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 year ended December 31, 1997

/ / 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 0-19232

               Fidelity Leasing Income Fund VII, L.P.            
_________________________________________________________________
     (Exact name of registrant as specified in its charter)      

        Delaware                            23-2581971           
_________________________________________________________________
(State of Organization)      (I.R.S. Employer Identification No.)

    3 North Columbus Blvd., Philadelphia, Pennsylvania 19106     
_________________________________________________________________
       (Address of principal executive offices)        (Zip Code)   

                         (215) 574-1636                          
_________________________________________________________________
       (Registrant's telephone number, including area code)      

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

                                            Name of Each Exchange
        Title of Each Class                  on Which Registered 

               None                            Not applicable    

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

                     Limited Partnership Interests

                             Title of Class

     Indicate by check mark whether the registrant (1) has filed 
all reports required to be filed by Sections 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_____

The number of outstanding limited partnership units of the 
Registrant at December 31, 1997 is 65,449

There is no public market for these securities.

The index of Exhibits is located on page 11.
                                   1

                                 PART I

Item 1.  BUSINESS

     Fidelity Leasing Income Fund VII, L.P. (the "Fund"), a 
Delaware limited partnership, was organized in 1989 and acquires 
equipment, primarily computer equipment, including, printers, 
tape and disk storage devices, data communications equipment, 
computer terminals, technical workstations as well as networking 
equipment, which is leased to third parties on a short-term 
basis.  The Fund's principal objective is to generate leasing 
revenues for distribution.  The Fund manages the equipment, 
releasing or disposing of equipment as it comes off lease in 
order to achieve its principal objective.  The Fund does not 
borrow funds to purchase equipment.

     The Fund generally acquires equipment subject to a lease.  
Purchases of equipment for lease are typically made through 
equipment leasing brokers, under a sale-leaseback arrangement 
directly from lessees owning equipment, from the manufacturer 
either pursuant to a purchase agreement relating to significant 
quantities of equipment or on an ad hoc basis to meet the needs 
of a particular lessee.

     The equipment leasing industry is highly competitive.  The 
Fund competes with leasing companies, equipment manufacturers and 
distributors, and entities similar to the Fund (including similar 
programs sponsored by the General Partner), some of which have 
greater financial resources than the Fund.  Other leasing 
companies and equipment manufacturers and distributors may be in 
a position to offer equipment to prospective lessees on financial 
terms which are more favorable than those which the Fund can 
offer.  They may also be in a position to offer trade-in-
privileges, maintenance contracts and other services which the 
Fund may not be able to offer.  Equipment manufacturers and 
distributors may offer to sell equipment on terms and conditions 
(such as liberal financing terms and exchange privileges) which 
will afford benefits to the purchaser similar to those obtained 
through leases.  As a result of the advantages which certain of 
its competitors may have, the Fund may find it necessary to lease 
its equipment on a less favorable basis than certain of its 
competitors.

     The computer equipment industry is extremely competitive as 
well.  Competitive factors include pricing, technological 
innovation and methods of financing.  Certain manufacturer-
lessors maintain advantages through patent protection, where 
applicable, and through product protection by the use of a policy 
which combines service and hardware benefits with payment for 
such benefits accomplished through a single periodic charge.

     A brief description of the types of equipment in which the 
Fund has invested as of December 31, 1997, together with 
information concerning the users of such equipment is contained 
in Item 2, following.

     The Fund does not have any employees.  All persons who work 
on the Fund are employees of the General Partner.
                                 2 

Item 2.  PROPERTIES

     The following schedules detail the type and aggregate 
purchase price of the various types of equipment acquired and 
leased by the Fund as of December 31, 1997, along with the 
percentage of total equipment represented by each type of 
equipment, a breakdown of equipment usage by industrial 
classification and the average initial term of leases:

                                  Purchase Price      Percentage of
Type of Equipment Acquired         of Equipment      Total Equipment

Communication Controllers         $   254,240            1.95%
Disk Storage Systems                2,178,316           16.72
Mini Computer Systems                 365,416            2.80
Network Communications                415,800            3.19
Printers                            2,299,421           17.65
Semiconductors                      1,732,707           13.30
Technical Workstation and 
  Terminals                         4,421,728           33.93
Other                               1,363,850           10.46
                                  ___________          ______

Totals                            $13,031,478          100.00%
                                  ===========          ====== 

                      Breakdown of Equipment Usage
                      By Industrial Classification

                                  Purchase Price      Percentage of
Type of Business                   of Equipment      Total Equipment

Computers/Data Processing          $   534,763          4.10%
Aerospace                              602,487          4.63
Diversified Financial/
  Banking/Insurance                  3,442,921         26.42
Manufacturing/Refining               4,169,885         32.00
Retailing/Consumer Goods             3,678,619         28.23
Telephone/Telecommunications           365,416          2.80
Utilities                              237,387          1.82
                                   ___________        ______ 

Totals                             $13,031,478        100.00%
                                   ===========        ====== 

Average Initial Term of Leases (in months):  40


Item 3. LEGAL PROCEEDINGS

     Not applicable.


