SECURITIES AND EXCHANGE COMMISSION
                                 WASHINGTON, D.C. 20549


                                       FORM 10-Q



(Mark One)

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

                      For the quarterly period ended March 31, 2001

                                           OR

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

                 For the transition period from _________ to __________

                           Commission file number 333-34835-01



               PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
               ----------------------------------------------
            (Exact name of registrant as specified in its charter)


<TABLE>
<CAPTION>
<S>                                                                       <C>
                        MARYLAND                                                               87-0516235
                        --------                                                               ----------
                 (State of organization)                                          (I.R.S. Employer Identification No.)
                   35 CENTURY PARK-WAY
               SALT LAKE CITY, UTAH  84115                                                   (801) 486-3911
               ---------------------------                                                    -------------
(Address of principal executive offices, including zip code)               (Registrant's telephone number, including area code)

</TABLE>




       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     No
                                                      [X]

<PAGE>

                      PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                                       Form 10-Q

                                         INDEX

<TABLE>
<CAPTION>
PART I:  FINANCIAL INFORMATION                                                               PAGE
------------------------------                                                               ----
<S>             <C>                                                                       <C>
Item 1.          Financial Statements                                                           3
                 Consolidated Balance Sheet as of March 31, 2001
                  and December 31, 2000                                                         4
                 Consolidated Statement of Operations for the Three Months
                  Ended March 31, 2001 and 2000                                                 5
                 Condensed Consolidated Statement of Cash Flows
                  for the Three Months Ended March 31, 2001 and 2000                            6
                 Notes to Consolidated Financial Statements                                     7
Item 2.          Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                                          12
Item 3.          Quantitative and Qualitative Disclosures About Market Risk                    15

PART II:  OTHER INFORMATION
---------------------------
Item 1.          Legal Proceedings                                                             16
Item 2.          Changes in Securities and Use of Proceeds                                     16
Item 3.          Defaults Upon Senior Securities                                               16
Item 4.          Submission of Matters to a Vote of Security Holders                           16
Item 5.          Other Information                                                             16
Item 6.          Exhibits and Reports on Form 8-K                                              16

</TABLE>

<PAGE> 2
      Certain matters discussed under the captions "Management's Discussion and
Analysis of Financial Condition and Results of Operations,"  "Quantitative  and
Qualitative  Disclosures  About  Market  Risk"  and elsewhere in this Quarterly
Report on Form 10-Q may constitute forward-looking  statements  and as such may
involve known and unknown risks, uncertainties and assumptions.   Actual future
performance,  achievements  and  results of Price Development Company,  Limited
Partnership may differ materially  from  those  expressed  or  implied  by such
forward-looking  statements  as  a  result  of  such  known  and unknown risks,
uncertainties, assumptions and other factors. Representative examples  of these
factors  include, without limitation, general industry and economic conditions,
interest rate trends, cost of capital and capital requirements, availability of
real estate  properties,  competition  from  other companies and venues for the
sale/distribution of goods and services, shifts  in  customer  demands,  tenant
bankruptcies,   governmental  and  public  policy  changes  and  the  continued
availability of financing  in the amounts and on the terms necessary to support
the future business of Price Development Company, Limited Partnership.  Readers
are cautioned that the Price  Development Company, Limited Partnership's actual
results could differ materially  from  those  set forth in such forward-looking
statements.




                                        PART I


ITEM 1.   FINANCIAL STATEMENTS
------------------------------

    The information furnished in the accompanying  financial  statements listed
in  the  index  on  page 2 of this Quarterly Report on Form 10-Q reflects  only
normal recurring adjustments which are, in the opinion of management, necessary
for a fair presentation  of  the  aforementioned  financial  statements for the
interim periods.

    The aforementioned financial statements should be read in  conjunction with
the notes to the financial statements and Management's Discussion  and Analysis
of Financial Condition and Results of Operations and Price Development Company,
Limited Partnership's Annual Report on Form 10-K/A for the year ended  December
31, 2000, including the financial statements and notes thereto.

<PAGE> 3
                    PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                              CONSOLIDATED BALANCE SHEET
                                (DOLLARS IN THOUSANDS)


<TABLE>
<CAPTION>
                                                                (UNAUDITED)
                                                                 MARCH 31,                  DECEMBER 31,
                                                                   2001                        2000
                                                              --------------               --------------
<S>                                                          <C>                          <C>
ASSETS
Real Estate Assets
  Land                                                        $      107,520               $      106,561
  Buildings                                                          799,580                      797,793
                                                              --------------               --------------
                                                                     907,100                      904,354
 Less: Accumulated Depreciation                                     (160,958)                    (154,574)
                                                              --------------               --------------
    Operating Real Estate Assets                                     746,142                      749,780
 Real Estate Under Development                                         2,562                        1,927
                                                              --------------               --------------
    Net Real Estate Assets                                           748,704                      751,707
 Cash                                                                  3,481                        2,636
 Restricted Cash                                                       7,929                        3,820
 Accounts Receivable, Net                                             11,400                       12,299
 Deferred Charges, Net                                                 8,227                        8,275
 Other Assets                                                          7,670                        7,094
                                                              --------------               --------------
                                                              $      787,411               $      785,831
                                                              ==============               ==============

LIABILITIES AND PARTNERS' CAPITAL
Borrowings                                                    $      459,325               $      464,462
Accounts Payable and Accrued Expenses                                 14,073                       13,013
Distributions Payable                                                  9,810                           --
Other Liabilities                                                        812                          816
                                                              --------------               --------------
                                                                     484,020                      478,291
                                                              --------------               --------------
Minority Interest                                                      1,769                        1,938
                                                              --------------               --------------

Commitments and Contingencies

PARTNERS' CAPITAL
General Partner                                                      161,330                      164,578
Preferred Limited Partners                                           112,327                      112,327
Common Limited Partners                                               27,965                       28,697
                                                              --------------               --------------
                                                                     301,622                      305,602
                                                              --------------               --------------
                                                              $      787,411               $      785,831
                                                              ==============               ==============

</TABLE>

             See accompanying notes to consolidated financial statements.

