FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                        QUARTERLY OR TRANSITIONAL REPORT


                    U.S. SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                                  FORM 10-QSB

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 1999

[ ]  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 0-15740



                 RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP
       (Exact name of small business issuer as specified in its charter)






         Delaware                                             04-2924048
(State or other jurisdiction of                             (I.R.S. Employer
 incorporation or organization)                            Identification No.)

                        55 Beattie Place, P. O. Box 1089
                        Greenville, South Carolina 29602
                    (Address of principal executive offices)

                                 (864) 239-1000
                          (Issuer's telephone number)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

a)
                 RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                                 BALANCE SHEET
                                  (Unaudited)
                        (in thousands, except unit data)

                                 June 30, 1999




Assets

  Cash and cash equivalents                                          $  2,945

  Receivables and deposits                                                653

  Restricted escrows                                                      214

  Other assets                                                            598

  Investment properties:

       Land                                               $  6,357

       Buildings and related personal property              68,875

                                                            75,232

       Less accumulated depreciation                       (35,699)    39,533

                                                                     $ 43,943
Liabilities and Partners' Deficit

Liabilities

  Accounts payable                                                   $    311

  Tenant security deposit liabilities                                     209

  Accrued property taxes                                                  397

  Other liabilities                                                       512

  Mortgage notes payable                                               45,180

Partners' Deficit:

  General partner's                                       $ (1,213)

Limited partners' (566 units issued and

        outstanding)                                        (1,453)    (2,666)

                                                                     $ 43,943


                 See Accompanying Notes to Financial Statements
b)
                 RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                            STATEMENTS OF OPERATIONS
                                  (Unaudited)
                        (in thousands, except unit data)




                                    Three Months Ended       Six Months Ended

                                         June 30,                June 30,

                                     1999        1998        1999        1998

Revenues:

  Rental income                     $2,704      $2,523      $5,358     $4,937

  Other income                         249         321         475        554

    Total revenues                   2,953       2,844       5,833      5,491

Expenses:

  Operating                            983       1,036       2,025      2,039

  General and administrative           106          76         185        155

  Depreciation                         687         666       1,374      1,327

  Interest expense                     957       1,075       1,974      2,120

  Property taxes                       198         199         397        395

    Total expenses                   2,931       3,052       5,955      6,036

Net income (loss)                   $   22      $ (208)     $ (122)    $ (545)

Net income (loss) allocated to

  general partner (3%)              $    1      $   (6)     $   (4)    $  (16)

Net income (loss) allocated to

  limited partners (97%)                21        (202)       (118)      (529)

                                    $   22      $ (208)     $ (122)    $ (545)

Net income (loss) per limited

  partnership unit                  $   37      $ (357)     $ (208)    $ (935)


                 See Accompanying Notes to Financial Statements



c)
                 RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                   STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                                  (Unaudited)
                        (in thousands, except unit data)


                                  Limited

                                Partnership    General     Limited

                                   Units      Partner's   Partners'     Total


Original capital contributions     566       $    --     $47,533     $47,533

Partners' deficit at

  December 31, 1998                566       $(1,209)    $(1,335)    $(2,544)

Net loss for the six months

  ended June 30, 1999               --            (4)       (118)       (122)

Partners' deficit at

  June 30, 1999                    566       $(1,213)    $(1,453)    $(2,666)


                 See Accompanying Notes to Financial Statements
d)
                 RIVERSIDE PARK ASSOCIATED LIMITED PARTNERSHIP

                            STATEMENTS OF CASH FLOWS
                                  (Unaudited)
                                 (in thousands)

                                                            Six Months Ended

                                                                June 30,

                                                             1999        1998

Cash flows from operating activities:

  Net loss                                                $  (122)    $  (545)

  Adjustments to reconcile net loss to net

   cash provided by operating activities:

    Depreciation                                            1,374       1,327

    Amortization of loan costs                                172         167

    Change in accounts:

       Receivables and deposits                              (347)       (342)

       Other assets                                           (77)        (23)

       Accounts payable                                      (105)        166

       Tenant security deposit liabilities                      4          20

       Accrued property taxes                                 397         395

       Other liabilities                                     (187)       (124)

