FORM 10-Q

	SECURITIES AND EXCHANGE COMMISSION

	WASHINGTON, D.C.  20549


	Quarterly Report Under Section 13 or 15(d)
	of the Securities Exchange Act of 1934




For Quarter Ended							Commission 
File 
Number
October 2, 1998								0-
9708

              SUPER 8 MOTELS TEXAS, LTD.                   
     (Exact name of registrant as specified in its charter)

State of Organization TEXAS		IRS Identification No. 
74-2062237               
                   
P. O. Box 969, Rockwall, TX             75087-0969          
(Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code:  (972) 
771-6783



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 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      






	SUPER 8 MOTELS TEXAS, LTD.
	(A Limited Partnership)
	October 2, 1998

	CONTENTS

PART I.  FINANCIAL INFORMATION					Page

ITEM 1.  FINANCIAL STATEMENTS

Balance Sheets								 3

Statement of Operations
  Three Months ended October 2, 1998 and
  September 26, 1997                   			 4

Statement of Operations
  Nine Months ended October 2, 1998 and
  September 26, 1997                   			 5

Statement of Partners' Equity					 6

Statement of Cash Flows
  Nine Months ended October 2, 1998 and
  September 26, 1997				      	 7

Notes of Financial Statements				  8 - 10

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
 FINANCIAL CONDITIONS AND RESULTS OF 
 OPERATIONS						  11 -12 

PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDING					     13

ITEM 2.  CHANGES IN SECURITIES					13

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES			13

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY
 HOLDERS								13

ITEM 5.  OTHER INFORMATION						13

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K			13







	SUPER 8 MOTELS TEXAS. LTD.
	(A Limited Partnership)
	BALANCE SHEETS
	October 2, 1998 and January 2, 1998

ASSETS					1998			1997
Unaudited		
CURRENT ASSETS				
   Cash                     $	442,300       $319,111
 	Accounts Receivable, net 
of allowance for doubtful
   accounts of $7,000 in 1998
   and $7,000 in 1997 	115,245	 83,685
Prepaid expenses	 44,315	 20,630

Total current assets	601,860	423,426

PROPERTY AND EQUIPMENT		
Land	769,800	769,800
Building and 
      improvements          2,552,257      2,539,443
Furniture and equipment	512,857	496,345
                         3,834,914      3,805,588
Accumulated Depreciation 1,449,647      1,336,157
                         2,385,267      2,469,431
OTHER ASSETS	 22,054  	 24,162
                        $3,009,181     $2,917,019

LIABILITIES AND PARTNERS? EQUITY				
CURRENT LIABILITIES		
Current portion of 
    mortgage payable       $	 45,000     $   45,000
Accounts payable	123,564	 84,294
Sales tax payable	 46,096	 43,315
Property taxes payable	 39,562	 50,485
Accrued compensation	 20,651	 20,711
Accrued interest payable	  1,414	  1,577

Total current liabilities	276,287	245,382


MORTGAGE PAYABLE
less current portion	203,088	236,838

PARTNERS? EQUITY             2,529,806      2,434,799
                        $3,009,181     $2,917,019

The accompanying notes are an integral part of this 
statement.				





	SUPER 8 MOTELS TEXAS, LTD.
	(A Limited Partnership)
	STATEMENTS OF OPERATIONS
	FOR THE THREE MONTH PERIODS ENDED
          October 2, 1998 and September 26, 1997

	(Unaudited)
1998	1997

AVERAGE ROOM RATE	$40.81	$38.01
OCCUPANCY PERCENTAGE	84.8%	87.7%

Revenues		
Room rentals	396,783	382,107
Other	 14,536	 15,145
411,319	397,252
Expenses		
Departmental:		
Rooms	112,820	112,214
Other	  4,909	  5,087
General and administrative  65,340	 60,312
Sales	  8,797	 12,733
Franchise fees	 33,776	 32,538        
Utilities	 32,888	 28,589
Maintenance & Repair	 29,015	 22,407
Management fees	 23,283	 23,063
Depreciation	 37,830	 37,856
Amortization	    702	    702
Property taxes	 13,180	 12,497
Insurance	  7,359	  6,945
Interest	  7,118	  8,319
377,017	363,262

