CARLYLE INCOME PLUS LTD
15-12G, 1999-03-01
REAL ESTATE
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March 1, 1999


Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C.  20549


Re:    Carlyle Income Plus, Ltd.
       Commission File No. 000-16975
       Form 15

Gentlemen:

Transmitted,  for the  above-captioned  registrant, is  the
electronically filed  executed copy of registrant's current report
on  Form  15 dated March 1, 1999.

Thank you.

Very truly yours,


CARLYLE INCOM PLUS, LTD.



        GAILEN J. HULL
By:     Gailen J. Hull
        Senior Vice President and
        Principal Accounting Officer


                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                    FORM 15


Certification  and  Notice of Termination of Registration  under
Section 12(g) of the Securities and Exchange Act of 1934 or
Suspension of Duty to File Reports  Under  Section 13 and 15(d)
of the Securities  Exchange Act of 1934.


                         COMMISSION FILE NO.:  000-16975

                    CARLYLE INCOME PLUS, LTD.
          ------------------------------------------------------
             (Exact  name  of  registrant as  specified  in  its
charter)


       900     N.    Michigan    Avenue,    Chicago,    Illinois
312-915-1987
  --------------------------------------------------------------------------
   (Address  and  telephone  number  of  registrant's  principal
executive offices)


                         LIMITED PARTNERSHIP INTERESTS
            (Title  of each class of securities covered by  this Form)


                                     NONE
          (Title of all other classes of securities for which  a duty to
              file reports under Section 13(a) or 15(d) remains)


      Please  place  an  "X"  in  the  boxes  to  designate  the appropriate 
rule provision(s)  relied upon to terminate or suspend  the  duty  to
file reports:

       Rule 12g-4(a)(1)(i)      [ X ]       Rule 12h-3(b)(1)(ii) [   ]
       Rule  12g-4(a)(1)(ii)    [   ]       Rule 12h-3(b)(2)(i)  [   ]
       Rule 12g-4(a)(2)(i)      [   ]       Rule 12h-3(b)(2)(ii) [   ]
       Rule   12g-4(a)(2)(ii)   [   ]       Rule   15d-6         [ X ]
       Rule 12h-3(b)(1)(i)      [ X ]

       Approximate  number  of  holders  of  record  as  of  the
certification or notice date:

                         ZERO - Registrant Liquidated

     Pursuant to the requirements of the Securities Exchange Act
of 1934, Carlyle  Income  Plus, Ltd. has caused this certification/notice
to be signed on its behalf by the undersigned duly  authorized
person.

                                     JMB REALTY CORPORATION
                                     Corporate General Partner


                                     By:   GAILEN J. HULL
                                           ------------------------------
                                           Gailen J. Hull
                                           Senior Vice President
Dated: March 1, 1999





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