United States
                       SECURITIES AND EXCHANGE COMMISSION
                               Washington DC 20549

                                    FORM 10-Q

                                   (Mark One)

                [X] For the quarterly period ended March 31, 2003

                                      -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 0-24763

                              REGENCY CENTERS, L.P.
                              ---------------------
             (Exact name of registrant as specified in its charter)

               Delaware                                     59-3429602
               --------                                     ----------
     (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) 598-7000
                                 --------------
              (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[ ]

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ]  No[X]





<PAGE>

                              REGENCY CENTERS, L.P.
                           Consolidated Balance Sheets
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                        March 31,                December 31,
                                                                                           2003                      2002
                                                                                           ----                      ----
<S>                                                                                <C>                            <C>
Assets
Real estate investments at cost:
     Land                                                                          $      742,842,191               715,255,513
     Buildings and improvements                                                         2,046,885,742             1,973,501,081
                                                                                     -----------------         -----------------
                                                                                        2,789,727,933             2,688,756,594
     Less:  accumulated depreciation                                                      261,251,148               244,595,928
                                                                                     -----------------         -----------------
                                                                                        2,528,476,785             2,444,160,666
     Properties in development                                                            253,232,722               276,085,435
     Operating properties held for sale                                                             -                 5,658,905
     Investments in real estate partnerships                                              125,136,875               125,482,151
                                                                                     -----------------         -----------------
          Net real estate investments                                                   2,906,846,382             2,851,387,157

Cash and cash equivalents                                                                  28,273,745                56,447,329
Notes receivable                                                                           30,877,475                56,630,876
Tenant receivables, net of allowance for uncollectible accounts
     of $3,734,842 and $4,258,891 at March 31, 2003
     and December 31, 2002, respectively                                                   34,775,383                47,983,160
Deferred costs, less accumulated amortization of $27,783,526 and
     $25,588,464 at March 31, 2003 and December 31, 2002, respectively                     36,930,152                37,367,196
Other assets                                                                               16,034,832                19,112,148
                                                                                     -----------------         -----------------

                                                                                   $    3,053,737,969             3,068,927,866
                                                                                     =================         =================

Liabilities and Partners' Capital
Liabilities:
     Notes payable                                                                 $    1,251,159,768             1,253,524,045
     Unsecured line of credit                                                             178,750,000                80,000,000
     Accounts payable and other liabilities                                                58,204,057                83,977,263
     Tenants' security and escrow deposits                                                  9,185,789                 8,847,603
                                                                                     -----------------         -----------------
           Total liabilities                                                            1,497,299,614             1,426,348,911
                                                                                     -----------------         -----------------

Limited partners' interest in consolidated partnerships                                    16,358,120                14,825,256
                                                                                     -----------------         -----------------

Partners' Capital:
Series A  preferred units, par value $50: 1,600,000 units issued and
     outstanding at March 31, 2003 and December 31, 2002,  respectively                    78,800,000                78,800,000
Series B  preferred units, par value $100: 850,000 units issued and
     outstanding at March 31, 2003 and December 31, 2002,  respectively                    82,799,720                82,799,720
Series C  preferred units, par value $100: 750,000 units issued, 400,000 and
     750,000 units outstanding at March 31, 2003 and December 31, 2002,
     respectively                                                                          38,964,575                73,058,577
Series D  preferred units, par value $100: 500,000 units issued and
     outstanding at March 31, 2003 and December 31, 2002,  respectively                    49,157,977                49,157,977
Series E  preferred units, par value $100: 700,000 units issued, 300,000 and
     700,000 units outstanding at March 31, 2003 and December 31, 2002,
     respectively                                                                          29,237,820                68,221,579
Series F  preferred units, par value $100: 240,000 units issued and
     outstanding at March 31, 2003 and December 31, 2002,  respectively                    23,365,799                23,365,799
General partner; 60,404,451 and 60,007,436 units outstanding
     at March 31, 2003 and December 31, 2002, respectively                              1,207,840,129             1,221,720,073
Limited partners; 1,496,293 and 1,504,458 units outstanding
     at March 31, 2003 and December 31, 2002, respectively                                 29,914,215                30,629,974
                                                                                     -----------------         -----------------
          Total partners' capital                                                       1,540,080,235             1,627,753,699
                                                                                     -----------------         -----------------

Commitments and contingencies
                                                                                   $    3,053,737,969             3,068,927,866
                                                                                     =================         =================
</TABLE>

See accompanying notes to consolidated financial statements.



                                       2
<PAGE>

                              REGENCY CENTERS, L.P.
                      Consolidated Statements of Operations
               For the Three Months ended March 31, 2003, and 2002
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                                          2003                     2002
                                                                                          ----                     ----
<S>                                                                               <C>                               <C>
Revenues:
     Minimum rent                                                                 $        70,007,271               64,980,920
     Percentage rent                                                                          306,801                  593,031
     Recoveries from tenants                                                               20,908,683               18,916,420
     Service operations revenue                                                             3,937,115                2,022,609
     Equity in income of investments in
        real estate partnerships                                                            2,335,979                1,065,511
                                                                                    ------------------       ------------------
           Total revenues                                                                  97,495,849               87,578,491
                                                                                    ------------------       ------------------

Operating expenses:
     Depreciation and amortization                                                         18,819,364               16,066,340
     Operating and maintenance                                                             13,343,330               11,240,412
     General and administrative                                                             4,134,899                3,989,595
     Real estate taxes                                                                     10,246,523                9,686,598
     Other expenses                                                                           426,739                  359,343
                                                                                    ------------------       ------------------
           Total operating expenses                                                        46,970,855               41,342,288
                                                                                    ------------------       ------------------

Other expense (income):
     Interest expense, net of interest income of $892,666
        and $841,638 in 2003 and 2002, respectively                                        20,632,944               19,622,302
     Gain on sale of operating properties                                                           -               (1,494,225)
                                                                                    ------------------       ------------------
           Total other expense                                                             20,632,944               18,128,077
                                                                                    ------------------       ------------------

           Income before minority interests                                                29,892,050               28,108,126

Minority interest of limited partners                                                         (63,708)                (109,112)
                                                                                    ------------------       ------------------

           Income from continuing operations                                               29,828,342               27,999,014

Discontinued operations:
     Operating (loss) income from discontinued operations                                     (42,693)               4,632,967
     (Loss) gain on sale of operating properties and properties in development               (642,116)               1,664,213
                                                                                    ------------------       ------------------
           (Loss) income from discontinued operations                                        (684,809)               6,297,180
                                                                                    ------------------       ------------------

           Net income                                                                      29,143,533               34,296,194

Preferred unit distributions                                                              (10,782,379)              (8,368,752)
                                                                                    ------------------       ------------------

           Net income for common unit holders                                     $        18,361,154               25,927,442
                                                                                    ==================       ==================

Income per common unit - Basic:
     Income from continuing operations                                            $              0.31                     0.31
     Discontinued operations                                                      $             (0.01)                    0.11
                                                                                    ------------------       ------------------
     Net income for common unit holders per unit                                  $              0.30                     0.42
                                                                                    ==================       ==================

Income per common unit - Diluted:
     Income from continuing operations                                            $              0.31                     0.32
     Discontinued operations                                                      $             (0.01)                    0.11
                                                                                    ------------------       ------------------
     Net income for common unit holders per unit                                  $              0.30                     0.42
                                                                                    ==================       ==================
</TABLE>

See accompanying notes to consolidated financial statements



                                       3
<PAGE>

                              REGENCY CENTERS, L.P.
             Consolidated Statement of Changes in Partners' Capital
                    For the Three Months Ended March 31, 2003
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                                                            Total
                                                                                                          Partners'
                                                 Preferred            General           Limited            Capital
                                                 ---------            -------           -------            -------
<S>                                         <C>                     <C>                  <C>             <C>
Balance at
   December 31, 2002                        $      375,403,652      1,221,720,073        30,629,974      1,627,753,699