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

     Not applicable.
                                  3


                               PART II

Item 5.  MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY 
         HOLDER MATTERS

     (a) The Fund's limited partnership units are not publicly
         traded.  There is no market for the Fund's limited 
         partnership units and it is unlikely that any 
         will develop.

     (b) Number of Equity Security Holders:

                                   Number of Partners
         Title of Class          as of December 31, 1997

Limited Partnership Interests               2,309

General Partnership Interest                    1

<TABLE>
Item 6.  SELECTED FINANCIAL DATA
         <CAPTION>

                                   For the Years Ended December 31,                 

                       1997         1996          1995          1994           1993   
<S>               <C>           <C>           <C>           <C>            <C>       
Total Income       $4,846,809   $5,778,248    $5,636,048    $8,309,679     $9,881,829
Net Income (Loss)     197,895      604,654       (17,688)      440,247        383,537
Distributions to
 Partners             560,000      600,000     3,577,138     4,211,302      5,474,654
Net Income (Loss)
 per Equivalent Limited 
 Partnership Unit        6.36        19.23         (0.50)         9.16           6.08
Weighted Average Number
 of Equivalent Limited
 Partnership Units
 Outstanding During
 the Year              30,302       31,096        35,095        43,457         54,121
</TABLE>
<TABLE>
                                             December 31,                            

                     1997         1996          1995          1994            1993   
<S>              <C>          <C>           <C>           <C>             <C>        
Total Assets     $10,620,394  $10,941,033   $11,594,773   $15,723,457     $20,906,034
Equipment under
 Operating Leases
 and Equipment 
 Held for Sale or 
 Lease (Net)       6,254,336    7,734,171     8,696,769    10,164,497      12,777,429
Net Investment in
 Direct Financing
 Leases              295,319       29,334        38,961        47,752          55,776
Limited Partnership
 Units 	               65,449       65,589        68,718        69,572          71,593
Limited Partners       2,309        2,307         2,396         2,423           2,455
</TABLE>




                                 4


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

Results of Operations

     Fidelity Leasing Income Fund VII, L.P. had revenues of $4,846,809,
$5,778,248 and $5,636,048 for the years ended December 31, 1997, 1996
and 1995, respectively.  Rental income from the leasing of computer
equipment accounted for 96%, 87% and 94% of total revenues in 1997,
1996 and 1995, respectively.  The decrease in revenues in 1997 is 
primarily attributable to a decrease in the net gain on sale of 
equipment.  The Fund recognized no net gain on sale of equipment for 
the year ended December 31, 1997 as compared to a net gain on sale of 
equipment of $627,800 and $76,124 for the years ended December 31, 1996 
and 1995, respectively.  The fluctuation in this account contributed to 
the decrease in total revenues in 1997 and the increase in total 
revenues in 1996.  Additionally, rental income decreased in both 1997 
and 1996 which accounts for the overall decrease in revenues during the 
year ended December 31, 1997 and reduced the overall increase in 
revenues during the year ended December 31, 1996.  In 1997, rental 
income decreased by approximately $1,500,000 because of equipment that 
came off lease and was re-leased at lower rental rates or sold.  This 
decrease, however, was reduced by rental income of approximately 
$1,131,000 generated from equipment on operating leases purchased 
during 1997 as well as rental income earned on 1996 equipment purchases 
for which a full year of rental income was earned in 1997 and only a 
partial year was earned in 1996.  In 1996, rental income decreased by 
approximately $1,226,000 because of equipment that came off lease and 
was re-leased at lower rental rates or sold.  This decrease, however, 
was reduced by rental income of approximately $984,000 generated from 
equipment on operating leases purchased during 1996 as well as rental 
income earned on 1995 equipment purchases for which a full year of 
rental income was earned in 1996 and only a partial year was earned in 
1995.  Furthermore, interest income increased in 1997 because of higher 
interest rates earned on cash invested by the Fund which mitigated the 
decrease in total revenues in 1997.  In 1996, however, interest income 
decreased because of lower interest rates earned on cash invested by 
the Fund which reduced the amount by which total revenues increased 
from 1995.

    Expenses were $4,648,914, $5,173,594 and $5,653,736 for the twelve
months ended December 31, 1997, 1996 and 1995, respectively.  
Depreciation comprised 82%, 76% and 75% of total expenses in 1997, 1996 
and 1995, respectively.  The decrease in expenses in 1997 and 1996 was 
partially related to the decrease in depreciation expense due to 
equipment which came off lease, terminated or was sold.  The decrease 
in write-down of equipment to net realizable value also accounted for 
the decrease in total expenses in both 1997 and 1996.  In 1997, 1996 
and 1995, approximately $102,000, $546,000 and $711,000, respectively 
was charged to write-down of equipment to net realizable value.  
Currently, the Fund's practice is to review the recoverability of its 
undepreciated costs of rental equipment quarterly.  The Fund's policy, 
as part of this review, is to analyze such factors as releasing of 
equipment, technological developments and information provided in third 



                                 5


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

Results of Operations (Continued)

party publications. In accordance with Generally Accepted Accounting 
Principles, the Fund writes down its rental equipment to its estimated 
net realizable value when the amounts are reasonably estimated and only 
recognizes gains upon actual sale of its rental equipment.  Any future 
losses are dependent upon unanticipated technological developments 
affecting the computer equipment industry in subsequent years.  In 
1997, the Fund recorded a net loss on sale of equipment of $116,083 but 
there was no net loss recorded for the years ended December 31, 1996 
and 1995.  The increase in this account reduced the decrease in total 
expenses in the current year.