         Net cash provided by operating activities          1,109       1,041

Cash flows from investing activities:

    Property improvements and replacements                   (485)       (411)

    Net withdrawals from (deposits to) restricted

       escrows                                                580        (183)

         Net cash provided by (used in) investing

            activities                                         95        (594)

Cash flows used in financing activities:

    Payments of mortgage notes payable                       (337)       (323)

Net increase in cash and cash equivalents                     867         124

Cash and cash equivalents at beginning of period            2,078       2,478

Cash and cash equivalents at end of period                $ 2,945     $ 2,602

Supplemental disclosure of cash flow information:

  Cash paid for interest                                  $ 1,802     $ 1,953


                 See Accompanying Notes to Financial Statements
e)
                 RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                         NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)

NOTE A - BASIS OF PRESENTATION

The accompanying unaudited financial statements of Riverside Park Associates
Limited Partnership (the "Partnership" or "Registrant") have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-QSB and Item 310(b) of
Regulation S-B. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements.  In the opinion of Winthrop Financial Associates, A
Limited Partnership (the "General Partner"), all adjustments (consisting of
normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the three and six month periods ended June
30, 1999, are not necessarily indicative of the results that may be expected for
the fiscal year ended December 31, 1999. For further information, refer to the
financial statements and footnotes thereto included in the Partnership's Annual
Report on Form 10-KSB for the fiscal year ended December 31, 1998.

NOTE B - TRANSFER OF CONTROL

On October 28, 1997, an affiliate of Insignia Financial Group, Inc. ("Insignia")
was admitted as an associate general partner of the General Partner.  Pursuant
to the terms of the Second Amended and Restated Agreement of Limited Partnership
of the General Partner, the associate general partner has the right to cause the
General Partner to take such action as it deems necessary in connection with the
operation of the Partnership.  On October 28, 1997, the Partnership terminated
Winthrop Management as the managing agent and appointed an affiliate of Insignia
to assume management of the property.  In addition, Insignia acquired from an
affiliate of the General Partner the 200.66 Units (the "Acquired Units") which
such affiliate owned.

Pursuant to a series of transactions which closed on October 1, 1998 and
February 26, 1999, Insignia and Insignia Properties Trust ("IPT") merged into
Apartment Investment and Management Company ("AIMCO"), a publicly traded real
estate investment trust, with AIMCO being the surviving corporation (the
"Insignia Merger").  As a result, AIMCO acquired control of the associate
general partner and the Acquired Units.  The General Partner does not believe
that this transaction will have a material effect on the affairs and operations
of the Partnership.

On February 26, 1999, the interest of the associate general partner was
transferred to an affiliate of AIMCO.

NOTE C - TRANSACTIONS WITH AFFILIATED PARTIES

The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all partnership activities.
The Partnership Agreement provides for certain payments to affiliates for
services based on a percentage of revenue and an annual partnership and investor
service fee of $110,000 subject to a 6% annual increase. The following
transactions with the General Partner and/or its affiliates were incurred during
each of the six months ended June 30, 1999 and 1998:

                                                  1999        1998
                                                   (in thousands)
Property management fees (included in
  operating expenses)                            $234        $218
Reimbursement for services of affiliates
  and investor service fees (included
  in general and administrative expenses)         161         134

During the six months ended June 30, 1999 and 1998, affiliates of the General
Partner were entitled to receive 4% of gross receipts from the Partnership's
investment property as compensation for providing property management services.
The Partnership paid to such affiliates approximately $234,000 and $218,000 for
the six months ended June 30, 1999 and 1998, respectively.

An affiliate of the General Partner received reimbursements of accountable
administrative expenses amounting to approximately $161,000 and $134,000 for the
six months ended June 30, 1999 and 1998, respectively.

On May 13, 1999, AIMCO Properties, L.P., an affiliate of the Managing General
Partner commenced a tender offer to purchase up to 168.14 (29.71% of the total
outstanding units) units of limited partnership interest in the Partnership for
a purchase price of $21,500 per unit.  The offer expired on July 23, 1999.
Pursuant to the offer, AIMCO Properties, L.P. acquired 83.27 units.  As a
result, AIMCO and its affiliates currently own 283.93 units of limited
partnership interest in the Partnership representing 50.16% of the total
outstanding units.  It is possible that AIMCO or its affiliate will make one or
more additional offers to acquire additional limited partnership interests in
the Partnership for cash or in exchange for units in the operating partnership
of AIMCO.

