SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D.C. 20549

                                   FORM 10-Q

(Mark One)

(x)   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

For the quarterly period ended                       MARCH 31, 1999
                              --------------------------------------------------

OR

( )   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934

For the transition period from                    TO                            
                              --------------------------------------------------


Commission file number                              0-15880                
                       ---------------------------------------------------------



                        PROPERTY RESOURCES EQUITY TRUST
--------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)



      CALIFORNIA                                    95-3959770
-------------------------------------------------------------------------------
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
 incorporation or organization)



                P. O. BOX 7777, SAN MATEO, CALIFORNIA 94403-7777
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               (Address of principal executive offices) (Zip Code)


Registrant's telephone number, including area code          (650) 312-2000 
                                                  ------------------------------



                                      N/A
--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report

   Indicate  by check mark  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 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      

Shares of Series A Common Stock Outstanding as of  March 31, 1999:  1,090,051
Shares  of  Series  B  Common   Stock   Outstanding   as  of  March  31,  1999:
1,000



                        PART I - FINANCIAL INFORMATION

                         ITEM 1. FINANCIAL STATEMENTS

                        PROPERTY RESOURCES EQUITY TRUST

                                BALANCE SHEETS
                     MARCH 31, 1999 AND DECEMBER 31, 1998
                                  (Unaudited)


(DOLLARS IN THOUSANDS, EXCEPT SHARE AND PER         1999        1998
SHARE AMOUNTS)
---------------------------------------------------------------------
                                             (LIQUIDATION     (Going
                                                  BASIS)     Concern
                                                              Basis)
ASSETS:

Cash and cash equivalents                           $226      $2,501
Other assets, net                                     12          21
---------------------------------------------------------------------
   Total assets                                     $238      $2,522
=====================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY:
Accounts payable and other liabilities               $68         $18
---------------------------------------------------------------------
   Total liabilities                                  68          18
---------------------------------------------------------------------

Stockholders' equity:
Common stock, Series A, without par value,
stated value $10 per share; 10,000,000 shares      9,384       9,384
authorized;
  1,090,051  shares issued and outstanding
in 1999 and 1998
Common stock, Series B, without par value,
stated value $10 per share; 1,000 shares             10          10
authorized,
  issued and outstanding in 1999 and 1998
Accumulated distributions in excess of net       (9,224)     (6,890)
income
---------------------------------------------------------------------

   Total stockholders' equity                        170       2,504
---------------------------------------------------------------------

   Total liabilities and stockholders'              $238      $2,522
equity
=====================================================================



  The accompanying notes are an intregal part of these financial statements.



                        PROPERTY RESOURCES EQUITY TRUST

          CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                                  (Unaudited)



                                     THREE MONTHS
                                         ENDED
                               MARCH 31, March 31,
(DOLLARS IN THOUSANDS, EXCEPT       1999      1998
PER SHARE AMOUNTS)
---------------------------------------------------
                               (LIQUIDATION  (Going
                                    BASIS)   Concern
                                              Basis)

REVENUE:

  Rent                               $21      $176
  Interest, dividends and             17        19
other
---------------------------------------------------
    Total revenue                     38       195
---------------------------------------------------

EXPENSES:

  Interest                             -        68
  Depreciation  and                    -        39
amortization
  Operating                            6        30
  Related party                        9        13
  General and administrative          68        31
---------------------------------------------------
    Total expenses                    83       181
---------------------------------------------------

===================================================
NET (LOSS) INCOME                  $(45)       $14
===================================================



Net (loss) income per share
of Series A common stock         $(0.04)     $0.01
===================================================


Dividends per share of Series      $2.10     $0.06
A common stock
===================================================


  The accompanying notes are an integral part of these financial statements.