     The Fund's net income (loss) was $197,895, $604,654 and ($17,688) 
for the years ended December 31, 1997, 1996 and 1995, respectively.  
The earnings (loss) per equivalent limited partnership unit, after 
earnings (loss) allocated to the General Partner, were $6.36, $19.23 
and ($0.50) based on a weighted average number of equivalent limited 
partnership units outstanding of 30,302, 31,096 and 35,095 for the 
years ended December 31, 1997, 1996 and 1995, respectively.

     The Fund generated cash from operations, of $4,242,564, 
$4,458,863 and $4,852,588 for the purpose of determining cash available 
for distribution, and distributed 13%, 13% and 74% of these amounts to 
partners in 1997, 1996 and 1995, respectively, and 2%, 3% and 0% of 
these amounts to partners in January and February 1998, 1997 and 1996, 
respectively.  For financial statement purposes, the Fund records cash 
distributions to partners on a cash basis in the period in which they 
are paid.  During the fourth quarter of 1996, the General Partner 
revised its policy regarding cash distributions so that the distri- 
butions more accurately reflect the net income of the Fund over the 
most recent twelve months.

Analysis of Financial Condition

     The Fund continues to purchase computer equipment for lease with 
cash available from operations which is not distributed to partners.  
During the years ended December 31, 1997, 1996 and 1995, the Fund 
purchased $2,942,752, $3,759,606, and $4,514,330, respectively, of 
equipment subject to operating leases.  Additionally, the Fund invested 
in $302,825 of equipment under a direct financing lease during the 
twelve months ended December 31, 1997.

     In January 1998, the Fund purchased approximately $3,052,000 of 
equipment subject to an operating lease with an initial lease term of 
60 months.

     The cash position of the Fund is reviewed daily and cash is 
invested on a short-term basis.




                               6


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

Results of Operations (Continued)

     The Fund's cash from operations is expected to continue to be 
adequate to cover all operating expenses and contingencies during the 
next fiscal year.


Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The response to this Item is submitted as a separate section of 
this report commencing on page F-1.


Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS AND ACCOUNTING 
         AND FINANCIAL DISCLOSURE

     Not applicable.





































                                  7



                                  PART III

Item 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     F.L. Partnership Management, Inc. (FLPMI) is a wholly owned 
subsidiary of Resource Leasing, Inc., a wholly owned subsidiary of 
Resource America, Inc.  The Directors and Executive Officers of FLPMI 
are:

     FREDDIE M. KOTEK, age 41, Chairman of the Board of Directors, 
     President, and Chief Executive Officer of FLPMI since September 
     1995 and Senior Vice President of Resource America, Inc. since 
     1995.  President of Resource Leasing, Inc. since September 1995.  
     Executive Vice President of Resource Properties, Inc. (a wholly 
     owned subsidiary of Resource America, Inc.) since 1993.  Senior 
     Vice President and Chief Financial Officer of Paine Webber 
     Properties from 1990 to 1991.

     MICHAEL L. STAINES, age 48, Director and Secretary of FLPMI since 
     September 1995 and Senior Vice President and Secretary of Resource 
     America, Inc. since 1989.

     SCOTT F. SCHAEFFER, age 35, Director of FLPMI since September 1995 
     and Senior Vice President of Resource America, Inc. since 1995.  
     Vice President-Real Estate of Resource America, Inc. and President 
     of Resource Properties, Inc. (a wholly owned subsidiary of Resource 
     America, Inc.) since 1992.  Vice President of the Dover Group, Ltd. 
     (a real estate investment company) from 1985 to 1992.

     Others:

     STEPHEN P. CASO, age 42, Vice President and General Counsel of 
     FLPMI since 1992.

     MARIANNE T. SCHUSTER, age 39, Vice President and Controller of 
     FLPMI since 1984.

     KRISTIN L. CHRISTMAN, age 30, Portfolio Manager of FLPMI since 
     December 1995 and Equipment Brokerage Manager since 1993.


















                                       8


Item 11.  EXECUTIVE COMPENSATION

     The following table sets forth information relating to the 
aggregate compensation earned by the General Partner of the Fund during 
the year ended December 31, 1997:

     Name of Individual or      Capacities in
     Number in Group            Which Served        Compensation

     F.L. Partnership
     Management, Inc.           General Partner     $231,067(1)
                                                    ========   

     (1)  This amount does not include the General Partner's share of 
     cash distributions made to all partners.

