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 and Nine Months Ended December 31, 1999

                          Commission File Number 1-8893


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


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




                               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 [ ]

<PAGE>
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, 1999
           -----                  --------------------------------
 Limited Partnership Units                 4,485,504 units

<PAGE>



                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                                      INDEX


                                                                     Page Number

PART I.   Financial information

                  Balance sheets -
                    December 31, 1999 and
                    September 30, 1999.....................................3

                  Statements of operations -
                    Three months ended
                    December 31, 1999 and 1998.............................4

                  Statements of cash flows -
                    Three months ended
                    December 31, 1999 and 1998............................5-6

                    Notes to financial statements..........................7

                    Management's discussion and analysis
                    of financial condition and results
                    of operations.........................................8-10


Part II.  Other information and signatures............................... .11

<PAGE>


                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                                 BALANCE SHEETS

<TABLE>
<CAPTION>

                                      December 31,      September 30,
                                          1999              1999
                                      ------------      -------------
                                   (unaudited)


         ASSETS
<S>                                    <C>               <C>
Cash                                   $  605,166        $3,113,800
Other receivables                         391,901           401,972
Property held for sale                  2,421,388         2,379,916
Other assets                               44,572            40,621
                                       ----------        ----------

                                       $3,463,027        $5,936,309
                                       ==========        ==========


         LIABILITIES AND EQUITY


Liabilities:
   Accounts payable and
    other liabilities                  $  174,342        $  283,345
                                       ----------        ----------

                                          174,342           283,345


Partners' equity:
   4,485,504 units authorized
    and outstanding                     3,288,685         5,652,964
                                       ----------        ----------

                                       $3,463,027        $5,936,309
                                       ==========        ==========

                                       -3-
</TABLE>
<PAGE>


                        See notes to financial statements

                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                               THREE MONTHS ENDED
                           DECEMBER 31, 1999 AND 1998
                                   (UNAUDITED)


                                                 1999           1998

Net land sales                                              $2,501,907
Interest income                               $  15,311          1,312
Other income                                        440         11,035
                                              ---------     ----------
                                                 15,751      2,514,254


Cost and expenses:

  Cost of sales                                              2,000,225
  Selling, general and
    administrative expenses                     103,792        318,437
  Interest                                          496         23,986
   Depreciation and
    property taxes                               32,990         57,857
                                              ---------     ----------

      Total costs and expenses                  137,278      2,400,505
                                              ---------     ----------

Net income (loss)                             $(121,527)    $  113,749
                                              =========     ==========

Net income (loss) per unit                    $   (0.03)    $     0.03
                                              =========     ==========

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

                                      -4-
<PAGE>



                        See notes to financial statements
                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
                               THREE MONTHS ENDED
                           DECEMBER 31, 1999 AND 1998
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                1999                1998
                                                ----                ----
Cash flows from operating activities:
<S>                                         <C>                 <C>
  Cash was received from:
    Collections on sales
     and receivables                                            $ 1,542,615
     Interest income                        $    25,833               1,312
    Other cash received                             440              11,035
                                            -----------         -----------
                                                 26,273           1,554,962

  Cash was expended for:
    Selling, general and
     administrative, property
     taxes and other expenses                   184,601             516,094
    Interest paid                                   496              23,986
    Improvements to property
     held for sale                               97,876             136,512
                                            -----------         -----------
                                                282,973             676,592

Net cash provided by (used
  in) operating activities                     (256,700)            878,370
                                            -----------         -----------

Cash flow from investing activities:
    Purchase of property
     and equipment                               (9,182)               --
                                            -----------         -----------
Net cash (used in) investing
 activities                                      (9,182)               --
                                            -----------         -----------
Cash flow from financing
 activities:
  Proceeds from mortgage
    notes payable: Bank                            --                17,800
  Payments on mortgage
    payable: Bank                                  --              (680,000)
  Partner distributions                      (2,242,752)               --
                                            -----------         -----------