NET INCOME (LOSS)            $ 34,302      $  33,990



The accompanying notes are an integral part of this 
statement

 
             SUPER 8 MOTELS TEXAS, LTD.
	(A Limited Partnership)

	STATEMENTS OF OPERATIONS
	FOR THE NINE MONTH PERIODS ENDED
           October 2, 1998 and September 26, 1997

	(Unaudited)
1998	1997

AVERAGE ROOM RATE	$40.76	$38.39
OCCUPANCY PERCENTAGE	87.1%	89.0%

Revenues		
Room rentals             1,220,496      1,175,783
Other	 40,845	 48,088
	                         1,261,341      1,223,871
Expenses		
Departmental:		
Rooms	345,705	328,998
Other	 14,727	 16,638
General and administrative 218,954	187,745
Sales	 33,054	 37,117
Franchise fees	103,903	100,298
Utilities	 84,894	 84,491
Maintenance & Repair	 91,230	 74,232
Management fees	 70,944	 72,453
Depreciation	113,490	113,568
Amortization	  2,108	  2,108
Property taxes	 40,337	 37,513
Insurance	 24,832	 22,212
Interest	 22,156	 25,648
1,166,334      1,103,021

NET INCOME (LOSS)            $ 95,007      $ 120,850


The accompanying notes are an integral part of this 
statement.



	SUPER 8 MOTELS TEXAS, LTD.
	(A Limited Partnership)
	STATEMENT OF PARTNERS' EQUITY
	FOR THE NINE MONTH PERIODS ENDED
               October 2,1998 and September 26, 1997
	(Unaudited)

General	Limited		Partners  
  Partners	Total

Balance - 
 December 27, 1996	$(18,793)	$2,298,569 $2,279,776

Net Income (Loss) - 
  Three Months Ended
  March 28, 1997	     308 	    30,534     30,842

Net Income (Loss) - 
  Three Months Ended
  June 27, 1997	     560 	    55,458     56,018

Net Income (Loss) - 
  Three Months Ended
  September 26, 1997	     340 	    33,650     33,990

Balance - 
  September 26, 1997	$(17,585)	$2,418,211	$2,400,626

Balance - 
  January 2, 1998	$(17,243)	$2,452,042	$2,434,799

Net Income (Loss) - 
  Three Months Ended
  April 3, 1998	     321	    31,764	    32,085

Net Income (Loss) - 
  Three Months Ended
  July 3, 1998	     286	    28,334	    28,620

Net Income (Loss) - 
  Three Months Ended
  October 2, 1998	     343	    33,959	    34,302

Balance - 
  October 2, 1998	$(16,293)	$2,546,099	$2,529,806







The accompanying notes are an integral part of this 
statement.







	SUPER 8 MOTELS TEXAS, LTD.
	(A Limited Partnership)
	STATEMENT OF CASH FLOWS
	Nine Months Ended October 2, 1998 and September 26, 1997
(Unaudited)	    

1998	1997
Cash flows from 
 operating activities		
Net income (loss)	$ 95,007	$120,850
Adjustments to reconcile net 
 income (loss) to net cash 	
 provided by (used in) operating 
 activities		
Depreciation and amortization	 115,598	 115,676
Change in operating assets and 
 liabilities		
Accounts receivable	 (31,560)	 (14,843)
Prepaid expenses	 (23,685)	  (8,285)
Other assets	   	     (30) 
Accounts payable	  39,270  	  38,267
Sales tax payable	   2,781	  (1,437)
Property taxes payable	 (10,923)	 (12,859)
Accrued compensation	     (60)	  (5,872)
Accrued interest	    (163)	    (215)
Net cash provided by (used in) 
 operating activities	 186,265      231,252
Cash flows from financing 
 activities		
Payments made on mortgage payable	 (33,750) 	 (33,750)
Net cash provided by (used in) 
  financing activities	 (33,750)	 (33,750)

Cash flows from investing 
 activities	
Property additions	 (29,326)     (2,728)  
Net cash provided by (used in) 
 investing activities	 (29,326)     (2,728)

NET INCREASE (DECREASE) IN
 CASH	 123,189   	 194,774
Cash at beginning of year	 319,111	  37,456
Cash at end of period          $	 442,300	$232,230
Interest paid during the period	$ 22,319	$ 25,863



The accompanying notes are an integral part of this       
statement.