<PAGE> 4



                    PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                         CONSOLIDATED STATEMENT OF OPERATIONS
                                    (UNAUDITED)
                  (IN THOUSANDS, EXCEPT PER PARTNERSHIP UNIT AMOUNTS)

<TABLE>
<CAPTION>
                                                                  FOR THE THREE MONTHS ENDED MARCH 31,
                                                              -------------------------------------------
<S>                                                          <C>                         <C>
                                                                   2001                         2000
                                                              -------------               ---------------
REVENUES
Minimum Rents                                                 $      25,623               $        24,533
Percentage and Overage Rents                                            713                           437
Recoveries from Tenants                                               8,209                         7,449
Interest                                                                143                           152
Other                                                                   332                           328
                                                              -------------               ---------------
                                                                     35,020                        32,899
                                                              -------------               ---------------
EXPENSES
Operating and Maintenance                                             6,066                         5,459
Real Estate Taxes and Insurance                                       3,735                         3,676
Advertising and Promotions                                              178                           168
General and Administrative                                            1,833                         1,619
Depreciation                                                          7,179                         6,358
Amortization of Deferred Financing Costs                                381                           408
Amortization of Deferred Leasing Costs                                  171                           172
Interest                                                              8,038                         7,449
                                                              -------------               ---------------
                                                                     27,581                        25,309
                                                              -------------               ---------------
                                                                      7,439                         7,590
Minority Interest in Loss of Consolidated Partnerships                   98                           213
Gain on Sales of Real Estate                                            872                           243
                                                              -------------               ---------------
Net Income                                                            8,409                         8,046
Preferred Unit Distributions                                         (2,579)                       (2,405)
                                                              -------------               ---------------
Net Income available to Common Unitholders                    $       5,830               $         5,641
                                                              =============               ===============

Basic Earnings Per Partnership Common Unit                    $        0.29               $          0.28
                                                              =============               ===============
Diluted Earnings Per Partnership Common Unit                  $        0.29               $          0.28
                                                              =============               ===============
Basic Weighted Average Number of Partnership Units                   19,857                        20,173
Add: Dilutive Effect of Stock Options                                    13                             1
                                                              -------------               ---------------
Dilutive Weighted Average Number of Partnership Units                19,870                        20,174
                                                              =============               ===============

</TABLE>


             See accompanying notes to consolidated financial statements.


<PAGE> 5
                    PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                    CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                      (UNAUDITED)
                                (DOLLARS IN THOUSANDS)

<TABLE>
<CAPTION>
                                                                  FOR THE THREE MONTHS ENDED MARCH 31,
                                                              -------------------------------------------
<S>                                                          <C>                         <C>
                                                                   2001                         2000
                                                              -------------               ---------------
NET CASH PROVIDED BY OPERATING ACTIVITIES                     $      16,298               $        18,394
                                                              -------------               ---------------
CASH FLOWS FROM INVESTING ACTIVITIES
 Real Estate Assets, Developed or Acquired,
  Net of Accounts Payable                                            (4,970)                      (13,456)
 Proceeds from the Sale of Real Estate                                1,790                           292
 Increase in Restricted Cash                                         (4,109)                       (1,141)
                                                              -------------               ---------------
    Net Cash Used in Investing Activities                            (7,289)                      (14,305)
                                                              -------------               ---------------
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Borrowings                                             81,580                         7,000
Repayment of Borrowings                                             (86,717)                         (330)
Distributions to Preferred Unitholders                               (2,579)                       (2,405)
Distributions to Minority Interest of Consolidated
 Partnerships                                                           (71)                          (30)
Deferred Financing Costs                                               (377)                         (127)
Repurchase of Common Units                                               --                       (10,632)
                                                              -------------               ---------------
    Net Cash Used in Financing Activities                            (8,164)                       (6,524)
                                                              -------------               ---------------

Net Increase (Decrease) in Cash                                         845                        (2,435)
Cash, Beginning of Period                                             2,636                         7,767
                                                              -------------               ---------------
Cash, End of Period                                           $       3,481               $         5,332
                                                              =============               ===============
</TABLE>



             See accompanying notes to consolidated financial statements.


<PAGE> 6
                PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)
       (DOLLARS IN THOUSANDS, EXCEPT PER PARTNERSHIP UNIT DATA AMOUNTS)

1.  BUSINESS SUMMARY, BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

    Price    Development   Company,   Limited   Partnership   (the   "Operating
Partnership")  is  primarily  engaged  in  the  business  of  owning,  leasing,
managing,  operating,  developing  and  redeveloping  regional malls, community
centers  and  other commercial properties. The tenant base  includes  primarily
national, regional  and retail chains and local retail companies. Consequently,
the credit risk is concentrated  in  the  retail industry.   JP Realty, Inc., a
Maryland  corporation  (the "Company"), is the  sole  general  partner  of  the
Operating Partnership.   The  Company  conducts  all of its business operations
through, and holds a controlling  general partner  interest  in,  the Operating
Partnership.   Since there are no material differences between the Company  and
the  Operating Partnership  they  will  be  collectively  referred  to  as  the
"Company" unless the context requires otherwise.

    The  accompanying consolidated financial statements include the accounts of
the Operating Partnership and all controlled affiliates.  The interim financial
data for the  three months ended March 31, 2001 and 2000 is unaudited; however,
in the opinion  of  the  Company,  the  interim  financial  data  includes  all
adjustments,  consisting  only of normal recurring adjustments, necessary for a
fair presentation of the results  for  the  interim  periods.   All significant
inter-company   balances   and   transactions   have  been  eliminated  in  the
consolidated presentation.  Certain amounts in the  2000  financial  statements
have been reclassified to conform to the 2001 presentation.

    Net income of the Operating Partnership is allocated first to its preferred
unitholders  as  described  in Note 4 and then to its common unitholders  based
upon  their pro-rata share of  unit  ownership.   The  Operating  Partnership's
income  allocated to its common unitholders was based upon the weighted average
number of common units outstanding as follows:

<TABLE>
<CAPTION>
                                                              MARCH 31,
                                    ----------------------------------------------------------------
                                               2001                                 2000
                                    --------------------------           ---------------------------
<S>                                <C>             <C>                  <C>              <C>
                                       UNITS        PERCENTAGE            UNITS           PERCENTAGE
                                    ----------      ----------           ----------       ----------
Units held by General Partner       16,219,000          81.68%           16,537,000           81.98%
Units held by Limited Partners       3,637,000          18.32%            3,636,000           18.02%
                                    ----------      ----------           ----------       ----------
                                    19,856,000         100.00%           20,173,000          100.00%
                                    ==========      ==========           ==========       ==========

</TABLE>

      Deferred  charges  consist  principally  of  financing  fees  and leasing
commissions  paid  to  third parties.  These costs are amortized on a straight-
line basis and are recorded  in  the  consolidated  statement  of operations in
amortization  of deferred financing costs and amortization of deferred  leasing
costs, which amounts,  for deferred financing fees, approximate those amortized
using  the  effective  interest  method,  over  the  terms  of  the  respective
agreements.