Net income                                          10,782,379         17,924,452           436,702         29,143,533
Partial redemption of preferred units,
  at par plus premium                              (75,750,000)                 -                 -        (75,750,000)
Cash distributions for dividends                             -        (31,379,806)         (695,676)       (32,075,482)
Preferred unit distributions                        (8,110,140)                 -                 -         (8,110,140)
Common Units issued as a result of
  common stock issued by Regency,
  net of repurchases                                         -           (881,375)                -           (881,375)
Common Units exchanged for common
  stock of Regency                                           -            217,037          (217,037)                 -
Reallocation of limited partners' interest                   -            239,748          (239,748)                 -
                                               ----------------   ----------------  ----------------   ----------------
Balance at
   March 31, 2003                           $      302,325,891      1,207,840,129        29,914,215      1,540,080,235
                                               ================   ================  ================   ================
</TABLE>


See accompanying notes to consolidated financial statements



                                       4
<PAGE>

                              REGENCY CENTERS, L.P.
                      Consolidated Statements of Cash Flows
               For the Three Months ended March 31, 2003 and 2002
                                   (unaudited)


<TABLE>
<CAPTION>
                                                                                           2003                    2002
                                                                                           ----                    ----
<S>                                                                                <C>                           <C>
Cash flows from operating activities:
    Net income                                                                     $       29,143,533              34,296,194
    Adjustments to reconcile net income to net
      cash provided by operating activities:
          Depreciation and amortization                                                    18,863,396              17,309,433
          Deferred loan cost and debt premium amortization                                    531,666                 585,517
          Services provided by Regency in exchange for common Units                         2,869,211               2,011,989
          Minority interest of limited partners                                                63,708                 109,112
          Equity in income of investments in real estate partnerships                      (2,335,979)             (1,065,511)
          Loss (gain) on sale of operating properties                                         642,116              (3,158,438)
          Distributions from operations of investments in real estate partnerships          2,098,640               1,252,724
          Changes in assets and liabilities:
              Tenant receivables                                                           12,875,773               1,406,622
              Deferred leasing costs                                                       (2,237,496)             (2,912,407)
              Other assets                                                                  2,539,765                (679,629)
              Accounts payable and other liabilities                                      (31,384,143)            (22,859,020)
              Tenants' security and escrow deposits                                           378,327                 264,514
                                                                                     -----------------       -----------------
                 Net cash provided by operating activities                                 34,048,517              26,561,100
                                                                                     -----------------       -----------------

Cash flows from investing activities:
     Acquisition and development of real estate                                           (99,041,877)            (49,238,640)
     Proceeds from sale of real estate                                                     31,579,912              46,703,287
     Investments in real estate partnerships                                                 (766,994)            (14,412,286)
     Capital improvements                                                                  (2,840,094)             (3,656,100)
     Proceeds from sale of investments in real estate partnerships                                  -               2,388,319
     Repayment (funding) of notes receivable, net                                          25,753,401              (1,059,208)
     Distributions received from investments in real estate partnerships                    1,349,609               3,819,442
                                                                                     -----------------       -----------------
                 Net cash used in investing activities                                    (43,966,043)            (15,455,186)
                                                                                     -----------------       -----------------

Cash flows from financing activities:
     Net proceeds from the issuance of Regency stock
        and common Units                                                                      968,460               3,500,499
     Repurchase of Regency stock and corresponding common Units                                     -              (2,725,000)
     Partial redemption of preferred units, at par plus premium                           (75,750,000)                      -
     Conversion of commonrUnitsubytlimited partner                                                  -                 (83,232)
     Distributions to preferred unit holders                                               (8,110,140)             (8,368,752)
     Cash distributions for dividends                                                     (32,075,482)            (30,978,882)
     Net proceeds from fixed rate unsecured notes                                                   -             249,625,000
     Proceeds (repayment) of unsecured line of credit, net                                 98,750,000            (184,000,000)
     Repayment of notes payable                                                              (507,000)            (32,921,532)
     Scheduled principal payments                                                          (1,531,896)             (1,417,068)
     Deferred loan costs                                                                            -              (1,925,926)
                                                                                     -----------------       -----------------
                 Net cash used in financing activities                                    (18,256,058)             (9,294,893)
                                                                                     -----------------       -----------------

                 Net (decrease) increase in cash and cash equivalents                     (28,173,584)              1,811,021

Cash and cash equivalents at beginning of period                                           56,447,329              27,853,264
                                                                                     -----------------       -----------------

Cash and cash equivalents at end of period                                         $       28,273,745              29,664,285
                                                                                     =================       =================
</TABLE>



                                       5
<PAGE>

                              REGENCY CENTERS, L.P.
                      Consolidated Statements of Cash Flows
               For the Three Months ended March 31, 2003 and 2002
                                   (unaudited)
                                    continued


<TABLE>
<CAPTION>
                                                                                           2003                    2002
                                                                                           ----                    ----

<S>                                                                               <C>                              <C>
Supplemental disclosure of cash flow information - cash paid for interest (net
   of capitalized interest of $2,784,675 and $3,797,547
   in 2003 and 2002, respectively)                                                $        29,264,211              31,534,965
                                                                                     =================       =================

Supplemental disclosure of non-cash transactions:

Real estate contributed from limited partners' in consolidated partnerships       $         1,469,156                       -
                                                                                     =================       =================
</TABLE>








See accompanying notes to consolidated financial statements.




                                       6
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

1.     Summary of Significant Accounting Policies

       (a)     Organization and Principles of Consolidation

               Regency Centers, L.P. ("RCLP" or "Partnership") is the primary
               entity through which Regency Centers Corporation ("Regency" or
               "Company"), a self-administered and self-managed real estate
               investment trust ("REIT"), conducts all of its business and owns
               all of its assets.

               The Partnership was formed in 1996 for the purpose of acquiring
               certain real estate properties. At March 31, 2003, Regency owns
               approximately 98% of the outstanding common units of the
               Partnership.

               The Partnership's ownership interests are represented by Units,
               of which there are i) six series of preferred Units, ii) common
               Units owned by the limited partners and iii) common Units owned
               by Regency which serves as the general partner. Each outstanding
               common Unit owned by a limited partner is exchangeable, on a one
               share per one Unit basis, for the common stock of Regency or for
               cash at Regency's election.

               The accompanying consolidated financial statements include the
               accounts of the Partnership, its wholly owned subsidiaries, and
               also partnerships in which it has voting control. All significant
               intercompany balances and transactions have been eliminated in
               the consolidated financial statements.

               The financial statements reflect all adjustments that 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 accounting principles generally accepted in the United
               States of America 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, 2002
               Form 10-K filed with the Securities and Exchange Commission.

       (b)     Revenues

               The Partnership leases space to tenants under agreements with
               varying terms. Leases are accounted for as operating leases with
               minimum rent recognized on a straight-line basis over the term of
               the lease regardless of when payments are due. Accrued rents are
               included in tenant receivables. Minimum rent has been adjusted to
               reflect the effects of recognizing rent on a straight-line basis.

               Substantially all of the lease agreements contain provisions that
               provide additional rents based on tenants' sales volume
               (contingent or percentage rent) and reimbursement of the tenants'
               share of real estate taxes and certain common area maintenance
               ("CAM") costs. Percentage rents are recognized when the tenants
               achieve the specified targets as defined in their lease
               agreements and recovery of real estate taxes and CAM costs are
               recognized when earned.




                                       7
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

       (b)     Revenues (continued)

               Service operations revenue includes management fees, commission
               income, and gains or losses from the sale of land and development
               properties without significant operations. Service operations
               revenue does not include gains or losses from the sale of
               operating properties. The Partnership accounts for profit
               recognition on sales of real estate in accordance with the
               Financial Accounting Standards Board ("FASB") Statement No. 66,
               "Accounting for Sales of Real Estate." In summary, profits from
               sales will not be recognized by the Partnership unless a sale has
               been consummated; the buyer's initial and continuing investment
               is adequate to demonstrate a commitment to pay for the property;
               the Partnership has transferred to the buyer the usual risks and
               rewards of ownership; and the Partnership does not have
               substantial continuing involvement with the property.

       (c)     Real Estate Investments

               Land, buildings and improvements are recorded at cost. All direct
               and indirect costs related to development activities are
               capitalized. Included in these costs are interest and real estate
               taxes incurred during construction as well as estimates for the
               portion of internal costs that are incremental, and deemed
               directly or indirectly related to development activity.
               Maintenance and repairs that do not improve or extend the useful
               lives of the respective assets are reflected in operating and
               maintenance expense.

               Depreciation is computed using the straight-line method over
               estimated useful lives of up to forty years for buildings and
               improvements, term of lease for tenant improvements, and three to
               seven years for furniture and equipment.