Item 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND 
          MANAGEMENT

     (a)  As of December 31, 1997, there was no person or group known 
     to the Fund that owned more than 5% of the Fund's outstanding 
     securities either beneficially or of record.

     (b)  In 1989, the General Partner contributed $1,000 to the 
     capital of the Fund but it does not own any of the Fund's 
     outstanding securities.  No individual director or officer of 
     F.L. Partnership Management, Inc. such directors or officers as a 
     group, owns more than one percent of the Fund's outstanding 
     securities.  The General Partner owns a general partnership 
     interest which entitles it to receive 1% of cash distributions 
     until the Limited Partners have received an amount equal to the 
     purchase price of their Units plus a 12% compounded Priority 
     Return; thereafter 10%.  The General Partner will also share in 
     net income equal to the greater of its cash distributions or 1% of 
     net income or to the extent there are losses, 1% of such losses.

     (c)  There are no arrangements known to the Fund that would, at 
     any subsequent date, result in a change in control of the Fund.

Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     During the year ended December 31, 1997, the Fund was charged 
$231,067 of management fees by the General Partner.  The General 
Partner will continue to receive 5% or 2% of rental payments on 
equipment under operating and full pay-out leases, respectively, for 
administrative and management services performed on behalf of the Fund.  
Full pay-out leases are noncancellable leases for which rental payments 
due during the initial term of the leases are at least sufficient to 
recover the purchase price of the equipment, including acquisition 
fees.  This management fee is paid monthly only if and when the Limited 
Partners have received distributions for the period from January 1, 
1991 through the end of the most recent quarter equal to a return for 
such period at a rate of 12% per year on the aggregate amount paid for 
their units.



                                 9


Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS (Continued)

     The General Partner may also receive up to 3% of the proceeds from 
the sale of the Fund's equipment for services and activities to be 
performed in connection with the disposition of equipment.  The 
payment of this sales fee is deferred until the Limited Partners 
have received cash distributions equal to the purchase price of 
their units plus a 12% cumulative compounded Priority Return.  
Based on current estimates, it is not expected that the Fund will 
be required to pay this sales fee to the General Partner.

     The General Partner also receives 1% of cash distributions until 
the Limited Partners have received an amount equal to the purchase 
price of their Units plus a 12% cumulative compounded Priority Return.  
Thereafter, the General Partner will receive 10% of cash distributions.  
During the year ended December 31, 1997, the General Partner received 
$5,600 of cash distributions.

     The Fund incurred $263,767 of reimbursable costs to the General 
Partner and its parent company for services and materials provided in 
connection with the administration of the Fund during 1997.




































                                   10


                               PART IV

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

     (a)  (1) and (2).  The response to this portion of Item 14 is 
     submitted as a separate section of this report commencing on page 
     F-1.

     (a)  (3) and (c) Exhibits (numbered in accordance with Item 601 of 
     Regulation S-K)

Exhibit Numbers           Description                Page Number

3(a) & (4)            Amended and Restated Agreement     *
                      of Limited Partnership

(9)                    not applicable

(10)                   not applicable

(11)                   not applicable

(12)                   not applicable

(13)                   not applicable

(18)                   not applicable

(19)                   not applicable

(22)                   not applicable

(23)                   not applicable

(24)                   not applicable

(25)                   not applicable

(28)                   not applicable


*  Incorporated by reference.















                                11

                                  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.

                        FIDELITY LEASING INCOME FUND VII, L.P.
                        A Delaware limited partnership

                        By:  F.L. PARTNERSHIP MANAGEMENT, INC.

                             Freddie M. Kotek, Chairman
                        By:  ___________________________
                             Freddie M. Kotek, Chairman
                             and President

Dated March 26, 1998

    Pursuant to the requirements of the Securities Exchange Act of 1934,
this annual report has been signed below by the following persons, on 
behalf of the Registrant and in the capacities and on the date indicated:

Signature                     Title                              Date



Freddie M. Kotek
___________________________  Chairman of the Board of Directors    3-26-98
Freddie M. Kotek             and President of F.L. Partnership
                             Management, Inc. (Principal Executive
                             Officer)



Michael L. Staines
___________________________  Director of F.L. Partnership          3-26-98
Michael L. Staines           Management, Inc.



Marianne T. Schuster
___________________________  Vice President and Controller         3-26-98
Marianne T. Schuster         of F.L. Partnership Management, Inc.
                             (Principal Financial Officer)













                                       12


              INDEX TO FINANCIAL STATEMENTS AND SCHEDULES

                                                             Pages    

Report of Independent Certified Public Accountants           F-2

Balance Sheets as of December 31, 1997 and 1996              F-3

Statements of Operations for the years ended
     December 31, 1997, 1996 and 1995                        F-4

Statements of Partners' Capital for the years ended
     December 31, 1997, 1996 and 1995                        F-5

Statements of Cash Flows for the years ended
     December 31, 1997, 1996 and 1995                        F-6

Notes to Financial Statements                                F-7 - F-12







All schedules have been omitted because the required information is not 
applicable or is included in the Financial Statements or Notes thereto.






























                                    F-1


Report of Independent Certified Public Accountants

The Partners
Fidelity Leasing Income Fund VII, L.P.


