UNITED STATES 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, 2000

                                           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>



                                         INDEX
                                         -----


<TABLE>
<CAPTION>
PART I:  FINANCIAL INFORMATION                                                                        PAGE
------------------------------                                                                        ----
<S>       <C>                                                                                 <C>
Item 1.    Financial Statements                                                                    3
           Condensed Consolidated Balance Sheet as of March 31, 2000
            and December 31, 1999                                                                  4
           Condensed Consolidated Statement of Operations for the Three Months
            Ended March 31, 2000 and 1999                                                          5
           Condensed Consolidated Statement of Cash Flows
            for the Three Months Ended March 31, 2000 and 1999                                     6
           Notes to 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                             14

PART II:   OTHER INFORMATION
---------------------------
Item 1.    Legal Proceedings                                                                      15
Item 2.    Changes in Securities and Use of Proceeds                                              15
Item 3.    Defaults Upon Senior Securities                                                        15
Item 4.    Submission of Matters to a Vote of Security Holders                                    15
Item 5.    Other Information                                                                      15
Item 6.    Exhibits and Reports on Form 8-K                                                       15
</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 and the information incorporated  by  reference  herein may
constitute forward-looking statements and as such may involve known and unknown
risks,  uncertainties  and  other  factors  which may cause the actual results,
performance and achievements of Price Development  Company, Limited Partnership
to  be  materially different from future results, performance  or  achievements
expressed or implied by 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 for the year ended December
31, 1999, including the financial statements and notes thereto.

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

<TABLE>
<CAPTION>
                                                                           (UNAUDITED)
                                                                            ---------
                                                                            MARCH 31,                DECEMBER 31,
                                                                              2000                       1999
                                                                        -----------------            ---------------
<S>                                                                    <C>                         <C>
ASSETS
Real Estate Assets, Including Assets Under Development
 of $21,551 and $18,389                                                 $         884,548           $        876,388
 Less:  Accumulated Depreciation                                                 (140,798)                  (135,027)
                                                                        -----------------           ----------------
    Net Real Estate Assets                                                        743,750                    741,361
Cash                                                                                5,332                      7,767
Restricted Cash                                                                     4,290                      3,149
Other Assets                                                                       21,993                     23,949
                                                                        -----------------           ----------------
                                                                        $         775,365           $        776,226
                                                                        =================           ================
LIABILITIES AND PARTNERS' CAPITAL
Borrowings                                                              $         444,911           $        438,241
Accounts Payable and Accrued Expenses                                              14,388                     16,716
Distributions Payable                                                               9,511                         --
Other Liabilities                                                                     878                        847
                                                                        -----------------           ----------------
                                                                                  469,688                    455,804
                                                                        -----------------           ----------------
Minority Interest                                                                   2,186                      2,429
                                                                        -----------------           ----------------
Commitments and Contingencies
Partners' Capital
  General Partner                                                                 169,179                    182,951
  Preferred Limited Partners                                                      104,571                    104,571
  Limited Partners                                                                 29,741                     30,471
                                                                        -----------------           ----------------
                                                                                  303,491                    317,993
                                                                        -----------------           ----------------
                                                                        $         775,365           $        776,226
                                                                        =================           ================
</TABLE>


                              See accompanying notes to financial statements.

<PAGE> 4
                    PRICE DEVELOPMENT COMPANY, LIMITED PARTNERSHIP
                    CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                      (UNAUDITED)
                  (IN THOUSANDS, EXCEPT PER PARTNERSHIP UNIT AMOUNTS)

<TABLE>
<CAPTION>
                                                                         FOR THE THREE MONTHS ENDED MARCH 31,
                                                                        ----------------------------------------
                                                                              2000                    1999
                                                                        ----------------         ---------------
<S>                                                                    <C>                      <C>
Revenues
  Minimum Rents                                                         $         24,817         $        24,954
  Percentage and Overage Rents                                                       437                     424
  Recoveries from Tenants                                                          7,449                   6,768
  Interest                                                                           152                     123
  Other                                                                               44                     142
                                                                        ----------------         ---------------
                                                                                  32,899                  32,411
                                                                        ----------------         ---------------
Expenses
  Operating and Maintenance                                                        5,627                   5,446
  Real Estate Taxes and Insurance                                                  3,676                   3,308
  General and Administrative                                                       1,619                   1,794
  Depreciation                                                                     6,358                   5,247
  Amortization of Deferred Financing Costs                                           408                     423
  Amortization of Deferred Leasing Costs                                             172                     168
  Interest                                                                         7,449                   7,359
                                                                        ----------------         ---------------
                                                                                  25,309                  23,745
                                                                        ----------------         ---------------
                                                                                   7,590                   8,666