               On January 1, 2002, the Partnership adopted SFAS No. 144,
               "Accounting for the Impairment or Disposal of Long-Lived Assets"
               ("Statement 144"). In accordance with Statement 144, operating
               properties held for sale includes only those properties available
               for immediate sale in their present condition and for which
               management believes it is probable that a sale of the property
               will be completed within one year. Operating properties held for
               sale are carried at the lower of cost or fair value less costs to
               sell. Depreciation and amortization are suspended during the
               period held for sale.

               The Partnership reviews its real estate portfolio for impairment
               whenever events or changes in circumstances indicate that the
               carrying amount may not be recoverable. Regency determines
               whether impairment has occurred by comparing the property's
               carrying value to an estimate of the future undiscounted cash
               flows. In the event impairment exists, assets are written down to
               fair value for held and used assets and fair value less costs to
               sell for held for sale assets.

               The Partnership's properties generally have operations and cash
               flows that can be clearly distinguished from the rest of the
               Partnership. In accordance with Statement 144, the operations and
               gains on sales reported in discontinued operations include those
               operating properties and properties in development for which
               operations and cash flows can be clearly distinguished. The
               operations from these properties have been eliminated from
               ongoing operations and the Partnership will not have continuing
               involvement after disposition. Prior periods have been restated
               to reflect the operations of these properties as discontinued
               operations. The operations and gains on sales of operating
               properties sold to real estate partnerships in which the
               Partnership has some continuing involvement are reported as
               income from continuing operations.



                                       8
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

       (d)     Deferred Costs

               Deferred costs include deferred leasing costs, leasing
               intangibles acquired in business combinations and deferred loan
               costs, net of amortization. Such costs are amortized over the
               periods through lease expiration or loan maturity. Deferred
               leasing costs consist of internal and external commissions
               associated with leasing the Partnership's shopping centers.
               Leasing intangibles represent costs associated with acquiring
               properties with in-place leases. Net deferred leasing costs and
               leasing intangibles were $26.9 million and $23.7 million at March
               31, 2003 and December 31, 2002, respectively. Deferred loan costs
               consist of initial direct and incremental costs associated with
               financing activities. Net deferred loan costs were $10 million
               and $13.3 million at March 31, 2003 and December 31, 2002,
               respectively.

       (e)     Earnings per Unit

               Basic net income per common unit is computed based upon the
               weighted average number of common units outstanding during the
               year. Diluted net income per unit also includes common share
               equivalents for stock options, exchangeable operating partnership
               units, and preferred stock when dilutive. See note 6 for the
               calculation of earnings per unit.

       (f)     Stock-Based Compensation

               Regency is committed to contribute to the Partnership all
               proceeds from the exercise of options or other stock-based awards
               granted under Regency's Stock Option and Incentive Plan.
               Regency's ownership in the Partnership will be increased based on
               the amount of proceeds contributed to the Partnership.

               In December 2002, the FASB issued SFAS No. 148, "Accounting for
               Stock-Based Compensation - Transition and Disclosure" ("Statement
               148"). Statement 148 provides alternative methods of transition
               for a voluntary change to the fair value based method of
               accounting for stock-based employee compensation. In addition,
               Statement 148 amends the disclosure requirements of Statement No.
               123, "Accounting for Stock-Based Compensation" ("Statement 123"),
               to require more prominent and frequent disclosures in financial
               statements about the effects of stock-based compensation. The
               transition guidance and annual disclosure provisions of Statement
               148 are effective for fiscal years ending after December 15, 2002
               and the interim disclosure provisions are effective for periods
               beginning after December 15, 2002. As permitted under Statement
               123 and Statement 148, the Partnership will continue to follow
               the accounting guidelines pursuant to Accounting Principles Board
               Opinion No. 25, "Accounting for Stock Issued to Employees"
               ("Opinion 25"), for stock-based compensation and to furnish the
               pro forma disclosures as required under Statement 148.

               The Partnership applies Opinion 25 in accounting for its
               stock-based compensation plans, and accordingly, no compensation
               cost has been recognized for its stock options in the
               consolidated financial statements. Had the Partnership determined
               compensation cost based on the fair value at the grant date for
               its stock-based employee awards under Statement 123, the
               Partnership's net income for common stockholders for the three
               months ended March 31, 2003 and 2002 would have been reduced to
               the pro forma amounts indicated on the following page (in
               thousands except per unit data):



                                       9
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

       (f)     Stock-Based Compensation (continued)

<TABLE>
<CAPTION>
                                                                                     2003            2002
                                                                                     ----            ----
                  <S>                                                    <C>                       <C>
                  Net income  for common unit holders
                    as reported:                                         $         18,361          25,927
                  Add:  stock-based employee compensation
                    expense included in reported net income                         2,869           2,012
                  Deduct:  total stock-based employee
                    compensation expense determined under
                    fair value based methods for all awards                        (4,095)         (3,034)
                                                                            -------------- ---------------
                  Pro forma net income                                   $         17,135          24,905
                                                                            ============== ===============

                  Earnings per unit:
                    Basic - as reported                                  $           0.30            0.42
                                                                            ============== ===============
                    Basic - pro forma                                    $           0.28            0.41
                                                                            ============== ===============

                    Diluted - as reported                                $           0.30            0.42
                                                                            ============== ===============
                    Diluted - pro forma                                  $           0.28            0.40
                                                                            ============== ===============
</TABLE>

       (g)     Consolidation of Variable Interest Entities

               In January 2003, the FASB issued Interpretation No. 46
               "Consolidation of Variable Interest Entities" ("Interpretation
               46"), which is intended to clarify the application of Accounting
               Research Bulletin No. 51, "Consolidated Financial Statements", to
               certain entities in which equity investors do not have the
               characteristics of a controlling financial interest or do not
               have sufficient equity at risk for the entity to finance its
               activities without additional subordinated financial support from
               other parties, or variable interest entities, as defined in the
               interpretation. Interpretation 46 requires that certain variable
               interest entities be consolidated into the majority variable
               interest holder's financial statements and is applicable
               immediately to all variable interest entities created after
               January 31, 2003, and as of the first interim period beginning
               after June 15, 2003 to those variable interest entities created
               before February 1, 2003. The Partnership did not create any
               variable interest entities after January 31, 2003. The
               Partnership is continuing to evaluate the applicability of this
               interpretation to its structures created before February 1, 2003,
               but does not believe its adoption will have a material effect on
               the financial statements.

       (h)     Segment reporting

               The Partnership's business is investing in retail shopping
               centers through direct ownership or through joint ventures. The
               Partnership actively manages its portfolio of retail shopping
               centers and may from time to time make decisions to sell lower
               performing properties, or developments not meeting its long-term
               investment objectives. The proceeds of sales are invested into
               higher quality retail shopping centers through acquisitions or
               new developments, which management believes will meet its planned
               rate of return. It is management's intent that all retail
               shopping centers will be owned or developed for investment
               purposes. The Partnership's revenue and net income is generated
               from the operation of its investment portfolio. The Partnership
               will also earn incidental fees from third parties for services
               provided to manage and lease retail shopping centers owned
               through joint ventures.



                                       10
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

       (h)     Segment reporting (continued)

               The Partnership's portfolio is located throughout the United
               States; however, management does not distinguish or group its
               operations on a geographical basis for purposes of allocating
               resources or measuring performance. The Partnership reviews
               operating and financial data for each property on an individual
               basis, therefore, the Partnership defines its operating segment
               as its individual properties. No individual property constitutes
               more than 10% of the Partnership's combined revenue, net income
               or assets, and thus the individual properties have been
               aggregated into one reportable segment based upon their
               similarities with regard to both the nature of the centers,
               tenants and operational processes, as well as, long-term average
               financial performance. In addition, no single tenant accounts for
               10% or more of revenue and none of the shopping centers are
               located outside the United States.

       (i)     Reclassifications

               Certain reclassifications have been made to the 2002 amounts to
               conform to classifications adopted in 2003.

2.     Discontinued Operations

       During 2003, the Partnership sold three operating properties for proceeds
       of $13.2 million and their net income and the loss on the sale of
       $463,195 is included in discontinued operations. The revenues from the
       properties disposed of were $236,806 and $8.9 million for the three
       months ended March 31, 2003 and 2002, respectively. The operating (loss)
       income from these properties was ($42,693) and $4.6 million for the three
       months ended March 31, 2003 and 2002, respectively.

