FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

     (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:  0-27562
                               -------------------------------------------------


                              ATLANTIC REALTY TRUST
          ------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                  Maryland                                 13-3849655
---------------------------------------------   --------------------------------
(State or other jurisdiction of incorporation           (I.R.S. Employer
              or organization)                         Identification No.)


                   747 Third Avenue, New York, New York 10017
          ------------------------------------------------------------
                    (Address of principal executive offices)
                                   (Zip Code)


                                 (212) 702-8561
          ------------------------------------------------------------
              (Registrant's telephone number, including area code)

         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  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  issuer's
classes of common stock, as of the latest practicable date.

         The number of shares of beneficial interest,  par value $.01 per share,
outstanding on May 10, 1999 was 3,561,553.



<PAGE>



                                    I N D E X

This  Quarterly  Report  on  Form  10-Q  contains  historical   information  and
forward-looking  statements.  Statements looking forward in time are included in
this  Form  10-Q  pursuant  to the  "safe  harbor"  provisions  of  the  Private
Securities  Litigation  Reform Act of 1995. They involve known and unknown risks
and uncertainties that may cause the Trust's actual results in future periods to
be materially  different from any future  performance  suggested  herein. In the
context of forward-looking  information  provided in this Form 10-Q and in other
reports,  please refer to the discussion of risk factors detailed in, as well as
the  other  information  contained  in,  the  Trust's  Form 10  filed  with  the
Securities  and  Exchange  Commission  on March 28,  1996 as well as the Trust's
filings with the Securities and Exchange Commission during the past 12 months.

<TABLE>
Part I -- FINANCIAL INFORMATION                                                                    PAGE NO.
                                                                                                   --------
<CAPTION>
Item 1. Financial Statements.

<S>     <C>                                                                                              <C>
         Consolidated Statements of Net Assets in Liquidation
         March 31, 1999 and December 31, 1998.............................................................1

         Consolidated  Statements  of Changes in Net  Assets in  Liquidation
         Period January 1, 1999 through March 31, 1999
         and Period January 1, 1998 through March 31, 1998................................................2

         Notes to Consolidated Financial Statements.......................................................3

Item 2. Management's Discussion and Analysis of Financial Condition and Liquidation Activities............6

Part II -- OTHER INFORMATION

Item 1.  Legal Proceedings................................................................................7

Item 2.  Changes in Securities and Use of Proceeds........................................................7

Item 3.  Defaults Upon Senior Securities..................................................................7

Item 4.  Submission of Matters to a Vote of Security Holders..............................................7

Item 5.  Other Information................................................................................7

Item 6.  Exhibits and Reports on Form 8-K.................................................................7

Signatures................................................................................................8
</TABLE>



<PAGE>



                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.


                      ATLANTIC REALTY TRUST AND SUBSIDIARY
              CONSOLIDATED STATEMENTS OF NET ASSETS IN LIQUIDATION
                        (Liquidation Basis of Accounting)



<TABLE>
<CAPTION>
                                                            March 31, 1999      December 31, 1998
                                                            --------------      -----------------
ASSETS

<S>                                                          <C>                  <C>
Investments in Real Estate................................   $  37,775,000        $ 38,625,000
Cash and Short Term Investments...........................      22,778,837          21,751,057
                                                             -------------        ------------
                Total Assets..............................   $  60,553,837        $ 60,376,057
                                                             =============        ============


LIABILITIES

Estimated Costs of Liquidation ...........................   $   4,240,418        $  4,164,168
                                                             -------------        ------------
                 Total Liabilities........................   $   4,240,418        $  4,164,168
                                                             -------------        ------------

Net Assets in Liquidation.................................   $  56,313,419        $ 56,211,889
                                                             =============        ============
</TABLE>












                 SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



                                        1

<PAGE>




                      ATLANTIC REALTY TRUST AND SUBSIDIARY
         CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION
                        (Liquidation Basis of Accounting)


                                            For the Period      For the Period
                                          January 1, 1999 to  January 1, 1998 to
                                            March 31, 1999      March 31, 1998
                                          ------------------  ------------------

