FORM 10-Q


                       SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549


              (x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 1998

                                       OR

         ( )      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                  OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE
                  REQUIRED)

For the transition period from...................to...........

Commission file number 0-11949

                          SILVER SCREEN PARTNERS, L.P.
                        (A Delaware Limited Partnership)
                  (Exact name of registrant as specified in its
                Certificate and Agreement of Limited Partnership)

Delaware                                                         13-3163899
-------------------------------                              -------------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

Chelsea Piers, Pier 62 - Suite 300
New York, New York                                                      10011
----------------------------------                                    ----------
(Address of principal executive offices)                              (zip Code)

Registrant's telephone number, including area code (212) 336-6700

Securities registered pursuant to Section 12 (b) of the Act: NONE

Securities registered pursuant to Section 12 (g) of the Act:

                      UNITS OF LIMITED PARTNERSHIP INTEREST

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,  and (2) has been subject to such  requirements
for the past 90 days.

                                    YES    X              NO 
                                        --------             ----------



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                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

     The  financial  information  set forth  below is set forth in the March 31,
1998 First Quarter Report of Silver Screen  Partners,  L.P. (the  "Partnership")
filed herewith as Exhibit 20 and is incorporated herein by reference.

          Balance Sheets -- March 31, 1998 and December 31, 1997.

          Statements  of Operations -- For the Three Months ended
          March 31, 1998 and 1997.

          Statements of Partners'  Equity -- For the Three Months
          ended  March 31, 1998 and the Year ended  December  31,
          1997.

          Statements  of Cash Flows -- For the Three Months ended
          March 31, 1998 and 1997.

          Notes to Financial Statements.

     The financial  statements included herein are unaudited.  In the opinion of
the  management  of  the  Partnership,  all  adjustments  necessary  for a  fair
presentation of the results of operations have been included and all adjustments
are of a normal recurring nature. The results of operations for the three months
ended March 31, 1998 are not necessarily indicative of the results of operations
which may be expected for the entire year.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
         FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

         Results of Operations
         ---------------------

     Revenues  for the three  months  ended  March 31,  1998 were  approximately
$38,000, as compared with approximately  $43,000 for the comparable three months
in 1997.  Revenues for the first three months of 1998 consisted of film revenues
of approximately  $4,000 and investment revenues of approximately  $35,000 while
those  for  the  comparable  period  in  1997  consisted  of  film  revenues  of
approximately  $3,000 and investment  revenues of  approximately  $40,000.  Film
revenues continue to be infrequent and unpredictable. Film revenues increased by
approximately   $1,000  from  1997  to  1998.   Interest  income   decreased  by
approximately  $5,000  from 1997 to 1998.  This is due to the  decrease in funds
available for investment  from the previous  year.  Interest rates for the first
three months of 1998 ranged from 5.17% to 5.4%,  while those for the  comparable
period in 1997 ranged from 5.27% to 5.53%.



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     Expenses  for the three  months  ended  March 31,  1998 were  approximately
$37,000 as compared  with  approximately  $35,000 for the  comparable  period in
1997. The Partnership expenses in general increased by approximately $2,000.

     The Partnership  generated net income of approximately $1,000 for the three
months ended March 31, 1998, as compared with net income of approximately $8,000
for the  comparable  period  in 1997.  The  decrease  in net  income is due to a
decrease in interest income and an increase in expenses.

     The  Partnership  pre-licensed  certain  television  rights  (which  became
available one year after theatrical release) on all of its films to a subsidiary
of HBO for a price  determined by a formula designed to assure the Partnership a
return of 100% of its original  investment  in each  completed  film. As part of
this  arrangement,  HBO  agreed  to  pay a  minimum  license  fee  of 50% of the
Partnership's  investment  in each film  without  regard to other film  revenues
earned.  Amounts due to the  Partnership  from HBO were payable five years after
the United States theatrical release of each film, but not later than August 31,
1991. The Partnership has received  substantially all film revenues and the full
amount of license fees from HBO.