     We have audited the accompanying balance sheets of Fidelity Leasing
Income Fund VII, L.P. as of December 31, 1997 and 1996, and the related
statements of operations, changes in partners' capital and cash flows 
for each of the three years in the period ended December 31, 1997.  
These financial statements are the responsibility of the Fund's 
management.  Our responsibility is to express an opinion on these 
financial statements based on our audits.

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

     In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Fidelity 
Leasing Income Fund VII, L.P. as of December 31, 1997 and 1996, and 
the results of its operations and its cash flows for each of the 
three years in the period ended December 31, 1997 in conformity with 
generally accepted accounting principles.





Grant Thornton LLP
Philadelphia, Pennsylvania
February 17, 1998





















                                          F-2


                      FIDELITY LEASING INCOME FUND VII, L.P.

                                BALANCE SHEETS

<TABLE>
                                    ASSETS
                                    <CAPTION>
                                                         December 31,         

                                                  1997                 1996   
<S>                                            <C>                 <C>        
Cash and cash equivalents                      $ 3,185,012         $ 2,983,264

Accounts receivable                                440,830             146,010

Due from related parties                           444,897              48,254

Equipment under operating leases
(net of accumulated depreciation
 of $6,817,100 and $11,958,429,
 respectively)                                    6,214,378           7,704,003

Net investment in direct financing
 leases                                            295,319              29,334

Equipment held for sale or lease                    39,958              30,168
                                               ___________         ___________

        Total assets                           $10,620,394         $10,941,033
                                               ===========         ===========

                          LIABILITIES AND PARTNERS' CAPITAL
Liabilities:

      Lease rents paid in advance              $   101,304         $    98,834

      Accounts payable - equipment                   7,050                -   

      Accounts payable and
       accrued expenses                            100,885              67,530

      Due to related parties                        42,321              19,620
                                               ___________         ___________

         Total liabilities                         251,560             185,984

Partners' capital                               10,368,834          10,755,049
                                               ___________         ___________

         Total liabilities and
          partners' capital                    $10,620,394         $10,941,033
                                               ===========         ===========
</TABLE>





The accompanying notes are an integral part of these financial statements.







                                  F-3


                      FIDELITY LEASING INCOME FUND VII, L.P.
<TABLE>
                             STATEMENTS OF OPERATIONS
                             <CAPTION>

                                           For the years ended December 31,   

                                           1997         1996           1995   

Income:
<S>                                     <C>          <C>            <C>       
  Rentals                               $4,663,392   $5,032,406     $5,273,962
  Earned income on direct
   financing leases                          4,215        3,067          3,902
  Interest                                 169,945      103,513        242,632
  Gain on sale of equipment, net              -         627,800         76,124
  Other                                      9,257       11,462         39,428
                                        __________   __________     __________

                                         4,846,809    5,778,248      5,636,048
                                        __________   __________     __________

Expenses:
  Depreciation                           3,826,599    3,935,706      4,234,982
  Write-down of equipment to 
   net realizable value                    101,987      546,303        711,418
  General and administrative               109,411      136,453         73,628
  General and administrative to
   related party                           263,767      303,419        378,463
  Management fee to related party          231,067      251,713        255,245
  Loss on sale of equipment, net           116,083         -              -   
                                        __________   __________     __________

                                         4,648,914    5,173,594      5,653,736
                                        __________   __________     __________

Net income (loss)                       $  197,895   $  604,654	     $  (17,688)
                                        ==========   ==========     ==========

Net income (loss) per equivalent
 limited partnership unit               $     6.36   $    19.23     $    (0.50)
                                        ==========   ==========     ==========


Weighted average number of
 equivalent limited partnership
 units outstanding during
 the year                                   30,302       31,096         35,095
                                        ==========   ==========     ==========
</TABLE>











The accompanying notes are an integral part of these financial statements.





                                  F-4


                      FIDELITY LEASING INCOME FUND VII, L.P.
<TABLE>
                          STATEMENTS OF PARTNERS' CAPITAL
                          <CAPTION>
               For the years ended December 31, 1997, 1996 and 1995


                                 General       Limited Partners                     
                                 Partner      Units        Amount           Total   
                                ________      ___________________           _____   
<S>                              <C>         <C>       <C>              <C>         
Balance, January 1, 1995        $  4,484      69,572   $15,019,492      $15,023,976 

Redemptions                         -           (854)     (168,046)        (168,046)

Cash distributions               (35,771)       -       (3,541,367)      (3,577,138)

Net loss                            (177)       -          (17,511)         (17,688)
                                ________      ______   ___________      ___________ 

Balance, December 31, 1995       (31,464)     68,718    11,292,568       11,261,104 

Redemptions                         -         (3,129)     (510,709)        (510,709)

Cash distributions                (6,000)       -         (594,000)        (600,000)

Net income                         7,200        -          597,454          604,654 
                                ________      ______   ___________      ___________ 

Balance, December 31, 1996       (30,264)     65,589    10,785,313       10,755,049 

Redemptions                         -           (140)      (24,110)         (24,110)

Cash distributions                (5,600)       -         (554,400)        (560,000)

Net income                         5,200        -          192,695          197,895 
                                ________      ______   ___________      ___________ 

Balance, December 31, 1997      $(30,664)     65,449   $10,399,498      $10,368,834 
                                ========      ======   ===========      =========== 
</TABLE>












The accompanying notes are an integral part of these financial statements.