Net Assets in Liquidation
   Beginning of Period                        $56,211,889         $54,048,704
Adjustments to Reflect
   Liquidation Basis of Accounting                101,530             459,671
                                              -----------         -----------
Net Assets in Liquidation End of Period       $56,313,419         $54,508,375
                                              ===========         ===========



















                 SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



                                        2

<PAGE>

                      ATLANTIC REALTY TRUST AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.        Organization and Significant Accounting Policies:

          Atlantic Realty Trust (the "Trust"), a Maryland real estate investment
trust,  was formed on July 27, 1995 for the purpose of liquidating its interests
in real  properties,  a mortgage  loan  portfolio  and certain  other assets and
liabilities which were transferred to the Trust from Ramco-Gershenson Properties
Trust  (formerly  named RPS Realty Trust) ("RPS") on May 10, 1996 (the "Spin-Off
Transaction").  The Trust had no  operations  from the date of  formation to the
date of the Spin-Off  Transaction.  The Trust adopted the  liquidation  basis of
accounting as of the date of the Spin-Off  Transaction based on its intention to
liquidate  its assets or merge or combine  operations  with  another real estate
entity within eighteen months from the date of the Spin-Off Transaction.

Liquidation Basis of Accounting

          As a result of the  Spin-Off  Transaction,  the Trust has  adopted the
liquidation  basis  of  accounting.  The  liquidation  basis  of  accounting  is
appropriate when liquidation  appears imminent and the Trust is no longer viewed
as a going concern. Under this method of accounting,  assets are stated at their
estimated net realizable  values and  liabilities  are stated at the anticipated
settlement amounts.

          The valuations presented in the accompanying  Statements of Net Assets
in  Liquidation  represent  the  estimates at the dates shown,  based on current
facts and  circumstances,  of the estimated net  realizable  value of assets and
estimated  costs of liquidating  the Trust.  In  determining  the net realizable
values of the assets,  the Trust  considered  each  asset's  ability to generate
future cash flows,  offers to purchase received from third parties,  if any, and
other general market information. Such information was considered in conjunction
with operating the Trust's plan for  disposition of assets.  The estimated costs
of liquidation  represent the estimated costs of operating the Trust through its
anticipated termination.  These costs primarily include payroll,  consulting and
related costs, rent, shareholder relations, legal and auditing.  Computations of
net realizable value  necessitate the use of certain  assumptions and estimates.
Future events,  including economic conditions that relate to real estate markets
in  general,  may  differ  from  those  assumed  or  estimated  at the time such
computations  are made.  Because of inherent  uncertainty  of valuation  when an
entity is in liquidation,  the amounts ultimately  realized from assets disposed
and costs  incurred to settle  liabilities  may  materially  differ from amounts
presented.

          Pursuant to the terms of the Trust's Amended and Restated  Declaration
of Trust,  the Trust was to continue  for a period of 18 months from the date of
the Spin-Off Transaction,  subject to, among certain other things,  satisfactory
resolution  of the RPS Tax Issues (as such term is defined in footnote 5 below).
Because the RPS Tax Issues have not yet been satisfactorily  resolved, the Trust
has continued its business past that date. The Trust cannot  currently  estimate
the  timing  of the  future  satisfactory  resolution  of the  RPS  Tax  Issues.
Accordingly,  the Trust will continue  until there is a final  determination  of
these issues.

Consolidation

          The  consolidated  financial  statements  include the  accounts of the
Trust and its subsidiary. All significant intercompany accounts and transactions
have been eliminated in consolidation.

2.        Investments in Real Estate:
                                                             Estimated Net
Property                      Location               Realizable Value 3/31/99(a)
--------                      --------               ---------------------------
Hylan Shopping Center      Staten Island, NY                  $37,775,000

------------------

(a)       Includes  estimated cash flows using a disposition period of 9 months.
          Realized values may differ depending on actual disposition results and
          time period.



                                        3

<PAGE>

                      ATLANTIC REALTY TRUST AND SUBSIDIARY
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (Continued)

3.        Shares Outstanding:

          The  weighted  average  number of common  shares  outstanding  for the
period ending March 31, 1999 was 3,561,553.

4.        Short-Term Investments:

          Short-term  investments  at March  31,  1999  consist  primarily  of a
Certificate of Deposit at a major New York bank of $21,000,000  bearing interest
at a fixed rate of 3.70%.

