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 June 30, 1997

                                       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.)

c/o 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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ITEM 1.  FINANCIAL STATEMENTS.

     The financial information set forth below is set forth in the June 30, 1997
Second Quarter Report of Silver Screen Partners,  L.P. (the "Partnership") filed
herewith as Exhibit 20 and is incorporated herein by reference.

          Balance Sheets -- June 30, 1997 and December 31, 1996.

          Statements  of  Operations  -- For the Three and Six Months ended June
          30, 1997 and 1996.

          Statements  of  Partners'  Equity -- For the Six Months ended June 30,
          1997 and the Year ended December 31, 1996.

          Statements of Cash Flows -- For the Six Months ended June 30, 1997 and
          1996.

          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 and
six months ended June 30, 1997 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  six  months  and  quarter  ended  June  30,  1997  were
approximately $87,000 and $45,000,  respectively, as compared with approximately
$89,000 and $43,000,  for the comparable  periods in 1996.  Revenues for the six
months and second  quarter of 1997  consisted of film revenues of  approximately
$7,000 and $5,000,  respectively,  and interest income of approximately  $80,000
and $40,000,  while those for the  comparable  period in 1996  consisted of film
revenues of approximately $6,000 and $2,000,  respectively,  and interest income
of approximately  $83,000 and $41,000.  Film revenues  continue to be infrequent
and unpredictable.  Film revenues increased by approximately $1,000 from 1996 to
1997 while interest income decreased by approximately  $3,000 from 1996 to 1997.
This is due to the decrease of interest rates from the previous  year.  Interest
rates for the first six months of 1997  ranged  from 5.27% to 5.6%,  while those
for the comparable period in 1996 ranged from 5.12% to 5.76%.


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     Expenses  for  the  six  months  and  quarter  ended  June  30,  1997  were
approximately $66,000 and $31,000,  respectively, as compared with approximately
$66,000 and $26,000 for the comparable periods in 1996. The Partnership expenses
remained constant.

     The Partnership  generated net income of approximately  $21,000 for the six
months ended June 30, 1997, as compared with net income of approximately $22,000
for the comparable period in 1996.

     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.

     By the end of 1993, the U.S. home video rights to the  Partnership's  films
reverted 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  investors.  Negotiations  regarding the sale of the U.S. home video
and ancillary  rights to the Films were not concluded in 1996;  the  Partnership
currently  expects to finalize the sale within 1997.  In order to conclude  this
sale, any contingent  liabilities  that the  Partnership  may have in respect of
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 Partnership's partnership agreement.

     During  the  quarter  ended June 30,  1997,  the  Partnership  made no cash
distributions to the Partners because  revenues  generated were  insufficient to
warrant a distribution.


                                       3
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     Liquidity and Capital Resources
     -------------------------------

     As of June 30,  1997,  the General  Partners'  capital  accounts  reflect a
deficit of $719,718.  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.

     The  Partnership's tax returns were audited by the City of New York and the
Partnership  received  assessments for  unincorporated  business tax of $675,887
covering the period from June 8, 1983 (inception)  through December 31, 1990. It
was anticipated that additional  assessments,  approximately  $70,000,  would be
issued for the years  subsequent  to December  31,  1990.  All  assessments  are
subject to interest.

     The Partnership  contested  these  assessments and on September 30, 1996, a
final settlement of $106,600  (including  interest) was reached with the City of
New York and paid for all periods through December 31, 1995.


                                       4
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ITEM 3.  SELECTED FINANCIAL DATA.


                          SILVER SCREEN PARTNERS, L.P.
<TABLE>
<CAPTION>
                                Three Months     Six Months   Three Months     Six Months
                                       Ended          Ended          Ended          Ended
                               June 30, 1997  June 30, 1997  June 30, 1996  June 30, 1996
                               -------------  -------------  -------------  -------------
<S>                            <C>            <C>            <C>            <C>  
                                                           
                                                                 
Revenues
  Film revenues ...........      $     4,559    $     7,163    $     1,658    $     5,514  
  Interest income .........           40,243         80,187         41,360         83,278  
                               -------------  -------------  -------------  -------------  
                                 $    44,802    $    87,350    $    43,018    $    88,792  
Expenses                                                                                   
  General and                                                                              
  administrative                                                                           
  expenses ................           31,122         66,154         25,921         66,325  
                               -------------  -------------  -------------  -------------  

Net income ................      $    13,680    $    21,196    $    17,097    $    22,467  
                               =============  =============  =============  =============
Net income per $500            
  limited partnership
  unit (based on 165,639                                                                   
  Units outstanding) ......      $      0.08    $      0.13    $      0.10    $      0.13  
                               =============  =============  =============  =============  
                                                                                           
Total assets ..............                   June 30, 1997                 June 30, 1996  
                                              -------------                 -------------  
                                                                                           
                                                $ 2,873,211                   $ 3,123,939  
                                              =============                 =============  
</TABLE>
                                                             
                       See notes to financial statements.




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                           PART 11. OTHER INFORMATION

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

       (a)    Exhibits:

              Exhibit 20 -- 1997 Second Quarter Report

       (b)    The Partnership did not file any reports on Form
              8-K during the quarter ended June 30, 1997.











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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: August 14, 1997                          By:   /s/ Roland W. Betts
                                                --------------------------------
                                                   Roland W. Betts, President








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