NOTE D - SEGMENT REPORTING

Description of the types of products and services from which the reportable
segment derives its revenues:

The Partnership has one reportable segment: residential properties. The
Partnership's residential property segment consists of one apartment complex
located in Fairfax County, Virginia.  The Partnership rents apartment units to
tenants for terms that are typically twelve months or less.

Measurement of segment profit or loss:

The Partnership evaluates performance based on net income.  The accounting
policies of the reportable segment are the same as those of the Partnership as
described in the Partnership's Annual Report on Form 10-KSB for the year ended
December 31, 1998.

Segment information for the six months ended June 30, 1999 and 1998, is shown in
the following tables (in thousands).  The "Other" column includes partnership
administration related items and income and expense not allocated to the
reportable segment.

1999
                                         Residential     Other        Totals

Rental income                            $ 5,358      $    --      $ 5,358
Other income                                 463           12          475
Interest expense                           1,974           --        1,974
Depreciation                               1,374           --        1,374
General and administrative expense            --          185          185
Segment income (loss)                         51         (173)        (122)
Total assets                              41,914        2,029       43,943
Capital expenditures for investment
property                                     485           --          485

1998
                                         Residential     Other        Totals

Rental income                            $ 4,937      $    --      $ 4,937
Other income                                 532           22          554
Interest expense                           2,120           --        2,120
Depreciation                               1,327           --        1,327
General and administrative expense            --          155          155
Segment loss                                (412)        (133)        (545)
Total assets                              42,847        2,525       45,372
Capital expenditures for investment
property                                     411           --          411

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The matters discussed in this Form 10-QSB contain certain forward-looking
statements and involve risks and uncertainties (including changing market
conditions, competitive and regulatory matters, etc.) detailed in the
disclosures contained in this Form 10-QSB and the other filings with the
Securities and Exchange Commission made by the Partnership from time to time.
The discussions of the Partnership's business and results of operations,
including forward-looking statements pertaining to such matters, does not take
into account the effects of any changes to the Partnership's business and
results of operations.  Accordingly, actual results could differ materially from
those projected in the forward-looking statements as a result of a number of
factors, including those identified herein.

The Partnership's sole asset is a 1,222 unit apartment complex known as
Riverside Park located in Fairfax County, Virginia.  The property is leased to
tenants subject to leases of up to one year.  Average occupancy for the first
six months of 1999 was 96% compared to 95% for the corresponding period in 1998.

Results of Operations

The Partnership's net loss for the six months ended June 30, 1999, was
approximately $122,000 as compared to a net loss of approximately $545,000 for
the six months ended June 30, 1998.  The Partnership realized net income for
the three months ended June 30, 1999, of approximately $22,000 compared to a
net loss of approximately $208,000 for the three months ended June 30, 1998.
The decrease in net loss for the three and six months ended June 30, 1999, was
primarily due to an increase in total revenue, and to a lesser extent a decrease
in total expenses.  The increase in total revenue is primarily attributable to
an increase in rental income partially offset by a decrease in other income.
The increase in rental income is primarily the result of an increase in
occupancy and average rental rates at the property.  The decrease in other
income is the result of a decrease in the leasing of the property's corporate
units.  Total expenses decreased primarily due to a decrease in operating
expense and interest expense partially offset by increases in general and
administrative and depreciation expenses. The decrease in interest expense is
primarily attributable to a reduction in the variable mortgage interest rate
charged during 1999. The increase in depreciation expense is attributable to
fixed assets placed into service during the last twelve months.  Other items of
expense remained relatively constant for the three and six months ended June 30,
1999, as compared to the same period of 1998.

The increase in general and administrative expense is due to a reassessment of
general partner reimbursements during 1999.  Included in general and
administrative expense for the six months ended June 30, 1999 and 1998, are
reimbursements to the General Partner allowed under the Partnership Agreement
associated with its management of the Partnership.  In addition, costs
associated with the quarterly and annual communications with investors and
regulatory agencies and the annual audit required by the Partnership Agreement
are also included.

