UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    Form 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                       For Quarter Ended December 31, 1997 

                          Commission File Number 1-8893


                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          DELAWARE                                      59-2501059
---------------------------------        ---------------------------------------
(State of other jurisdiction             (I.R.S. Employer Identification Number)
of incorporation or organization)



     2501 S. Ocean Drive
     Hollywood, Florida                                           33019
----------------------------------------                        ----------
(Address of principal executive offices)                        (Zip Code)


Registrant's telephone number, including area code (954) 927-3080

                                      NONE
--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report


Indicate by checkmark  whether the registrant (1) has filed all reports required
to be filed  by  Section  13 or 15 (d) of the  Securities  Exchange  Act of 1934
during the preceding 12 months (or for such shorter  period that the  registrant
was  required  to file such  reports),  and (2) has been  subject to such filing
requirements for the past 90 days.

                           YES  [ X ]          NO  [   ]

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

           CLASS                          Outstanding at December 31, 1997
--------------------------------------------------------------------------------
  Limited Partnership Units                        4,485,504 units
<PAGE>


                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP



                                      INDEX


                                                                               

PART I.  Financial Information

                           Balance sheets -
                             December 31, 1997 and
                             September 30, 1997                                

                           Statements of operations -
                             Three months ended
                             December 31, 1997 and 1996                     

                           Statements of cash flows -
                             Three months ended
                             December 31, 1997 and 1996                     

                           Notes to financial statements                    

                           Management's discussion and analysis
                           of financial condition                           

PART II.  Other information and signatures                       


<PAGE>
<TABLE>
<CAPTION>
                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                                 BALANCE SHEETS



                                                     December 31,    September 30,
                                                        1997             1997
                                                    ------------     ------------
                                                     (unaudited)
<S>                                                  <C>              <C>
                  ASSETS

Cash                                                 $    9,930       $   48,738
Mortgage note and other receivables
  Mortgage note receivable                              101,250          101,250
  Other                                                 232,697          275,303
Property held for sale                                4,806,155        4,739,939
Other assets                                             41,662           62,944
                                                     ----------       ----------
                                                     $5,191,694       $5,228,174
                                                     ==========       ==========




              LIABILITIES AND EQUITY


Liabilities:
  Mortgage payable, bank                             $1,698,753       $1,675,972
  Accounts payable and other liabilities                787,899          761,325
  Estimated cost of development
    of land sold                                         10,326           30,142
                                                     ----------       ----------

                                                      2,496,978        2,467,439


Partners' equity:
  4,485,504 units authorized
  and outstanding                                     2,694,716        2,760,735
                                                     ----------       ----------
                                                     $5,191,694       $5,228,174
                                                     ==========       ==========


</TABLE>
                        See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>




                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                               THREE MONTHS ENDED
                           DECEMBER 31, 1997 AND 1996
                                   (UNAUDITED)


                                                      1997               1996
                                                  -----------        -----------
<S>                                               <C>                <C>
Revenues                                          $   489,037        $   320,619
                                                  -----------        -----------


Cost and expenses:
     Cost of sales                                    377,719            118,483
     Selling, general and
       administrative expenses                        126,909            118,474
     Interest                                            --               23,121
     Depreciation and property taxes                   50,428             31,696
                                                  -----------        -----------

       Total costs and expenses                       555,056            291,774
                                                  -----------        -----------

Net income (loss)                                 $   (66,019)       $    28,845
                                                  ===========        ===========

Net income (loss) per unit                        $     (0.01)       $      0.01
                                                  ===========        ===========

Weighted average number of
  units outstanding                                 4,485,504          4,485,504
                                                  ===========        ===========

</TABLE>
                        See notes to financial statements
<PAGE>
<TABLE>
<CAPTION>
                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
                  THREE MONTHS ENDED DECEMBER 31, 1997 AND 1996
                                   (UNAUDITED)



                                                         1997             1996
                                                      ---------       ---------
<S>                                                   <C>             <C>
Cash flows from operating activities:

     Cash was received from:
       Collections on sales
        and receivables                               $ 527,106       $ 320,440
       Interest Income                                    2,882             179
       Other cash received                                1,655            --
                                                      ---------       ---------
                                                        531,643         320,619
                                                      ---------       ---------

     Cash was expended for:
       Selling, general and administrative,
        property taxes and other expenses               122,395         183,348
       Interest paid (net of amounts
        capitalized)                                       --             2,048
       Improvements to property
        held for sale                                   470,837         267,115
                                                      ---------       ---------
                                                        593,232         452,511
                                                      ---------       ---------

Net cash used in operating activities                   (61,589)       (131,892)
                                                      ---------       ---------

Cash flow from financing activities:
  Proceeds from mortgage notes payable
    Bank                                                382,781         192,226
  Payments on mortgage payable:
    Bank                                               (360,000)        (60,000)
                                                      ---------       ---------

Net cash provided by financing
  activities                                             22,781         132,226
                                                      ---------       ---------
Net increase (decrease) in cash                         (38,808)            334
Cash at beginning of year                                48,738          41,451
                                                      ---------       ---------
Cash at end of year                                   $   9,930       $  41,785
                                                      =========       =========


</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                      STATEMENTS OF CASH FLOWS (CONTINUED)
                 Reconciliation of net income (loss) to net cash
                   provided by (used in) operating activities
                  THREE MONTHS ENDED DECEMBER 31, 1997 AND 1996
                                   (UNAUDITED)
                                  (continued)



                                                       1997              1996
                                                    ---------         ---------
<S>                                                 <C>               <C>
Reconciliation of net income (loss)
  to cash provided (used in)
  operating activities:

Net income (loss)                                   $ (66,019)        $  28,845
                                                    ---------         ---------

Adjustments to reconcile net
  income (loss) to net cash
  used in operating activities

  Depreciation and amortization                           531               688

Change in assets and liabilities
  Increase in:
    Property held for sale                            (66,216)          (90,669)
    Accounts payable and accrued
      liabilities                                      26,574              --
  Decrease in:
    Mortgage notes and other
      receivables                                      42,606             1,800
    Other assets                                       20,751            16,383
    Accounts payable and accrued
      liabilities                                        --             (88,939)
    Estimated cost of development
      of land sold                                    (19,816)             --
                                                    ---------         ---------

Total adjustments                                       4,430          (160,737)
                                                    ---------         ---------

Net cash flow used in
  operating activities                              $ (61,589)        $(131,892)
                                                    =========         =========

</TABLE>
Supplemental  information  concerning  investing  and financing  activities:  In
  fiscal 1996 the  Partnership  issued a note payable to the general partner for
  unpaid interest in the amount of $27,249.



                        See notes to financial statements
<PAGE>
                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                               THREE MONTHS ENDED
                           DECEMBER 31, 1997 AND 1996
                                   (UNAUDITED)




1. Interim financial statements:

         The accompanying  unaudited financial  statements have been prepared in
accordance  with the  instructions  to Form 10-Q and do not  include  all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements. In the opinion of management, all adjustments
(consisting  of  normal  recurring  accruals)  considered  necessary  for a fair
presentation  have been included.  Operating  results for the three months ended
December  31, 1997 are not  necessarily  indicative  of the results  that may be
expected for the fiscal year ending September 30, 1998. These statements  should
be read in conjunction with the financial  statements and notes thereto included
in the Company's  Annual Report on Form 10-K for the fiscal year ended September
30, 1997.


2. Income tax:

         The  Partnership has made no provision for income taxes since it is not
subject to income taxes.  Instead, the partners are required to include in their
income tax returns their share of the Partnership's taxable income or loss.
<PAGE>
                 ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                               THREE MONTHS ENDED
                           DECEMBER 31, 1997 AND 1996
                                   (UNAUDITED)


Results of Operations

         During the three month  periods ended  December 31, 1997 and 1996,  the
Partnership had revenues totaling $489,037 and $320,619, respectively, and a net
loss of ($66,019) or ($0.01 per unit) net income of $28,845.  or $0.01 per unit,
respectively.  During the period, revenues derived almost entirely from from the
sale of seventeen residential lots from Phase II of the Crestwood tract.