5.        Tax Contingency:

          During the third quarter of 1994,  RPS held more than 25% of the value
of its gross assets in overnight Treasury Bill reverse  repurchase  transactions
which the Internal Revenue Service ("IRS") may view as non-qualifying assets for
the purposes of  satisfying  an asset  qualification  test  applicable to REITs,
based on a Revenue Ruling  published in 1977 (the "Asset Issue").  RPS requested
that the IRS enter into a closing  agreement with RPS that the Asset Issue would
not impact RPS' status as a REIT.  The IRS declined  such  request.  In February
1995, the IRS initiated an  examination  of the 1991-1995  income tax returns of
RPS (the "RPS Audit" and,  together with the Asset Issue, the "RPS Tax Issues").
Based on  developments  in the law which occurred since 1977,  RPS' tax counsel,
Battle  Fowler LLP,  rendered an opinion that RPS'  investment  in Treasury Bill
repurchase obligations would not adversely affect its REIT status. However, such
opinion is not binding upon the IRS.

          In connection with the Spin-Off Transaction, the Trust assumed all tax
liability  arising out of the RPS Tax Issues (other than  liability that relates
to events  occurring or actions  taken by RPS following the date of the Spin-Off
Transaction) pursuant to a tax agreement, dated May 10, 1996, by and between RPS
and the Trust,  which provides that RPS (now named  Ramco-Gershenson  Properties
Trust) under the direction of four  trustees,  each of whom are trustees of both
RPS and the Trust (the "Continuing  Trustees") and not the Trust,  will control,
conduct and effect the  settlement of any tax claims against RPS relating to the
RPS Tax  Issues.  Accordingly,  the Trust  does not have any  control  as to the
timing of the  resolution or disposition of any such claims and no assurance can
be given that the  resolution or disposition of any such claims will be on terms
or  conditions as favorable to the Trust as if they were resolved or disposed of
by the Trust. RPS and the Trust also have received an opinion from Wolf,  Block,
Schorr and Solis-Cohen LLP (the "Special Tax Counsel") that, to the extent there
is a deficiency in RPS  distributions  arising out of the IRS  examination,  and
provided  RPS timely  makes a  deficiency  dividend  (i.e.  declares  and pays a
distribution  which is  permitted  to  relate  back to the year for  which  each
deficiency was determined to satisfy the  requirement  that a REIT distribute 95
percent of its  taxable  income),  the  classification  of RPS as a REIT for the
taxable years under examination would not be affected.

          As of March 31, 1999,  the Trust has not been  required to perform its
indemnity  obligation with respect to the RPS Tax Issues other than with respect
to legal fees and expenses paid in connection with the IRS' ongoing examination.
On March 1, 1999, the IRS revenue agent  conducting the  examination  issued his
examination report (the "Revenue Agent's Report") with respect to the tax issues
in the RPS Tax Audit,  including the RPS Tax Issues.  The Revenue Agent's Report
sets forth a number of positions  which the IRS  examining  agent has taken with
respect to the RPS Tax  Issues for the years that are  subject to the RPS Audit,
which Special Tax Counsel to the Continuing Trustees believes are not consistent
with  applicable  law and  regulations  of the IRS.  One of the  positions,  the
acquisition  of assets by RPS that could be viewed as  nonqualifying  assets for
REIT purposes,  has been addressed in the opinion letter of counsel  referred to
above.  In  addition,  the IRS  revenue  agent  has  proposed  to  disallow  the
deductions  for bad debts and certain  other  items  claimed by RPS in the years
under examination.  In reaching his conclusion with respect to the deduction for
bad  debts,  the IRS  revenue  agent has  disregarded  the fact that the  values
actually  obtained  for  assets  corresponded  to  the  values  used  by  RPS in
determining its bad debt deductions. If all


