MINISTRY PARTNERS INVESTMENT CORP
8-K/A, 1997-02-19
INVESTORS, NEC
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     SECURITIES AND EXCHANGE COMMISSION

     Washington, D.C. 20549

     FORM 8-K/A

     CURRENT REPORT


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


Date of Report (Date of earliest event reported): February 19, 1997


     MINISTRY PARTNERS INVESTMENT CORPORATION
(Exact name of registrant as specified in its charter)

     CALIFORNIA
(State or other jurisdiction of incorporation)

     333-4028LA                                        33-0489154
(Commission File Number)                   (IRS Employer Identification No.)

     1150 N. Magnolia Avenue, Suite 290, Anaheim, California 92801
     (Address of principal executive offices)

     800/753-6742
     (Registrant's Telephone Number, including Area Code)

Item 7:   Financial Statements and Exhibits.

          (i)       Financial Statements
                    None.

          (ii)      Pro Forma Financial Information
                    None.

          (iii)     Exhibits
               Exhibit No.                             Exhibit

               A.                       Letter from Brenner, Leavitt & Gray,
                                        dated, February 13, 1997


Item 4:   Changes in Registrant's Certifying Accountant

     Registrant (the "Company") has engaged the accountancy corporation of 
Turner, Warren, Hwang & Conrad to serve as its independent public 
accountants commencing with the Company's fiscal year ended September 30, 
1996.  The termination of the Company's prior independent public accountants,
Brenner, Leavitt & Gray, was by mutual agreement.  The change in accountants
has been approved by the Company's Board of Directors.  The reports of 
Brenner, Leavitt & Gray on the Company's financial statements for the past 
two fiscal years contained no adverse opinion or disclaimers of opinion, 
and no such reports were qualified or modified as to uncertainty, audit 
scope or accounting principles.  During the Company's most recent two fiscal
years and subsequently thereto, there were no disagreements with Brenner, 
Leavitt & Gray on any matter of accounting principles or practices, 
financial statement disclosure or auditing scope or procedure, which such 
disagreement, if not resolved to the satisfaction of such accountants, would
have caused them to make reference to the subject matter of such 
disagreements in connection with their report.

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, thereto duly authorized. 

Dated: February 19, 1997 MINISTRY PARTNERS INVESTMENT CORPORATION

                         By:       /s/ John C. Garmo
                                   John C. Garmo, President


February 13, 1997

Securities and Exchange Commission
450 5th Street, N.W.
Washington, DC 20549

          Re   Ministry Partners Investment Corporation
               File Ref. 333-4028-LA
               Report on Form 8-K

Ladies and Gentlemen:

     We were previously the principal accountant for Ministry Partners 
Investment Corporation (the "Company") and, under the date of October 26, 
1995, we reported on the Company's financial statements as of and for the 
years ended September 30, 1995 and 1994.  Our appointment as principal 
accountant has been terminated.  We have read the statements regarding
the termination of our engagement as the Company's principal accountant 
included in the Form 8-K Report dated February 11, 1997 and we agree with 
such statements.  

Very truly yours,

BRENNER, LEAVITT & GRAY

/s/ BRENNER, LEAVITT & GRAY

cc:  John C. Garmo
     Mark G. Holbrook




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