SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q

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

For Quarter Ended March 31, 2003                 Commission File Number  0-17717


                          FOUNDATION REALTY FUND, LTD.
             (Exact name of Registrant as specified in its charter)


           Florida                                              59-2802896
(State or other jurisdiction of                            (IRS Employer ID No.)
incorporation or organization)

1100 Abernathy Road NE Building 500 Suite 700 Atlanta, GA              30328
       (Address of principal executive offices)                      Zip Code


Registrant's Telephone Number, Including Area Code - (770) 551-0007


Indicate by check mark whether the Registrant (1) has filed all reports to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceeding 12 months (or 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



Number of share outstanding of each of Registrant's classes of securities.


Title of Each Class                               Number of Units March 31, 2003
Units of Limited Partnership                                 9,407
Interests:                                               $1,000 per unit


DOCUMENT INCORPORATION BY REFERENCE
Part IV - Registration Statement S-11, File No. 33-13849

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                          FOUNDATION REALTY FUND, LTD.
                        (A Florida Limited Partnership)


                         INDEX TO FINANCIAL STATEMENTS

Part 1- Financial Information                                          Page No.

Balance Sheets as of March 31, 2003 and
December 31, 2002                                                            3

Statements of Operations-
For the Three Months Ended March 31, 2003 and 2002                           4

Statements of Partners' Equity (Deficit)-
For the Three Months Ended March 31, 2003 and 2002                           5

Statements of Cash Flows-
For the Three Months Ended March 31, 2003 and 2002                         6-7

Notes to Financial Statements                                             8-10

Management's Discussion and Analysis of Financial
Condition and Results of Operations                                      11-12

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                          FOUNDATION REALTY FUND, LTD.
                         (A Florida Limited Partnership)

                                 BALANCE SHEETS

ASSETS                                      March 31, 2003     December 31, 2002
                                              (Unaudited)          (Audited)


Apartment Properties at Cost                 $ 13,236,648        $ 13,229,141
Less Accumulated Depreciation                  (5,254,496)         (5,178,983)
                                               ----------          ----------
                                                7,982,152           8,050,158

Cash and Cash Equivalents                         946,126             144,230
Restricted Cash                                   136,774              92,774
Prepaid Expenses                                    2,041              93,764
Deferred Loan Cost
(Net of Accumulated Amortization of
$120,839 and $115,342)                             32,980              38,477
                                               ----------          ----------

TOTAL ASSETS                                 $  9,100,073        $  9,419,403
                                             ============        ============


LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

Liabilities
Notes Payable                                $  9,906,792        $  9,940,331
Interest Payable                                   63,817              63,817
Accounts Payable                                   99,223              57,921
Security Deposits                                  42,722              42,163
Unearned Rent                                      34,017             106,653
                                               ----------          ----------
TOTAL LIABILITIES                              10,146,571          10,210,885
                                               ----------          ----------

Partner's Equity (Deficit)

Limited Partner's Equity (Deficit)
(9,407 units outstanding @ March 31, 2003
and December 31, 2002)                         (1,046,969)           (791,482)

General Partner's Equity (Deficit)                    471                   0
                                               ----------          ----------

Total Partner's Equity (Deficit)               (1,046,498)           (791,482)
                                               ----------          ----------
TOTAL LIABILITIES AND PARTNER'S
EQUITY (DEFICIT)                             $  9,100,073        $  9,419,403
                                             ============        ============

                                       3
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                          FOUNDATION REALTY FUND, LTD.
                         (A Florida Limited Partnership)

                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

                       FOR THE THREE MONTHS ENDED MARCH 31


Property Operations:                      2003              2002
                                          ----              ----
Rental Income                           $534,980          $487,972
Miscellaneous                             15,822            23,148
                                        --------          --------
                                         550,802           511,120

Expenses:
Depreciation                              75,513            75,513
Payroll                                   71,950            60,968
Real Estate Taxes                         42,270            43,629
Utilities                                 28,481            24,680
Repairs and Maintenance                   60,124            39,387
Property Management                       27,589            26,339
Landscaping                                9,770            13,535
Other                                     28,354            24,577
                                        --------          --------
Total Expenses                           344,051           308,628

