United States
                       SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549

                                    FORM 10-Q

                                   (Mark One)

           [X] Quarterly Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                For the quarterly period ended September 30, 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 333-63723-07

                   RRC OPERATING PARTNERSHIP OF GEORGIA, L.P.
             (Exact name of registrant as specified in its charter)

Georgia                                                       59-33363127
State or other jurisdiction of                               (IRS Employer
   incorporation or organization)                          Identification No.)

                       121 West Forsyth Street, Suite 200
                           Jacksonville, Florida 32202
               (Address of principal executive offices) (Zip Code)

                                 (904) 356-7000
              (Registrant's telephone number, including area code)

                                    Unchanged
              (Former name, former address and former fiscal year,
                          if changed since last report)

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



<PAGE>
Part 1.

Item 1.  Financial Statements


                      RRC OPERATING PARTNERSHIP OF GEORGIA, L.P.

                                   Balance Sheets

                    September 30, 1999 and December 31, 1998
                                   (unaudited)

<TABLE>

<CAPTION>

                                                                         1999                   1998
                                                                    ----------------       ---------------
<S>                                                               <C>                      <C>

         Assets
Cash restricted for tenants' security deposits                    $      15,752                21,441

Property and buildings, at cost
    Land                                                              1,123,200             1,123,200
    Buildings and improvements                                        4,499,921             4,426,662
                                                                    ----------------       ---------------
                                                                      5,623,121             5,549,862
    Less accumulated depreciation                                       405,254               319,124
                                                                    ----------------       ---------------
           Net property and buildings                                 5,217,867             5,230,738
                                                                    ----------------       ---------------

Other assets:
    Accounts receivable and other assets                                 37,919                33,782
    Deferred leasing costs, less accumulated
      amortization                                                       22,574                24,952
                                                                    ----------------       ---------------
           Total other assets                                            60,493                58,734
                                                                    ----------------       ---------------
                                                                  $   5,294,112             5,310,913
                                                                    ================       ===============


         Liabilities and Partners' Capital
Liabilities:
    Notes  payable (note 2)                                           3,484,916             3,484,916
    Accounts payable and other liabilities                              664,108               345,675
    Tenants' security deposits                                           15,752                21,441
                                                                    ----------------       ---------------
           Total liabilities                                          4,164,776             3,852,032

Partners' capital (note 3)                                            1,129,336             1,458,881
                                                                    ----------------       ---------------
                                                                  $   5,294,112             5,310,913
                                                                    ================       ===============



</TABLE>

See accompanying notes to financial statements.
<PAGE>



                   RRC OPERATING PARTNERSHIP OF GEORGIA, L.P.

                            Statements of Operations

           For the Three Months Ended September 30, 1999 and 1998
                                (unaudited)


<TABLE>
<CAPTION>

                                                                             1999                    1998
                                                                        ----------------        ---------------
<S>                                                                   <C>                       <C>

Revenues:
    Rental income                                                     $     153,959                173,046
    Tenant reimbursements and other income                                   38,244                 29,223
                                                                        ----------------        ---------------
             Total revenues                                                 192,203                202,269
                                                                        ----------------        ---------------


Expenses:
    Depreciation and amortization                                            31,005                 30,031
    Operating and maintenance                                                28,504                 21,435
    Real estate taxes                                                        15,141                 15,141
    Interest                                                                 57,411                 54,824
                                                                        ----------------        ---------------
             Total expenses                                                 132,061                121,431
                                                                        ----------------        ---------------

             Net income                                               $      60,142                 80,838
                                                                        ================        ===============


</TABLE>

See accompanying notes to financial statements.

<PAGE>

                   RRC OPERATING PARTNERSHIP OF GEORGIA, L.P.

