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

[  ]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the transition period from                   to
                                     -----------------    ----------------

                         Commission File No. 33-99694

                     METROPOLITAN REALTY COMPANY, L.L.C.
            (Exact name of registrant as specified in its charter)

      Delaware                                      38-3260057
(State of incorporation)                (I.R.S. Employer Identification No.)

                           535 Griswold, Suite 748
                           Detroit, Michigan 48226
                   (Address of principal executive offices)

             Registrant's Telephone Number, including area code:
                                (313) 961-5552

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 for such shorter period that the
registrant was required to file such report(s), and (2) has been subject to
such filing requirements for the past 90 days.

                            Yes  __X_         No

There is no established public trading market for the Company's Class A
Membership Interests and Class B Membership Interests.

<PAGE>

                        PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

                     METROPOLITAN REALTY COMPANY, L.L.C.
                        BALANCE SHEET (000's Omitted)

<TABLE>
<CAPTION>
                                                       March 31, 1999                           December 31, 1998
                                             ------------------------------------     -------------------------------------
                                              Class A       Class B                    Class A       Class B            
                                             Membership    Membership                 Membership    Membership          
                                             Interests     Interests      Total       Interests     Interests        Total
                                             ----------    ----------     -----       ----------    ----------       -----
<S>                                           <C>           <C>          <C>           <C>           <C>           <C>     
                   Assets

Cash and cash equivalents                     $  1,067      $   --       $  1,067      $  1,221      $     78      $  1,299
Investment securities                           18,462         8,592       27,054        13,181        13,260        26,441
Mortgage notes receivable:
  Unaffiliated                                  22,164        16,657       38,821        25,476        13,842        39,318
  Allowance for loan losses                     (1,134)         (139)      (1,273)       (1,134)         (139)       (1,273)
                                              --------      --------     --------      --------      --------      --------
      Total mortgage notes receivable           21,030        16,518       37,548        24,342        13,703        38,045

Accrued interest and other receivables             229           112          341           183            91           274
Other assets                                        54          --             54            62          --              62
                                              --------      --------     --------      --------      --------      --------
      Total assets                            $ 40,842      $ 25,222     $ 66,064      $ 38,989      $ 27,132      $ 66,121
                                              ========      ========     ========      ========      ========      ========

     Liabilities and Members' Equity

Liabilities
  Accounts payable                            $     59      $      8     $     67      $     59      $      9      $     68
  Due to (from)                                 (2,606)        2,606         --          (4,440)        4,440          --
  Deposits from borrowers for property taxes        89          --             89            33          --              33
  Other                                              1             1            2             1          --               1
                                              --------      --------     --------      --------      --------      --------
      Total liabilities                         (2,457)        2,615          158        (4,347)        4,449           102

Members' Equity
  Class A members' equity                       43,347          --         43,347        43,286          --          43,286
  Class B members' equity                         --          22,607       22,607          --          22,600        22,600
  Accumulated other comprehensive
    income                                         (48)         --            (48)           50            83           133
                                              --------      --------     --------      --------      --------      --------
      Total members' equity                     43,299        22,607       65,906        43,336        22,683        66,019
                                              --------      --------     --------      --------      --------      --------
      Total liabilities and members' equity   $ 40,842      $ 25,222     $ 66,064      $ 38,989      $ 27,132      $ 66,121
                                              ========      ========     ========      ========      ========      ========
</TABLE>


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<PAGE>

                     METROPOLITAN REALTY COMPANY, L.L.C.
                   STATEMENT OF OPERATIONS (000's Omitted)