                                 F-5



                          FIDELITY LEASING INCOME FUND VII, L.P.
<TABLE>
                            STATEMENTS OF CASH FLOWS
                            <CAPTION>
                                                   For the years ended December 31,    
                                                  1997           1996           1995   
Cash flows from operating activities:
<S>                                           <C>             <C>            <C>       
  Net income (loss)                           $  197,895     $  604,654     $  (17,688)
                                               _________      _________      __________
  Adjustments to reconcile net income (loss) to
   net cash provided by operating activities:
  Depreciation and amortization                3,826,599      3,935,706      4,234,982 
  Write-down of equipment to net 
   realizable value                              101,987        546,303        711,418 
  Proceeds from direct financing leases,
   net of earned income                           36,839          9,627          8,791 
  (Gain)loss on sale of equipment, net           116,083       (627,800)       (76,124)
  (Increase) decrease in accounts receivable    (294,820)       (67,637)        14,805 
  (Increase) decrease in due from 
   related parties                              (396,643)        17,995         43,201 
  Increase (decrease) in lease rents paid in
   advance                                         2,470         51,473       (226,578)
  Increase (decrease) in accounts payable
   and accrued expenses                           33,355          3,560       (184,367)
  Increase (decrease) in due to related parties   22,701       (202,718)        45,133 
  Increase (decrease) in other, net                7,050         15,225         14,354 
                                               _________      _________      _________ 

                                               3,455,621      3,681,734      4,585,615 
                                               _________      _________      _________ 

  Net cash provided by operating activities    3,653,516      4,286,388      4,567,927 
                                               _________      _________      _________ 
Cash flows from investing activities:
  Acquisition of equipment                    (2,942,752)    (3,759,606)    (4,514,330)
  Investment in direct financing leases         (302,825)          -             -     
  Purchase of investment securities
   held to maturity                                 -              -          (749,993)
  Maturity of investment securities
   held to maturity                                 -           499,740        746,244 
  Proceeds from sale of equipment                377,919        867,995      1,112,448 
                                               _________      _________      _________ 

  Net cash used in investing activities       (2,867,658)    (2,391,871)    (3,405,631)
                                               _________      _________      _________ 
Cash flows from financing activities:
  Distributions                                 (560,000)      (600,000)    (3,577,138)
  Redemptions of capital                         (24,110)      (510,709)      (168,046)
                                               _________      _________      _________ 

  Net cash used in financing activities         (584,110)    (1,110,709)    (3,745,184)
                                               _________      _________      _________ 
Increase (decrease) in cash and cash
  equivalents                                    201,748        783,808     (2,582,888)

Cash and cash equivalents, beginning of year   2,983,264      2,199,456      4,782,344 
                                               _________      _________      _________ 
Cash and cash equivalents, end of year        $3,185,012     $2,983,264     $2,199,456 
                                              ==========     ==========     ========== 






The accompanying notes are an integral part of these financial 	statements.





</TABLE>                         F-6


                 FIDELITY LEASING INCOME FUND VII, L.P.

                     NOTES TO FINANCIAL STATEMENTS

1.  ORGANIZATION AND NATURE OF BUSINESS

Fidelity Leasing Income Fund VII, L.P. (the "Fund") was formed in 
November 1989.  The General Partner of the Fund is F.L. Partnership 
Management, Inc. ("FLPMI") which is a wholly owned subsidiary of 
Resource Leasing, Inc., a wholly owned subsidiary of Resource America, 
Inc.  The Fund is managed by the General Partner.  The Fund's limited 
partnership interests are not publicly traded.  There is no market for 
the Fund's limited partnership interests and it is unlikely that any 
will develop.  The Fund acquires equipment, primarily computer 
equipment, including printers, tape and disk storage devices, data 
communications equipment, computer terminals, technical workstations as 
well as networking equipment, which is leased to third parties 
throughout the United States on a short-term basis.

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Investment Securities Held to Maturity

The debt securities that the Fund has the positive intent and ability 
to hold to maturity are classified as held to maturity and are reported 
at amortized cost.  As the Fund does not engage in security trading, 
the balance, if any, of its debt securities and equity securities are 
classified as available for sale.  Net unrealized gains and losses for 
securities available for sale are required to be recognized as a 
separate component of partners' capital and excluded from the 
determination of net income.

Concentration of Credit Risk

Financial instruments which potentially subject the Fund to 
concentrations of credit risk consist principally of temporary cash 
investments.  The Fund places its temporary investments in bank 
repurchase agreements.

Concentrations of credit risk with respect to accounts receivable are 
limited due to the dispersion of the Fund's lessees over different 
industries and geographies.