         During the three months ended  December 31, 1996, the  Partnership  had
revenues  totaling  $320,619.  Of  the  foregoing,  approximately  $100,000  was
realized in October, 1996 on the sale to the County of Palm Beach of 18 one-acre
lots out of a 206 acre tract owned by the  Partnership in Palm Beach County.  In
addition,  during  such  quarter  the  Partnership  sold the  balance of the its
undeveloped  land in Hernando  County to the State of Florida for gross proceeds
of $125,000 and three residential lots for gross proceeds of $90,000.

         Since the Partnership's  activities consisting  principally of the sale
of its remaining  properties,  and the timing of closing dates for such sales is
usually subject to  contingencies  which often result in changes to such closing
dates,  a  comparison  of sales and income  results from  comparable  periods in
different years is not considered meaningful.

         Liquidity and Capital Resources

         Although  proceeds from  collections on sales and receivables  totalled
$531,643, the Partnership expended cash of $470,837 for improvements to property
held for sale and  $122,395 for selling,  general and  administrative,  property
taxes and other expenses.  As a result, the Partnership's  cash balances,  which
were $48,738 at September 30, 1997 declined to $9,930 at December 31, 1997.  See
Financial  Information  - Statements  of Cash Flows.  Subsequent to December 31,
1997, the  Partnership's  cash position improved with the closing of sales of 21
additional lots for $598,000 in gross proceeds.  After payment of closing costs,
commissions  and  required  reductions  in bank  debt of  $20,000  per lot,  the
Partnership realized net proceeds of approximately $120,000.

         The  Partnership's  future revenues will depend solely upon its ability
to develop and/or sell its remaining real estate, and upon receipts from a prior
sale of a utility plant. At December 31, 1997, the Partnership  retained and was
holding for sale (1) 141 residential  lots (of which 21 were sold after December
31, 1997) and commercial  property in the "Crestwood" tract in the Village,  (2)
multi-family  zoned land in the Crestwood  tract  presently zoned for a total of
approximately  394  units,  (3) a tract of 4.54 acres in the  Village  zoned for
approximately 100 multi-family residential units (4) 171 lots in the vicinity of
the  Village  zoned  for  single  family  homes but  presently  the  subject  of
litigation as to the availability of building  permits,  (5) a 470-acre tract in
the  vicinity of the  Village,  and (6) 12 acres in the  vicinity of the Village
<PAGE>
being jointly  developed with an unrelated  party - see "Acreage in the Vicinity
of the Village.  The  Partnership's  properties  are  described in Item 2 of its
report on Form 10-K for the year ended  September  30,  1997 (the  "Incorporated
1997 10K"). An extract from the  Incorporated  1997 10K containing Items 1 and 2
thereof is annexed to this  report as an Exhibit and is  incorporated  herein by
reference. The development and marketing status of these properties is described
in Item 2 of the Incorporated 1997 10-K.