<TABLE>
<CAPTION>
                                         Three months ended             Three months ended               Year ended
                                           March 31, 1999                 March 31, 1998              December 31, 1998     
                                    ----------------------------   ---------------------------  ----------------------------
                                     Class A    Class B             Class A    Class B           Class A    Class B         
                                    Membership Membership          Membership Membership        Membership Membership       
                                    Interests  Interests   Total   Interests  Interests  Total  Interests  Interests   Total
                                    ---------- ----------  -----   ---------- ---------- -----  ---------- ----------  -----
<S>                                  <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>        <C>   
Revenue
 Interest income:
   From mortgage notes, 
     unaffiliated                    $   519   $   275   $   794   $   570   $     2   $   572   $ 2,307   $   361    $ 2,668
   From mortgage notes, affiliated      --        --        --          94      --          94       105      --          105
 Investment income                       318       127       445       315       355       670     1,160     1,187      2,347
 Miscellaneous income                     17      --          17        12      --          12       127        13        140
                                     -------   -------   -------   -------   -------   -------   -------   -------    -------

      Total revenue                      854       402     1,256       991       357     1,348     3,699     1,561      5,260

Operating Expenses
 General and administrative               35        23        58        85        23       108       242        98        340
 Amortization of organization costs     --        --        --        --          22        22      --         139        139
                                     -------   -------   -------   -------   -------   -------   -------   -------    -------

       Total operating expenses           35        23        58        85        45       130       242       237        479
                                     -------   -------   -------   -------   -------   -------   -------   -------    -------

Net Investment Income  - before
 cumulative effect of change in
 accounting principle                    819       379     1,198       906       312     1,218     3,457     1,324      4,781

Cumulative effect of change in
 accounting principle                   --        --        --        --        --        --        --        (357)      (357)
                                     -------   -------   -------   -------   -------   -------   -------   -------    -------

Net Investment Income                $   819   $   379   $ 1,198   $   906   $   312   $ 1,218   $ 3,457   $   967    $ 4,424
                                     =======   =======   =======   =======   =======   =======   =======   =======    =======
</TABLE>

                                      3

<PAGE>

                     METROPOLITAN REALTY COMPANY, L.L.C.
           STATEMENT OF CHANGES IN MEMBERS' EQUITY (000's Omitted)

<TABLE>
<CAPTION>
                                Accumulated
                                   Other         Members' Equity
                                Comprehensive  ------------------    Total Members
                                   Income      Class A    Class B        Equity
                                -------------  -------    -------    -------------
<S>                             <C>          <C>          <C>          <C>     
Balance - December 31, 1997     $    (28)    $ 43,565     $ 22,936     $ 66,473

Comprehensive income:
  Net investment income             --          3,457          967        4,424
  Change in unrealized holding
  gains(losses) on investment
  Securities                         161         --           --            161
                                                                       --------

  Total Comprehensive income                                              4,585

  Distributions                     --         (3,736)      (1,303)      (5,039)
                                --------     --------     --------     --------

Balance - December 31, 1998     $    133     $ 43,286     $ 22,600     $ 66,019

Comprehensive income:
  Net investment income             --            819          379        1,198
  Change in unrealized holding
  gains(losses) on investment
  Securities                         (85)        --           --            (85)
                                                                       --------

  Total Comprehensive income                                              1,113

  Distributions                     --           (758)        (372)      (1,130)
                                --------     --------     --------     --------

Balance - March 31, 1999        $     48     $ 43,347     $ 22,607     $ 66,002
</TABLE>


                                      4


<PAGE>

                     METROPOLITAN REALTY COMPANY, L.L.C.
                   STATEMENT OF CASH FLOWS (000's Omitted)


<TABLE>
<CAPTION>
                                                          Three months ended 
                                                                March 31
                                                         --------------------
                                                           1999         1998
                                                           ----         ----
<S>                                                      <C>         <C>     
Cash Flows from Operating Activities
  Net investment income                                  $ 1,198     $ 1,218
  Adjustments to reconcile net investment
    income to net cash
    from operating activities:
      Depreciation and amortization expense                    1          22
      Other                                                  (31)          1
      Decrease (increase) in assets:
        Accrued interest and other receivables               (67)         28
        Other assets                                           7         (64)
      Increase (decrease) in liabilities:
        Accounts payable                                      (1)         19
        Other liabilities                                     57          21
                                                         -------     -------