2.    BORROWINGS
<TABLE>
<CAPTION>
<S>                                                                               <C>
                                                                                     MARCH 31,
                                                                                       2001
                                                                                   ------------
Credit facility, unsecured; weighted average interest at 7.00% during 2001; due
 in 2003                                                                           $    108,000
Notes, unsecured; interest at 7.29%, maturing 2005 to 2008                              100,000
Mortgage payable, secured by real estate; interest at 6.68%; due in 2008                 82,285
Mortgage payable, secured by real estate; interest at 6.64%; due in 2011                 78,901
Construction loan, secured by real estate; interest at 6.56% as of March 31,
 2001; due in 2001                                                                       43,792
Construction loan, secured by real estate; interest at 6.81% as of March 31,
 2001; due in 2001                                                                       41,600
Other notes payable, secured by real estate; interest ranging from 7.00% to
 9.99%; maturing 2001 to 2095                                                             4,747
                                                                                   ------------
                                                                                   $    459,325
                                                                                   ============

</TABLE>

<PAGE> 7
                PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)
       (DOLLARS IN THOUSANDS, EXCEPT PER PARTNERSHIP UNIT DATA AMOUNTS)

2.    BORROWINGS (CONTINUED)

      On January 22, 2001,  the  Operating Partnership through Boise Mall, LLC,
an indirectly wholly-owned subsidiary, obtained a first mortgage on Boise Towne
Square from The Chase Manhattan Bank  in  the amount of $79,000 with a ten-year
term.   The  payment is based on a thirty-year  amortization  schedule  with  a
balloon payment  of  $68,315  on February 10, 2011, bearing interest at a fixed
6.64% per annum.  The Operating  Partnership  used  the proceeds to pay-off the
$61,223 notes, secured by real estate, with an interest  rate  of  6.37%  which
matured on January 22, 2001 and reduced amounts outstanding under the Operating
Partnership's credit facility.  The properties unencumbered by this transaction
include  Cottonwood  Mall  in  Holladay, Utah, North Plains Mall in Clovis, New
Mexico and Three Rivers Mall in Kelso, Washington.


3.    SCHEDULE OF MATURITIES OF BORROWINGS

      The following summarizes the  scheduled maturities of borrowings at March
31, 2001:

<TABLE>
<CAPTION>
YEAR                                                               TOTAL
----                                                            ------------
<S>                                                            <C>
2001                                                            $     88,331
2002                                                                   1,910
2003                                                                 110,308
2004                                                                   2,124
2005                                                                  27,287
2006                                                                  27,446
Thereafter                                                           201,919
                                                                ------------
                                                                $    459,325
                                                                ============

</TABLE>


4.  PARTNERS' CAPITAL

    The following table summarizes changes  in partners' capital since December
31, 2000:

<TABLE>
<CAPTION>
<S>                                        <C>              <C>               <C>              <C>
                                                             PREFERRED          COMMON
                                             GENERAL          LIMITED           LIMITED
                                             PARTNER          PARTNERS          PARTNERS           TOTAL
                                            ----------       ----------        ----------       -----------
Partners' Capital at December 31, 2000      $  164,578       $  112,327        $   28,697       $   305,602
Net Income                                       4,761            2,579             1,069             8,409
Distributions Paid                                  --           (2,579)               --            (2,579)
Distributions Accrued                           (8,009)              --            (1,801)           (9,810)
                                            ----------       ----------        ----------       -----------
Partners' Capital at March 31, 2001         $  161,330       $  112,327        $   27,965       $   301,622
                                            ==========       ==========        ==========       ===========

</TABLE>

      In April 1999, the Operating Partnership  issued  510,000  Series A 8.75%
cumulative redeemable preferred units of limited partner interests (the "Series
A  Preferred  Units")  in  exchange for a gross contribution of $12,750.   Each
Series  A  Preferred  Unit  represents   a  limited  partner  interest  with  a
liquidation value of twenty-five dollars per  unit.   The Operating Partnership
used the proceeds, less applicable transaction costs of $405, for the repayment
of  borrowings  outstanding  under  its prior credit facility.   The  Series  A
Preferred Units, which may be redeemed  for cash at the option of the Operating
Partnership  on or after April 23, 2004, have no stated maturity  or  mandatory
redemption and are not convertible into any other securities  of  the Operating
Partnership.  The  Series  A  Preferred Units are exchangeable at the option of
the  preferred  unitholder  at a rate of one Series A Preferred  Unit  for  one
share of the  Company's Series A 8.75%  cumulative  redeemable preferred  stock
beginning  April  23,   2009,  or  earlier  under  certain  circumstances.   In
the event that shares of Series A preferred stock  are  issued in  exchange for
Series A Preferred Units,  the  Operating Partnership will issue an  equivalent
number of Series A Preferred Units

<PAGE> 8
                PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)
       (DOLLARS IN THOUSANDS, EXCEPT PER PARTNERSHIP UNIT DATA AMOUNTS)

4.  PARTNERS' CAPITAL (CONTINUED)
to the Company.   Any shares of Series A preferred stock issued in exchange for
Series A Preferred  Units  will have the same rights, terms and conditions with
respect  to  redemption as the  Series  A  Preferred  Units  and  will  not  be
convertible into any other securities of the Company.  The income allocated and
distributions  paid  to the Series A Preferred Units are based upon the rate of
8.75% on the $12,750 or  $279  for  the  three  months ended March 31, 2000 and
2001.

    On July 28, 1999, the Operating Partnership issued  3.8  million  Series  B
8.95%  cumulative  redeemable  preferred units of limited partner interest (the
"Series B Preferred Units") in exchange  for  a  gross contribution of $95,000.
Each  Series  B Preferred Unit represents a limited  partner  interest  with  a
liquidation value  of  twenty-five dollars per unit.  The Operating Partnership
used the proceeds, less  applicable  transaction  costs  of  $2,774,  to  repay
$90,000  in  borrowings  under its prior credit facility and increase operating
cash.  The Series B Preferred  Units,  which  may  be  redeemed for cash at the
option of the Operating Partnership on or after July 28,  2004,  have no stated
maturity  or  mandatory  redemption  and  are  not  convertible into any  other
securities  of the Operating Partnership.  The Series  B  Preferred  Units  are
exchangeable  at the option of the preferred unitholder at a rate of one Series
B Preferred Unit  for  one  share  of  the  Company's Series B 8.95% cumulative
redeemable preferred stock beginning July 28,  2009,  or  earlier under certain
circumstances.  In the event that shares of Series B preferred stock are issued
in exchange for Series B Preferred Units, the Operating Partnership  will issue
an equivalent number of Series B Preferred Units to the Company.  Any shares of
Series  B preferred stock issued in exchange for Series B Preferred Units  will
have the  same  rights,  terms and conditions with respect to redemption as the
Series B Preferred Units and  will not be convertible into any other securities
of the Company.  The income allocated  and  distribution  paid  to the Series B
Preferred Units are based upon the rate of 8.95% on the $95,000 or  $2,125  for
the three months ended March 31, 2000 and 2001.