                             Statements of Operations

                For the Nine Months Ended September 30, 1999 and 1998
                                 (unaudited)

<TABLE>
<CAPTION>


                                                                             1999                    1998
                                                                        ----------------        ---------------
<S>                                                                   <C>                       <C>

Revenues:
    Rental income                                                     $     499,406                511,089
    Tenant reimbursements and other income                                   98,804                 86,648
                                                                        ----------------        ---------------
             Total revenues                                                 598,210                597,737
                                                                        ----------------        ---------------


Expenses:
    Depreciation and amortization                                            92,350                 88,761
    Operating and maintenance                                                94,953                 70,503
    Real estate taxes                                                        45,753                 45,753
    Interest                                                                169,012                164,472
                                                                        ----------------        ---------------
             Total expenses                                                 402,068                369,489
                                                                        ----------------        ---------------

             Net income                                               $     196,142                228,248
                                                                        ================        ===============


</TABLE>

See accompanying notes to financial statements.
<PAGE>


                   RRC OPERATING PARTNERSHIP OF GEORGIA, L.P.

                             Statements of Cash Flows

            For the Nine Months ended September 30, 1999 and 1998
                               (unaudited)



<TABLE>
<CAPTION>

                                                                      1999                    1998
                                                                 ----------------        ----------------
<S>                                                            <C>                       <C>

Cash flows from operating activities -
    Net income                                                 $     196,142                 228,248
    Adjustments to reconcile net income to
      net cash provided by operating activities:
       Depreciation and amortization                                  92,350                  88,761
       Deferred leasing costs                                         (3,842)                (23,605)
       Changes in assets and liabilities:
          Accounts receivable and other assets                        (4,137)                  5,032
          Accounts payable and other liabilities                     318,433                  54,460
          Cash restricted for tenants security
             deposits                                                  5,689                  (4,263)
          Tenants' security deposits                                  (5,689)                  4,263
                                                                 ----------------        ----------------
             Net cash provided by
                operating activities                                 598,946                 352,896
                                                                 ----------------        ----------------

Cash flows from investing activities -
    additions to property and buildings                              (73,259)                (24,731)
                                                                 ----------------        ----------------

Cash flows from financing activities -
    net contributions (distributions)                               (525,687)               (328,165)
                                                                 ----------------        ----------------
             Net cash used in financing activities                  (525,687)               (328,165)
             Net change in cash                                            -                       -

Cash at beginning of year                                                  -                       -
                                                                 ----------------        ----------------

Cash at end of year                                            $           -                      -
                                                                 ================        ================


</TABLE>

See accompanying notes to financial statements.

<PAGE>


                           RRC OPERATING PARTNERSHIP OF GEORGIA, L.P.

                              Notes to Financial Statements

                                    September 30, 1999
                                      (unaudited)

1.       Organization and Principles of Consolidation

         RRC Operating Partnership of Georgia, L.P. (the Partnership) was formed
         on February 22, 1996 as a Georgia  limited  partnership for the purpose
         of acquiring,  leasing and operating Parkway Station Shopping Center, a
         94,290 square foot shopping center located in Warner-Robins, Georgia.

         The  Partnership  interest  is held 16% by  Regency  Centers,  L.P.,  a
         Delaware  partnership  (RCLP),  as general partner,  and 84% by various
         individuals  (Limited  Partners).  The  Partnership  will  terminate on
         December  31, 2050 or earlier  upon the  occurrence  of certain  events
         specified in the Partnership agreement.

         The Financial  Statements reflect all adjustments which are of a normal
         recurring  nature,  and in the opinion of management,  are necessary to
         properly  state the  results  of  operations  and  financial  position.
         Certain  information  and  footnote  disclosures  normally  included in
         financial  statements  prepared in accordance  with generally  accepted
         accounting   principles  have  been  condensed  or  omitted,   although
         management  believes  that the  disclosures  are  adequate  to make the
         information  presented not misleading.  The Financial Statements should
         be read in conjunction with the financial  statements and notes thereto
         included in the  Partnership's  December  31, 1998 Form 10-K filed with
         the Securities and Exchange Commission.