	SUPER 8 MOTELS TEXAS, LTD.

	NOTES TO FINANCIAL STATEMENTS

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A summary of the significant accounting policies applied in 
the preparation of the accompanying financial statements 
follows.

Depreciation

Depreciation is provided in amounts sufficient to relate the 
cost of depreciable assets to operations over their 
estimated service lives by the straight-line method.  
Accelerated methods of depreciation are used for tax 
purposes.

Federal Income Taxes

Federal income taxes (benefits) are not reflected in the 
financial statements as the partners individually report 
their distributive shares of the taxable income or loss of 
the Partnership.

Fiscal Year

The Partnership's fiscal year ends on the Friday nearest 
December 31.  Fiscal years 1998 and 1997 are comprised of 
fifty-two and fifty-three week periods, respectively.

NOTE B - PARTNERSHIP AGREEMENT

The Partnership was formed under the laws of the State of 
Texas in September 1979.  The Partnership was organized to 
develop and operate nonspecified "budget" hotels in Texas.

Allocation of cash distributions and income (losses) are 99% 
and 1%, respectively, to limited partners and general 
partners.

The general partners have an option which expires in 1999 to 
purchase a special 20% limited partner interest for 
$500,000.

Franchise Fees


Effective June 30, 1994, the partnership received approval 
from Ramada Franchise Systems, Inc. to operate the facility 
as a Ramada Limited hotel for a term of fifteen years 
subject to Ramada having the right to terminate the license 
without cause effective on the fifth anniversary of the 
license. Prior to June 30, 1994, the Partnership paid to 
Super 8 Motels, Inc. monthly fees equal to 4% of its gross 
room revenue and contributed an additional 1% of its gross 
room revenues to an advertising fund administered by the 
franchisor.  Effective June 30, 1994, the Partnership will 
pay to Ramada Franchise Systems, Inc. monthly fees equal to 
3.5% of its gross room revenue for the first twelve months 
from the effective date of the Ramada license and 4% of its 
gross room revenue beginning in the thirteenth month through 
the balance of the license term.  In addition, the 
partnership must contribute 4.5% of its gross room revenue 
to Ramada Inter-National Association for marketing, 
reservation systems and other assessments.  Franchise fees 
were $103,903 and $100,298 for the nine months ended October 
2, 1998 and September 26, 1997, respectively.

NOTE C - RELATED PARTY TRANSACTIONS
Management Fees

An affiliate of one of the former General Partners managed 
the hotel for the Partnership until May 31, 1989.  The fee 
for this service was 5% of gross operating revenues from 
Partnership operations.  This management fee was payable 
monthly; however, three-fifths of the management fee was 
deferred until receipt by the Limited Partners of a 
cumulative 10% per annum pre-tax return on their adjusted 
capital contributions.  During 1994 this obligation was 
written off because it was determined that it was unlikely 
to require payment in the future.

On June 1, 1989, an affiliate of one of the current General 
Partners assumed management of the hotel.  For its services, 
the management company receives a base management fee equal 
to the greater of three percent (3%) of the Gross Revenues 
of the hotel or $36,000 per year.  In addition to the base 
management fee, the management company receives an incentive 
management fee equal to ten percent (10%) of Gross Operating 
Profit.  For the nine months ended October 2, 1998 and 
September 26, 1997, management fees were $70,944 and 
$72,453, respectively.  Additionally, accounting service 
fees paid to another affiliate of a general partner were 
$29,250 and $21,000 for the nine months ended October 2, 
1998 and September 26, 1997, respectively.  Expense 
reimbursements to a general partner for expenses incurred 
were $5,810 and $10,574 for the nine months ended October 2, 
1998 and September 26, 1997, respectively.

NOTE D - SIGNIFICANT CUSTOMER
The Partnership's revenues for the nine months ended October 
2, 1998 and September 26, 1997 include amounts from a single 
customer of approximately $194,747 and $257,801, 
respectively.