                                        4

<PAGE>


                      ATLANTIC REALTY TRUST AND SUBSIDIARY
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- (Continued)

of the positions taken in the Revenue Agent's Report were to be sustained,  RPS,
with funds supplied by the Trust,  would have to distribute up to  approximately
$16.5  million  to its  shareholders,  in  accordance  with the  procedures  for
deficiency  dividends,  in order to preserve its status as a REIT and could,  in
addition,  be subject to taxes,  interest and penalties up to approximately  $24
million  through  March 15,  1999.  The issuance of the Revenue  Agent's  Report
constitutes  only  the  first  step  in  the  IRS  administrative   process  for
determining  whether there is any deficiency in RPS' tax liability for the years
at issue and any adverse  determination  by the IRS revenue  agent is subject to
administrative appeal with the IRS and, thereafter, to judicial review. As noted
above, the Revenue Agent's Report sets forth a number of positions which Special
Tax Counsel to RPS and the Trust believe are not consistent  with applicable law
and  regulations  of the IRS. The Trust has been  informed that RPS has filed an
administrative  appeal challenging the findings contained in the Revenue Agent's
Report.




                                        5

<PAGE>



Item 2.   Management's  Discussion  and  Analysis  of  Financial  Condition  and
          Liquidation Activities.

Capital Resources and Liquidity

          At March 31, 1999,  the Trust owned one retail  property  (Hylan Plaza
Shopping Center, located in Staten Island, New York) as well as cash and certain
other assets,  which include furniture,  fixtures and equipment.  The Trust does
not intend to make new loans or actively  engage in either the mortgage  lending
or the property acquisition business.

          The Trust's  primary  objective has been to liquidate its assets in an
eighteen-month  period from the date of the Spin-Off Transaction while realizing
the maximum values for such assets;  however because the RPS Tax Issues have not
been satisfactorily  resolved,  the Trust has continued its business beyond such
period.  Although the Trust  considers its  assumptions  and estimates as to the
values and timing of such  liquidations to be reasonable,  the period of time to
liquidate  the assets and  distribute  the proceeds of such assets is subject to
significant business,  economic and competitive uncertainties and contingencies,
many of which are beyond the Trust's control. There can be no assurance that the
net values ultimately  realized and costs actually incurred for such assets will
not materially differ from the Trust's estimates.

          The Trust believes that cash and cash  equivalents  on hand,  proceeds
generated by the  remaining  property and the proceeds from the eventual sale of
such property will be sufficient to support the Trust and meet its  obligations.
As of March  31,  1999,  the  Trust had  approximately  $22,216,000  in cash and
short-term investments.




                                        6

<PAGE>


                           PART II - OTHER INFORMATION

Item 1.   Legal Proceedings.

          Not applicable.

Item 2.   Changes in Securities and Use of Proceeds.

          Not applicable.

Item 3.   Defaults Upon Senior Securities.

          Not applicable.

Item 4.   Submission of Matters to a Vote of Security Holders.

          Not applicable.

Item 5.   Other Information.

          Pursuant to the terms of the Trust's Amended and Restated  Declaration
of Trust,  the Trust was to continue  for a period of 18 months from the date of
the Spin-Off  Transaction  (which  18-month  period ended on November 10, 1997),
subject to, among certain other things,  satisfactory  resolution of the RPS Tax
Issues.  Because the RPS Tax Issues have not yet been  satisfactorily  resolved,
the Trust has continued its business past that date. The Trust cannot  currently
estimate the timing of the future satisfactory resolution of the RPS Tax Issues.
Accordingly,  the Trust will continue  until there is a final  determination  of
these issues.

Item 6.   Exhibits and Reports on Form 8-K.

1.        Exhibits:  The registrant has filed the following exhibit as a part of
          this Quarterly Report on Form 10-Q:

          Exhibit Number                 Description
          --------------                 -----------

          27.1                           Financial Data Schedule

2.        The  registrant  has not filed any  reports  on Form 8-K for the three
          month period ended March 31, 1999.




                                        7

<PAGE>


                                   SIGNATURES

          Pursuant to the  requirements of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                              ATLANTIC REALTY TRUST
                                     (Registrant)


Date: May 11, 1999            /s/ Joel M. Pashcow                 
                              ------------------------------------
                              Name:     Joel M. Pashcow
                              Title:    Chairman and President
                                        (Principal Executive Officer)


Date: May 11, 1999            /s/ Edwin R. Frankel
                              ------------------------------------
                              Name:     Edwin R. Frankel
                              Title:    Executive Vice President, Chief 
                                        Financial Officer and Secretary
                                        (Principal Financial and Accounting 
                                         Officer)