3.     Investments in Real Estate and Real Estate Partnerships

       During 2003, the Partnership acquired one grocery-anchored shopping
       center for $15.1 million. The 2003 acquisition was accounted for as
       purchase and the results of its operations are included in the
       consolidated financial statements from the date of the acquisition.
       Acquisitions (either individually or in the aggregate) were not
       significant to the operations of the Partnership in the periods in which
       they were acquired or the period preceding the acquisition.

       The Partnership accounts for all investments in which it owns 50% or less
       and does not have a controlling financial interest using the equity
       method. The Partnership's combined investment in these partnerships was
       $125.1 million and $125.5 million at March 31, 2003 and December 31,
       2002, respectively. Net income, which includes all operating results, as
       well as gains and losses on sales of properties within the joint
       ventures, is allocated to the Partnership in accordance with the
       respective partnership agreements. Such allocations of net income are
       recorded in equity in income of investments in real estate partnerships
       in the accompanying consolidated statements of operations.

       The Partnership has a 25% equity interest in Macquarie
       CountryWide-Regency, LLC, ("MCWR"), a joint venture with an affiliate of
       Macquarie CountryWide Trust of Australia, a Sydney, Australia-based
       property trust focused on investing in grocery-anchored shopping centers.
       During 2002, the



                                       11
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

3.     Investments in Real Estate and Real Estate Partnerships (continued)

       Company received a note receivable from MCWR of $25.1 million for the
       acquisition of shopping centers which has an interest rate of LIBOR plus
       1.5% and was repaid in full on April 22, 2003.

       The Partnership also has a 20% equity interest in Columbia Regency Retail
       Partners, LLC ("Columbia"), a joint venture with the Oregon State
       Treasury that was formed for the purpose of investing in retail shopping
       centers.

       With the exception of Columbia and MCWR, both of which intend to continue
       expanding their investment in shopping centers, the investments in real
       estate partnerships represent single asset entities formed for the
       purpose of developing or owning retail based commercial real estate.

       The Partnership's investments in real estate partnerships as of March 31,
       2003 and December 31, 2002 consist of the following (in thousands):

<TABLE>
<CAPTION>
                                                              Ownership               2003            2002
                                                              ---------               ----            ----

       <S>                                                       <C>            <C>                  <C>
       Columbia Regency Retail Partners, LLC                     20%            $       42,270        42,413
       RRG-RMC Tracy, LLC                                        50%                    23,842        23,269
       Macquarie CountryWide-Regency, LLC                        25%                    21,568        22,281
       OTR/Regency Texas Realty Holdings, L.P.                   30%                    16,057        15,992
       Tinwood, LLC                                              50%                    10,351        10,983
       Regency Woodlands/Kuykendahl, Ltd.                        50%                     8,362         7,973
       Jog Road, LLC                                             50%                     2,687         2,571
                                                                                  ------------- -------------
                                                                                 $     125,137       125,482
                                                                                  ============= =============
</TABLE>

       Summarized financial information for the unconsolidated investments on a
       combined basis, is as follows (in thousands):

<TABLE>
<CAPTION>
                                                                         March 31,             December 31,
                                                                           2003                    2002
                                                                           ----                    ----
       <S>                                                       <C>                                   <C>
       Balance Sheet:
       Investment in real estate, net                            $           544,450                   553,118
       Other assets                                                           26,817                    15,721
                                                                    --------------------    -------------------
             Total assets                                        $           571,267                   568,839
                                                                    ====================    ===================

       Notes payable                                             $           170,349                   167,071
       Other liabilities                                                      11,288                    10,386
       Equity and partners' capital                                          389,630                   391,382
                                                                    --------------------    -------------------
             Total liabilities and equity                        $           571,267                   568,839
                                                                    ==================== -- ===================
</TABLE>

       Unconsolidated partnerships and joint ventures had notes payable of
       $170.3 million at March 31, 2003 and the Partnership's proportionate
       share of these loans was $40.5 million.



                                       12
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

3. Investments in Real Estate and Real Estate Partnerships (continued)

       The revenues and expenses on a combined basis are summarized as follows
       for the three months ended March 31, 2003 and 2002:

<TABLE>
<CAPTION>
                                                                 2003                  2002
                                                                  ----                  ----
       <S>                                             <C>                              <C>
       Statement of Operations:
       Total revenues                                  $         16,242                 9,268
       Total expenses                                             9,573                 4,506
                                                           -------------------    ------------------
            Net income                                 $          6,669                 4,762
                                                           ===================    ==================
</TABLE>


4.     Notes Payable and Unsecured Line of Credit

       The Partnership's outstanding debt at March 31, 2003 and December 31,
       2002 consists of the following (in thousands):

<TABLE>
<CAPTION>
                                                              2003            2002
                                                              ----            ----
<S>                                                   <C>                     <C>
Notes Payable:
    Fixed rate mortgage loans                         $         227,702         229,551
    Variable rate mortgage loans                                 24,440          24,998
    Fixed rate unsecured loans                                  999,018         998,975
                                                         --------------- ---------------
          Total notes payable                                 1,251,160       1,253,524
Unsecured line of credit                                        178,750          80,000
                                                         --------------- ---------------
         Total                                        $       1,429,910       1,333,524
                                                         =============== ===============
</TABLE>





       Interest rates paid on the unsecured line of credit (the "Line"), which
       are based on LIBOR plus .85%, were 2.225% and 2.288% at March 31, 2003
       and December 31, 2002, respectively. The spread that the Partnership pays
       on the Line is dependent upon maintaining specific investment grade
       ratings. The Partnership is required to comply, and is in compliance
       with, certain financial and other covenants customary with this type of
       unsecured financing. The Line is used primarily to finance the
       acquisition and development of real estate, but is also available for
       general working capital purposes.

       Mortgage loans are secured by certain real estate properties, and may be
       prepaid, but could be subject to a yield-maintenance premium. Mortgage
       loans are generally due in monthly installments of interest and principal
       and mature over various terms through 2019. Variable interest rates on
       mortgage loans are currently based on LIBOR plus a spread in a range of
       130 basis points to 175 basis points. Fixed interest rates on mortgage
       loans range from 6.64% to 9.5%.




                                       13
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

4.     Notes Payable and Unsecured Line of Credit (continued)

       As of March 31, 2003, scheduled principal repayments on notes payable and
       the Line were as follows (in thousands):

<TABLE>
<CAPTION>
                                                              Scheduled
                                                              Principal        Term Loan         Total
              Scheduled Payments by Year                      Payments         Maturities       Payments
              --------------------------                   --------------   --------------- ---------------

              <S>                                       <C>                    <C>             <C>
              2003                                      $          3,672          22,704          26,376
              2004 (includes the Line)                             5,241         399,282         404,523
              2005                                                 4,045         147,746         151,791
              2006                                                 3,359          24,093          27,452
              2007                                                 2,768          25,699          28,467
              Beyond 5 Years                                      19,181         766,310         785,491
              Unamortized debt premiums                                -           5,810           5,810
                                                           -------------- --------------- ---------------
                   Total                                $         38,266       1,391,644       1,429,910
                                                           ============== =============== ===============
</TABLE>

5.     Stockholders' Equity and Partners' Capital

       (a)     The Partnership has issued Cumulative Redeemable Preferred Units
               ("Preferred Units") in various amounts since 1998. The issues
               were sold primarily to institutional investors in private
               placements for $100 per unit. The Preferred Units, which may be
               called by RCLP at par after certain dates, have no stated
               maturity or mandatory redemption, and pay a cumulative, quarterly
               dividend at fixed rates.  At any time after ten years from the
               date of issuance, the Preferred Units may be exchanged by the
               holder for Cumulative Redeemable Preferred Stock ("Preferred
               Stock") at an exchange rate of one share for one unit.  The
               Preferred Units and the related Preferred Stock are not
               convertible into common stock of the Company.  The net proceeds
               of these offerings were used to reduce the Line.  At March 31,
               2003 and December 31, 2002 the face value of total Preferred
               Units issued was $309 million and $384 million, respectively with
               an average fixed distribution rate of 8.72%.

               During the first quarter, the Partnership redeemed $35 million of
               Series C 9% Preferred Units and $40 million of Series E 8.75%
               Preferred Units. The redemptions were portions of each series and
               the Partnership paid a 1% premium on the face value of the
               redeemed units totaling $750,000. The redemption was funded from
               proceeds from our Line.