    On  May  1,  2000,  the Operating Partnership issued 320,000 Series C 8.75%
cumulative redeemable preferred  units of limited partner interest (the "Series
C Preferred Units"), with a liquidation  value of twenty-five dollars per unit,
in exchange for a gross contribution of $8,000.  The Operating Partnership used
the proceeds, less applicable transaction  costs  and  expenses of $244, to pay
down the borrowings under its prior credit facility.  The  Series  C  Preferred
Units,  which  may  be  redeemed  for  cash  at  the  option  of  the Operating
Partnership  on  or  after  May  1,  2005, have no stated maturity or mandatory
redemption and are not convertible into  any  other securities of the Operating
Partnership.  The Series C Preferred Units are  exchangeable  at  the option of
the preferred unitholder at a rate of one Series C Preferred Unit for one share
of the Company's Series C 8.75% cumulative redeemable preferred stock beginning
May 1, 2010, or earlier under certain circumstances.  In the event  that shares
of  Series  C  preferred  stock  are  issued in exchange for Series C Preferred
Units, the Operating Partnership will issue  an  equivalent  number of Series C
Preferred Units to the Company.  Any shares of Series C preferred  stock issued
in exchange for Series C Preferred Units will have the same rights,  terms  and
conditions  with respect to redemption as the Series C Preferred Units and will
not be convertible  into  any  other  securities  of  the  Company.  The income
allocated and distribution paid to the Series C Preferred Units  are based upon
the  rate  of 8.75% on the 8,000 or $175 for the three months ended  March  31,
2001.

    Net income of the Operating Partnership is allocated first to its preferred
unitholders  as  described  above  and  then to its  common  unitholders  based
upon  their  pro-rata share of unit  ownership.   The  Operating  Partnership's
income allocated  to its common unitholders was based upon the weighted average
number of common units outstanding as follows:

<TABLE>
<CAPTION>
                                                              MARCH 31,
                                    ----------------------------------------------------------------
                                               2001                                 2000
                                    --------------------------           ---------------------------
<S>                                <C>             <C>                  <C>              <C>
                                       UNITS        PERCENTAGE            UNITS           PERCENTAGE
                                    ----------      ----------           ----------       ----------
Units held by General Partner       16,219,000          81.68%           16,537,000           81.98%
Units held by Limited Partners       3,637,000          18.32%            3,636,000           18.02%
                                    ----------      ----------           ----------       ----------
                                    19,856,000         100.00%           20,173,000          100.00%
                                    ==========      ==========           ==========       ==========

</TABLE>

    The consolidated  partnerships'  minority  interests  in income or loss are
calculated by multiplying the percentage of each such partnership  owned by its
respective minority partners by the total income or loss of such partnership.

<PAGE> 9
                PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)
       (DOLLARS IN THOUSANDS, EXCEPT PER PARTNERSHIP UNIT DATA AMOUNTS)

5.  SEGMENT INFORMATION

    In 1998, the Company adopted SFAS No. 131 "Disclosures about Segments of an
Enterprise  and  Related Information."  The following information presents  the
Operating Partnership's  three  reportable  segments:  (1)  regional malls, (2)
community centers and (3) commercial properties in conformity with SAS No. 131.

    The accounting policies of the segments are the same as those  described in
the "Summary of Significant Accounting Policies" in the Operating Partnership's
Annual Report on Form 10-K for the year ended December 31, 2000.  Segment  data
includes  total  revenues  and  property,  net  operating income (revenues less
operating and maintenance expense and real estate  taxes  and insurance expense
("Property NOI")).  The Operating Partnership evaluates the  performance of its
segments and allocates resources to them based on Property NOI.

    The  regional  mall segment consists of 18 regional malls in  seven  states
containing approximately  10,430,000  square  feet of total gross leasable area
("GLA") and which range in size from approximately  301,000 to 1,172,000 square
feet of total GLA.

    The  community  center segment consists of 25 properties  in  seven  states
containing  approximately   3,392,000   square   feet  of  total  GLA  and  one
freestanding retail property containing approximately 2,000 square feet of GLA.

    The   commercial  properties  include  six  mixed-use   commercial/business
properties  with  38  commercial  buildings  containing approximately 1,354,000
square feet of GLA which are located primarily  in  the  Salt  Lake  City, Utah
area.

    The  table  below  presents  information  about the Operating Partnership's
reportable segments for the quarters ending March 31:

<TABLE>
<CAPTION>
<S>                                    <C>               <C>                <C>              <C>            <C>

                                         REGIONAL          COMMUNITY        COMMERCIAL
                                           MALLS            CENTERS         PROPERTIES           OTHER           TOTAL
                                        -----------       -----------       -----------       -----------    ------------
2001
----
Total Revenues                          $    28,017       $     5,015       $     1,899       $        89    $     35,020
Property Operating Expenses (1)              (8,505)           (1,101)             (373)               --          (9,979)
                                        -----------       -----------       -----------       -----------    ------------
Property NOI (2)                             19,512             3,914             1,526                89          25,041
Unallocated Expenses (3)                         --                --                --           (17,602)        (17,602)
Unallocated Minority Interest (4)                --                --                --                98              98
Unallocated Other(5)                             --                --                --               872             872
Consolidated Net Income                          --                --                --                --           8,409
Additions to Real Estate Assets               1,744             3,015               211                --           4,970
Total Assets (6)                            662,823            81,724            29,565            13,299         787,411

</TABLE>

<PAGE> 10

                PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)
       (DOLLARS IN THOUSANDS, EXCEPT PER PARTNERSHIP UNIT DATA AMOUNTS)

5.  SEGMENT INFORMATION (CONTINUED)

<TABLE>
<CAPTION>
<S>                                    <C>               <C>                <C>              <C>            <C>