As part of the ongoing business plan of the Partnership, the General Partner
monitors the rental market environment of its investment property to assess the
feasibility of increasing rents, maintaining or increasing occupancy levels and
protecting the Partnership from increases in expenses.  As part of this plan,
the General Partner attempts to protect the Partnership from the burden of
inflation-related increases in expenses by increasing rents and maintaining a
high overall occupancy level. However, due to changing market conditions, which
can result in the use of rental concessions and rental reductions to offset
softening market conditions, there is no guarantee that the General Partner will
be able to sustain such a plan.

Liquidity and Capital Resources

At June 30, 1999, the Partnership held cash and cash equivalents of
approximately $2,945,000 compared to approximately $2,602,000 at June 30, 1998.
The net increase in cash and cash equivalents of approximately $867,000 from the
Partnership's year ended December 31, 1998, is due to approximately $1,109,000
of net cash provided by operating activities combined with approximately $95,000
of net cash provided by investing activities, which were partially offset by
approximately $337,000 of net cash used in financing activities.  Cash provided
by investing activities consisted of net withdrawals from escrow accounts
maintained by the mortgage lender, partially offset by property improvements and
replacements.  Cash used in financing activities consisted of payments made on
the mortgage encumbering the Partnership's investment property.  The Partnership
invests its working capital reserves in a money market account.

The sufficiency of existing liquid assets to meet future liquidity and capital
expenditure requirements is directly related to the level of capital
expenditures required at the property to adequately maintain the physical asset
and the other operating needs of the Partnership and to comply with Federal,
state, and local legal and regulatory requirements. Capital improvements planned
for the Partnership's investment property are as follows.

During the six months ended June 30, 1999, the Partnership expended
approximately $485,000 for capital improvements and replacements at its
investment property, consisting primarily of carpet and other floor covering
replacements, structural upgrades, appliance replacements, and interior and
exterior building improvements. These improvements were funded from Partnership
reserves.  Based on a report received from an independent third party consultant
analyzing necessary exterior improvements and estimates made by the General
Partner on interior improvements, it is estimated that the property requires
approximately $4,875,000 of capital improvements over the next few years.  The
Partnership has budgeted, but is not limited to, capital improvements of
approximately $1,114,000 for 1999 at the property which include certain of the
required improvements and consist of carpet and vinyl replacement, elevator and
heating upgrades, appliance replacement, interior decoration, and structural
improvements.

The additional capital expenditures will be incurred only if cash is available
from operations or from Partnership reserves.  To the extent that such capital
improvements are completed, the Partnership's distributable cash flow, if any,
may be adversely affected at least in the short term.

The Partnership's assets are currently thought to be sufficient for any near-
term needs (exclusive of capital improvements) of the Partnership.  The mortgage
indebtedness of approximately $45,180,000 is being amortized over 25 years with
a balloon payment of approximately $43,220,000 due at maturity in September
2001. The General Partner will attempt to refinance and/or sell the property
prior to such maturity date.  If the property cannot be refinanced or sold for a
sufficient amount, the Partnership will risk losing such property through
foreclosure.

No distributions were declared or paid during either of the six months ended
June 30, 1999 and 1998. The Partnership's distribution policy will be reviewed
on an annual basis.  Future cash distributions will depend on the levels of net
cash generated from operations, the availability of cash reserves, and the
timing of the debt maturity, refinancing and/or sale of the property.  There can
be no assurance, however, that the Partnership will generate sufficient funds
from operations after required capital expenditures to permit further
distributions to its partners in 1999 or subsequent periods.

Tender Offer

On May 13, 1999, AIMCO Properties, L.P., an affiliate of the Managing General
Partner commenced a tender offer to purchase up to 168.14 (29.71% of the total
outstanding units) units of limited partnership interest in the Partnership for
a purchase price of $21,500 per unit.  The offer expired on July 23, 1999.
Pursuant to the offer, AIMCO Properties, L.P. acquired 83.27 units.  As a
result, AIMCO and its affiliates currently own 283.93 units of limited
partnership interest in the Partnership representing 50.16% of the total
outstanding units.  It is possible that AIMCO or its affiliate will make one or
more additional offers to acquire additional limited partnership interests in
the Partnership for cash or in exchange for units in the operating partnership
of AIMCO.

