FORM 8-K




Current Report Pursuant to Section 13 or 15(d) of 
The Securities Act of 1934



Date of Report: December 1, 1998





UNITED MORTGAGE TRUST


     (a Maryland trust)    Commission File Number 333-10109

         IRS Employer Identification No. 75-6496585





1701 N. Greenville Avenue, Suite 403
Richardson  TX  75081
(972) 705-9805


UNITED MORTGAGE TRUST
INDEX TO FORM 8-K

                                                Page Number


Item 2. Acquisition or Disposition of Assets         3

Item 5. Other Information                            4

Signatures                                           4




Item 2. Acquisition or Disposition of Assets

Between November 1 and November 30, 1998, United Mortgage 
Trust ("the Company") acquired twenty first lien mortgage 
notes ("residential mortgages") with a total unpaid 
principal balance on the date of purchase of $954,826, at a 
discount, for $912,881. Funds used to acquire the notes 
were gross offering proceeds from the closings on November 
2 and November 17, 1998. The residential mortgages were 
chosen for purchase following the investment objectives and 
policies as set forth in the Declaration of Trust, as 
amended, dated August 15, 1996, and using the underwriting 
criteria set forth therein. 

All twenty of the residential mortgages were acquired from 
South Central Mortgage, Inc., an affiliate of the Advisor, 
Mortgage Trust Advisors, Inc. One mortgage was acquired 
from a bank.

The residential mortgages acquired during the period had a 
blended annual interest rate of 11.35%, a current annual 
yield of approximately 11.87%, and an investment-to-value 
ratio of 84.4%, as of the purchase date of the notes. On 
average they had an unpaid principal balance of $47,741, a 
term remaining of 337 months and were acquired for 
approximately 95.61% of the outstanding unpaid principal 
balance on the notes purchase date.

The Company paid acquisition fees in the amount of $41,944 
to the Advisor, Mortgage Trust Advisors, Inc., which 
represented 3% of the unpaid principal balance of the 
residential mortgages acquired.

As of November 30, 1998 the Company had investments in 94 
interim mortgages for an aggregate investment of 
$3,443,883. The interim mortgages had terms of no greater 
than 12 months and were made to borrowers for the purchase, 
renovation and sale of single family homes. These loans, 
which were first lien mortgage notes secured by properties 
in Texas, had a blended interest rate of 13.11%. 

Funds used in the acquisition of the assets were offering 
proceeds from the sale of shares of the Company.


Item 5. Other Information 

Status of Offering

Seventeen new shareholders were admitted to the Company 
during the period November 1 to 30, 1998 increasing the 
total number of shareholders to 427, and the total number 
of outstanding shares to 717,163. Gross offering proceeds 
received from the sale of shares during the period was 
$866,600 increasing the aggregate gross offering proceeds 
received to $14,343,260. Proceeds from the periods' 
closings were allocated as follows: $775,532 to the 
Company; $86,660 or 10% to the Selling Group Manager for 
selling commissions; $4,333 or 0.5% to the Selling Group 
Manager for due diligence fees; and $75 to the Escrow Agent 
as compensation for distributing interest accrued to 
subscribers.

SIGNATURES

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

                                UNITED MORTGAGE TRUST


December 7, 1998                 /S/Christine A. Griffin
                                   Christine A. Griffin
                                         President







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