Minority Interest in Income of Consolidated Partnerships                             213                  (1,023)
Gain on Sale of Real Estate                                                          243                      --
                                                                        ----------------         ---------------
Net Income                                                              $          8,046         $         7,643
Preferred Unit Distribution                                                       (2,405)                     --
                                                                        ----------------         ---------------
Net Income Available to Common Unitholders                              $          5,641         $         7,643
                                                                        ================         ===============

Basic Earnings Per Partnership Unit                                     $           0.28         $          0.36
                                                                        ================         ===============

Diluted Earnings Per Partnership Unit                                   $           0.28         $          0.36
                                                                        ================         ===============

Basic Weighted Average Number of Partnership Units Outstanding                    20,173                  21,318
Add:  Dilutive Effect of Stock Options                                                 1                      37
                                                                        ----------------         ---------------
Diluted Weighted Average Number of Partnership Units Outstanding                  20,174                  21,355
                                                                        ================         ===============

</TABLE>

                              See accompanying notes to 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,
                                                                    -------------------------------------
                                                                          2000                 1999
                                                                    ---------------       ---------------
<S>                                                                <C>                   <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES                           $        18,394       $        13,218
                                                                    ---------------       ---------------
CASH FLOWS FROM INVESTING ACTIVITIES
 Real Estate Assets, Developed or Acquired,
  Net of Accounts Payable                                                   (13,456)               (9,719)
 Proceeds from the Sale of Real Estate                                          292                    --
 Increase in Restricted Cash                                                 (1,141)                 (679)
                                                                    ---------------       ---------------
    Net Cash Used in Investing Activities                                   (14,305)              (10,398)
                                                                    ---------------       ---------------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from Borrowings                                                      7,000                10,427
Repayment of Borrowings                                                        (330)              (11,153)
Distributions to Preferred Unitholders                                       (2,405)                   --
Distributions to Minority Interests                                             (30)                  (16)
Deferred Financing Costs                                                       (127)                 (130)
Repurchase of Common Units                                                  (10,632)                   --
                                                                    ---------------       ---------------
    Net Cash Used in Financing Activities                                    (6,524)                 (872)
                                                                    ---------------       ---------------

Net (Decrease) Increase in Cash                                              (2,435)                1,948
Cash, Beginning of Period                                                     7,767                 5,123
                                                                    ---------------       ---------------
Cash, End of Period                                                 $         5,332       $         7,071
                                                                    ===============       ===============
</TABLE>


                              See accompanying notes to financial statements.

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

1.  BUSINESS SUMMARY 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 82% general partner interest in, the Operating
Partnership.   As  calculated,  the  Company's percentage  of  general  partner
interest in the Operating Partnership  was  based  on the number of outstanding
common units of limited partner interest (excluding outstanding preferred units
of limited partner interest) on March 31, 2000.  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 interim financial data for the three-months  ended  March  31, 2000 and
1999  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.   Certain  amounts   in   the  1999  financial  statements  have  been
reclassified to conform to the 2000 presentation.

    On January 1, 2000, the Company  stopped  accruing  revenues for Percentage
and  Overage  Rents  based  upon  recent  accounting  guidance  issued  by  the
Securities  and  Exchange  Commission  in  Staff  Accounting  Bulletin No.  101
"Revenue Recognition".  Prior to the issuance of the Staff Accounting  Bulletin
No.  101  "Revenue  Recognition," the Company recognized percentage and overage
rents revenue monthly  on  an  accrual basis based on estimated annual amounts.
Under the new guidance percentage  and  overage  rents revenue is recognized in
the interim periods in which the specified target  that triggers the contingent
rental income is achieved.

    As  a  result of adopting the Staff Accounting Bulletin  No.  101  "Revenue
Recognition," percentage and overage rents revenue and total revenues decreased
$578 during  the three months ended March 31, 1999, which will be recognized in
the  fourth quarter.   In  addition,  if  the  change  in  revenue  recognition
described  above  had  not been made, the net income for the three months ended
March 31, 1999 would have  been  $6,837 or $0.39 per basic and diluted earnings
per share.