                                         REGIONAL          COMMUNITY        COMMERCIAL
                                           MALLS            CENTERS         PROPERTIES           OTHER          TOTAL
                                        -----------       -----------       -----------       -----------    ------------
2001
----
Total Revenues (7)                      $    26,258       $     4,554       $     1,898       $       189    $     32,899
Property Operating Expenses (1)              (7,749)           (1,125)             (425)               (4)         (9,303)
                                        -----------       -----------       -----------       -----------    ------------
Property NOI (2) (7)                         18,509             3,429             1,473               185          23,596
Unallocated Expenses (3)                         --                --                --           (16,006)        (16,006)
Unallocated Minority Interest (4)                --                --                --               213             213
Unallocated Other (5)                            --                --                --               243             243
Consolidated Net Income                          --                --                --                --           8,046
Additions to Real Estate Assets               8,277               389               145                --           8,811
Total Assets (6)                            644,478            83,808            30,636            16,443         775,365

</TABLE>
-------------------------
(1)  Property operating expenses consist of operating, maintenance, real estate
     taxes and insurance, advertising and promotion  expenses  as listed in the
     consolidated statement of operations.
(2)  Total revenues minus property operating expenses.
(3)  Unallocated expenses consist of general and administrative,  depreciation,
     amortization of deferred financing costs, amortization of deferred leasing
     costs and interest as listed in the consolidated statement of operations.
(4)  Unallocated  minority  interest  includes  minority interest in income  of
     consolidated  partnerships  as  listed  in the consolidated  statement  of
     operations.
(5)  Unallocated other includes gain on sales  of  real estate as listed in the
     consolidated statement of operations.
(6)  Unallocated   other   total   assets  include  cash,  corporate   offices,
     miscellaneous real estate and deferred financing costs.


6.  SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

    Unitholders of Operating Partnership  elected to convert zero and 125 of OP
Units having a recorded value of zero and $1  into an equal number of shares of
Common  Stock  during  the  three  months  ended  March   31,  2001  and  2000,
respectively.

<TABLE>
<CAPTION>

                                                                 MARCH 31,             MARCH 31,
                                                                   2001                  2000
<S>                                                           <C>                   <C>
                                                               -------------         ------------
SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS
The following non-cash transactions occurred:
Distributions Accrued For General Partner Not Paid             $       8,009         $      7,766
Distributions Accrued For Limited Partners Not Paid            $       1,801         $      1,745

</TABLE>



<PAGE> 11

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

OVERVIEW

    The  following  discussion  should  be   read   in   conjunction  with  the
consolidated  financial  statements  of  the  Company  and  the  notes  thereto
appearing elsewhere herein.

    JP  Realty,  Inc. is a fully integrated, self-administered and self-managed
REIT  primarily engaged  in  the  ownership,  leasing,  management,  operation,
development, redevelopment and acquisition of retail properties in Utah, Idaho,
Colorado, Arizona, Nevada, New Mexico and Wyoming (the "Intermountain Region"),
as well  as in Oregon, Washington and California.  JP Realty, Inc. conducts all
of its business  operations through, and held a controlling general interest in
the Operating Partnership  as  of  March  31, 2001. The Operating Partnership's
existing  portfolio consists of 50 properties,  in  three  operating  segments,
including 18  enclosed  regional  malls, 25 community centers together with one
free-standing retail property and six mixed-use commercial properties.

    Since January 1, 2000, development  activities  added  a  combined  120,900
square feet of total GLA to the retail portfolio (5,000 square feet in February
2000,  12,900  square  feet  in June 2000, and 103,000 square feet in September
2000).

    JP Realty, Inc., together  with  the  Operating  Partnership  and its other
subsidiaries, shall be referred to herein as (the "Company").

RESULTS OF OPERATIONS

    COMPARISON OF THREE MONTHS ENDED MARCH 31, 2001 TO THREE MONTHS ENDED MARCH
31, 2000

REVENUES

    Total  revenues increased 6.4%, or $2,121,000, for the quarter ended  March
31, 2001.  Of  the  $2,121,000 increase, $1,759,000 was the result of increased
revenues at the regional  malls,  $461,000 was the result of increased revenues
at the community centers and $1 was  the  result  of  increased revenues at the
commercial  properties.   A  decrease  of  $100,000  was  not  allocated  to  a
particular property segment.

MINIMUM RENTS

    Minimum  rents increased 4.4%, or $1,090,000, for the quarter  ended  March
31, 2001.  Minimum  rents increased by $731,000 at the regional malls primarily
due to the September  2000  completion  of the expansion at the NorthTown Mall,
the August 2000 addition of Dillard's as  an  anchor  to the North Plains Mall,
the stabilization of the Mall at Sierra Vista and overall growth throughout the
regional mall portfolio.  Minimum rents increased by $385,000  at the community
centers  due primarily to $237,000 from lease termination settlements  together
with overall growth throughout the properties.  Minimum rents at the commercial
properties  increased  by $2,000.  Amounts not allocated to a segment decreased
by $28,000.

PERCENTAGE AND OVERAGE RENTS

    Percentage and overage  rents increased 63.2%, or $276,000, for the quarter
ended March 31, 2001.  Percentage  and  overage  rents increased by $240,000 at
the regional malls and by $36,000 at the community centers.

RECOVERIES FROM TENANTS

    Recoveries from tenants increased 10.2%, or $760,000, for the quarter ended
March 31, 2001.  Recoveries from tenants increased  by $722,000 at the regional
malls,  $40,000  at  the  community  centers and decreased  by  $2,000  at  the
commercial properties.

<PAGE> 12


INTEREST AND OTHER REVENUES

    Interest and other revenues decreased 1.0%, or $5,000 for the quarter ended
March 31, 2001.

EXPENSES

    Total expenses increased 8.7%, or  $2,272,000,  for the quarter ended March
31, 2001.  Property operating expenses (operating and  maintenance, real estate
taxes  and  insurance,  and advertising and promotions) increased  by  $676,000
general and administrative  expenses  increased  by  $214,000  depreciation and
amortization increased by $793,000 and interest increased by $589,000.

PROPERTY OPERATING EXPENSES

    Property operating expenses (operating and maintenance, real  estate  taxes
and  insurance,  and  advertising  and promotions) increased by $756,000 at the
regional malls, decreased by $24,000  at  the  community  centers, decreased by
$52,000 at the commercial properties and a decrease of $4,000 was not allocated
to any property segment.

GENERAL AND ADMINISTRATIVE EXPENSES

    General  and  administrative expenses increased $214,000  for  the  quarter
ended March 31, 2001.  The increase is primarily related to increased insurance
expense related to  the  Company's  health  insurance  plan which, in 2000, was
lower  due to the receipt of certain reinsurance proceeds.   Higher  legal  and
professional costs also contributed to this increase.

DEPRECIATION AND AMORTIZATION

    Depreciation  and  amortization  increased  $793,000  for the quarter ended
March  31, 2001.  This increase is attributable to higher depreciation  expense
from newly  developed  gross  leasable area and the reduction in asset lives on
certain tenant improvements.  In  2001,  the reduction in asset lives on tenant
improvements was $400,000 compared to $196,000 in 2000.