     The Partnership  financed seven films, all of which have been completed and
released in most media. Total budgets amounted to approximately $73,800,000,  of
which  substantially all has been expended.  Accordingly,  all Partnership funds
have been  committed  and the  Partnership  will not  finance  or  purchase  any
additional motion pictures.

     The seven Partnership films are: "Flashpoint," released on August 31, 1984;
"Heaven Help Us," released on February 8, 1985; "Volunteers," released on August
16, 1985;  "Sweet Dreams,"  released on October 2, 1985; "Head Office," released
on January 3, 1986;  "The  Hitcher,"  released on February  21,  1986;  and "Odd
Jobs," released on March 7, 1986.



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     By the end of 1993, the U.S. home video rights to the  Partnership's  films
reverted back to the  Partnership.  The Partnership  plans to sell these rights,
along with any other residual rights to the Films,  and distribute net proceeds,
if any, to the partners. However, the Partnership does not expect these revenues
to be  significant.  Negotiations  regarding the sale of the U.S. home video and
ancillary  rights to the  Films  were not  concluded  in 1997;  the  Partnership
currently  expects to finalize the sale during 1998.  In order to conclude  this
sale, any contingent  liabilities  that the  Partnership  may have in respect to
residual  obligations  relating  to the Films  must be settled or assumed by the
buyer of the  Partnership's  rights.  It is  impossible to predict the extent to
which the  Partnership's  remaining  assets will be required to be  dedicated to
these  contingent  liabilities.  To the extent that the  Partnership  has assets
remaining after such a settlement or assumption, such assets will be distributed
to the partners in accordance with the Silver Screen partnership agreement.

     During the  quarter  ended March 31,  1998,  the  Partnership  made no cash
distributions to the Partners because  revenues  generated were  insufficient to
warrant a distribution.


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

     As of March 31, 1998,  the General  Partners'  capital  accounts  reflect a
deficit of $719,593.  At or prior to dissolution,  this deficit will be reversed
through  a  special  allocation  to  the  limited  partners.   In  view  of  the
Partnership's   limited   requirements  for  liquidity,   short  and  long  term
evaluations do not anticipate any effect of current capital account  balances on
the Partnership's cash flow.

     The Partnership has no material requirements for liquidity,  other than its
general and  administrative  expenses and  distributions  to holders of Units of
limited  partnership  interests.  Such sources are considered  adequate for such
needs.



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ITEM 3.  SELECTED FINANCIAL DATA.


SILVER SCREEN PARTNERS, L.P.
----------------------------
                                                   Three Months   Three Months 
                                                      Ended          Ended     
                                                  March 31, 1998 March 31, 1997
                                                  -------------- --------------
                                                                 
REVENUES:
  Film revenues ..............................    $     3,595       $     2,604
  Interest income ............................         34,594            39,944
                                                  -----------       -----------
                                                       38,144            42,548
EXPENSES:
  General and administrative                                                   
   expenses ..................................         37,470            35,032
                                                  -----------       -----------
Net income ...................................            674             7,516
                                                  ===========       ===========
Net income per $500                                                   
  limited partnership                                                          
  unit (based on 165,639                                                       
  Units outstanding) .........................    $       .00       $       .04
                                                  ===========       ===========
                                                                               
Cash distribution                                                              
  per $500 limited                                                             
  partnership unit ...........................    $      0.00       $      0.00
                                                  ===========       ===========
                                                                               
                                                                               
                                               March 31, 1998    March 31, 1997
                                               --------------    --------------
                                                                               
Total assets .................................    $ 2,652,288       $ 2,991,225
                                                   ==========        ========== 
                                                                 

                       See notes to financial statements.




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                           PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

       (a)    Exhibits:

              Exhibit 20 -- 1998 First Quarter Report

       (b)    The Partnership did not file any reports on Form
              8-K during the quarter ended March 31, 1998.











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                                   SIGNATURES


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

                                             SILVER  SCREEN  PARTNERS,  L.P.,
                                             a Delaware limited partnership

                                             By: Silver Screen Management, Inc.,
                                                 Managing General Partner


Date:  May 15, 1998                          By:   /s/ Roland W. Betts
                                                --------------------------------
                                                   Roland W. Betts, President








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