               Terms and conditions of the Preferred Units are summarized as
               follows:

<TABLE>
<CAPTION>
                      Units           Issue               Amount       Distribution       Callable        Exchangeable
 Series            Outstanding        Price            Outstanding        Rate        by Partnership     by Unitholder
------------------------------------------------------------------------------------------------------------------------

<S>                 <C>           <C>              <C>                   <C>             <C>               <C>
Series A            1,600,000     $   50.00        $      80,000,000     8.125%          06/25/03          06/25/08
Series B              850,000        100.00               85,000,000     8.750%          09/03/04          09/03/09
Series C              400,000        100.00               40,000,000     9.000%          09/03/04          09/03/09
Series D              500,000        100.00               50,000,000     9.125%          09/29/04          09/29/09
Series E              300,000        100.00               30,000,000     8.750%          05/25/05          05/25/10
Series F              240,000        100.00               24,000,000     8.750%          09/08/05          09/08/10
               ---------------                      -----------------
                    3,890,000                      $     309,000,000
               ===============                      =================
</TABLE>




                                       14
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

5.     Stockholders' Equity and Minority Interest (continued)

       (b)     Security Capital owns approximately 56.7% of the outstanding
               common stock of Regency; however, its ability to exercise voting
               control over these shares is limited by the Stockholders
               Agreement by and among Regency, Security Capital Holdings S.A.,
               Security Capital U.S. Realty and The Regency Group, Inc. dated as
               of July 10, 1996, as amended, including amendments to reflect
               Security Capital's purchase of Security Capital Holdings S.A. and
               the liquidation of Security Capital U.S. Realty (as amended, the
               "Stockholders Agreement").

               Effective May 14, 2002, an indirect wholly-owned subsidiary of GE
               Capital merged into Security Capital with Security Capital
               surviving as an indirect wholly-owned subsidiary of GE Capital.
               On April 10, 2003, the standstill between Security Capital and
               Regency contained in the Stockholders Agreement expired.

               Other provisions of the Stockholders Agreement remain in effect
               after the end of the standstill, including restrictions that will
               apply until Security Capital ceases to own at least 10% or 15%
               (depending on the provision in question) of Regency's common
               stock on a fully diluted basis for 180 consecutive days. For
               example, so long as Security Capital does not drop below the 15%
               ownership level, it may not transfer shares in a negotiated
               transaction that would result in any transferee beneficially
               owning more than 9.8% of Regency's capital stock unless Regency
               approves the transfer, in its sole discretion. Until its
               ownership drops below 15%, Security Capital has the right under
               the Stockholders Agreement to nominate the lesser of (1) three
               directors, or (2) its proportionate share based on its stock
               ownership.

       (c)     During the first quarter of 2003, the holder of the Series 2
               preferred stock converted all of their remaining 450,400
               preferred shares into common stock at a conversion ratio of 1:1.

       (d)     On April 3, 2003, the Company received proceeds from a $75
               million offering of depositary shares representing Series 3
               Cumulative Preferred Stock. The shares are redeemable at par at
               Regency's election on or after April 3, 2008, pay a 7.45% annual
               dividend and have a liquidation value of $25 per depositary
               share. The proceeds from this offering were used to reduce the
               Line.




                                       15
<PAGE>

                              Regency Centers, L.P.

                   Notes to Consolidated Financial Statements

                                 March 31, 2003

6.     Earnings per Unit

       The following summarizes the calculation of basic and diluted earnings
       per unit for the three months ended March 31, 2003 and 2002 (in thousands
       except per unit data):
<TABLE>
<CAPTION>
                                                                          2003               2002
                                                                          ----               ----
         <S>                                                     <C>                         <C>
         Numerator:
         ---------
         Income from continuing operations                       $          29,828           27,999
         Discontinued operations                                              (685)           6,297
                                                                    ---------------   --------------
         Net income                                                         29,143           34,296
         Less: Preferred unit distributions                                 10,782            8,369
                                                                    ---------------   --------------
         Net income for common unit holders                                 18,361           25,927
         Less:  preferred stock dividends                                        -              758
                                                                    ---------------   --------------
         Net income for common unit holders
            Basic and Diluted                                    $          18,361           25,169
                                                                    ===============   ==============

         Denominator:
         -----------
         Weighted average common units
           outstanding for Basic EPU                                        61,661           59,398
         Incremental units to be issued under
           common stock using the Treasury stock method                        437              392
                                                                    ---------------   --------------
         Weighted average common units outstanding
           for Diluted EPU                                                  62,098           59,790
                                                                    ===============   ==============

         Income per common unit - Basic
         ------------------------------
         Income from continuing operations                       $            0.31             0.31
         Discontinued operations                                 $           (0.01)            0.11
                                                                    ---------------   --------------
         Net income for common unit holders
           per unit                                              $            0.30             0.42
                                                                    ===============   ==============

         Income per common unit - Diluted
         --------------------------------
         Income from continuing operations                       $            0.31             0.31
         Discontinued operations                                 $           (0.01)            0.11
                                                                    ---------------   --------------
         Net income for common unit holders
           per unit                                              $            0.30             0.42
                                                                    ===============   ==============
</TABLE>

       The Series 2 Preferred stock dividends are deducted in 2002 from net
       income in computing earnings per unit since the properties acquired with
       these preferred shares were contributed to the Partnership. Accordingly,
       the payment of Series 2 Preferred stock dividends are deemed to be
       preferential to the distributions made to common unit holders. No
       preferred stock was outstanding during 2003.



                                       16
<PAGE>


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

         In addition to historical information, the following information
contains forward-looking statements under the federal securities laws. These
statements are based on current expectations, estimates and projections about
the industry and markets in which Regency operates, and management's beliefs and
assumptions. Forward-looking statements are not guarantees of future performance
and involve certain known and unknown risks and uncertainties that could cause
actual results to differ materially from those expressed or implied by such
statements. Such risks and uncertainties include, but are not limited to,
changes in national and local economic conditions; financial difficulties of
tenants; competitive market conditions, including pricing of acquisitions and
sales of properties and out-parcels; changes in expected leasing activity and
market rents; timing of acquisitions, development starts and sales of properties
and out-parcels; weather; the ability to obtain governmental approvals; and
meeting development schedules. The following discussion should be read in
conjunction with the accompanying Consolidated Financial Statements and Notes
thereto of Regency Centers, L.P. ("RCLP" or "Partnership") appearing elsewhere
within.

Organization
------------

         Regency Centers Corporation ("Regency" or "Company") is a qualified
real estate investment trust ("REIT"), which began operations in 1993. We invest
in retail shopping centers through our partnership interest in RCLP, an
operating partnership in which Regency currently owns approximately 98% of the
outstanding common partnership units ("Common Units"). Regency's acquisition,
development, operations and financing activities, including the issuance of
Common Units or Cumulative Redeemable Preferred Units ("Preferred Units"), are
generally executed by RCLP.

Shopping Center Business
------------------------

          We are a national owner, operator and developer of grocery-anchored
neighborhood retail shopping centers. A list of our shopping centers including
those partially owned through joint ventures, summarized by state and in order
of largest holdings, including their GLA follows:

<TABLE>
<CAPTION>
                       March 31, 2003                                    December 31, 2002
      Location           # Properties           GLA         % Leased *      # Properties         GLA          % Leased *
      --------           ------------           ---         ----------      ------------         ---          ----------
<S>                           <C>            <C>             <C>                <C>            <C>            <C>
Florida                       52              6,100,565       92.9%             53              6,193,550      91.9%
California                    44              5,342,704       98.6%             43              5,125,030      99.1%
Texas                         40              5,123,143       92.6%             40              5,123,197      93.6%
Georgia                       24              2,431,517       93.9%             24              2,437,712      93.9%
Ohio                          14              1,901,604       90.8%             14              1,901,684      91.4%
Colorado                      14              1,523,911       98.2%             15              1,538,570      98.0%
North Carolina                10              1,050,043       98.4%             12              1,225,201      97.6%
Washington                     9                986,374       98.4%              9                986,374      98.9%
Oregon                        10                896,739       93.9%              9                822,115      93.7%
Virginia                       7                854,302       99.2%              7                872,796      96.8%
Alabama                        7                644,896       93.1%              7                644,896      94.3%
Arizona                        6                525,701       95.9%              6                525,701      96.3%
Tennessee                      6                444,234       97.7%              6                444,234      95.3%
Illinois                       3                408,211       94.9%              2                300,477      96.1%
South Carolina                 5                339,926       99.1%              5                339,256      99.1%
Kentucky                       2                301,025       96.5%              2                304,659      96.6%
Michigan                       3                279,265       93.2%              3                279,265      92.6%
Delaware                       2                240,418       99.5%              2                240,418      99.0%
New Jersey                     1                 88,993         -                1                 88,993        -
Missouri                       1                 82,498       92.9%              1                 82,498      92.9%
Pennsylvania                   1                  6,000      100.0%              1                  6,000     100.0%
                       ----------------- --------------- ---------------- ---------------- --------------- ---------------
    Total                     261            29,572,069       94.9%             262            29,482,626      94.8%
                       ================= =============== ================ ================ =============== ===============
</TABLE>