         As described in Item 2 of the Incorporated 1997 10K, the Partnership is
committed to the continuing  development of phases II and III of the "Crestwood"
single-family  tract  as  the  most  efficacious  manner  in  which  to  enhance
liquidation  values.  Between  1995  and  1997,  the  Partnership  substantially
completed the off-site and on-site improvements  required for the development of
the  198  lots  in the  Crestwood  single-family  residential  subdivision.  The
construction  cost was  financed  partially  through  the  issuance of bonds and
partially  with  development  financing  obtained from Union Bank of Florida.  A
total of $2,738,753 was borrowed from Union Bank of Florida, of which $1,698,753
was  outstanding as of December 31, 1997.  The loan,  which bears interest at 2%
above the bankis prime  lending  rate,  was  originally to mature on January 31,
1998 but has been  extended  until  September 17, 1999. As closings of lot sales
are  held,  the  Partnership  is  obligated  to pay down the bank at the rate of
$20,000 per lot. The remaining cost of the  development  was financed  utilizing
the net proceeds  ($1,074,000) of bonds issued by the Indian Trail Water Control
District,  a governmental  authority.  The bonds are a direct  obligation of the
District  (and not of the  Partnership)  and are  repayable as to principal  and
interest  from  taxes  levied  on the  lots in the  Crestwood  subdivision.  The
issuance  of the bonds  increased  the  annual  real  estate  tax on the  entire
subdivision by  approximately  $117,000,  or $600 per lot. As lots are sold, the
responsibility  for payment of the taxes passed from the  Partnership to the lot
purchasers.

         Under the Partnership's  agreement with Lennar Homes, Inc.  ("Lennar"),
executed in August,  1996,  (as described in the  Incorporated  1997 10K) Lennar
contracted  to  purchase  86 lots  over a two  year  period  in  Phase II of the
Residential  Tract for an aggregate of $2,451,000.  A closing on 8 lots occurred
prior to September 30, 1997,  resulting in gross proceeds to the  Partnership of
approximately  $225,500 and net proceeds,  after  mandatory  loan  reductions of
$20,000  per lot and  brokerage  commissions  and other and  closing  costs,  of
approximately  $43,000. An additional 16 lots were sold to Lennar and one lot to
another  builder during the quarter ended December 31, 1997 for aggregate  gross
proceeds of $484,500  and net  proceeds,  after  mandatory  loan  reductions  of
$20,000 per lot and brokerage  commissions  and other selling and closing costs,
of approximately $96,000.

         During the current  fiscal year, and based upon  management's  judgment
that ordinary operating expenses will not increase, the Partnership  anticipates
that cash flow and  liquidity  requirements  will be satisfied by the Union Bank
financing  described above, land sales,  contingent  utility receipts  described
"Utility Contingent  Receipts" in the Incorporated 1996 10K, and bank financing.
As above indicated, however, sales of land are subject to conditions which might
not  be  satisfied,  although  the  Partnership  has  no  present  knowledge  of
circumstances which would render likely the non-satisfaction of such conditions.

Affect of Land Sales on Future Cash Flow

         The  Partnership's  future revenues will depend solely upon its ability
to develop and/or sell its remaining real estate, and upon receipts from a prior
sale of a utility plant. At December 31, 1997, the Partnership  retained and was
<PAGE>
holding  for  sale  (1) 141  residential  lots and  commercial  property  in the
"Crestwood" tract in the Village,  (2) multi-family  zoned land in the Crestwood
tract presently  zoned for a total of  approximately  394 units,  (3) a tract of
4.54 acres in the Village zoned for approximately  100 multi-family  residential
units (4) 171 lots in the vicinity of the Village  zoned for single family homes
but  presently  the subject of  litigation  as to the  availability  of building
permits,  (5) a 470-acre tract in the vicinity of the Village,  and (6) 12 acres
in the vicinity of the Village being jointly developed with an unrelated party -
see "Acreage in the  Vicinity of the  Village.  The  development  and  marketing
status of these properties is described in the Incorporated 1997 10-K.

         Although the Partnership has contracted to sell substantial portions of
its residential land inventory,  the requirement to repay indebtedness  incurred
to finance  necessary on and off-site  development work required by the terms of
sales  contracts  makes  unlikely  distributions  to partners at least until the
latter part of fiscal 1998. Distributions in 1999 or thereafter will depend upon
the rate of sales of remaining  land, and the prices  obtainable  therefor,  and
collection  of  Contingent  Utilities  Receipts  described  in  Item  2  of  the
Incorporated 1997 10-K.

