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 0-10116
 
Preferred Properties Fund 81  
(Exact name of registrant as specified in its charter)  

5665 Northside Drive, N.W. 
Atlanta, Georgia 30328 
Telephone:  404-916-9090  
(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)   

Limited Partnership Units  
(Title of each class of securities covered by this Form)  

None  
(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)(2)(i)  [   ]
	Rule 12g-4(a)(2)(i)   [   ]	Rule 12h-3(b)(2)(ii) [   ]
	Rule 12g-4(a)(2)(ii)  [   ]	Rule 15d-6           [   ]
	Rule 12h-3(b)(1)(i)	  [   ]

	Approximate number of holders of record as of the certification or 
notice date:
	
	None - Partnership has dissolved  


	Pursuant to the requirements of the Securities Exchange Act of 1934 
Preferred Properties Fund 81 has caused this certification/notice to 
be signed on its behalf by the undersigned duly authorized person.  

Date:May ____, 1995  				 

                                 By: Montgomery Realty Company-80,
                                     its general partner
 
 				                                By: Fox Realty Investors,
                            				         its managing general partner

    						                               By: NPI Equity Investments II, Inc.,
                	                            its managing general partner

                                    						   By: /s/ Michael L. Ashner
                                                 _______________________
                                					            Michael L. Ashner,
                                					            President