Impairment of Long-Lived Assets

Effective January 1, 1996, the Fund adopted Statement of Financial 
Accounting Standard (SFAS) No. 121  "Accounting for the Impairment of 
Long-Lived Assets and for Long-Lived Assets to be Disposed of."  This 
standard provides guidance on when to recognize and how to measure 
impairment losses of long-lived assets and how to value long-lived 
assets to be disposed of.  The adoption of SFAS No. 121 had no impact 
on the net income of the Fund.





                                 F-7


                FIDELITY LEASING INCOME FUND VII, L.P.

               NOTES TO FINANCIAL STATEMENTS (Continued)

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Equipment Held for Sale or Lease

Equipment held for sale or lease is carried at its estimated net 
realizable value.

Use of Estimates

In preparing financial statements in conformity with Generally Accepted 
Accounting Principles, management is required to make estimates and 
assumptions that affect the reported amounts of assets and liabilities 
and the disclosure of contingent assets and liabilities at the date of 
the financial statements and revenues and expenses during the reporting 
period.  Actual results could differ from those estimates.

Accounting for Leases

The Fund's leasing operations consist primarily of operating leases 
whereby the cost of the leased equipment is recorded as an asset and 
depreciated on a straight-line basis over its estimated useful life, up 
to six years.  Acquisition fees associated with lease placements are 
allocated to equipment when purchased and depreciated as part of 
equipment cost.  Rental income consists primarily of monthly periodic 
rentals due under the terms of the leases.  Generally, during the 
remaining terms of existing operating leases, the Fund will not recover 
all of the undepreciated cost and related expenses of its rental 
equipment and is prepared to remarket the equipment in future years.  
Upon sale or other disposition of assets, the cost and related 
accumulated depreciation are removed from the accounts and the 
resulting gain or loss, if any, is reflected in income.

The Fund does have direct financing leases, as well.  Under the direct 
financing method, income (the excess of the aggregate future rentals 
and estimated additional amounts recoverable upon expiration of the 
lease over the related equipment cost) is recognized over the life of 
the lease using the interest method.

Income Taxes

Federal and State income tax regulations provide that taxes on the 
income or benefits from losses of the Fund are reportable by the 
partners in their individual income tax returns.  Accordingly, no 
provision for such taxes has been made in the accompanying financial 
statements.








                                 F-8


                 FIDELITY LEASING INCOME FUND VII, L.P.

                NOTES TO FINANCIAL STATEMENTS (Continued)

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Statements of Cash Flows

For purposes of the statements of cash flows, the Fund considers all 
highly liquid debt instruments purchased with a maturity of three 
months or less to be cash equivalents.

Net Income per Equivalent Limited Partnership Unit

Net income per equivalent limited partnership unit is computed by 
dividing net income allocated to limited partners by the weighted 
average number of equivalent limited partnership units outstanding 
during the year.  The weighted average number of equivalent units 
outstanding during the year is computed based on the weighted average 
monthly limited partners' capital account balances, converted into 
equivalent units at $500 per unit.

Significant Fourth Quarter Adjustments

Currently, the Fund's practice is to review the recoverability of its 
undepreciated costs of rental equipment quarterly.  The Fund's policy, 
as part of this review, is to analyze such factors as releasing of 
equipment, technological developments and information provided in third 
party publications.  Based upon this review, the Fund recorded an 
adjustment of approximately $57,000, $133,000 and $435,000 or $1.88, 
$4.28 and $12.39 per equivalent limited partnership unit to write down 
its rental equipment in the fourth quarter of 1997, 1996 and 1995, 
respectively.

3.  ALLOCATION OF PARTNERSHIP INCOME, LOSS AND CASH DISTRIBUTIONS

Cash distributions, if any, are made monthly as follows:  99% to the 
Limited Partners and 1% to the General Partner, until the Limited 
Partners have received an amount equal to the purchase price of their 
Units, plus a 12% compounded priority return (an amount equal to 12% 
compounded annually on the portion of the purchase price not previously 
distributed); thereafter, 90% to the Limited Partners and 10% to the 
General Partner.

Net Losses are allocated 99% to the Limited Partners and 1% to the 
General Partner.  The General Partner is allocated Net Income equal to 
its cash distributions, but not less than 1% of Net Income, with the 
balance allocated to the Limited Partners.

Net Income (Losses) allocated to the Limited Partners are allocated to 
individual limited partners based on the ratio of the daily weighted 
average partner's net capital account balance (after deducting related 
commission expense) to the total daily weighted average of the Limited 
Partners' net capital account balances.



                                 F-9

                 FIDELITY LEASING INCOME FUND VII, L.P.

                NOTES TO FINANCIAL STATEMENTS (Continued)

4.  EQUIPMENT LEASED

Equipment on lease consists primarily of computer equipment under 
operating leases.  The lessees have agreements with the manufacturer to 
provide maintenance for the leased equipment.  The Fund's operating 
leases are for initial lease terms of 21 to 60 months.