NOTE E - MORTGAGE PAYABLE

In April 1994, the partnership entered into a mortgage note 
agreement to borrow $450,000 from a financial institution.  
The proceeds of this loan were used to complete the 
renovation of the facility to comply with the Ramada license 
requirements.  Under terms of the agreement, the partnership 
is required to make monthly principal installments of $3,750 
and interest on the outstanding principal balance at 2% 
above the financial institution?s prime lending rate.  The 
mortgage note is collateralized by the hotel's property and 
equipment.  As of October 2, 1998, the outstanding principal 
balance was $248,088, with a current portion of $45,000.  
All unpaid principal is due in 2004.  The payee may demand 
payment of the outstanding balance of the note on the six 
year, seven year, eight year and nine year anniversary dates 
of the note.



	SUPER 8 MOTELS TEXAS, LTD.

Item 2.MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL 
CONDITION AND RESULTS OF OPERATIONS.

Opinion of Management
In the opinion of management, the accompanying unaudited 
financial statements reflect all adjustments (consisting 
only of normal recurring adjustments) necessary to present 
fairly the financial position as of October 2, 1998 and 
September 26, 1997, and the results of operation and its 
cash flows for the periods then ended.

Liquidity
The General Partners believe that the Partnership's 
liquidity, defined as its ability to generate adequate 
amounts of cash to meet its cash needs, is satisfactory. The 
Partnership's primary source of liquidity is its revenue 
from operations, the cash provided from the sale of its 
restaurant in 1990 and the proceeds of the mortgage note 
incurred to finance the renovation of the hotel.  The 
Partnership actively negotiated with the lessee of the 
restaurant building to sell the building to such lessee.  
Such sale took place on September 14, 1990.  The contract 
sale price was $500,000.  This sale provided a cash infusion 
to the property of $445,000 which was used to pay off 
delinquent taxes of $137,605, current taxes on the 
restaurant through September 14, 1990 of $14,160 and a 
$22,000 bank loan secured by the lease.  As of October 2, 
1998, the Partnership had cash and other current assets in 
the amount of $601,860 compared to $368,189 at September 26, 
1997.  Current liabilities were $276,287 at October 2,1998, 
compared to $230,397 at September 26, 1997.  

Capital Resources  
The partnership spent approximately $24,719, $62,636 and 
$6,606 in capital improvements to the hotel's facilities in 
1997, 1996 and 1995, respectively.  The partnership has 
spent $29,326 in capital improvements for the hotel during 
the first nine months of 1998.  The partnership expects to 
spend an additional $75,000 in capital expenditures during 
the balance of this year. The hotel is now operating in full 
compliance with the Ramada Limited standards.

Results of Operations  

The Partnership's hotel average occupancy rate for the nine 
month period ended October 2, 1998, was 87.1% compared to 
89.0% for the nine month period ended September 26, 1997.  
The average daily room rate for the nine month period ended 
October 2, 1998, was $40.76 compared to $38.76 for the nine 
month period ended June 27,1997.  Room Revenue for the nine 
month period ended October 2, 1998 was $1,220,496 compared 
to $1,175,783 for the nine month period ended September 26, 
1997. 

The airline employee and airline related lodging resulted in 
daily room rentals of approximately 50.0% of the hotel's 126 
rooms for the nine month period ended October 2, 1998, 
compared to 52.0% for the nine month period ended September 
26, 1997.




	SUPER 8 MOTELS TEXAS, LTD.

PART II - OTHER INFORMATION

Item 1.LEGAL PROCEEDINGS

There are no material pending legal proceedings.

Item 2.CHANGES IN SECURITIES

There have been no changes in securities for the nine months 
ended October 2, 1998.

Item 3.DEFAULTS UPON SENIOR SECURITIES

There are no senior securities and accordingly, there are no 
defaults for the nine months ended October 2, 1998.

Item 4.SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

No matter was submitted to a vote of security holders for 
the nine months ended October 2, 1998.

Item 5.OTHER INFORMATION

There is no other information to report for the nine months 
ended October 2, 1998.

Item 6.EXHIBITS AND REPORT OF FORM 8-K
There are no exhibits or reports on Form 8-k to be filed 
with this Form 10-Q.

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

SUPER 8 MOTELS TEXAS, LTD.
(REGISTRANT)
                                                            
      S/S Martin J. Cohen, General Partner

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