2.       Notes Payable and Unsecured Line of Credit

         The Partnership has two notes payable to RCLP,  which total  $3,484,916
         at September  30, 1999 and December  31,  1998.  The notes  provide for
         payment of interest only annually at 6.73%,  and are due in full August
         28, 2012.

3.       Partners' Capital

         The Partnership  Agreement provides,  among other provisions,  that (1)
         100% of the net  income  shall  be  allocated  to  RCLP,  (2)  RCLP has
         complete  discretion as to the operations of Parkway  Station  Shopping
         Center,  and to its  ultimate  disposal,  and (3) the Limited  Partners
         receive  distributions  in an  amount  equal to the  dividends  paid to
         RCLP's parent company's (Regency Realty Corporation) stockholders.

<PAGE>

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

The following  discussion  should be read in conjunction  with the  accompanying
Financial Statements and Notes thereto of RRC Operating  Partnership of Georgia,
L.P. (the  "Partnership")  appearing  elsewhere in this Form 10-Q,  and with the
Partnership's Form 10-K as of December 31, 1998.

Organization

The Partnership was formed on February 22, 1996 as a Georgia limited partnership
for the purpose of acquiring,  leasing and operating  Parkway  Station  Shopping
Center, a 94,290 square foot shopping center located in Warner-Robins, Georgia.

The  Partnership  interest  is held 16% by  Regency  Centers,  L.P.,  a Delaware
partnership (RCLP), as general partner,  and 84% by various individuals (Limited
Partners).  The Partnership  will terminate on December 31, 2050 or earlier upon
the occurrence of certain events specified in the Partnership agreement.

Liquidity and Capital Resources

Management  anticipates  that cash  generated  from  operating  activities  will
provide the necessary funds on a short-term basis for its operating expenses and
recurring  capital  expenditures  necessary  to properly  maintain  the shopping
center.

Management  expects to meet long-term  liquidity  requirements  from excess cash
generated from operating activities or advances from RCLP, the general partner.

The Partnership expects that cash provided by operating activities and from RCLP
are adequate to meet liquidity requirements.


Results from Operations

Comparison of the Nine Months Ended September 30, 1999 to 1998

Rental income  decreased  $11,683 or 2.3% to $499,406 in 1999 since the property
is currently  85% leased vs. 93% leased at September 30, 1998 because of a 8,600
sf tenant move-out. Tenant reimbursements and other income increased $12,156 due
to a full service lease for one of the tenants. Total expenses increased $32,579
or 8.8% to $402,068 in 1999 due to increases in repairs and maintenance  related
to the  restriping  of the  parking  lot.  Net income was  $196,142  in 1999 vs.
$228,248  in  1998,  a  $32,106  or 14%  decrease  for  the  reasons  previously
described.

Comparison of the Three Months Ended September 30, 1999 to 1998

Total  revenues  decreased  $10,066  or 5% for the  three  month  periods  ended
September 30, 1999 and 1998 due to the current  occupancy level.  Total expenses
increased  $10,630 or 8.8% to $132,061  in 1999.  Net income was $60,142 in 1999
vs.  $80,838 in 1998,  a $20,696 or 25.6%  decrease  for the reasons  previously
described.

Inflation

Inflation has remained relatively low during 1999 and 1998 and has had a minimal
impact  on  the  operating   performance  of  the  shopping   center,   however,
substantially  all of the  Partnership's  long-term  leases  contain  provisions
designed to mitigate the adverse impact of inflation.  Such  provisions  include
clauses enabling the Partnership to receive percentage rentals based on tenants'
gross sales, which generally increase as prices rise, and/or escalation clauses,
which  generally  increase  rental  rates  during the terms of the leases.  Such
escalation clauses are often related to increases in the consumer price index or
similar inflation indices. In addition, many of the Partnership's leases are for
terms of less than ten years,  which permits the  Partnership  to seek increased
rents upon re-rental at market rates. Most of the  Partnership's  leases require
the  tenants to pay their share of  operating  expenses,  including  common area
maintenance,  real estate taxes,  insurance and utilities,  thereby reducing the
Partnership's  exposure to increases in costs and operating  expenses  resulting
from inflation.
<PAGE>