  Net cash (used in) financing
    activities                               (2,242,752)
                                                                -----------
                                                                   (662,200)
Net increase (decrease) in cash              (2,508,634)            216,170

Cash at beginning of year                     3,113,800               6,553
                                            -----------         -----------

Cash, end of period                         $   605,166         $   222,723
                                            ===========         ===========
</TABLE>

                                      -5-
<PAGE>

                                   (continued)

                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
                     RECONCILIATION OF NET LOSS TO NET CASH
                          USED IN OPERATING ACTIVITIES
                  NINE MONTHS ENDED DECEMBER 31, 1999 AND 1998
                                   (UNAUDITED)


                                              1999            1998
                                              ----            ----
Reconciliation  of net income  (loss)
to cash  provided  by (used in)
operating activities:

Net income (loss)                        $(121,527)        $   113,749
                                         ---------         -----------
Adjustments  to  reconcile  net
  income (loss) to net cash  used
  in operating activities:

  Depreciation and amortization                679                 441

Change in assets and
  liabilities:

    Increase in:
      Mortgage notes and
        other receivables                     --            (1,034,292)
      Property held for sale               (41,472)               --
      Accounts payable and
        accrued liabilities                   --                  --
      Deposits on land sales                  --                75,000
    Decrease in:
      Mortgage notes and
        other receivables                   10,071                --
      Property held for sale                  --             1,807,375
      Other assets                           4,552              17,584
      Accounts payable and
        accrued liabilities               (109,003)           (101,487)
                                         ---------         -----------

Total Adjustments                         (135,173)            764,621
                                         ---------         -----------

Net cash flow provided by
  (used in) operating activities         $(256,700)        $   878,370
                                         =========         ===========


                                      -6-
<PAGE>

                       See notes to financial statements.

                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                               THREE MONTHS ENDED
                           DECEMBER 31, 1999 AND 1998


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, 1999 are not
         necessarily  indicative  of the results  that may be  expected  for the
         fiscal year ending September 30, 2000. 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, 1999.


2. Income tax:

         The Partnership  has elected to continue its Partnership  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) and estimates that Federal tax due, if any, on gross
         income for Federal tax  purposes  for the tax year ending  December 31,
         1999 will be  approximately  $70,000.  The  partners  are  required  to
         include in their  income tax returns  their share of the  Partnership's
         taxable income or loss.

                                       -7-
<PAGE>
                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                               THREE MONTHS ENDED
                           DECEMBER 31, 1999 AND 1998
                                   (UNAUDITED)


Note An extract from the  Partnership's  Annual Report filed with the Securities
and Exchange Commission with respect to the fiscal year ended September 30, 1999
(the  "Incorporated  1999 10K")  containing  Items 1 and 2 thereof is annexed to
this report as an Exhibit and is incorporated herein by reference.

Results of Operations

NOTE: Since the Partnership's  activities consist 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.

         During the three month  periods ended  December 31, 1999 and 1998,  the
Partnership had net revenues totaling $15,751 and $2,514,254,  respectively, and
a net loss of  ($121,527),  or $(0.03) per unit and net income of  $113,749.  or
$0.03 per unit, respectively.

         During the recent quarter,  the Partnership did not effect any sales of
its  remaining  real estate and its only revenues  were derived  primarily  from
interest payments on a certificate of deposit held.

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. There were no sales, and
thus no costs of sale in the quarter ended  December 31, 1999 and  $2,000,225 in
costs of sales in the corresponding quarter of 1998 reflecting substantial sales
during the latter period.

Selling, Administrative and Other Expenses

Selling,  general and administrative expenses were $103,792 in the quarter ended
December 31, 1999,  compared with $318,437 in the corresponding  quarter of 1998
primarily as the result of an higher brokerage commissions on higher real estate
sales.  In 1999 only $496 in  interest  was  charged to  operations  because all

                                       -8-
<PAGE>
indebtedness  had  been  paid  off;  interest  of  $23,986  was  charged  in the
corresponding  quarter  of 1998 in  respect  of  loans  outstanding  during  the
quarter.