Income from Property Operations          206,751           202,492
Interest Income                              613               523
                                        --------          --------
                                         207,364           203,015
Other Expenses:
Amortization                               5,497             5,497
Interest Expense                         190,392           192,662
General & Administrative-Affiliate             0               115
Other General & Administrative             2,060             1,531
                                        --------          --------
                                         197,949           199,805
                                        --------          --------

Net Income (Loss) before Discontinued
Operations                                 9,415             3,210
Discontinued Operations                        0            26,744
                                        --------          --------
Net Income (Loss)                       $  9,415          $ 29,954
                                        ========          ========

Allocation of Net Income (Loss) -

Limited Partners                        $  8,944          $ 28,456
General Partners                             471             1,498
                                        --------          --------
                                        $  9,415          $ 29,954
                                        ========          ========

Net Income (Loss) Per
Limited Partnership Unit                $    .95          $   3.02
                                        ========          ========
Number of Limited Partnership Units        9,407             9,407
                                        ========          ========

                                       4
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                          FOUNDATION REALTY FUND, LTD.
                         (A Florida Limited Partnership)

                    STATEMENTS OF PARTNERS' EQUITY (DEFICIT)
                                   (Unaudited)

               FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002


                        Limited Partners'   General Partners'   Total Partners'
                        Equity (Deficit)    Equity (Deficit)    Equity (Deficit)
                        ----------------    ----------------    ----------------

Balance, December
31, 2001                  $(1,835,443)         $  (252,273)         $(2,087,716)

Distribution to
Partners                     (105,829)                   0             (105,829)

Net Income (Loss)              28,456                1,498               29,954
                          -----------          -----------          -----------

Balance, March
31, 2002                  $(1,912,816)         $  (250,775)         $(2,163,591)
                          ===========          ===========          ===========


Balance December
31, 2002                  $  (791,482)         $         0          $  (791,482)

Distribution to
Partners                     (264,431)                   0             (264,431)

Net Income (Loss)               8,944                  471                9,415
                          -----------          -----------          -----------

Balance, March
31, 2003                  $(1,046,969)         $       471          $(1,046,498)
                          ===========          ===========          ===========

                                       5
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                          FOUNDATION REALTY FUND, LTD.
                         (A Florida Limited Partnership)

                            STATEMENTS OF CASH FLOWS

                       FOR THE THREE MONTHS ENDED MARCH 31
                                   (Unaudited)

                                                    2003             2002
                                                    ----             ----
Net Cash Provided By OperatingActivities:

Net Income (Loss)                               $   9,415         $  29,954

Adjustments to Reconcile Net Loss to Net
Cash Provided by Operating Activities:

Depreciation                                       75,513           137,556

Amortization                                        5,497            10,389

Changes in Operating Assets and
Liabilities:

(Increase) in Restricted Cash                     (44,000)          (49,975)

Increase in Accounts Payable                       41,302           118,400

Increase (Decrease) in Unearned Rents             (72,636)           15,680

(Increase) or Decrease in Prepaids                 91,723             8,626

Increase (Decrease) in Security Deposits              559             1,747
                                                ---------         ---------
Net Cash Provided by Operating
Activities                                        107,373           272,377
                                                ---------         ---------
Cash Flows from Investing Activities:

Improvements to Apartment
Properties                                         (7,507)          (14,128)
                                                ---------         ---------
Net Cash used in Investing
Activities                                         (7,507)          (14,128)
                                                ---------         ---------

                                       6
<PAGE>
                                           2003           2002
                                           ----           ----

Cash Flows from Financing
Activities:

Payments from Notes Payable               (33,539)       (53,377)

Distributions to Partners                (264,431)      (105,829)
                                      -----------    -----------

Net Cash used by Financing
Activities                               (297,970)      (159,206)
                                      -----------    -----------

Increase (Decrease) in Cash              (198,104)        99,043

Cash and Cash Equivalents at
Beginning of Period                     1,144,230        584,564
                                      -----------    -----------

Cash and Cash Equivalents at
End of Period                         $   946,126    $   683,607
                                      ===========    ===========


Supplemental Cash Flow Information:

Interest Paid                         $   190,392    $   328,884
                                      ===========    ===========

                                       7
<PAGE>
FOUNDATION REALTY FUND, LTD.
A Florida Limited Partnership)

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1 - ORGANIZATION
Foundation Realty Fund, Ltd., (the "Partnership"), a Florida Limited
Partnership, was formed April 14, 1987 under the laws of Florida. Operations
commenced on January 12, 1988. The Partnership operates two apartment
properties. The Partnership will terminate on December 31, 2020, or sooner, in
accordance with the terms of the Limited Partnership Agreement. The Partnership
has received Limited and General Partner capital contributions of $9,407,000 and
$1,000 respectively. J. Robert Love, an individual, and RJ Properties, Inc., a
wholly-owned subsidiary of Raymond James Financial, Inc. are the General
Partners and they manage and control the business of the Partnership.