INTEREST EXPENSE/CAPITALIZED INTEREST

    Interest expense increased $589,000 for  the  quarter ended March 31, 2001.
Interest capitalized on projects under development was $88,000 in 2001 compared
to $380,000 in 2000.

GAIN ON SALES OF REAL ESTATE

    Gain on sales of real estate increased $629,000  due  to  a  sale of an out
parcel with a gain of $872,000 during the quarter ended March 31, 2001.

LIQUIDITY AND CAPITAL RESOURCES

    The  Company's  principal uses of its liquidity and capital resources  have
historically   been  for   distributions,   property   acquisitions,   property
development, expansion and renovation programs and debt repayment.  To maintain
its qualification as a REIT under the Internal Revenue Code of 1986, as amended
(the "Code"), the  Company  is  required  to  distribute to its stockholders at
least 90% of its "Real Estate Investment Trust  Taxable  Income," as defined in
the  Code.   For  the  quarter  ended  March 31, 2001, the Company  declared  a
dividend of $.495 per share payable April  17,  2001  to  the  stockholders  of
record as of April 5, 2001.

    The  Company's  principal  source  of  liquidity  is  its  cash  flow  from
operations  generated  from its real estate investments.  As of March 31, 2001,
the Company's cash and restricted cash amounted to approximately $11.4 million.
In  addition  to its cash  and  restricted  cash,  unused  capacity  under  the
Operating Partnership's  credit  facility  at  March  31,  2001  totaled  $92.0
million.

<PAGE> 13
    The  Company  expects  to  meet its short-term cash requirements, including
distributions,  recurring  capital  expenditures  related  to  maintenance  and
improvement  of  existing  properties,   through   undistributed   funds   from
operations, cash balances and advances under the Operating Partnership's credit
facility.

    The  Company's  principal  long-term  liquidity  requirements  will  be the
repayment  of  principal on its outstanding secured and unsecured indebtedness.
At  March  31,  2001,   the   Company's   total  outstanding  indebtedness  was
approximately $459.3 million.  Such indebtedness  included: (i) the Provo Towne
Centre construction loan of approximately $43.8 million  which  is  due in July
2001; (ii) the Spokane Valley Mall construction loan of $41.6 million  which is
due  in  August 2001; (iii) the Operating Partnership's credit facility with  a
balance of  $108.0  million  maturing  July  2003; (iv) the $100 million senior
notes principal payable of $25 million a year  beginning  March  2005; (vi) the
$82.3 million, 6.68% first mortgage on NorthTown Mall, which requires a balloon
payment  of  approximately $73.0 million in September 2008; and (v)  the  $78.9
million, 6.64%  first  mortgage on Boise Towne Square, which requires a balloon
payment of approximately  $68.4  million in February 2011.  The Company intends
to obtain replacement loans for Provo  Towne  Centre  and  Spokane  Valley Mall
construction loans which mature during 2001.

    Quarterly  distributions  to  the  preferred  unitholders  of approximately
$278,900,  $2,125,600  and  $175,000  are due to the holders of the  Series  A,
Series B and Series C Preferred Units,  respectively,  on  the last day of each
March, June, September and December.

    The Company is currently involved in expansion and renovation  projects  at
several   of   its  properties,  which  will   be  financed  by  the  Operating
Partnership's credit facility.  The Company is also contemplating the expansion
and renovation of  several  of  its  other  existing  properties and additional
development projects and acquisitions as a means to expand  its portfolio.  The
Company  does not expect to generate sufficient funds from operations  to  meet
such long-term  needs  and  intends  to  finance  these costs primarily through
advances under the Operating Partnership's credit facility together with equity
and debt offerings, individual property financing and  selective  asset  sales.
The  availability  of  such  financing will influence the Company's decision to
proceed with, and the pace of, its development and acquisition activities.

      On September 2, 1997, the  Company  and the Operating Partnership filed a
shelf  registration  statement on Form S-3 with  the  Securities  and  Exchange
Commission  for the purpose  of  registering  common  stock,  preferred  stock,
depositary shares, common stock warrants, debt securities and guarantees.  This
registration  statement, when combined with the Company's unused portion of its
previous shelf  registration,  would allow for up to $400 million of securities
to be offered by the Company and the Operating Partnership.  On March 11, 1998,
pursuant to this registration statement,  the Operating Partnership issued $100
million of ten-year senior unsecured notes bearing annual interest at a rate of
7.29%.  The Operating Partnership had entered  into an interest rate protection
agreement in anticipation of issuing these notes  and received $270 as a result
of terminating this agreement making the effective  rate  of  interest on these
notes  7.26%.   Interest  payments  are  due  semi-annually on March  11th  and
September 11th of each year. Principal payments of $25 million are due annually
beginning March 2005.  The proceeds were used to  partially  repay  outstanding
borrowings under the Credit Facility.  At March 31, 2001, the Company  and  the
Operating Partnership had an aggregate of $300 million in registered securities
available under its effective shelf registration statement.

      The  Company  intends  to  fund its distribution, development, expansion,
renovation,  acquisition  and  debt repayment  activities  from  the  Operating
Partnership's credit facility, from other debt and equity financings, including
public financing and from selective  asset sales.  The Company's ratio of debt-
to-total market capitalization was approximately 48% at March 31, 2001.

      Net cash provided by operating activities for the quarter ended March 31,
2001 was $16,298,000 versus $18,394,000  for  the corresponding period of 2000.
Net  income adjusted for non-cash items accounted  for  a  $644,000   increase,
while  changes  in  operating assets and liabilities accounted for a $2,740,000
decrease.

      Net cash used in  investing  activities  for  the quarter ended March 31,
2001 was $7,289,000.  It primarily reflects real estate  assets  investments of
$4,970,000 an increase in restricted cash of $4,109,000 and proceeds  from  the
sale of real estate of $1,790,000.

<PAGE> 14
      Net  cash  used  in  financing activities for the quarter ended March 31,
2001 was $8,164,000.  Cash was received from borrowings of $81,580,000, used to
repay  borrowings in the amount  of  $86,717,000,  used  for  distributions  to
preferred  unitholders in the amount of $2,579,000 and to minority interests in
the amount of $71,000, along with the payment of $377,000 of deferred financing
costs.