In accordance with Generally Accepted Accounting Principles, the Fund 
writes down its rental equipment to its estimated net realizable value 
when the amounts are reasonably estimated and only recognizes gains 
upon actual sale of its rental equipment.  As a result, in 1997, 1996 
and 1995, approximately $102,000, $546,000 and $711,000, respectively 
was charged to write-down of equipment to net realizable value.  
Any future losses are dependent upon unanticipated technological 
developments affecting the computer equipment industry in subsequent 
years.

During the year ended December 31, 1997, the Fund leased equipment 
under the direct financing method in accordance with SFAS 
No. 13.  This method provides for recognition of income (the excess of 
the aggregate future rentals and estimated additional amounts 
recoverable upon expiration of the lease over the related equipment 
cost) over the life of the lease using the interest method.

The net investment in direct financing leases as of December 31, 1997 
is as follows:

        Net minimum lease payments to be received        $330,000
        Less unearned income                               35,000
        Add expected future residuals                        -   
                                                         ________
                                                         $295,000
                                                         ========

The future approximate minimum rentals to be received on non-
cancellable operating and direct financing leases as of December 31 are 
as follows:

                                                  Direct
                                Operating        Financing

          1998                  $2,830,000       $113,000
          1999                   1,867,000        113,000
          2000                     550,000        104,000
                                __________        _______

                                $5,247,000       $330,000
                                ==========       ========

In January 1998, the Fund purchased $3,052,179 of equipment subject to 
an operating lease with an initial lease term of 60 months.  The future 
approximate minimum rentals to be received on this noncancellable 
operating lease are $630,696 in each of the next five years.

                              F-10

                FIDELITY LEASING INCOME FUND VII, L.P.

               NOTES TO FINANCIAL STATEMENTS (Continued)

5.  RELATED PARTY TRANSACTIONS

The General Partner receives 5% or 2% of gross rental payments on 
equipment under operating leases and full pay-out leases, respectively, 
for administrative and management services performed on behalf of the 
Fund.  Full pay-out leases are noncancellable leases for which rental 
payments during the initial term are at least sufficient to recover the 
purchase price of the equipment, including acquisition fees.  This 
management fee is paid monthly only if and when the Limited Partners 
have received distributions for the period from January 1, 1991 through 
the end of the most recent quarter equal to a return for such period at 
a rate of 12% per year on the aggregate amount paid for their units.

The General Partner may also receive up to 3% of the proceeds from the 
sale of the Fund's equipment for services and activities to be 
performed in connection with the disposition of equipment.  The payment 
of this sales fee is deferred until the Limited Partners have received 
cash distributions equal to the purchase price of their units plus a 
12% cumulative compounded priority return.  Based on current estimates,
it is not expected that the Fund will be required to pay this sales fee
to the General Partner.

Additionally, the General Partner and its parent company are reimbursed 
by the Fund for certain costs of services and materials used by or for 
the Fund except those items covered by the above-mentioned fees.  
Following is a summary of fees and costs charged by the General Partner 
or its parent company during the years ended December 31:

                                 1997       1996         1995  

Management fee                $231,067    $251,713     $255,245
Reimbursable costs             263,767     303,419      378,463

During 1997, the Fund maintained its checking and investment accounts 
in Jefferson Bank, a subsidiary of JeffBanks, Inc. in which the 
Chairman of Resource America, Inc. serves as a director.

Amounts due from related parties at December 31, 1997 and 1996 
represent monies due to the Fund from the General Partner and/or other 
affiliated funds for rentals and sales proceeds collected and not yet 
remitted to the Fund.

Amounts due to related parties at December 31, 1997 and 1996 represent 
monies due to the General Partner for the fees and costs mentioned 
above, as well as, rentals and sales proceeds collected by the Fund on 
behalf of other affiliated funds.







                                  F-11


                 FIDELITY LEASING INCOME FUND VII, L.P.

                NOTES TO FINANCIAL STATEMENTS (Continued)


6.  MAJOR CUSTOMERS

For the year ended December 31, 1997, two customers accounted for 
approximately 16% each and one customer accounted for 15% of the Fund's 
rental income.  For the year ended December 31, 1996, two customers 
accounted for approximately 20% and 19% of the Fund's rental income.  
For the year ended December 31, 1995, two customers accounted for 
approximately 20% and 16% of the Fund's rental income

7.  CASH DISTRIBUTIONS

Below is a summary of the cash distributions paid to partners during 
the years ended December 31:
<TABLE>
For the Quarter Ended          1997            1996          1995   
<CAPTION>
<S>                          <C>             <C>          <C>       
            March            $170,000        $120,000     $1,043,568
            June              200,000         180,000      1,035,741
            September         100,000         180,000      1,034,351
            December           90,000         120,000        463,478
                             ________        ________     __________

                             $560,000        $600,000     $3,577,138
                             ========        ========     ==========
</TABLE>

In addition, the General Partner declared and paid a cash distribution 
of $40,000 in both January and February 1998 for the months ended 
October 31 and November 30, 1997 to all admitted partners as of 
October 31 and November 30, 1997.  There was no cash distribution made 
to partners for the month ended December 31, 1997.





















                                F-12