc., described in Items 1 and 10, is herein
incorporated by reference.

     As of March 15, 1999, the following parties are known by the
Partnership to be the beneficial owners of more than 5% of the Units.

<TABLE>
<CAPTION>
                                                 Amount of
                                                 Beneficial             % of Limited
Name                                         Ownership of Units      Partnership Capital
----                                        ---------------------------------------------
<S>                                                <C>                    <C>

Iowa Illinois Investment Co.                       10,000                  11.39%
EDJ Ventures Ltd.                                  19,800                  22.55%
Richard P. Kiphart                                  4,590                   5.23%
</TABLE>

     The Partnership is not aware of any arrangement which may, at a
subsequent date, result in a change of control of the Partnership.


Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     Certain relationships and related transactions, described in Item
10, are herein incorporated by reference.


<PAGE>
<PAGE>

                          PART IV

Item 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
          FORM 8-K

     a.   The following documents are filed as part of this report:

     1.   Financial Statements:
          --------------------

          See Index to Financial Statements and Supplementary
                Data contained in Item 8 of this Form 10-K.

     2.   Financial Statement Schedules:
          -----------------------------

          All financial statement schedules are omitted because they
                are not applicable or the required information is
                included in the balance sheet or notes thereto.

     3.   Exhibits:
          --------

          (3)   Amended and Restated Certificate and Agreement of
                    Limited Partnership dated as of March 29, 1990.

          (4)   Form of Unit Certificate.<F*>

          (10)  Management Agreement dated March 28, 1990, between the
                    Partnership and CIP Management, L.P., LLLP<F**>

          (28)  Prospectus of the Partnership dated March 12, 1990,
                    filed with the Securities and Exchange
                    Commission in connection with Registration
                    Statement No. 33-31649 on Form N-2 under the
                    Securities Act of 1933. <F***>
          [FN]
          <F*>  Incorporated by reference to Exhibit A of the
                    Prospectus of the Partnership dated March 12,
                    1990 filed with the Securities and Exchange
                    Commission pursuant to Rule 497(b) under the
                    Securities Act of 1933.

          <F**> Incorporated by reference to the Partnership's Proxy
                    Statement filed with the Securities Exchange
                    Commission on March 11, 1991.

          <F***>Incorporated by reference to the Partnership's
                    Registration Statement No. 33-31649 on Form N-2
                    under the Securities Act of 1933.

     b.   No reports on Form 8-K were filed during the quarter ended
          December 31, 1998.

     c.   Exhibits filed as part of this report are included in Item
          (14) (a)(3) above.

     d.   All financial statement schedules are omitted because they
          are not applicable or the required information is
          included in the balance sheet or notes thereto.



<PAGE>
<PAGE>

                         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, on
this 22nd day of March, 1999.

                            Community Investment Partners, L.P.
                            By: CIP Management, L.P., LLLP, its
                                Managing General Partner

                            By: CIP Management, Inc., its
                                Managing General Partner



                            /s/ Daniel A. Burkhardt, President

                            -----------------------------------------
                            By: Daniel A. Burkhardt, President


     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 indicated.


/s/  Daniel A. Burkhardt
------------------------------           General Partner of CIP Management
Daniel A. Burkhardt                      L.P., LLLP, President, Treasurer and
                                         Director of CIP Management, Inc.



/s/  Ray L. Robbins
------------------------------           Vice President and Director of CIP
Ray L. Robbins                           Management, Inc.



/s/  Tommy L. Gleason, Jr.
------------------------------           Individual General Partner,
Tommy L. Gleason, Jr.                    Community Investment Partners, L.P.



/s/  E. Stanley Kroenke
------------------------------           Individual General Partner,
E. Stanley Kroenke                       Community Investment Partners, L.P.



<PAGE>
<PAGE>
<TABLE>
                           INDEX TO EXHIBITS

<CAPTION>
Exhibit
Number                  Description of Exhibit                     Page
------                  ----------------------                     ----
<C>            <S>                                                <C>
(3)            Amended and Restated Certificate and
               Agreement of Limited Partnership dated
               as of March 29, 1990                                <F*>

(4)            Form of Unit Certificate                            <F*>

(10)           Management Agreement dated March 28, 1990,
               between the Partnership and CIP Management,
               L.P., LLLP                                          <F*>

(28)           Prospectus of the Partnership dated March 12,
               1990, filed with the Securities and Exchange
               Commission in connection with Registration
               Statement No. 33-31649 on Form N-2 under the
               Securities Act of 1933                              <F*>



<FN>
______________________

<F*>Incorporated by reference

</TABLE>