      The statements  contained  in this Quarterly Report of Form 10-Q that are
not purely historical fact are forward looking statements, including statements
regarding the Company's expectations,  budgets,  estimates  and contemplations.
Actual   future  performance,  achievements  and  results of Price  Development
Company  Limited  Partnership  may differ materially from  those  expressed  or
implied by such forward-looking  statements  as  a  result  of  such  known and
unknown  risks,  uncertainties,  assumptions  and other factors. Representative
examples  of these factors include, without limitation,  general  industry  and
economic  conditions,  interest  rate  trends,  cost  of  capital  and  capital
requirements,  availability  of  real estate properties, competition from other
companies and venues for the sale/distribution of goods and services, shifts in
customer demands, tenant bankruptcies,  governmental  and public policy changes
and the continued availability of financing in the amounts  and  on  the  terms
necessary to support the future business of the Company.  Readers are cautioned
that  the Company's actual results could differ materially from those set forth
in such forward-looking statements.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      The  Operating  Partnership's  exposure  to  market  risk  is  limited to
fluctuations  in the general level of interest rates on its current and  future
fixed  and variable  rate  debt  obligations.   The  Operating  Partnership  is
vulnerable  to  significant fluctuations in interest rates on its variable rate
debt, on any future  repricing  or  refinancing  of  its fixed rate debt and on
future debt.

      The Operating Partnership uses long-term and medium-term debt as a source
of  capital.   At March 31, 2001, the Operating Partnership  had  approximately
$265,933,000 of  outstanding  fixed  rate  debt,  consisting of $100,387,000 in
unsecured senior notes and $165,546,000 in mortgages  and notes secured by real
estate.  The various fixed rate debt instruments mature  starting  in  the year
2001  through  2095.   The  weighted average rate of interest on the fixed rate
debt was approximately 6.87%  for  the  period ended March 31, 2001.  When debt
instruments of this type mature, the Operating Partnership typically refinances
such debt at the then-existing market interest  rates which may be more or less
than  the  interest  rates  on  the maturing debt. Changes  in  general  market
interest rates will effect the fair  value of the Operating Partnership's fixed
rate debt (i.e. as the interest rates  increase  the  fair  value  of  the debt
decreases  and as interest rates decrease the fair value of the debt increases)
but will not have an effect on the interest rate, interest expense or cash flow
of such debt.   In  addition,  the  Operating Partnership may attempt to reduce
interest rate risk associated with a forecasted issuance of new fixed rate debt
by  entering  into  interest  rate  protection   agreements.    The   Operating
Partnership  has approximately $1,221,000 in fixed rate debt maturing in  2001.
Additionally,  $1,718,000  of scheduled principal amortization payments are due
in 2001.

      The Operating Partnership's  credit  facility  and  existing construction
loans have variable interest rates and any fluctuation in interest  rates could
increase or decrease the Operating Partnership's interest expense.  The  credit
facility borrowings are primarily transacted utilizing a variable interest rate
tied  to  LIBOR,  which  as  of March 31, 2001 was equal to LIBOR plus 90 basis
points.  The interest rate on  the  construction loans as of March 31, 2001 was
equal to LIBOR plus 150 basis points.   The LIBOR rate used is at the Operating
Partnership's option and is based upon the  30,  60  or  90  day LIBOR rate.  A
change  in  the  LIBOR  rate  will effect the Operating Partnership's  interest
expense  and cash flow.  At March  31,  2001,  the  Operating  Partnership  had
approximately  $193,392,000  in  outstanding  variable rate debt.  The weighted
average rate of interest on the variable interest  rate  debt was approximately
7.12%  for  the  period  ended March 31, 2001.  If the interest  rate  for  the
Operating Partnership's variable  rate  debt  increased or decreased by 1%, the
Operating Partnership's subsequent annual interest  rate  expense  on  its then
outstanding variable rate debt would increase or decrease, as the case may  be,
by approximately $1,934,000.

      Due to the uncertainty of fluctuations in interest rates and the specific
actions that might be taken by the Operating Partnership to mitigate the impact
of  such  fluctuations  and  their  possible effects, the foregoing sensitivity
analysis assumes no changes in the Operating Partnership's financial and credit
structure.

<PAGE> 15
                                      PART II

ITEM 1.  LEGAL PROCEEDINGS
         -----------------

      The Operating Partnership is not  aware  of  any  pending  or  threatened
litigation  at  this  time  that  will  have  a  material adverse effect on the
Operating Partnership or any of its properties.


ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS
         -----------------------------------------

      On February 20, 2001, the Operating Partnership  issued  2,500  units  of
limited  partner  interest  to  New  Mexico  I  Partners in connection with its
purchase of land and building at Animas Valley Mall from New Mexico I Partners.
These units were issued in a private transaction  exempt  from the registration
requirements of the Securities Act of 1933, as amended, by  virtue  of  Section
4(2) thereunder.


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
         -------------------------------

         Not applicable.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
         ---------------------------------------------------

         Not applicable.


ITEM 5.  OTHER INFORMATION
         -----------------

         Not applicable.


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

         (a)   Exhibits



<PAGE> 16
<TABLE>
<CAPTION>
                                      EXHIBIT INDEX
EXHIBIT
NUMBER                                 DESCRIPTION
------                                 -----------
<S>             <C>