Year 2000 System Compliance

The general accounting and property management of the Partnership are handled by
RCLP's systems and applications. Management recognizes the potential effect Year
2000 may have on the Partnership's  operations and, as a result, has implemented
a Year 2000 Compliance  Project.  The term "Year 2000 compliant"  means that the
software, hardware,  equipment, goods or systems utilized by, or material to the
physical operations,  business  operations,  or financial reporting of an entity
will properly perform date sensitive functions before, during and after the year
2000.

RCLP's Year 2000 Compliance  Project  included an awareness phase, an assessment
phase, a renovation  phase, and a testing phase of our data processing  network,
accounting  and property  management  systems,  computer and operating  systems,
software packages,  and building management  systems.  The project also included
surveying our major tenants, financial institutions, and utility companies.

RCLP's computer  hardware,  operating  systems,  general accounting and property
management  systems and principal  desktop  software  applications are Year 2000
compliant as certified by the various vendors.  We have tested,  and remedied as
needed, our general accounting and property  management  information system, all
servers  and  their   operating   systems,   all  principal   desktop   software
applications,  personal  computers and PC operating  systems.  Based on the test
results,  Management  does not  anticipate  any Year  2000  problems  that  will
materially impact operations or operating results.

An assessment of RCLP's building  management  systems has been  completed.  This
assessment has resulted in the  identification of certain  lighting,  telephone,
and voice mail systems that may not be Year 2000 compliant.  These non-compliant
systems have been replaced or updated to be compliant.

RCLP has  surveyed  its  major  tenants,  financial  institutions,  and  utility
companies in order to determine  the extent to which RCLP is vulnerable to third
party Year 2000 failures.  We have received responses from 100% of our principal
tenants,   financial  institutions  and  utility  companies.  All  parties  have
indicated  that they are Year 2000  compliant or will be by September  30, 1999.
However,  there  are no  assurances  that  these  entities  will not  experience
failures that might disrupt the operations of RCLP.

Management  believes the Year 2000 Compliance  Project,  summarized  above,  has
adequately  addressed the Year 2000 risk.  Certain events are beyond the control
of  Management,  primarily  related to the readiness of customers and suppliers,
and can not be tested.  Management  believes  this risk is mitigated by the fact
that RCLP deals with numerous geographically  disbursed customers and suppliers.
Any third party failures should be isolated and short term,  however,  there can
be no guarantee  that the systems of unrelated  entities  will be corrected on a
timely basis and will not have an adverse effect on RCLP. As a result,  RCLP has
developed a formal Year 2000  contingency  plan which has been  communicated  to
tenants  and  employees   allowing  for  communication  and  resolution  of  any
disruption that may occur.

Item 3.   Quantitative and Qualitative Disclosures About Market Risk

Market Risk

The  Partnership is not exposed to market risk since its only debt is fixed rate
and is not a party to market risk sensitive instruments, nor has it been a party
to  market  risk  sensitive  instruments  during  the  reporting  period  or the
preceding fiscal year.

<PAGE>

                                     PART II

Item 6.  Exhibits and Reports on Form 8-K

Reports on Form 8-K
None

Item 27           Financial Data Schedule



<PAGE>

                                    SIGNATURE

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



Date:  November 8, 1999         RRC OPERATING PARTNERSHIP OF GEORGIA, L.P.
                                By:       Regency Centers, LP., general partner


                                By:     /s/  J. Christian Leavitt
                                        Senior Vice President, Treasurer
                                        and Secretary of Regency Realty
                                        Corporation, general partner of Regency
                                        Centers, L.P.