Operating profits and losses are allocated 95% to the Limited Partners and 5% to
the General Partners. Cash from operations will be shared 95% by the Limited
Partners and 5% by the General Partners; however, distributions to the General
Partners are subordinated to certain preferred returns to the Limited Partners.
The Limited Partnership Agreement states that no cash from operations shall be
distributed to the General Partners in any year until Limited Partners have
received distributions in such year in an amount equal to 7% of their adjusted
capital contribution. Profit and loss and cash distributions from sales of
properties will be allocated as formulated in the Limited Partnership Agreement.

The Limited Partnership Agreement states that cash distribution from sales will
be distributed first to the General Partners until they receive 5% of aggregate
distributions of cash from operations. Cash distributions from sales will be
distributed second to each Limited Partner an equal amount to their adjusted
capital contribution plus an amount equal to an 8% per annum, cumulative but
non-compounded return. Cash distributions from sales will be distributed third
to the General Partners until they have received cumulative distributions in an
amount equal to 3% of the aggregate disposition price of properties sold by the
Partnership. Cash distributions from sales will be distributed fourth, the
balance if any, 85% to the Limited Partners and 15% to the General Partners.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES:

Basis of Accounting/Revenue Recognition

The Partnership utilizes the accrual basis of accounting whereby revenues and
other fees are recognized when earned and expenses are recognized as obligations
are incurred. The Partnership does not recognize revenue upon the collection of
security deposits but sets up a liability for the amount received.

Cash and Cash Equivalents

It is the Partnership's policy to include short-term investments with an
original maturity of three months or less in Cash and Cash Equivalents. These
short-term investments are comprised of money market funds, and repurchase
agreements.

                                       8
<PAGE>
Restricted Cash

Restricted cash includes $94,052 at March 31, 2003 and $50,611 at December 31,
2002 of cash held in escrow for the payment of real estate taxes and capital
replacement items. Restricted cash also includes $42,722 at March 31, 2003 and
$42,163 at December 31, 2002 of tenant security deposits held in an escrow
account.

Income Taxes

No provisions for income taxes has been made in these financial statements, as
income taxes are a liability of the partners rather than of the Partnership.

Depreciation

The apartment buildings are being depreciated over 35 years using the
straight-line method. Furniture and fixtures are being depreciated over 8 years
using the straight-line method.

NOTE 3 - COMPENSATION, REIMBURSEMENTS AND ACCRUALS TO THE GENERAL PARTNERS AND
AFFILIATES:

The General Partners and affiliates are entitled to the following types of
compensation and reimbursement for costs and expenses incurred for the
Partnership for the three months ended March 31, 2003.

Property Management Fees                                              $27,589
General and Administrative Costs                                            0

The terms of the property management agreement call for the Corporate General
Partner to receive a monthly fee of up to 5% of the monthly gross receipts from
residential property operations.

Property management fees in the amount of $9,196 are due to the Corporate
General Partner at March 31, 2003. Property management fees in the amount of
$9,000 were due to the Corporate General Partner at December 31, 2002. There
were no amounts due from related parties at March 31, 2003 or December 31, 2002.

NOTE 4 - LEASES AND APARTMENT PROPERTIES:

The Partnership owns an apartment complex leased to residents under short term
operating leases. A summary of the apartment property is as follows:

                                        March 31, 2003        December 31, 2002
                                        --------------        -----------------

Land                                     $ 2,154,136             $ 2,154,136
Buildings                                  9,613,912               9,613,912
Furniture & Fixtures                       1,468,600               1,461,093
                                         -----------             -----------
Apartment Properties, at Cost             13,236,648              13,229,141
Less: Accumulated
Depreciation                              (5,254,496)             (5,178,983)
                                         -----------             -----------
                                         $ 7,982,152             $ 8,050,158
                                         ===========             ===========

                                       9
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NOTE 5 - NOTES PAYABLE:

The note payable is secured by the apartment property.