Year 2000 Compliance

General Description of the Year 2000 Issue and the Nature and Effects of the
Year 2000 on Information Technology (IT) and Non-IT Systems

The Year 2000 issue is the result of computer programs being written using two
digits rather than four digits to define the applicable year.  The Partnership
is dependent upon the General Partner and its affiliates for management and
administrative services ("Managing Agent").  Any of the computer programs or
hardware that have date-sensitive software or embedded chips may recognize a
date using "00" as the year 1900 rather than the year 2000.  This could result
in a system failure or miscalculations causing disruptions of operations,
including, among other things, a temporary inability to process transactions,
send invoices, or engage in similar normal business activities.

Over the past two years, the Managing Agent has determined that it will be
required to modify or replace significant portions of its software and certain
hardware so that those systems will properly utilize dates beyond December 31,
1999.  The Managing Agent presently believes that with modifications or
replacements of existing software and certain hardware, the Year 2000 issue can
be mitigated. However, if such modifications and replacements are not made, or
not completed in time, the Year 2000 issue could have a material impact on the
operations of the Partnership.

The Managing Agent's plan to resolve Year 2000 issues involves four phases:
assessment, remediation, testing, and implementation.  To date, the Managing
Agent has fully completed its assessment of all the information systems that
could be significantly affected by the Year 2000, and has begun the remediation,
testing and implementation phases on both hardware and software systems.
Assessments are continuing in regards to embedded systems.  The status of each
is detailed below.

Status of Progress in Becoming Year 2000 Compliant, Including Timetable for
Completion of Each Remaining Phase

Computer Hardware:

During 1997 and 1998, the Managing Agent identified all of the computer systems
at risk and formulated a plan to repair or replace each of the affected systems.
In August 1998, the main computer system used by the Managing Agent became fully
functional. In addition to the main computer system, PC-based network servers,
routers and desktop PCs were analyzed for compliance.  The Managing Agent has
begun to replace each of the non-compliant network connections and desktop PCs
and, as of June 30, 1999, had completed approximately 90% of this effort.

The total cost to the Managing Agent to replace the PC-based network servers,
routers and desktop PCs is expected to be approximately $1.5 million of which
$1.3 million has been incurred to date.  The remaining network connections and
desktop PCs are expected to be upgraded to Year 2000 compliant systems by
September 30, 1999.  The completion of this process is scheduled to coincide
with the release of a compliant version of the Managing Agent's operating
system.

Computer Software:

The Managing Agent utilizes a combination of off-the-shelf, commercially
available software programs as well as custom-written programs that are designed
to fit specific needs.  Both of these types of programs were studied, and
implementation plans written and executed with the intent of repairing or
replacing any non-compliant software programs.

In April, 1999 the Managing Agent embarked on a data center consolidation
project that unifies its core financial systems under its Year 2000 compliant
system.  The estimated completion date for this project is October, 1999.

During 1998, the Managing Agent began converting the existing property
management and rent collection systems to its management properties Year 2000
compliant systems. The estimated additional costs to convert such systems at all
properties, is $200,000, and the implementation and testing process was
completed in June, 1999.

The final software area is the office software and server operating systems.
The Managing Agent has upgraded all non-compliant office software systems on
each PC and has upgraded 90% of the server operating systems.  The remaining
server operating systems are planned to be upgraded to be Year 2000 compliant by
September, 1999. The completion of this process is scheduled to coincide with
the release of a compliant version of the Managing Agent's operating system.

Operating Equipment:

The Managing Agent has operating equipment, primarily at the property sites,
which needed to be evaluated for Year 2000 compliance.  In September 1997, the
Managing Agent began taking a census and inventory of embedded systems
(including those devices that use time to control systems and machines at
specific properties, for example elevators, heating, ventilating, and air
conditioning systems, security and alarm systems, etc.).

The Managing Agent has chosen to focus its attention mainly upon security
systems, elevators, heating, ventilating and air conditioning systems, telephone
systems and switches, and sprinkler systems.  While this area is the most
difficult to fully research adequately, management has not yet found any major
non-compliance issues that put the Managing Agent at risk financially or
operationally.