2.  BORROWINGS
<TABLE>
<CAPTION>
                                                                               MARCH 31,
                                                                                 2000
                                                                            --------------
<S>                                                                        <C>

Notes, unsecured; interest at 7.29%, maturing 2005 to 2008                  $      100,000
Credit facility, unsecured; weighted average interest at 6.95% during               98,000
2000, due in 2000
Mortgage payable, secured by real estate; interest at 6.68%, due in 2008            83,207
Notes, secured by real estate; interest at 6.37%, due in 2001                       61,223
Construction loan, secured by real estate; interest at 7.50% as of March
31, 2000, due in 2001                                                               43,792
Construction loan, secured by real estate; interest at 7.63% as of March
31, 2000, due in 2001                                                               41,600
Mortgage payable, secured by real estate; interest at 8.5%, due in 2000             12,074
Other notes payable, secured by real estate; interest ranging from 7.0% to
9.99%, maturing 2000 to 2095                                                         5,015
                                                                            --------------
                                                                            $      444,911
                                                                            ==============
</TABLE>

      On October 16, 1997, the Operating Partnership obtained a $150,000 three-
year unsecured credit facility (the  "Credit  Facility")  from  a  syndicate of
banks.  On December 18, 1997, the amount was increased to $200,000.  The Credit
Facility has

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

2.    BORROWINGS (CONTINUED)

a  three-year   term  and  bears  interest,  at  the  option  of  the Operating
Partnership,  at one, or a combination, of (i) the higher of the federal  funds
rate plus 50 basis  points or the prime rate, or (ii) LIBOR plus a spread of 70
to 130 basis points.  The LIBOR
spread is determined  by  the  Operating  Partnership's  credit  rating  and/or
leverage ratio.  The Credit Facility also includes a competitive bid option  in
the  amount  of  $100,000 which will allow the Operating Partnership to solicit
bids for borrowings  from  the bank syndicate.  The Credit Facility is used for
general corporate purposes including  stock  repurchase,  development,  working
capital,  repayment  of  indebtedness and/or amortization payments.  The Credit
Facility contains restrictive covenants, including limitations on the amount of
secured and unsecured debt,  and requires the Operating Partnership to maintain
certain financial ratios.  At  March 31, 2000, the Operating Partnership was in
compliance with all these covenants.   The Credit Facility is due October 2000,
at which time the Operating Partnership  intends  to  renew  or  refinance  the
Credit Facility.

      The  $100,000  notes have an interest rate of 7.29% payable semi-annually
on March 11th and September  11th  of each year.  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 of these notes 7.24%.

3.    PRO FORMA FINANCIAL INFORMATION

      The following unaudited pro forma summary financial information  for  the
three  months  ended  March  31,  2000  and  1999,  is presented as if the 1999
issuances of Series A and Series B preferred units by the Operating Partnership
(Note 4) had been consummated as of January 1, 1999.
<TABLE>
<CAPTION>
                                                           FOR THE THREE MONTHS ENDED MARCH 31,
                                                           ------------------------------------
                                                                2000                1999
                                                           ---------------     ---------------
<S>                                                       <C>                 <C>
Total Revenues                                             $        32,899     $        32,411
Net Income                                                 $         5,641     $         6,780
Basic Earnings Per Partnership Unit                        $          0.28     $          0.32
Diluted Earnings Per Partnership Unit                      $          0.28     $          0.32
</TABLE>

      The pro forma financial information summarized  above  is  presented  for
information  purposes  only and may not be indicative of what actual results of
operations would have been  had  the  1999  issuances  of Series A and Series B
preferred  units  had  been  completed  as  of  the  beginning of  the  periods
presented,  nor  does  it purport to represent the results  of  operations  for
future periods.

4.  PARTNERS' CAPITAL

    The following table  summarizes changes in partners' capital since December
31, 1999:

<TABLE>
<CAPTION>
                                                                              PREFERRED           COMMON
                                                           GENERAL             LIMITED            LIMITED
                                                           PARTNER            PARTNERS            PARTNERS           TOTAL
                                                         -----------         -----------        -----------      ----------
<S>                                                     <C>                 <C>                <C>              <C>
Partners' Capital at December 31, 1999                       182,951         $   104,571        $    30,471      $  317,993
Conversion of Limited Partners' Interests                          1                  --                 (1)             --
Distributions Accrued                                         (7,766)                 --             (1,745)         (9,511)
Net Income                                                     4,625               2,405              1,016           8,046
Preferred Unit Distribution                                       --              (2,405)                --          (2,405)
Repurchase of Common Units                                   (10,632)                 --                 --         (10,632)
                                                         -----------         -----------        -----------      ----------
Partners' Capital at March 31, 2000                      $   169,179         $   104,571        $    29,741      $  303,491
                                                         ===========         ===========        ===========      ==========
</TABLE>