                        PROPERTY RESOURCES EQUITY TRUST

                           STATEMENTS OF CASH FLOWS
              FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
                                  (Unaudited)




(Dollars in thousands)                              1999        1998
---------------------------------------------------------------------
Cash flows from operating activities:

Net (loss) income                                  $(45)         $14
---------------------------------------------------------------------

Adjustments to reconcile net (loss) income
to net cash
 provided by operating activities:
   Depreciation and amortization                       -          45
   Increase in deferred rent receivable                -         (6)
   Decrease in other assets                            9           3
   Increase in tenants' deposits and other            50          13
liabilities
---------------------------------------------------------------------
                                                      59          55
---------------------------------------------------------------------
Net cash provided by operating activities             14          69
---------------------------------------------------------------------

Cash flows from investing activities:
   Principal received on note receivable               -           5
   Improvements to rental property                     -         (4)
---------------------------------------------------------------------
Net cash provided by investing activities              -           1
---------------------------------------------------------------------

Cash flows from financing activities:
   Principal payments on note payable                  -         (8)
   Distributions paid                            (2,289)           -
---------------------------------------------------------------------
Net cash used in financing activities            (2,289)         (8)
---------------------------------------------------------------------

Net  (decrease) increase in cash and cash        (2,275)          62
equivalents

Cash and cash equivalents, beginning of            2,501         461
period

=====================================================================
Cash and cash equivalents, end of period            $226        $523
=====================================================================






  The accompanying notes are an integral part of these financial statements.




                        PROPERTY RESOURCES EQUITY TRUST
                         NOTES TO FINANCIAL STATEMENTS
                                MARCH 31, 1999
                                  UNAUDITED 

NOTE 1- BASIS OF PRESENTATION

The accompanying  unaudited interim financial  statements of Property Resources
Equity  Trust  (the  "Fund")  have  been  prepared  in   accordance   with  the
instructions  to  Form  10-Q  pursuant  to the  rules  and  regulations  of the
Securities  and  Exchange   Commission.   Certain   information   and  footnote
disclosures  normally included in financial  statements  prepared in accordance
with generally  accepted  accounting  principles have been condensed or omitted
pursuant  to such rules and  regulations.  In the  opinion of  management,  all
appropriate  adjustments  necessary  to a fair  presentation  of the results of
operations have been made for the periods shown.

The  shareholders  of the Fund approved a Plan of Dissolution  and  Termination
on January  26,  1999 and it is now likely  that  liquidation  of the Fund will
occur  in 1999.  Accordingly  the Fund has  adopted  the  liquidation  basis of
accounting  with effect from January 26, 1999.  The  financial  statements  for
the period  ended March 31, 1999 have been  prepared  on a  liquidation  basis.
No adjustment  has been made to the prior period  financial  statements,  which
were prepared on a going concern  basis,  as was  appropriate  at the time that
they were presented.  The going concern basis  contemplates  the realization of
assets and the  satisfaction  of  liabilities in the normal course of business.
Liquidation  basis  accounting  requires  management to estimate and record the
value of all  transactions  up until  the date of  liquidation,  including  any
adjustments  relating to the  recoverability  and  classification of assets and
liabilities.  Liquidation  accounting  is  only  used  when  it  is  reasonably
certain that a business will terminate.

These  financial  statements  should  be read in  conjunction  with the  Fund's
audited financial statements for the year ended December 31, 1998.


NOTE 2 - TAXATION

From  1989 to  1998  the  Fund  qualified  as a real  estate  investment  trust
("REIT"),  having  elected  to do so under  the  applicable  provisions  of the
Internal  Revenue Code.  Under the Internal  Revenue Code and applicable  state
income tax law, a  qualified  REIT is not subject to income tax if at least 95%
of its taxable income is currently  distributed to its  stockholders  and other
REIT  tests  are  met.  During  1999,  the  Fund  failed  to  meet  all  of the
conditions  necessary to remain  qualified as a REIT and  consequently the Fund
has become  liable for  income  taxes for the  current  fiscal  year.  The Fund
expects to incur  losses in 1999  associated  with its  liquidation  activities
and accordingly no provision for income taxes has been made.