NOTE 6 - BASIS OF PREPARATION:

The unaudited financial statements presented herein have been prepared in
accordance with the instructions to Form 10-Q and do not include all of the
information and note disclosures required by generally accepted accounting
principals. These statements should be read in conjunction with the financial
statements and notes thereto included in the Partnership's Form 10-K for the
year ended December 31, 2002. In the opinion of management, such financial
statements include all adjustments, consisting only of normal recurring
adjustments, necessary to summarize fairly the Partnership's financial position
and results of operations. The results of operations for the periods may not be
indicative of the result to be expected for the year.

NOTE 7 - SALE OF PROPERTY:

On November 27, 2002, the Partnership sold the Oakwood Village Apartments in
Atlanta, Georgia for $11,150,000. Marketing efforts continue for the sale of the
Springfield Apartments in Durham, North Carolina.

NOTE 8 - OTHER MATTERS:

A solicitation of proxy was made to the limited partners during 2001. The
subject matter of the proxy involved the Corporate General Partner seeking
approval from the limited partners to sell the assets owned by the partnership
and approval to windup partnership operations. A majority of limited partners
voted to approve the sale of the partnership assets and windup the partnership
operations.

NOTE 9 - SUBSEQUENT EVENT:

On May 1, 2003, the Partnership paid distributions of $70,552 to the Limited
Partners.

                                       10
<PAGE>
FOUNDATION REALTY FUND, LTD.
(A Florida Limited Partnership)

Management's Discussion and Analysis of Financial Condition and Results of
Operations

Rental and miscellaneous income for the three months ended March 31, 2003 was
$550,802 as compared to $511,120 for the comparable period ended March 31, 2002.
Income from property operations for the three months ended March 31, 2003 was
$206,751 as compared to $202,492 for the comparable period ended March 31, 2002.
The increase in rental income was a result of higher occupancy levels at the
Springfield Apartments in Durham, North Carolina. During the first quarter of
2003, the Springfield Apartments in Durham, North Carolina achieved an average
occupancy rate of 93%, which is an increase 6.8% over the first quarter 2002
occupancy rate. The improvement in the property's occupancy rate was
accomplished without having to give very much "free rent" away in the form of
rental concessions. This factor also contributed to the first quarter revenue
increase.

Property expenses during the first quarter of 2003 were $35,423 or 15% higher
than the expense level at the first quarter of 2002. The expense increase
resulted primarily from a $16,000 payment for siding and roofing replacements, a
$2,000 increase in advertising expenditures and a $7,000 increase in the payment
of leasing bonuses earned by property employees as a result of the increased
property occupancy and overall improvement in the financial result of the
property.

Interest expense decreased from $192,662 for the three months ended March 31,
2002 to $190,392 for the three months ended March 31, 2003. This decrease in
interest expense is a result of a lower principal loan balance on the
partnership's conventional amortizing loan.

Net income before discontinued operations for the three months ended March 31,
2003 was $9,415 or $.95 per Limited Partnership Unit outstanding as compared to
income of $3,210 or $.32 per Limited Partnership Unit for the comparable period
ended March 31, 2002. The $6,205 increase in net income before discontinued
operations was primarily a result of an increase in property operating expenses
of $35,423 as described above offset by increased rental and miscellaneous
income of $39,682.

                                       11
<PAGE>
Liquidity and Capital Resources


In management's opinion, working capital reserves and liquidity from property
operations are sufficient to meet the short-term operating needs of the
Partnership. The sole long-term commitment of the Partnership is the Springfield
mortgage payable which has a balloon payment due November 2004. Management plans
to meet this commitment through a property sale or through approaching the
lender to refinance the Partnership mortgage. We are currently in the process of
marketing the Springfield Apartments for sale. If an offer at an acceptable
price is received, it is probable that we may sell the property. Capital
expenditures for any material commitments, should they occur, will be funded
from either working capital reserves or proceeds earned from property
operations.