          Total adjustments                                  (34)         27
                                                         -------     -------

          Net cash provided by operating activities        1,164       1,245

Cash Flows from Investing Activities
  Purchases of investment securities                      (5,712)     (3,593)
  Collections of principal from investment securities      4,949          71
  Net change in loans                                        498         554
                                                         -------     -------

          Net cash used in investing activities             (265)     (2,968)

Cash Flows from Financing Activities
  Distributions paid to members                           (1,130)     (1,373)
                                                         -------     -------

Net Decrease in Cash and Cash Equivalents                   (231)     (3,096)

Cash and Cash Equivalents - Beginning of period            1,298       5,324
                                                         -------     -------

Cash and Cash Equivalents - End of period                $ 1,067     $ 2,228
                                                         =======     =======
</TABLE>

                                      5


<PAGE>




                     METROPOLITAN REALTY COMPANY, L.L.C.

                        Notes to Financial Statements

1.   BASIS OF PRESENTATION

     The accompanying unaudited financial statements have been prepared in
     accordance with generally accepted accounting principles for interim
     financial information and with the instructions to Form 10-Q and Rule
     10-01 of Regulation S-X. Accordingly, they do not include all of the
     information and notes required by generally accepted accounting
     principles for complete financial statements. In the opinion of
     management, all adjustments, consisting of normal recurring adjustments,
     considered necessary for a fair presentation have been included.
     Operating results for the three months ended March 31, 1999 are not
     necessarily indicative of the results that would be expected for the
     year ending December 31, 1999. For further information, refer to the
     financial statements and footnotes thereto included in the Company's
     annual report on Form 10-K for the fiscal year ended December 31, 1998.

2.   INCOME TAXES

     As a limited liability company, it is intended that the Company will be
     classified as a partnership for federal income tax purposes and, as
     such, it generally will be treated as a "pass-through" entity that is
     not subject to federal income tax. Accordingly, no provision for income
     taxes has been made for the periods presented.

3.   DISTRIBUTIONS

     In accordance with the terms of the Operating Agreement, Class A and
     Class B members will receive pro rata quarterly distributions of cash
     income, less expenses, from their respective class of net assets within
     90 days after the end of each fiscal quarter. The Operating Agreement
     also provides for the pass through to Class A members (commencing in the
     year 2001, if elected) and Class B members (commencing in the year
     2000), from their respective classes of net assets, of principal
     returned with respect to real estate investments and any cash and cash
     equivalents which have not been invested in real estate investments. All
     distributions are subject to a determination by the Managing Board that
     the Company will have sufficient cash on hand to meet its current and
     anticipated needs to fulfill its business purpose.

                                      6


<PAGE>


Item 2. Management's Discussion and Analysis Of Financial Condition And
Results Of Operation

Overview

The Company intends to continue to invest its available funds at competitive
rates in mortgage loans to real estate projects located in southeastern
Michigan. Cycles in the local and national economy have affected and will
continue to affect the Company's ability to invest its remaining funds in
mortgage loans and the yields attainable on such investments.

Funds that have not yet been invested in mortgage loans are primarily
invested in marketable securities until needed for the Company's operations
or investments in mortgage loans. Income and principal received with respect
to the Company's investments in mortgage loans are also invested in
marketable securities pending distribution to members or reinvestments in
mortgage loans.

Class A Assets and Class B Assets

As a result of the restructuring effective December 6, 1996, the Company
reports its financial condition and results of operations by segregating all
information into Class A membership interests and Class B membership
interests. Each class is distinguished by its differing member composition.

Interim Financial Statements

The Interim Financial Statements furnished include all adjustments which, in
the opinion of management, are necessary to reflect fair statements of the
results for the interim period presented and are recurring in nature.