                        PROPERTY RESOURCES EQUITY TRUST


ITEM 2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
RESULTS OF OPERATIONS

INTRODUCTION

Management's  discussion  and  analysis of financial  condition  and results of
operations  should be read in  conjunction  with the Financial  Statements  and
Notes thereto.

When used in the  following  discussion,  the words  "believes,"  "anticipates"
and similar  expressions are intended to identify  forward-looking  statements.
Such  statements  are subject to certain  risks and  uncertainties  which could
cause actual  results to differ  materially  from those  projected,  including,
but not  limited  to,  those  set  forth  in the  section  entitled  "Potential
Factors  Affecting  Future  Operating  Results,"  below.  Readers are cautioned
not to place undue  reliance  on these  forward-looking  statements  that speak
only as of the date  hereof.  The Fund  undertakes  no  obligation  to publicly
release any revisions to these  forward-looking  statements that may be made to
reflect  events or  circumstances  after  the date  hereof  or to  reflect  the
occurrence of unanticipated events.


RESULTS OF OPERATIONS

COMPARISON OF THE THREE-MONTH PERIODS ENDED MARCH 31, 1999 AND 1998

During the three  months  ended March 31,  1999,  the Fund  incurred  losses of
$45,000  compared  to income of $14,000  in the  comparable  period  last year.
The  losses  are  due to  expenditures  made  in  connection  with  the  Fund's
liquidation  and the  decreased  revenue  as a result of the sale of the Fund's
remaining property in the final quarter of 1998.

Revenues  declined in the three months ended March 31, 1999 when  compared with
the same  period in 1998 due to the sale of Good Guys  Plaza and  Graham  Court
Business Park ("the  Properties")  which both provided  rental  revenues during
the first quarter of 1998.

Expenses  declined  in the three  months  ended  March  31,  1999 from the same
period  in the  previous  year  as a  result  of the  sale  of the  Properties.
General  and  administrative  expenses in the  current  fiscal year  include an
estimate  of all the charges  that the Fund may incur  through  June 1999,  the
estimated date of the liquidation.


LIQUIDITY AND CAPITAL RESOURCES

At March 31, 1999, cash and cash  equivalents  aggregated  $226,000,  which the
Fund believes is adequate to meet its short-term  operating cash  requirements,
pending  a final  distribution  payment  which is  expected  to be made in June
1999.

Net cash provided by operating  activities  decreased  $55,000 when compared to
the same period in 1998.  This was  primarily due to the changes in the results
from operations discussed above.

Cash flows  used in  financing  activities  increased  $2,281,000  in 1999 as a
result  the  initial  liquidating  distribution  paid  on  February  16,  1999.
Management expects to make a final distribution payment in June 1999.

In the  short-term and in the  long-term,  management  believes that the Fund's
current  sources of  capital  will  continue  to be  adequate  to meet both its
operating  requirements  and the payment of  distributions,  through June 1999,
the estimated date of the liquidation.


                        PROPERTY RESOURCES EQUITY TRUST


ITEM 2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES (Continued)

During the  three-month  period  ended March 31,  1998,  the Fund  declared and
paid  an  initial  liquidating  distribution  totaling  $2,289,000.  The  final
liquidating distribution is expected to be made in June 1999.


YEAR 2000
Management  is in the  process of  assessing  the impact of Year 2000 issues on
its computer systems and applications.  At this time,  management believes that
the Fund  will be  liquidated  before  December  31,  1999 and that any  issues
related to its preparedness are no longer relevant.


                        PROPERTY RESOURCES EQUITY TRUST

                          PART II - OTHER INFORMATION


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)   Not applicable

(b)   Reports on Form 8-K

On  January  26,  1999 the  Fund  filed  Form  8-K.  This  filing  details  the
decision to dissolve and liquidate  the Fund by a majority of the  shareholders
of the Fund at a Special Meeting held on January 26, 1999.





                                   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 thereunto duly authorized.




                               PROPERTY RESOURCES EQUITY TRUST


                               By: /s/ David P. Goss
                                  David P. Goss
                                  Chief Executive Officer


                               Date:  MAY 14, 1999