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 March 31, 1998

                          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 March 31, 1998
 Limited Partnership Units                         4,485,504 units
<PAGE>


                                      INDEX


                                                                   Page Number
                                                                   -----------

PART I.  Financial Information

                           Balance sheets -
                             March 31, 1998 and
                             September 30, 1997                         2

                           Statements of operations -
                             Three months and six months ended
                             March 31, 1998 and 1997                    3

                           Statements of cash flows -
                             Three months and six months ended
                             March 31, 1998 and 1997                   4-5

                           Notes to financial statements                6

                           Management's discussion and analysis
                             of financial condition and results
                             of operations                            7-10


Part II.  Other information and signatures                              11



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


                                                      March 31,    September 30,   
                                                        1998          1997
                                                    ------------    ---------
                                                           (unaudited)
<S>                                                  <C>              <C>
ASSETS

Cash .........................................       $   91,463       $   48,738
Mortgage note and other receivables:
 Mortgage  note receivable ...................           67,500          101,250
 Other receivables ...........................            3,438          275,303
Property held for sale .......................        4,579,045        4,739,939
Other assets .................................           39,674           62,944
                                                     ----------       ----------

                                                     $4,781,120       $5,228,174
                                                     ==========       ==========



LIABILITIES AND PARTNERS' EQUITY


Liabilities:
  Mortgage payable, bank .....................       $1,538,152       $1,675,972
  Accounts payable and other
    liabilities ..............................          692,374          761,325
  Estimated cost of development
    of land sold .............................             --             30,142
                                                     ----------       ----------
                                                      2,230,526        2,467,439

Partners' equity:
  4,485,504 units authorized and
     outstanding .............................        2,550,594        2,760,735
                                                     ----------       ----------

                                                     $4,781,120       $5,228,174
                                                     ==========       ==========


</TABLE>
                        See notes to financial statements

                                        2
<PAGE>
<TABLE>
<CAPTION>
                           ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                                     STATEMENTS OF OPERATIONS
                                THREE MONTHS AND SIX MONTHS ENDED
                                     MARCH 31, 1998 AND 1997
                                           (UNAUDITED)



                                        Three Months Ended                Six Months Ended
                                             March 31,                        March 31,
                                   ------------------------         ----------------------------
                                       1998            1997            1998           1997
                                   -----------      -----------     -----------      -----------
  
<S>                                <C>              <C>             <C>              <C>
Revenues .....................     $   620,488      $ 1,659,912     $ 1,109,525      $ 1,980,531
                                   -----------      -----------     -----------      -----------


Cost and expenses:

      Cost of sales ..........         493,415          774,480         871,134          892,963
      Selling, general and
       administrative expenses         186,954          298,325         313,863          416,799
      Interest ...............          23,335           10,313          23,335           33,434
      Depreciation and
       property taxes ........          60,906           63,447         111,334           95,143
                                   -----------      -----------     -----------      -----------

      Total costs and expenses         764,610        1,146,565       1,319,666        1,438,339
                                   -----------      -----------     -----------      -----------

Net income (loss) ............     $  (144,122)     $   513,347     $  (210,141)     $   542,192
                                   ===========      ===========     ===========      ===========
Net income (loss) per unit ...     $     (0.03)     $      0.11     $     (0.05)     $      0.12
                                   ===========      ===========     ===========      ===========

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



</TABLE>
                              See notes to financial statements


                                              3
<PAGE>
<TABLE>
<CAPTION>
                               ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                                         STATEMENTS OF CASH FLOWS
                        THREE MONTHS AND SIX MONTHS ENDED MARCH 31, 1998 AND 1997
                                               (UNAUDITED)

                                               Three Months Ended                 Six Months Ended
                                                   March 31,                         March 31,
                                          ----------------------------      ----------------------------
                                              1998            1997             1998             1997
                                          -----------      -----------      -----------      -----------
<S>                                       <C>              <C>              <C>              <C>
Cash flows from operating activities:

   Cash was received from:
     Collections on sales
      and receivables ...............     $   635,349      $ 1,658,505      $ 1,162,455      $ 1,978,945
      Interest Income ...............           3,237              407            6,119              586
     Sale of utility system .........         228,660          127,393          228,660          127,393
     Other ..........................          16,251            1,000           17,906            1,000
                                          -----------      -----------      -----------      -----------
                                              883,497        1,787,305        1,415,140        2,107,924
                                          -----------      -----------      -----------      -----------
   Cash was expended for:
     Selling, general and
      administrative, property
      taxes and other expenses ......         284,562          754,416          406,957          937,764
     Interest paid (net of
      amounts capitalized) ..........          23,335           77,259           23,335           79,307
     Improvements to property
      held for sale .................         333,466          257,242          804,303          524,357
                                          -----------      -----------      -----------      -----------
                                              641,363        1,088,917        1,234,595        1,541,428
                                          -----------      -----------      -----------      -----------
Net cash provided by
 operating activities ...............         242,134          698,388          180,545          566,496
                                          -----------      -----------      -----------      -----------

Cash flow from financing activities:
   Proceeds from mortgage
    notes payable: Bank .............         279,399          175,000          662,180          367,226
   Payments on mortgage
    payable:  Bank ..................        (440,000)         (20,000)        (800,000)         (80,000)
              General partner .......                         (527,248)                         (527,248)
              Related party .........                         (325,000)                         (325,000)
                                          -----------      -----------      -----------      -----------
   Net cash (used in)
    financing activities ............        (160,601)        (697,248)        (137,820)        (565,022)
                                          -----------      -----------      -----------      -----------

