UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 15
Certification and Notice of Termination of Registration under Section
12(g) of the Securities Exchange Act of 1934
or
Suspension of Duty to File Reports Under Sections 13 and 15(d) of the
Securities Exchange Act of 1934.
Commission file number: 33-23954
PRINCIPAL GROWTH MORTGAGE INVESTORS FUND, L.P.
(Exact name of registrant as specified in its charter)
3 World Financial Center, 29th Floor, New York, NY 10285-2900,
(212) 526-3237
(Address, including zip code, and telephone number, including area
code, of registrant's principal executive offices)
Limited Partnership Interests
(Title of each class of securities covered by this Form)
(Titles 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 box(es) 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)(i)
Rule 12g-4(a)(1)(ii) Rule 12h-3(b)(1)(ii)
Rule 12g-4(a)(2)(i) Rule 12h-3(b)(2)(i)
Rule 12g-4(a)(2)(ii)] Rule 12h-3(b)(2)(ii)
Rule 15d-6
Appropriate number of holders of record as of the certification
or notice date: 0
Pursuant to the requirements of the Securities Exchange Act of
1934, Principal Growth Mortgage Investors Fund, L.P. has caused
this certification/notice to be signed on its behalf by the
undersigned duly authorized person.
Principal Growth Mortgage Investors Fund, L.P.
Date: January 30, 1997 By: Principal Growth Realty Managment, Inc.
General Partner
/s/ Kenneth L. Zakin
By: Kenneth L. Zakin
Director and President