         Total net cash flow which might become  available for  distribution  is
also unpredictable due to uncertain  conditions in the South Florida real estate
market  in which  the  Partnership's  remaining  real  estate  is  located,  and
competition from other owners and developers of real estate in the South Florida
market.  These  conditions  will continue to affect the realizable  value of the
Partnership's  remaining land, including decisions by parties holding options on
the Partnership's land to exercise such options in whole or in part. The rate of
construction in the Village of Royal Palm Beach could also significantly  affect
future  payments  to the  Partnership  under the  contract  described  under the
caption "Utilities Contingent  Receivable" under Item 2 of the Incorporated 1997
10-K. As indicated  under such caption,  it is now considered  unlikely that the
rate of new  construction  or water  consumption in such area will increase to a
level which is sufficient to enable the  Partnership to receive the full amount,
or even a substantial  portion of such maximum  payments prior to the expiration
of the contingent payment term.

Cost of Sales

Cost of sales relates to the sales of land as discussed above.  This item varies
as a result of dissimilar profit margins and income  recognition  methods on the
various sales of land and buildings as discussed above.

Selling, Administrative and other expenses

Selling,  general and  administrative  expenses,  have not varied  significantly
between the periods.

Interest Expense

Interest incurred of approximately  $46,000 was capitalized to property held for
sale during the three months ended December 31, 1997.  During the  corresponding
quarter in 1996, 23,121 of interest expense was charged to operations.

Income Taxes

The Partnership,  pursuant to the transitional grandfather rules of the Internal
Revenue Code dealing with publicly traded partnerships,  reports its income as a
<PAGE>
Partnership. The application of the grandfather rules was scheduled to terminate
for the taxable year  commencing  after  December  31, 1997.  Under the recently
enacted  Taxpayer  Relief Act of 1997,  a publicly  traded  partnership  that is
currently  governed by this provision may elect to continue its  Partnership tax
status beyond December 31, 1997 by agreeing to pay an annual 3.5% Federal Tax on
its gross income for Federal Income Tax purposes (principally revenues less cost
of land sold) from the conduct of its active trade or business. These provisions
will become  operative  for the taxable  years  beginning on or after January 1,
1998.

If the existing  Partnership decides not to make the aforementioned  election by
March 16,  1998,  it will become  taxable as a  corporation  unless it meets the
exception for publicly traded  partnerships with passive income.  Generally,  in
the  absence of any  transaction  changing  the status of the  Partnership,  the
transformation  will be  treated  under  the  operative  Internal  Revenue  Code
provisions as an asset transfer from the  Partnership to a corporation  followed
by  a  liquidation  of  the  Partnership.   The  potential  taxability  of  this
transaction will be governed by the appropriate Internal Revenue Code provisions
and regulations thereunder.

The  Partnership  will determine its income tax status pursuant to the operative
Internal  Revenue  Code  provisions,  regulations  and  rules  thereunder.  This
decision,  which is dependent upon estimates of future results of operations and
other factors will result in the  Partnership  either  retaining its status as a
partnership  and possibly  paying an annual 3.5% Federal Tax as described  above
or, alternatively, being taxed as a corporation.

Depreciation and Property Taxes

         The  increase in property  taxes from 1996 to 1997  results from higher
assessments  on the  Partnership's  properties  resulting  in part  from  higher
valuations ascribed to certain of the Partnership's properties.
<PAGE>




                           PART II - OTHER INFORMATION


         (a)      Exhibits -

                  99- Copy of Items 1 and 2 from Annual Report of the Registrant
                  on Form 10-K for the fiscal year ended September 30, 1997.

         (b)      Reports on Form 8-K - None





<PAGE>



                                   SIGNATURES


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.


                            ROYAL PALM BEACH COLONY,
                               LIMITED PARTNERSHIP


                                              By: Stein Management Company, Inc.
                                                  Managing General Partner

DATE: March 18, 1998                        By:   /s/ Irving Cowan 
                                                  ---------------------
                                                      Irving Cowan 
                                                      President