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

4.    PARTNERS' CAPITAL (CONTINUED)

      On April 23, 1999, the  Operating  Partnership  issued  510,000  Series A
8.75% cumulative redeemable preferred units ("Series A Preferred Units")  in  a
private  placement.   Each Series A Preferred Unit represents a unit of limited
partner interest with a liquidation value of twenty-five dollars per unit.  The
Operating Partnership used  the  net  proceeds of approximately $12,345 for the
partial repayment of borrowings outstanding under the Credit Facility.  On July
28,  1999,  the Operating Partnership also  issued  3,800,000  Series  B  8.95%
cumulative redeemable preferred units ("Series B Preferred Units") in a private
placement.  Each  Series  B Preferred Unit represents a unit of limited partner
interest with a liquidation value of twenty-five dollars per unit.  The Company
used  the  proceeds  of  approximately  $92,226  to  repay  $90,000  borrowings
outstanding under the Credit  Facility  and increase operating cash.  Quarterly
dividends to the holders of the Series A  and  Series B Preferred Units are due
on the last day of each March, June, September and  December.   For  the period
ending  March  31,  2000, distributions for the Series A and Series B Preferred
Units were approximately $279 and $2,126, respectively.

      In  October 1999,  the  Board  of  Trustees  authorized  the  Company  to
repurchase  up  to  $25,000  of  the Company's Common Stock through open market
purchases and private transactions.  Through December 31, 1999, the Company had
repurchased approximately 856,600  shares  of  Common Stock for a total cost of
approximately $14,366.  During the quarter ended  March 31, 2000, approximately
606,500  additional  shares of stock were purchased for  $10,632.   All  shares
which have been repurchased  have  been  retired.   The  Operating  Partnership
repurchased  an  equivalent  number  of  Operating  Partnership Units from  the
Company.

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 SFAS 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,  1999.  Segment data
includes  total  revenues  and  property  net  operating income (revenues  less
operating and maintenance expense, real estate taxes  and insurance expense and
advertising and promotion 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  eight  states
containing  approximately  10,291,000  square feet of total gross leasable area
("GLA") and which range in size from approximately  296,000 to 1,171,000 square
feet of total GLA.

    The  community  center segment consists of 25 properties  in  seven  states
containing  approximately   3,362,000   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
where the Company's headquarters is located.

<PAGE> 9

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

5.  SEGMENT INFORMATION (CONTINUED)

    The  table  below presents information about  the  Operating  Partnership's
reportable segments for the quarters ending March 31:
<TABLE>
<CAPTION>
                                            REGIONAL            COMMUNITY          COMMERCIAL
                                              MALLS              CENTERS           PROPERTIES            OTHER           TOTAL
                                            ----------         -----------         -----------        -----------     -----------
<S>                                        <C>                <C>                 <C>                <C>             <C>
2000
----
Total Revenues                              $   26,258         $     4,554         $     1,898        $       189     $    32,899
Property Operating Expenses (1)                 (7,749)             (1,125)               (425)                (4)         (9,303)
                                            ----------
Property NOI (2)                                18,509               3,429               1,493                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

1999
----
Total Revenues                              $   24,103         $     6,360         $     1,724        $       224       $  32,411
Property Operating Expenses (1)                 (7,350)             (1,000)               (404)                --          (8,754)
                                            ----------         -----------         -----------        -----------       ---------
Property NOI (2)                                16,753               5,360               1,320                224          23,657
Unallocated Expenses (3)                            --                  --                  --            (14,991)        (14,991)
Unallocated Minority Interest (4)                   --                  --                  --             (1,023)         (1,023)
Consolidated Net Income                             --                  --                  --                 --           7,643
Additions to Real Estate Assets                  6,592               2,625                 469                 26           9,712
Total Assets (6)                               607,695              81,993              31,152             16,904         737,744
</TABLE>
---------------------
(1)  Property operating expenses consist of operating, maintenance, real estate
     taxes and insurance  expenses  as  listed  in  the  condensed 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 condensed consolidated statement  of
     operations.
(4)  Unallocated minority  interest  includes  minority  interest  in income of
     consolidated   partnerships   as  listed  in  the  condensed  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 125 and 200 common
units of limited partner interest  having  a  recorded  value  of  $1  and  $2,
respectively,  into  shares of common stock during the three months ended March
31, 2000 and 1999, respectively.
<TABLE>
<CAPTION>
                                                                 MARCH 31,                 MARCH 31,
                                                                   2000                      1999
                                                               -----------              -------------
<S>                                                           <C>                      <C>
SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTIONS
The following non-cash transactions occurred:
Distributions Accrued For General Partner Not Paid             $     7,766              $       8,184
Distributions Accrued For Limited Partners Not Paid            $     1,745              $       1,710
</TABLE>