* Excludes pre-stabilized properties under development


                                       17
<PAGE>

          We are focused on building a portfolio of grocery-anchored
neighborhood shopping centers that are positioned to withstand adverse economic
conditions by providing consumers with convenient shopping for daily necessities
and adjacent local tenants with foot traffic. Regency's current investment
markets are stable, and we expect to realize growth in net income as a result of
increasing occupancy in the portfolio, increasing rental rates, development and
acquisition of shopping centers in targeted markets, and redevelopment of
existing shopping centers.

          The following table summarizes the four largest grocery-tenants
occupying our shopping centers, including those partially owned through joint
ventures at March 31, 2003:

<TABLE>
<CAPTION>
                                                 Percentage of       Percentage of
            Grocery             Number of           Company-          Annualized        Average Remaining
            Anchor              Stores (a)         owned GLA          Base Rent            Lease Term
            ------              ----------       -------------       -------------      ------------------

          <S>                       <C>              <C>                 <C>                  <C>
          Kroger                    61               11.9%               9.1%                 15 yrs
          Publix                    52                8.1%               6.0%                 13 yrs
          Safeway                   46                5.8%               4.7%                 11 yrs
          Albertsons                24                3.3%               2.8%                 15 yrs
</TABLE>

         (a) Includes grocery-tenant-owned stores

Acquisition and Development of Shopping Centers
-----------------------------------------------

         We have implemented a growth strategy dedicated to developing and
acquiring high-quality shopping centers. Our development program makes a
significant contribution to our overall growth. Development is customer-driven,
meaning we generally have an executed lease from the grocery-anchor before we
begin construction. Developments serve the growth needs of our grocery and
specialty retail customers, result in modern shopping centers with 20-year
leases from the grocery anchors, and produce either attractive returns on
invested capital or profits from sale. This development process can require 12
to 36 months from initial land or redevelopment acquisition through
construction, lease-up and stabilization, depending upon the size and type of
project. Generally, anchor tenants begin operating their stores prior to
construction completion of the entire center, resulting in rental income during
the development phase.

         At March 31, 2003, we had 31 projects under construction or undergoing
major renovations, which, when completed, are expected to represent an
investment of $545.5 million before the estimated reimbursement of certain
tenant-related costs and projected sales proceeds from adjacent land and
out-parcels of $112.7 million. Costs necessary to complete these developments
will be $260 million, are generally already committed as part of existing
construction contracts, and will be expended through 2005. These developments
are approximately 52% complete and 69% pre-leased.

         RCLP has a 20% equity interest in and serves as property manager for
Columbia Regency Retail Partners, LLC ("Columbia"), a joint venture with the
Oregon State Treasury that was formed for the purpose of investing in retail
shopping centers. At March 31, 2003, Columbia owned 12 shopping centers with a
net book value of $283.8 million.

         RCLP has a 25% equity interest in and serves as property manager for
Macquarie CountryWide-Regency, LLC, ("MCWR") a joint venture with an affiliate
of Macquarie CountryWide Trust of Australia, a Sydney, Australia-based
property trust focused on investing in grocery-anchored shopping centers.
During 2002, the Partnership received a note receivable from MCWR of $25.1
million for the acquisition of shopping centers which has an interest rate of
LIBOR plus 1.5% and was repaid in full on April 22, 2003. At March 31, 2003,
MCWR owned 15 shopping centers with a net book value of $171.1 million.

         Columbia and MCWR intend to continue to acquire retail shopping
centers, some of which they may acquire directly from RCLP. For those
properties acquired from third parties, RCLP is required to provide its pro rata
share of the purchase price.



                                       18
<PAGE>

Liquidity and Capital Resources
-------------------------------

         We expect that the cash generated from revenues will provide the
necessary funds on a short-term basis to pay our operating expenses, interest
expense, scheduled principal payments on outstanding indebtedness, recurring
capital expenditures necessary to maintain our shopping centers properly, and
distributions to stock and unit holders. Net cash provided by operating
activities was $34 million and $26.6 million for the three months ended March
31, 2003 and 2002, respectively. During the first three months of 2003 and 2002,
respectively, we incurred capital expenditures of $2.8 million and $3.7 million
to improve our shopping center portfolio, paid scheduled principal payments of
$1.5 million and $1.4 million to our lenders, and paid dividends and
distributions of $40.2 million and $39.3 million to our share and unit holders.

         Although base rent is supported by long-term lease contracts, tenants
who file bankruptcy have the right to cancel their leases and close the related
stores. In the event that a tenant with a significant number of leases in our
shopping centers files bankruptcy and cancels its leases, we could experience a
significant reduction in our revenues. We are not currently aware of any current
or pending bankruptcy of any of our tenants that would cause a significant
reduction in our revenues, and no tenant represents more than 10% of our annual
base-rental revenues.

         We expect to meet long-term capital requirements for maturing debt, the
acquisition of real estate, and the renovation or development of shopping
centers from: (i) cash generated from operating activities after the payments
described above, (ii) proceeds from the sale of real estate, (iii) joint
venturing of real estate, (iv) increases in debt, and (v) equity raised in the
private or public markets. Additionally, the Company has the right to call and
repay at par outstanding preferred units five years after their issuance date,
at the Company's discretion. The sources of repaying preferred units would
include those listed above.

         During the first quarter, RCLP redeemed $35 million of Series C 9%
Preferred Units and $40 million of Series E 8.75% Preferred Units in a
negotiated transaction. The redemptions were portions of each series and we paid
a 1% premium on the face value of the redeemed units totaling $750,000 and also
granted a put to the holder of the units for a 60-day period to redeem up to an
additional $25 million on the same terms and conditions. At the time of
redemption, $1.9 million of previously deferred costs related to the original
preferred units' issuance were recognized in preferred unit distributions. The
redemption was funded from proceeds from our Line.

       On April 3, 2003, the Company received proceeds from a $75 million
offering of depositary shares representing Series 3 Cumulative Preferred Stock.
The shares are redeemable at par at Regency's election on or after April 3,
2008, pay a 7.45% annual dividend and have a liquidation value of $25 per
depositary share. The proceeds from this offering were used to reduce the Line.

         Our commitment to maintaining a high-quality portfolio dictates that we
continually assess the value of all of our properties and sell to third parties
those operating properties that no longer meet our long-term investment
standards. We may also sell a portion of an operating or development property to
one of our joint ventures, which may provide Regency with a capital source for
new development and acquisitions, as well as market-based fees that we may earn
as the asset manager. By selling a property to a joint venture, RCLP owns less
than 100% of the property, generally 20% to 50%, and shares the risks and
rewards of the property with its partner.

         Proceeds from the sale or joint venturing of properties are included in
net investing activities on the Consolidated Statement of Cash Flows. During the
first quarter of 2003 net proceeds from the sale or joint venturing of real
estate was $31.6 million, compared to $46.7 million during the first quarter of
2002. Net cash used in investing activities was $44 million and $15.5 million
for the three months ended March 31, 2003 and 2002, respectively. Net cash used
in financing activities was $18.3 million and $9.3 million for the three months
ended March 31, 2003 and 2002, respectively.