Cash provided by operating activities decreased by $165,004 for the three-month
period ended March 31, 2003 as compared to the three-month period ended March
31, 2002. The decrease was caused primarily as a result of the sale of the
Oakwood Village Apartments in November 2002. 2003 depreciation and amortization
expense were $66,935 lower as a result of depreciating and amortizing one
property's assets verse two. The change in the accounts payable balance of
$77,098 was a result of only accruing bills for the Springfield Apartments. The
final factor contributing as a significant decrease in cash flow from operating
activities was a $88,316 change in prepaid tenant rents. These decrease factors
were offset by an $83,097 decrease in prepaid expenses and a $5,975 smaller
change to the restricted cash balance.

Cash used by investing activities totaled $7,507 at March 31, 2003 as compared
to $14,128 at March 31, 2002. The $6,621 decrease for the three-month period
ended March 31, 2003 is primarily attributable to fewer carpets being purchased
in 2003 verse 2002.

Cash used by financing activities increased by $138,764 from the three month
period ended March 31, 2002 when compared to the three month period ended March
31, 2003. The increase is attributed to a $236,210 cash distribution in January
2003 relating to the sale of the Oakwood Village Apartments offset by a $19,838
decrease in principal payments on the mortgage as a result of the Oakwood
Village mortgage payoff in late 2002 coupled with a $77,608 decrease in
operating cash distributions made during the first quarter of 2003 verse the
first quarter of 2002.

                                       12
<PAGE>
SIGNATURES


Pursuant to the requirements of the Securities and Exchange Act of 1934, the
report has been signed by the following persons on behalf of the Registrant and
in the capacities and on the date indicated.

 FOUNDATION REALTY FUND, LTD.
 A Florida Limited Partnership

 By: RJ PROPERTIES, INC. a General Partner




   5/09/03                 J. Robert Love - President
    Date                    (Signature)


   5/09/03                 Alan G. Lee - Assistant Secretary
    Date                    (Signature)


                                       13
<PAGE>
                                  CERTIFICATION
                                  -------------


I John R. Luckett certify that:

1.       I have reviewed this quarterly report on Form 10-Q of Foundation Realty
         Fund, Ltd.;

2.       Based on my knowledge, this quarterly report does not contain any
         untrue statement of a material fact or omit to state a material fact
         necessary to make the statements made, in light of the circumstances
         under which such statements were made, not misleading with respect to
         the period covered by this quarterly report;

3.       Based on my knowledge, the financial statements, and other financial
         information included in this quarterly report, fairly represent in all
         material respects the financial condition, results of operations and
         cash flows of the registrant as of, and for, the periods presented in
         this quarterly report;

4.       The registrant's other certifying officers and I are responsible for
         establishing and maintaining disclosure controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have;

a)       designed such disclosures controls and procedures to ensure that
         material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this quarterly report
         is being prepared;

b)       evaluated the effectiveness of the registrant's disclosure controls and
         procedures as of the date within 90 days prior to the filing date of
         this quarterly report (the "Evaluation Date"); and

c)       presented in this quarterly report our conclusions about the
         effectiveness of the disclosure controls and procedures based on our
         evaluation as of the Evaluation Date;

5.       The registrant's other certifying officers and I have disclosed, based
         on our most recent evaluation, to the registrant's auditors and the
         audit committee of registrant's board of directors (or persons
         performing the equivalent function);

a)       all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

                                       14
<PAGE>
b)       any fraud, whether or not material, that involves management or other
         employees who have a significant role in the registrant's internal
         controls; and

6.       The registrant's other certifying officers and I have indicated in this
         quarterly report whether or not there were significant changes in
         internal controls or in other factors that could significantly affect
         internal controls subsequent to the date of our most recent evaluation,
         including any corrective actions with regard to significant
         deficiencies and material weaknesses.


May 9, 2003
Simpson Property Group - Submanager


/s/John R. Luckett
------------------------
John R. Luckett
Vice President - Finance

                                       15
<PAGE>
                                  CERTIFICATION
                                  -------------


I J. Robert Love certify that:

1. I have reviewed this quarterly report on Form 10-Q of Foundation Realty Fund,
Ltd.;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly represent in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have;

a) designed such disclosures controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;

b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of the date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function);

a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

                                       16
<PAGE>
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


May 9, 2003
RJ Properties, Inc. - Managing General Partner


/s/J. Robert Love
---------------------------
J. Robert Love
President

                                       17