<PAGE> 10

7.  SUBSEQUENT EVENT

    On May 1, 2000, the  Operating  Partnership  issued  320,000 Series C 8.75%
cumulative redeemable preferred units (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, to pay down the borrowings under the
Credit  Facility.  The Series C Preferred Units, which may be redeemed  by  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 B 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.

<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 Operating Partnership 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, operating,
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 an 82% controlling general partner
interest  in,  Price  Development  Company, Limited Partnership ("the Operating
Partnership")  as  of  March 31, 2000.  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 freestanding
retail property and six mixed-use commercial properties.

    The Company's operations in 2000 were positively  impacted  by  the October
20, 1999 opening of the Mall at Sierra Vista, the November 11, 1999 opening  of
a sixteen screen Cinemark Theater at Provo Towne Center, the expansion at Boise
Towne   Plaza  as  well  as  its  other  development  activities.   Development
activities  added  a  combined 473,700 square feet of total gross leasable area
("GLA") to the retail portfolio  (46,500 in June 1999, 6,000 in September 1999,
335,000 in October 1999, 74,000 in November 1999 and 12,200 in December 1999).

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

REVENUE RECOGNITION

    On  January  1,  2000, the Company stopped accruing revenues for Percentage
and  Overage  Rents  based  upon  recent  accounting  guidance  issued  by  the
Securities  and Exchange  Commission  in  Staff  Accounting  Bulletin  No.  101
"Revenue Recognition."   Prior to the issuance of the Staff Accounting Bulletin
No. 101 "Revenue Recognition,"  the  Company  recognized percentage and overage
rents revenue monthly on an accrual basis based  on  estimated  annual amounts.
Under  the  new guidance percentage and overage rents revenue is recognized  in
the interim periods  in which the specified target that triggers the contingent
rental income is achieved.

    As a result of adopting  the  Staff  Accounting  Bulletin  No. 101 "Revenue
Recognition," percentage and overage rents revenue and total revenues decreased
$578 during the three months ended March 31, 1999, which will be  recognized in
the  fourth  quarter.   In  addition,  if  the  change  in  revenue recognition
described  above had not been made, the net income for the three  months  ended
March 31, 1999  would  have been $6,837 or $0.39 per basic and diluted earnings
per share.


RESULTS OF OPERATIONS

    COMPARISON OF THREE MONTHS ENDED MARCH 31, 2000 TO THREE MONTHS ENDED MARCH
31, 1999 (DOLLARS IN THOUSANDS)

    Total revenues for the  three months ended March 31, 2000 increased $488 or
2% to $32,899 as compared to  $32,411 in 1999.  Minimum rents decreased $137 or
1% to $24,817 as compared to $24,954  in  1999.   The decrease is a result of a
one-time,  non-cash, lease termination settlement of  $1,957  occurring  during
1999.  Excluding  the  $1,957  one-time,  non-cash transaction in 1999, minimum
rents  increased  $1,820 or 8%.  Additionally,  percentage  and  overage  rents
increased $13 or 3% to $437 as compared to $424 in 1999.

    The October 20,  1999 opening of the Mall at Sierra Vista, the November 11,
1999 opening of Cinemark  Theater  at  Provo  Towne Centre and the expansion of
Boise Towne Plaza contributed $855 to the minimum rent increase.  Minimum rents
for the remaining property portfolio increased  $965  in  2000  as  compared to
1999.

    Revenues recognized from straight-line rents were $397 in 2000 as  compared
to $280 in 1999.

<PAGE> 12

    Recoveries  from  tenants  increased  $681 or 10% to $7,449 as compared  to
$6,768  in  1999.   Property  operating  expenses,   including   operating  and
maintenance, and real estate taxes and insurance increased $181 or  3% and $368
or  11%  respectively.   The  opening of the Mall at Sierra Vista, the Cinemark
Theater  at  Provo  Towne  Centre  and  the  expansion  of  Boise  Towne  Plaza
contributed  $238  to  recoveries from  tenants,  $238  to  property  operating
expenses, including operating  and  maintenance,  and $155 to real estate taxes
and insurance.  Recoveries from tenants as a percentage  of  property operating
expenses were 80% compared to 77% in 1999.