Liquidity and Capital Resources

Cash decreased from $3,113,800 at September 30, 1999 to $605,166 at December 31,
1999. See Financial Information - Statements of Cash Flows. The principal reason
for this decline was the payment in October 1999 of a cash  distribution to unit
holders  aggregating  $  2,242,752.  The  Partnership's  cash  balances  at  any
particular  point  depend  primarily  on the timing of sales of its real estate,
which timing can be affected by numerous  factors.  See Financial  Information -
Statements of Cash Flows.

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 land  sales  and
contingent utility receipts described under "Utility  Contingent  Receivable" in
Item 2 the Incorporated 1999 10-K. 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  development  and  marketing  status  of  the  Partnership's  properties  is
described under Item 2 of the Incorporated  1999 10-K.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, 1999,  the  Partnership  retained and was holding for sale (1) a
50% interest in 3.2 acres of commercial property in the "Crestwood" tract in the
Village of Royal  Palm  Beach  under  option  for sale for a price  which  would
generate gross proceeds to the  Partnership of  approximately  $250,000;  (2) 45
residential  lots in the Crestwood  single family tract  reacquired in 1999 as a
result of the  Partnership's  acceptance of a deed in lieu of  foreclosure,  and
currently under contract for sale (subject to certain  contingencies)  for gross
proceeds  of  $1,316,250;  (3) a tract of 4.54  acres in the  Village  zoned for
approximately 84 multi-family  residential units,  currently under a contract of
sale for gross proceeds of $350,000,  the closing of which is subject to several
contingencies;  (4) 162 lots in the  vicinity of the Village of Royal Palm Beach
zoned for  residential  use but  presently  the subject of  litigation as to the
availability of building  permits;  and (5) a tract of approximately 22 acres in
the Crestwood  multi-family tract current under contract of sale for $1,870,000,
the closing of which is subject to numerous contingencies.

The partnership  has declared  aggregate  distributions  of $7.00 per unit since
inception  through  December 31,  1999.  An aggregate of $6.50 per unit had been

                                       -9-
<PAGE>

distributed  through  December  16,  1992,  and no  further  distributions  were
declared until October 27, 1999,  when a distribution of fifty cents ($0.50) per
unit  was  declared.  On  February  17,  2000  an  additional   distribution  of
twenty-five cents ($0.25) per unit was declared. Total net cash flow which might
become available for additional  distributions is 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 1999 10-K. As indicated
under such  caption,  it is considered  extremely  unlikely that the rate of new
construction or water  consumption in such area will be sufficient to enable the
Partnership to receive the maximum remaining  $4,623,000 in contingent  payments
under  the  Utilities  Contingent  Receivable  prior  to the  expiration  of the
contingent payment term.

Environmental Matters

 There are no  environmental  contingencies in respect of the Partnership or its
properties.  Use of all of the Partnership's properties is subject to compliance
with state and county land use regulations  relating to  environmental  matters,
which the  Partnership  takes  into  account  in  considering  the values of its
properties.

Income Taxes

The Partnership,  pursuant to the transitional grandfather rules of the Internal
Revenue Code dealing with publicly traded partnerships, reported its income as a
Partnership for taxable years through  December 31, 1997. The application of the
grandfather  rules  terminated for taxable years  commencing  after December 31,
1997. Under the 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 tax cost of land  sold).  The  Partnership  has  elected  to  continue  its
Partnership status beyond December 31, 1997. No provision for federal income tax
has been made for the three months ended December 31, 1999 and 1998.

                                       -10-
<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, 1999.

         (b)      Reports on Form 8-K - None




                                      -11-
<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: February  29, 2000       By: /s/Irving Cowan
                               ------------------------
                                   Irving Cowan
                                   President