                                       19
<PAGE>

Outstanding debt at March 31, 2003 and December 31, 2002 consists of the
following (in thousands):

<TABLE>
<CAPTION>
                                                                             2003            2002
                                                                             ----            ----
                <S>                                                   <C>                    <C>
                Notes Payable:
                    Fixed-rate mortgage loans                         $        227,702         229,551
                    Variable-rate mortgage loans                                24,440          24,998
                    Fixed-rate unsecured loans                                 999,018         998,975
                                                                         -------------- ---------------
                          Total notes payable                                1,251,160       1,253,524
                Unsecured line of credit                                       178,750          80,000
                                                                         -------------- ---------------
                         Total                                        $      1,429,910       1,333,524
                                                                         ============== ===============
</TABLE>

         Mortgage loans are secured by certain real estate properties, and may
be prepaid, but could be subject to a yield-maintenance premium. Mortgage loans
are generally due in monthly installments of interest and principal, and mature
over various terms through 2019. Variable interest rates on mortgage loans are
currently based on LIBOR plus a spread in a range of 130 basis points to 175
basis points. Fixed interest rates on mortgage loans range from 6.64% to 9.5%.

         Interest rates paid on the Line, which are based on LIBOR plus .85%, at
March 31, 2003 and December 31, 2002 were 2.225% and 2.288%, respectively. The
spread that we pay on the Line is dependent upon maintaining specific
investment-grade ratings. We are also required to comply, and are in compliance,
with certain financial and other covenants customary with this type of unsecured
financing. The Line is used primarily to finance the acquisition and development
of real estate, but is also available for general working-capital purposes.

         As of March 31, 2003, scheduled principal repayments on notes payable
and the Line were as follows (in thousands):
<TABLE>
<CAPTION>
                                                               Scheduled
                                                               Principal      Term-Loan         Total
              Scheduled Payments by Year                       Payments       Maturities       Payments
              --------------------------                     -------------- --------------- ---------------

              <S>                                       <C>                    <C>             <C>
              2003                                      $          3,672          22,704          26,376
              2004 (includes the Line)                             5,241         399,282         404,523
              2005                                                 4,045         147,746         151,791
              2006                                                 3,359          24,093          27,452
              2007                                                 2,768          25,699          28,467
              Beyond Five years                                   19,181         766,310         785,491
              Unamortized debt premiums                                -           5,810           5,810
                                                             -------------- --------------- ---------------
                   Total                                $         38,266       1,391,644       1,429,910
                                                             ============== =============== ===============
</TABLE>

         Unconsolidated partnerships and joint ventures in which we have an
investment had notes and mortgage loans payable of $170.3 million at March 31,
2003 and the Company's proportionate share of these loans was $40.5 million.

         RCLP has issued Preferred Units in various amounts since 1998, the net
proceeds of which we used to reduce the balance of the Line. RCLP sold the
issues primarily to institutional investors in private placements. The Preferred
Units, which may be called by RCLP after certain dates ranging from 2003 to
2005, have no stated maturity or mandatory redemption, and they pay a
cumulative, quarterly dividend at fixed rates ranging from 8.125% to 9.125%. At
any time after 10 years from the date of issuance, the Preferred Units may be
exchanged by the holders for Cumulative Redeemable Preferred Stock ("Preferred
Stock") at an exchange rate of one share for one unit. The Preferred Units and
the related Preferred Stock are not convertible into Regency common stock. At
March 31, 2003 and December 31, 2002 the face value of total Preferred Units
issued was $309 million and $384 million, respectively with an average fixed
distribution rate of 8.72%.



                                       20
<PAGE>

         We intend to continue growing our portfolio through acquisitions and
developments, either directly or through our joint venture relationships.
Because acquisition and development activities are discretionary in nature, they
are not expected to burden the capital resources we have currently available for
liquidity requirements. Regency expects that cash provided by operating
activities, unused amounts available under the Line, and cash reserves are
adequate to meet liquidity requirements.

Critical Accounting Policies and Estimates
------------------------------------------

         Knowledge about our accounting policies is necessary for a complete
understanding of our financial results, and discussions and analysis of these
results. The preparation of our financial statements requires that we make
certain estimates that impact the balance of assets and liabilities at a
financial statement date and the reported amount of income and expenses during a
financial reporting period. These accounting estimates are based upon our
judgments and are considered to be critical because of their significance to the
financial statements and the possibility that future events may differ from
those judgments, or that the use of different assumptions could result in
materially different estimates. We review these estimates on a periodic basis to
ensure reasonableness. However, the amounts we may ultimately realize could
differ from such estimates.

         Capitalization of Costs - We have an investment services group with an
established infrastructure that supports the due diligence, land acquisition,
construction, leasing and accounting of our development properties. All direct
and indirect costs related to these activities are capitalized. Included in
these costs are interest and real estate taxes incurred during construction as
well as estimates for the portion of internal costs that are incremental, and
deemed directly or indirectly related to our development activity. If future
accounting standards limit the amount of internal costs that may be capitalized,
or if our development activity were to decline significantly without a
proportionate decrease in internal costs, we could incur a significant increase
in our operating expenses.

         Valuation of Real Estate Investments - Our long-lived assets, primarily
real estate held for investment, are carried at cost unless circumstances
indicate that the carrying value of the assets may not be recoverable. We review
long-lived assets for impairment whenever events or changes in circumstances
indicate such an evaluation is warranted. The review involves a number of
assumptions and estimates used in determining whether impairment exists.
Depending on the asset, we use varying methods such as i) estimating future cash
flows, ii) determining resale values by market, or iii) applying a
capitalization rate to net operating income using prevailing rates in a given
market. These methods of determining fair value can fluctuate up or down
significantly as a result of a number of factors including changes in the
general economy of those markets in which we operate, tenant credit quality, and
demand for new retail stores. If we determine that impairment exists due to the
inability to recover an asset's carrying value, a provision for loss is recorded
to the extent that the carrying value exceeds estimated fair value.

         Income Tax Status - The prevailing assumption underlying the operation
of Regency is that we will continue to operate so as to qualify as a REIT,
defined under the Internal Revenue Code. Certain income and asset tests are
required to be met on a periodic basis to ensure we continue to qualify as a
REIT. As a REIT, we are allowed to reduce taxable income by all or a portion of
our distributions to stockholders. As we evaluate each transaction entered into,
we determine the impact that these transactions will have on our REIT status.
Determining our taxable income, calculating distributions, and evaluating
transactions requires us to make certain judgments and estimates as to the
positions we take in our interpretation of the Internal Revenue Code. Because
many types of transactions are susceptible to varying interpretations under
federal and state income tax laws and regulations, our positions are subject to
change at a later date upon final determination by the taxing authorities.



                                       21
<PAGE>

Results from Operations
-----------------------

Comparison of March 31, 2003 to March 31, 2002

         At March 31, 2003, we were operating or developing 261 shopping
centers. We identify our shopping centers as either development properties or
stabilized properties. Development properties are defined as properties that are
in the construction and initial lease-up process that are not yet fully leased
(fully leased generally means greater than 90% leased) and occupied. Stabilized
properties are those properties that are generally greater than 90% leased and,
if they were developed, are more than three years beyond their original
development start date. At March 31, 2003, we had 230 stabilized shopping
centers that were 94.9% leased.

         Revenues increased $9.9 million, or 11%, to $97.5 million in 2003. This
increase was due primarily to our realization of a full year of revenues from
new 2002 developments and from growth in rental rates of the operating
properties. In 2003, rental rates grew by 9.7% from renewal leases and new
leases replacing previously occupied spaces in the stabilized properties.
Minimum rent increased $5 million, or 8%, and recoveries from tenants increased
$2 million, or 11%.

         Service operations revenue includes management fees, commission income,
and gains or losses from the sale of land and development properties without
significant operations. Service operations revenue does not include gains or
losses from the sale of non-development operating properties. The Company
accounts for profit recognition on sales of real estate in accordance with
Financial Accounting Standards Board ("FASB") Statement No. 66, "Accounting for
Sales of Real Estate." Profits from sales of real estate will not be recognized
by the Company unless a sale has been consummated; the buyer's initial and
continuing investment is adequate to demonstrate a commitment to pay for the
property; the Company has transferred to the buyer the usual risks and rewards
of ownership; and the Company does not have substantial continuing involvement
with the property.

         Service operations revenue increased $1.9 million to $3.9 million in
2003, or 95%. The increase was primarily due to a $2.3 million increase in gains
from the sale of land and outparcels and an $813,785 increase in management fees
primarily related to the Columbia and MCWR joint ventures, offset by a $1.2
million dollar decrease resulting from selling fewer developments during 2003
than in 2002.