4.1              Form of Debt Security (4.6)*
4.2              Indenture, dated March 11, 1998, by and between the Operating Partnership and The
                 Chase Manhattan Bank as trustee (4.8)*
4.3              First Supplemental Indenture, dated March 11, 1998, by and between the Operating
                 Partnership and The Chase Manhattan Bank as Trustee (4.9)*
10.1             Second Amended and Restated Agreement of Limited Partnership of Price Development
                 Company, Limited Partnership**
10.2             Agreement of Limited Partnership of Price Financing Partnership, L.P. (10(b))***
10.6             Registration Rights Agreement among the Company and the Limited Partners of Price
                 Development Company, Limited Partnership (10(g))***
10.7             Amendment No. 1 to Registration Rights Agreement, dated August 1, 1995, among the
                 Company and the Limited Partners of Price Development Company, Limited
                 Partnership***
10.8             Exchange Agreement among the Company and the Limited Partners of Price Development
                 Company, Limited Partnership (10(h))***
10.10            Amendment to Groundlease between Price Development Company and Alvin Malstrom as
                 Trustee and C.F. Malstrom, dated December 31, 1985. (Groundlease for Plaza 9400)
                 (10(j))***
10.11            Lease Agreement between The Corporation of the President of the Church of Jesus
                 Christ of Latter Day Saints and Price-James and Assumptions, dated September 24,
                 1979.  (Groundlease for Anaheim Plaza) (10(k))***
10.12            Indenture of Lease between Ambrose and Zelda Motta and Cordova Village, dated July
                 26, 1974, and Amendments and Transfers thereto.  (Groundlease for Fort Union Plaza)
                 (10(l))***
10.13            Lease Agreement between Advance Management Corporation and Price Rentals, Inc. and
                 dated August 1, 1975 and Amendments thereto. (Groundlease for Price Fremont)
                 (10(m))***
10.14            Groundlease between Aldo Rossi and Price Development Company, dated June 1, 1989,
                 and related documents.  (Groundlease for Halsey Crossing) (10(n))***
10.15            First Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership**
10.16            Second Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership**
10.17            Third Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership****
10.18            Fourth Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership*****
10.19            Fifth Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership******
10.20            Sixth Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership*******
-----------------------
        *        Documents were previously filed with the Operating Partnership's Current Report on
                 Form 8-K dated March 12, 1998, under the exhibit numbered in the parenthetical, and
                 are incorporated herein by reference.
       **        Documents were previously filed with the Operating Partnership's Quarterly Report on
                 Form 10-Q for the quarter ended June 30, 1999 and are  incorporated herein by
                 reference.
      ***        Documents were previously filed with the Company's Registration Statement on Form S-
                 11, File No. 33-68844, under the exhibit numbered in the parenthetical, and are
                 incorporated herein by reference.
     ****        Documents were previously filed with the Operating Partnership's Quarterly Report on
                 Form 10-Q for the quarter ended September 30, 1999 and are incorporated herein by
                 reference.
    *****        Document was previously filed with the Company's Annual Report on Form 10-K for the
                 year ended December 31, 1999 and is incorporated herein by reference.
   ******        Document was previously filed with the Company's Quarterly Report on Form 10-Q for
                 the quarter ended March 31, 2000 and is incorporated herein by reference.
  *******        Document was previously filed with the Operating Partnership's Annual Report on Form
                 10-K for the year ended December 31, 2000 and is incorporated herein by reference.
             (B) REPORTS ON FORM 8-K

                 None
</TABLE>

<PAGE> 17
                                  SIGNATURES

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

<TABLE>
<CAPTION>
<S>                                                                     <C>
                                                                        Price Development Company,
                                                                        Limited Partnership
                                                                        (Registrant)
                                                                        by: JP Realty, Inc.,
                                                                        its Sole General Partner


             May 14, 2001                                               /s/ G. Rex Frazier
--------------------------------                                        -----------------------------------
                (Date)                                                  G. Rex Frazier
                                                                        PRESIDENT, CHIEF OPERATING OFFICER,
                                                                        AND DIRECTOR


             May 14, 2001                                               /s/ M. Scott Collins
---------------------------------                                       -----------------------------------
                (Date)                                                  M. Scott Collins
                                                                        VICE PRESIDENT--CHIEF FINANCIAL OFFICER
                                                                        (PRINCIPAL FINANCIAL
                                                                        & ACCOUNTING OFFICER)
</TABLE>


<PAGE>

<TABLE>
<CAPTION>
                                      EXHIBIT INDEX
EXHIBIT
NUMBER                                 DESCRIPTION
------                                 -----------
<S>             <C>

4.1              Form of Debt Security (4.6)*
4.2              Indenture, dated March 11, 1998, by and between the Operating Partnership and The
                 Chase Manhattan Bank as trustee (4.8)*
4.3              First Supplemental Indenture, dated March 11, 1998, by and between the Operating
                 Partnership and The Chase Manhattan Bank as Trustee (4.9)*
10.1             Second Amended and Restated Agreement of Limited Partnership of Price Development
                 Company, Limited Partnership**
10.2             Agreement of Limited Partnership of Price Financing Partnership, L.P. (10(b))***
10.6             Registration Rights Agreement among the Company and the Limited Partners of Price
                 Development Company, Limited Partnership (10(g))***
10.7             Amendment No. 1 to Registration Rights Agreement, dated August 1, 1995, among the
                 Company and the Limited Partners of Price Development Company, Limited
                 Partnership***
10.8             Exchange Agreement among the Company and the Limited Partners of Price Development
                 Company, Limited Partnership (10(h))***
10.10            Amendment to Groundlease between Price Development Company and Alvin Malstrom as
                 Trustee and C.F. Malstrom, dated December 31, 1985. (Groundlease for Plaza 9400)
                 (10(j))***
10.11            Lease Agreement between The Corporation of the President of the Church of Jesus
                 Christ of Latter Day Saints and Price-James and Assumptions, dated September 24,
                 1979.  (Groundlease for Anaheim Plaza) (10(k))***
10.12            Indenture of Lease between Ambrose and Zelda Motta and Cordova Village, dated July
                 26, 1974, and Amendments and Transfers thereto.  (Groundlease for Fort Union Plaza)
                 (10(l))***
10.13            Lease Agreement between Advance Management Corporation and Price Rentals, Inc. and
                 dated August 1, 1975 and Amendments thereto. (Groundlease for Price Fremont)
                 (10(m))***
10.14            Groundlease between Aldo Rossi and Price Development Company, dated June 1, 1989,
                 and related documents.  (Groundlease for Halsey Crossing) (10(n))***
10.15            First Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership**
10.16            Second Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership**
10.17            Third Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership****
10.18            Fourth Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership*****
10.19            Fifth Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership******
10.20            Sixth Amendment to Second Amended and Restated Agreement of Limited Partnership of
                 Price Development Company, Limited Partnership*******
-----------------------
        *        Documents were previously filed with the Operating Partnership's Current Report on
                 Form 8-K dated March 12, 1998, under the exhibit numbered in the parenthetical, and
                 are incorporated herein by reference.
       **        Documents were previously filed with the Operating Partnership's Quarterly Report on
                 Form 10-Q for the quarter ended June 30, 1999 and are  incorporated herein by
                 reference.
      ***        Documents were previously filed with the Company's Registration Statement on Form S-
                 11, File No. 33-68844, under the exhibit numbered in the parenthetical, and are
                 incorporated herein by reference.
     ****        Documents were previously filed with the Operating Partnership's Quarterly Report on
                 Form 10-Q for the quarter ended September 30, 1999 and are incorporated herein by
                 reference.
    *****        Document was previously filed with the Company's Annual Report on Form 10-K for the
                 year ended December 31, 1999 and is incorporated herein by reference.
   ******        Document was previously filed with the Company's Quarterly Report on Form 10-Q for
                 the quarter ended March 31, 2000 and is incorporated herein by reference.
  *******        Document was previously filed with the Operating Partnership's Annual Report on Form
                 10-K for the year ended December 31, 2000 and is incorporated herein by reference.

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