FORM 8-K


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                 CURRENT REPORT



                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                                January 12, 1998
                               ------------------
                                 Date of Report
                        (Date of earliest event reported)



                        Metric Income Trust Series, Inc.
                        --------------------------------
                          (Exact name of registrant as
                            specified in its charter)




              0-18294             California              94-3087630
              -------             ----------              ----------
           (Registration        (State or Other         (IRS Employer
               File             Jurisdiction of         Identification
              Number)           Incorporation)              Number)






           One California Street, San Francisco, California 94111-5415
           -----------------------------------------------------------
               (Address of principal executive offices) (Zip Code)


               Registrant's telephone number, including area code:

                                 (415) 678-2000

                    (800) 347-6707 Watts line for all states






ITEM 5.       OTHER EVENTS

This letter from Registrant to its  Shareholders  dated January 12, 1998,  filed
herewith as Exhibit 20.4 is hereby incorporated by reference.

ITEM 7.       FINANCIAL STATEMENTS AND EXHIBITS

(c)     Exhibits:

        20.4  Letter dated January 12, 1998 from Registrant to its Shareholders.






                                    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.

                                      METRIC INCOME TRUST SERIES, INC.,
                                      a California Corporation


                                      By:     /s/ William A. Finelli
                                              -------------------------
                                              William A. Finelli
                                              Chief Financial Officer


                                      Date:       January 12, 1998
                                              -------------------------