         Operating expenses increased $5.6 million, or 14%, to $50 million in
2003. Combined operating, maintenance, and real estate taxes increased $2.7
million, or 13%, during 2003 to $23.6 million. The increase was primarily due to
new developments that incurred expenses for only a portion of the previous year,
and general increases in operating expenses on the stabilized properties.
General and administrative expenses were $4.1 million during 2003 compared with
$4 million in 2002, or 4% higher, as a result of general salary and benefit
increases. Depreciation and amortization increased $2.8 million during 2003
related to higher acquisition and development activity.

         Net interest expense increased to $20.6 million in 2003 from $19.6
million in 2002, or 5%. The increase was primarily due to higher debt balances
in 2003 than 2002. Average interest rates on outstanding debt declined to 6.84%
at March 31, 2003 from 6.90% at March 31, 2002.

         The loss from discontinued operations was $684,809 in 2003 primarily
due to the sale of three properties with a combined loss on sale of $463,195.
The restated 2002 operating income from discontinued operations is $4.6 compared
to $1.5 million originally reported in 2002 due to the reclassification of $2.9
million of operating income for properties sold in 2002 and 2003 in conformance
with the adoption of SFAS No. 144, "Accounting for the Impairment or Disposal of
Long-Lived Assets" ("Statement 144") in January 2002.



                                       22
<PAGE>

        Net income for common unit holders was $18.4 million in 2003 compared
with $25.9 million in 2002, or a 29% decrease due to the reduction of gain on
sale of operating properties of $1.5 million, increased depreciation expense and
$2.7 million related to the redemption of preferred units previously discussed.
Diluted earnings per unit were $0.30 in 2003 compared with $0.42 in 2002, or
29%.

Environmental Matters
---------------------

         Regency, like others in the commercial real estate industry, is subject
to numerous environmental laws and regulations. The operation of dry cleaning
plants at our shopping centers is the principal environmental concern. We
believe that the tenants who operate these plants do so in accordance with
current laws and regulations and have established procedures to monitor their
operations. Additionally, we use all legal means to cause tenants to remove dry
cleaning plants from our shopping centers. Where available, we have applied and
been accepted into state-sponsored environmental programs. We have a blanket
environmental insurance policy that covers Regency against third-party
liabilities and remediation costs on shopping centers that currently have no
known environmental contamination. We have also placed environmental insurance
on specific properties with known contamination in order to mitigate Regency's
environmental risk. We believe that the ultimate disposition of currently known
environmental matters will not have a material effect on Regency's financial
position, liquidity, or operations.

Inflation
---------

         Inflation has remained relatively low and has had a minimal impact on
the operating performance of our shopping centers; however, substantially all of
our long-term leases contain provisions designed to mitigate the adverse impact
of inflation. Such provisions include clauses enabling us 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 our
leases are for terms of less than 10 years, which permits us to seek increased
rents upon re-rental at market rates. Most of our leases require tenants to pay
their share of operating expenses, including common area maintenance, real
estate taxes, and insurance and utilities, thereby reducing our exposure to
increases in costs and operating expenses resulting from inflation.



                                       23
<PAGE>

Item 3.  Quantitative and Qualitative Disclosures about Market Risk

              Market Risk
              -----------

         RCLP is exposed to interest rate changes primarily as a result of the
line of credit and long-term debt used to maintain liquidity, fund capital
expenditures and expand Regency's real estate investment portfolio. Regency's
interest rate risk management objective is to limit the impact of interest rate
changes on earnings and cash flows and to lower its overall borrowing costs. To
achieve its objectives, Regency borrows primarily at fixed rates and may enter
into derivative financial instruments such as interest rate swaps, caps and
treasury locks in order to mitigate its interest rate risk on a related
financial instrument. Regency has no plans to enter into derivative or interest
rate transactions for speculative purposes.

         Regency's interest rate risk is monitored using a variety of
techniques. The table below presents the principal cash flows (in thousands),
weighted average interest rates of remaining debt, and the fair value of total
debt (in thousands), by year of expected maturity to evaluate the expected cash
flows and sensitivity to interest rate changes.

<TABLE>
<CAPTION>
                                                                                                                         Fair
                                        2003        2004      2005       2006      2007     Thereafter      Total        Value
                                        ----        ----      ----       ----      ----     ----------      -----        -----
<S>                                  <C>          <C>        <C>        <C>       <C>        <C>         <C>          <C>
Fixed rate debt                      $ 16,749     210,960    151,791    27,452    28,467     785,491     1,220,910    1,224,643

Average interest rate for all debt      7.59%      7.62%      7.61%      7.62%     7.60%      7.63%           -            -

Variable rate LIBOR debt             $  9,627     193,563       -          -         -          -          203,190      203,190
Average interest rate for all debt      2.04%      2.04%        -          -         -          -             -            -
</TABLE>


         As the table incorporates only those exposures that exist as of March
31, 2003, it does not consider those exposures or positions, which could arise
after that date. Moreover, because firm commitments are not presented in the
table above, the information presented therein has limited predictive value. As
a result, Regency's ultimate realized gain or loss with respect to interest rate
fluctuations will depend on the exposures that arise during the period, its
hedging strategies at that time, and interest rates.

Item 4.  Controls and Procedures

         Under the supervision and with the participation of the Company's
management, including the Company's Chief Executive Officer, Chief Operating
Officer and Chief Financial Officer, the Company has evaluated the effectiveness
of the design and operation of its disclosure controls and procedures within 90
days of the filing date of this quarterly report, and, based on their
evaluation, the Chief Executive Officer, Chief Operating Officer and Chief
Financial Officer have concluded that these disclosure controls and procedures
are effective. There were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
date of their evaluation.



                                       24
<PAGE>

Part II



Item 6 Exhibits and Reports on Form 8-K


     (a)  Exhibits

          99.1    Certification of the Chief Executive Officer of Regency
                  Centers Corporation, the general partner of Regency Centers,
                  L.P. Pursuant to 18 U.S.C. Section 1350 (as adopted by Section
                  906 of the Sarbanes-Oxley Act of 2002)

          99.2    Certification of the Chief Financial Officer of Regency
                  Centers Corporation, the general partner of Regency Centers,
                  L.P. Pursuant to 18 U.S.C. Section 1350 (as adopted by Section
                  906 of the Sarbanes-Oxley Act of 2002)

          99.3    Certification of the Chief Operating Officer of Regency
                  Centers Corporation, the general partner of Regency Centers,
                  L.P. Pursuant to 18 U.S.C. Section 1350 (as adopted by Section
                  906 of the Sarbanes-Oxley Act of 2002)

     (b)  Reports on Form 8-K

          None




                                       25
<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:  May  9, 2003            REGENCY CENTERS, L.P.



                                        By:      /s/  J. Christian Leavitt
                                                 -------------------------
                                                 Senior Vice President,
                                                 and Chief Accounting Officer




                                       26
<PAGE>

                                  CERTIFICATION



I, Martin E. Stein, Jr., Chairman and Chief Executive Officer of Regency Centers
Corporation,  the general partner of Regency Centers, L.P. (the "registrant"),
certify that:

1.       I have reviewed this quarterly report on Form 10-Q of Regency Centers,
         L.P.;

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

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

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

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

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

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

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

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

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

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



/s/ Martin E. Stein, Jr.
------------------------
Martin E. Stein, Jr.
May 8, 2003


                                       27
<PAGE>



                                  CERTIFICATION

I, Bruce M. Johnson, Managing Director and Chief Financial Officer of Regency
Centers Corporation, the general partner of Regency Centers, L.P. (the
"registrant"), certify that:

1.       I have reviewed this quarterly report on Form 10-Q of Regency Centers,
         L.P.;

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

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

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

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

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

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

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

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

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

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



/s/ Bruce M. Johnson
--------------------
Bruce M. Johnson
May 8, 2003

                                       28
<PAGE>

                                  CERTIFICATION


I, Mary Lou Fiala, President and Chief Operating Officer of Regency Centers
Corporation, the general partner of Regency Centers, L.P. (the "registrant"),
certify that:

1.       I have reviewed this quarterly report on Form 10-Q of Regency Centers,
         L.P.;

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

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

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

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

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

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

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

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

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

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



/s/ Mary Lou Fiala
------------------
Mary Lou Fiala
May 8, 2003


                                     29