A pre-assessment of the properties by the Managing Agent has indicated no Year
2000 issues.  A complete, formal assessment of all the properties by the
Managing Agent is in process and will be completed in September, 1999.  Any
operating equipment that is found non-compliant will be repaired or replaced.

The total cost incurred for all properties managed by the Managing Agent as of
June 30, 1999 to replace or repair the operating equipment was approximately
$75,000. The Managing Agent estimates the cost to replace or repair any
remaining operating equipment is approximately $125,000.

The Managing Agent continues to have "awareness campaigns" throughout the
organization designed to raise awareness and report any possible compliance
issues regarding operating equipment within its enterprise.

Nature and Level of Importance of Third Parties and Their Exposure to the Year
2000

The Managing Agent continues to conduct surveys of its banking and other vendor
relationships to assess risks regarding their Year 2000 readiness.  The Managing
Agent has banking relationships with three major financial institutions, all of
which have indicated their compliance efforts will be complete before July,
1999. The Managing Agent has updated data transmission standards with all of the
financial institutions.  The Managing Agent's contingency plan in this regard is
to move accounts from any institution that cannot be certified Year 2000
compliant by September 1, 1999.

The Partnership does not rely heavily on any single vendor for goods and
services, and does not have significant suppliers and subcontractors who share
information systems (external agent).  To date the Partnership is not aware of
any external agent with a Year 2000 compliance issue that would materially
impact the Partnership's results of operations, liquidity, or capital resources.
However, the Partnership has no means of ensuring that external agents will be
Year 2000 compliant.

The Managing Agent does not believe that the inability of external agents to
complete their Year 2000 remediation process in a timely manner will have a
material impact on the financial position or results of operations of the
Partnership. However, the effect of non-compliance by external agents is not
readily determinable.

Costs to Address Year 2000

The total cost of the Year 2000 project to the Managing Agent is estimated at
$3.5 million and is being funded from operating cash flows.  To date, the
Managing Agent has incurred approximately $2.9 million ($0.7 million expensed
and $2.2 million capitalized for new systems and equipment) related to all
phases of the Year 2000 project.  Of the total remaining project costs,
approximately $0.5 million is attributable to the purchase of new software and
operating equipment, which will be capitalized.  The remaining $0.2 million
relates to repair of hardware and software and will be expensed as incurred.
The Partnership's portion of these costs are not material.

Risks Associated with the Year 2000

The Managing Agent believes it has an effective program in place to resolve the
Year 2000 issue in a timely manner.  As noted above, the Managing Agent has not
yet completed all necessary phases of the Year 2000 program.  In the event that
the Managing Agent does not complete any additional phases, certain worst case
scenarios could occur.  The worst case scenarios could include elevators,
security and heating, ventilating and air conditioning systems that read
incorrect dates and operate with incorrect schedules (e.g., elevators will
operate on Monday as if it were Sunday).  Although such a change would be
annoying to residents, it is not business critical.

In addition, disruptions in the economy generally resulting from Year 2000
issues could also adversely affect the Partnership.  The Partnership could be
subject to litigation for, among other things, computer system failures,
equipment shutdowns or failure to properly date business records.  The amount of
potential liability and lost revenue cannot be reasonably estimated at this
time.

Contingency Plans Associated with the Year 2000

The Managing Agent has contingency plans for certain critical applications and
is working on such plans for others.  These contingency plans involve, among
other actions, manual workarounds and selecting new relationships for such
activities as banking relationships and elevator operating systems.

                          PART II - OTHER INFORMATION


ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

       a) Exhibits:

          Exhibit 27, Financial Data Schedule, is filed as an exhibit to this
          report.

       b) Reports on Form 8-K:

          None filed during the quarter ended June 30, 1999.

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                 RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP


                                 By:      WINTHROP FINANCIAL ASSOCIATES,
                                          A LIMITED PARTNERSHIP
                                          General Partner

                                 By:      NHP Management Company,
                                          Associate General Partner

                                 By:      /s/ Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President


                                 By:      /s/ Carla R. Stoner
                                          Carla R. Stoner
                                          Senior Vice President Finance and
                                          Administration


                                 Date:    August 12, 1999