FORM 8-K




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



                Date of Report: June 21, 1999





                    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         1

Item 5. Other Information                            2

Signatures                                           3

                            Page i

Item 2. Acquisition or Disposition of Assets

Between April 1, 1999 and June 15, 1999 we acquired
seventy-nine Residential Mortgages and Contracts for Deed
with a total unpaid principal balance on the date of
purchase of $3.6 million, at a discount, for $3.5 million.
Funds used to acquire the loan were gross offering proceeds
from the closings during April, May and through June 15,
1999 and funds from funds borrowed on our credit line. The
Residential Mortgages and Contracts for Deed were chosen
for purchase following the investment objectives and
policies as set forth in our Declaration of Trust, as
amended, dated August 15, 1996, and using the underwriting
criteria set forth therein. Our aggregate number of
Residential Mortgages and Contracts for Deed at June 15 was
386 with an unpaid principal balance of $16.8 million.

Of the Residential Mortgages and Contracts for Deed
acquired between April 1 and June 15, fifty-four were
acquired from South Central Mortgage, Inc., an affiliate,
and twenty-five were acquired from private individuals.

The Residential Mortgages and Contracts for Deed acquired
during the period had a blended annual interest rate of
11.55%, a current annual yield of approximately 11.86%, and
an investment-to-value ratio of 88.8%, as of the purchase
date of the notes. On average they had an unpaid principal
balance of $45,406, a term remaining of 352 months and were
acquired for approximately 97.41% of the outstanding unpaid
principal balance on the notes purchase date. This compares
to our aggregate portfolio at June 15, which had a blended
annual interest rate of 11.46%, a current annual yield of
approximately 11.99%, and an investment-to-value ratio of
84.8%, as of the purchase date of the notes. On average the
aggregate portfolio had an unpaid principal balance of
$43,645, a term remaining of 332 months and were acquired
for approximately 95.55% of the outstanding unpaid
principal balance on the notes purchase date.

We paid acquisition fees in the amount of $88,362 to the
Advisor, Mortgage Trust Advisors, Inc., from April 1
through June 15, which represented 3% of the unpaid
principal balance of the Residential Mortgages and
Contracts for Deed.

From April 1 to June 15, 1999 we invested in 50 Interim
Mortgages for $2.1 million. Our aggregate number of Interim
Investments at June 15 was 112 loans and $3.6 million
invested. 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 12.75% and a yield
of 12.93%.

Funds used in the acquisition of the assets were offering
proceeds from the sale of our shares and funds borrowed
from our credit facility.
                         Page 1

Item 5. Other Information

Status of Offering

Thirty-six new shareholders were admitted to the Company
during the period December 1, 1998 through February 28,
1999, representing 57,527 shares, and increasing the total
number of beneficial owners of shares to 459. Total shares
sold during the offering increased to 761,690, and total
shares outstanding increased to 771,690, which includes the
shares owned by the Advisor, Mortgage Trust Advisors, Inc.
which were acquired prior to the offering.

Gross offering proceeds received from the sale of shares
during the period was $1,150,540 increasing the aggregate
gross offering proceeds received to $15,233,800. Proceeds
from the periods' closings were allocated as follows:
$1,029,573 to the Company; $115,054 or 10% to the Selling
Group Manager for selling commissions; $5,753 or 0.5% to
the Selling Group Manager for due diligence fees; and $160
to the Escrow Agent as compensation for distributing
interest accrued to subscribers.
                           Page 2

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


June 22, 1999                   /S/Christine A. Griffin
                                   Christine A. Griffin
                                         President

                        Page 3