Net increase in cash ................          81,533            1,140           42,725            1,474
Cash, beginning of period ...........           9,930           41,785           48,738           41,451
                                          -----------      -----------      -----------      -----------
Cash, end of period .................     $    91,463      $    42,925      $    91,463      $    42,925
                                          ===========      ===========      ===========      ===========
</TABLE>
                                    See notes to financial statements
                                                    4
<PAGE>
<TABLE>
<CAPTION>
                      ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                                STATEMENTS OF CASH FLOWS
                     RECONCILIATION OF NET INCOME (LOSS) TO NET CASH
                       PROVIDED BY (USED IN) OPERATING ACTIVITIES
                THREE MONTHS AND SIX MONTHS ENDED MARCH 31, 1998 AND 1997
                                       (UNAUDITED)


                                       Three Months Ended          Six Months Ended
                                            March 31,                   March 31,
                                    -----------------------     -----------------------
                                       1998          1997          1998          1997
                                    ---------     ---------     ---------     ---------
<S>                                 <C>           <C>           <C>           <C>
Net income (loss) ..............    $(144,122)    $ 513,347     $(210,141)    $ 542,192
                                    ---------     ---------     ---------     ---------
Adjustments  to reconcile  net
income  (loss) to net cash
provided by (used in)
operating activities:

   Depreciation and amortization          531           689         1,062         1,377
   Change in assets and
    liabilities:

    Decrease in:
     Mortgage notes and
      other receivables ........      263,009       126,946       305,615       128,746
     Property held for sale ....      227,110       590,605       160,894       499,936
     Other assets ..............        1,457        27,380        22,208        43,763
     Accounts payable and
      accrued liabilities ......      (95,525)     (560,579)      (68,951)     (649,518)
     Estimated costs of
      development of land
      and property sold ........      (10,326)         --         (30,142)         --
                                    ---------     ---------     ---------     ---------

Total adjustments ..............      386,256       185,041       390,686        24,304
                                    ---------     ---------     ---------     ---------

Net cash flow provided by
  (used in) operating
  activities ...................    $ 242,134     $ 698,388     $ 180,545     $ 566,496
                                    =========     =========     =========     =========

</TABLE>
                        See notes to financial statements

                                        5
<PAGE>
                  ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                        THREE MONTHS AND SIX MONTHS ENDED
                             MARCH 31, 1998 AND 1997




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 six months and three  months ended March 31,
         1998 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.

                                       6
<PAGE>

                 ROYAL PALM BEACH COLONY, LIMITED PARTNERSHIP
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                        THREE MONTHS AND SIX MONTHS ENDED
                             MARCH 31, 1998 AND 1997
                                   (UNAUDITED)


Results of Operations

         During the three  month  periods  ended  March 31,  1998 and 1997,  the
Partnership had revenues totaling $620,488 and $1,659,912,  respectively,  and a
net loss of  ($144,122)  or  ($0.03)  per  unit,  compared  with net  income  of
$513,347. or $0.11 per unit,  respectively.  During the period, revenues derived
almost  entirely from from the sale of 21 residential  lots from Phase II of the
Crestwood tract for gross proceeds of $598,500 after payment.

         During  the six  month  periods  ended  March 31,  1998 and  1997,  the
Partnership had revenues totaling $1,109,525 and $1,980,531, respectively, and a
net loss of  ($210,241)  or  ($0.047  per  unit),  compared  with net  income of
$28,845, or $0.01 per unit,  respectively.  During the period,  revenues derived
almost  entirely  from the sale of 38  residential  losts  from  Phase II of the
Crestwood tract.

         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 or successive quarters is not considered meaningful.

         Liquidity and Capital Resources

         Proceeds from collections on sales and receivables  totalled  $635,349,
and the Partnership  expended cash of $333,466 for improvements to property held
for sale and $284,562 for selling,  general and  administrative,  property taxes
and other expenses.  As a result,  the Partnership's  cash balances,  which were
$9,930 at  December  31,  1997  increased  to  $91,463  at March 31,  1998.  See
Financial Information - Statements of Cash Flows.  

         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 March 31, 1998, the  Partnership  retained and was
holding for sale (1) 120  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

                                       7
<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 $2,918,152 was borrowed from Union Bank of Florida, of which $1,538,152
was outstanding as of March 31, 1998. The loan, which bears interest at 2% above
the bank's 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. There were no sales pursuant to this agreement in the
quarter ended March 31, 1998.

         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 1997 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 March 31, 1998, the Partnership  retained and was

                                       8
<PAGE>
holding  for  sale  (1) 120  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  84 multi-family  residential
units (4) 171 lots in the  vicinity of the Village  with  zoning  which  permits
construction  of 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

During the six months ended March 31, 1998 interest of approximately $84,000 was
incurred and $61,000 was capitalized. During the six months ended March 31, 1997
interest of  approximately  $127,000 was  incurred and $94,000 was  capitalized.

Income Taxes

The Partnership,  pursuant to the transitional grandfather rules of the Internal
Revenue Code dealing with publicly traded partnerships,  has reported its income

                                       9
<PAGE>
as a  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.  The
Partnership has made such election. These  provisions will become  operative for
the taxable years beginning on or after January 1, 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, 1997.

         (b)      Reports on Form 8-K - None





                                   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: May 14, 1998                          By:   /s/ Irving Cowan 
                                                  ---------------------
                                                  Irving Cowan 
                                                  President


                                       11