Financial Condition and Results of Operation, Class A Membership Interests

Net investment income for the three months ended March 31, 1999 was $819,000
versus $906,000 in the same period in 1998 - a 10 percent decrease.

The allowance for loan losses remains at $1,134,000 - unchanged since
December 31, 1998. Management reviews, on a regular basis, factors which may
adversely affect its mortgage loans, including occupancy levels, rental rates
and property values. It is possible that economic conditions in southeastern
Michigan, and the nation in general, may adversely affect certain of the
Company's loan assets. After evaluation of the loan portfolio and the
associated allowance for loan losses, management deemed the allowance of
$1,134,000 adequate to cover any potential future write-offs of loan assets.

The liquid assets of the Class A Membership Interest, including cash and
investment securities, increased from $14,402,000 at December 31, 1998 to
$19,529,000 at March 31, 1999. This resulted from loan repayments received by
the Company partially offset by new loans issued.

                                      7

<PAGE>

The Company makes quarterly distributions of net income in accord with the
Operating Agreement of the Company. During March of 1999, the Company
distributed approximately $758,000 to Class A Membership Interests relating
to fourth quarter 1998 cash income.

Management is not aware of any material unrecorded liabilities or
contingencies relating to Class A Membership Interests.

Financial Condition and Results of Operation, Class B Membership Interests

Net investment income for the three months ended March 31, 1999 was $379,000
versus $312,000 in the same period in 1998 - a 21 percent increase. This
resulted from a change in investment strategy and an overall increase in
yield.

The allowance for loan losses remains at $139,000 - unchanged since December
31, 1998. Management reviews, on a regular basis, factors which may adversely
affect its mortgage loans, including occupancy levels, rental rates and
property values. It is possible that economic conditions in southeastern
Michigan, and the nation in general, may adversely affect certain of the
Company's loan assets. After evaluation of the loan portfolio and the
associated allowance for loan losses, management deemed the allowance of
$139,000 adequate to cover any potential future write-offs of loan assets.

The Company makes quarterly distributions of net income in accord with the
Operating Agreement of the Company. During March of 1999, the Company
distributed approximately $372,000 to Class B Membership Interests relating
to fourth quarter 1998 cash income.

Management is not aware of any material unrecorded liabilities or
contingencies relating to Class B Membership Interests.

Future Business Prospects

Since the Company conducts all of its business in southeastern Michigan, the
future financial results of the Company are highly dependent on the local
economy in general and the real estate market specifically in southeastern
Michigan. In recent years, the local economy has been very strong.

                                      8

<PAGE>


Item 5.  Other Information

On May 11, 1999, the Managing Board of the Company approved a contract with
WMF Proctor, a Michigan Corporation located in Bloomfield Hills, Michigan.
Pursuant to the terms of the contract, WMF Proctor will use its best efforts
to find buyers for the Company's outstanding mortgage loans.

The Managing Board also voted to approve the sale and disposition of the
Company's assets, to dissolve the Company, and to make interim distributions
of the Company's assets to Members in such amounts as may, from time to time,
be approved by the Executive Committee of the Managing Board; provided,
however, that distributions to certain Members who received their Membership
Interests by gift at the time of the Company's restructuring in December,
1996 may be deferred until the Company is dissolved, to the extent permitted
by the Company's Operating Agreement.

The sale of the Company's assets is subject to the affirmative vote of
Members holding at least 66 2/3% of the Total Percentage Interests, based
upon each Member's Total Percentage Interests as of the end of 1998. The
dissolution of the Company is subject to the consent of Members holding at
least 75% of the Membership Interests. It is anticipated that a special
meeting of the Members of the Company will be held as soon as practical to
vote on these matters.


                                      9


<PAGE>


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.

Dated: May 14, 1999

METROPOLITAN REALTY COMPANY, L.L.C.

By:          /s/ Robert G. Jackson
           ----------------------------
           Robert G. Jackson, President
           (Principal Executive Officer and Principal Financial Officer)



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