    Depreciation and amortization increased $1,100 or 19% to $6,938 as compared
to $5,838 in 1999.  This increase is primarily due to the opening  of  the Mall
at Sierra Vista and the increases in newly developed GLA.

    Interest  expense  increased  $90 or 1% to $7,449 as compared to $7,359  in
1999.  This increase resulted from  higher  interest  rates on lower borrowings
and  a  decrease  in  capitalized  interest  due  to completed  GLA.   Interest
capitalized on projects under development was $380  in 2000 as compared to $505
in 1999.

    The Operating Partnership completed two preferred  unit transactions in the
second  and  third  quarters  of  1999  which  resulted  in  net   proceeds  of
approximately  $104,571.   The  Company  used approximately $102,300 to  reduce
borrowings.  The reduction of net income for  the  quarter ended March 31, 2000
associated with issuing the preferred units was $845.

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"), JP Realty, Inc. is required to distribute to  its stockholders at
least 95% of its "Real Estate Investment Trust Taxable Income,"  as  defined in
the  Code.   During  the  quarter ended March 31, 2000, the Company declared  a
distribution of $.48 per share  payable  April 18, 2000 to the stockholders and
unitholders of record as of April 6, 2000.

    The  Company's  principal  source  of  liquidity  is  its  cash  flow  from
operations generated from its real estate investments.   As  of March 31, 2000,
the Company's cash and restricted cash amounted to approximately  $9.6 million.
In addition to its cash and restricted cash, unused capacity under  its  Credit
Facility totaled $92.5 million at March 31, 2000.

    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 Credit Facility.

    The Operating Partnership's principal long-term liquidity requirements will
be  the  repayment  of  principal  on  its  outstanding  secured  and unsecured
indebtedness.  At March 31, 2000, the Operating Partnership's total outstanding
indebtedness was approximately $444.9 million.  Such indebtedness included: (i)
the  outstanding balance on the $200 million Credit Facility which equaled  $98
million  at March 31, 2000 and is due October 2000; (ii) the $12.1 million 8.5%
note secured  by real estate, which requires a balloon payment of approximately
$11.9 million in  October  2000; (iii) the $61.2 million 6.37% notes secured by
real  estate  which  mature in  January  2001;  (iv)  the  Provo  Towne  Centre
construction loan of approximately $43.8 million which is due in July 2001; (v)
the Spokane Valley Mall  construction  loan  of  $41.6  million which is due in
August  2001;  (vi)  the  $100 million senior notes principal  payable  at  $25
million a year beginning March  2005;  and  (vii) the $83.2 million 6.68% first
mortgage, which requires a balloon payment of  approximately  $73.0  million in
September 2008.

    On April 23, 1999, the Operating Partnership issued 510,000 8.75%  Series A
preferred  units  ("Series  A  Preferred  Units") in a private placement.  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 net proceeds of approximately $12.3 million for the partial  repayment
of  borrowings  outstanding  under the Credit Facility.  On July 28, 1999,  the
Operating Partnership also issued  3,800,000  Series  B  8.95%  preferred units
("Series B Preferred Units") in a private placement.  Each Series  B  Preferred
Unit  represents  a  limited  partnership interest with a liquidation value  of
twenty-five dollars per unit.  The Company used proceeds of approximately $92.2
million  to  repay  $90 million in  borrowings  outstanding  under  the  Credit
Facility  and  increase   operating  cash.   On  May  1,  2000,  the  Operating
Partnership issued 320,000  Series C 8.75% preferred units ("Series C Preferred
Units") in a private placement.   Each  Series  C  Preferred  Unit represents a
limited  partner interest with a liquidation value of twenty-five  dollars  per
unit.  The  Company  used  the  gross proceeds of $8 million to pay transaction
costs and for the partial repayment  of borrowings outstanding under the Credit
Facility.  Quarterly distributions of  approximately  $278,900,  $2,125,600 and
$175,000

<PAGE> 13

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.

    Additional  long-term capital needs of the Company relate to the  expansion
of NorthTown Mall,  an  enclosed  regional mall in Spokane, Washington, through
its consolidated partnership Price  Spokane,  Limited Partnership.  The project
is  expected  to  be  completed  in the third quarter  of  2000  and  will  add
approximately 100,000 square feet  of  GLA.   At  March 31, 2000, the Operating
Partnership  had  expended  an  aggregate of approximately  $14.0  million  for
expansion  costs  and  anticipates expending  an  additional  $6.3  million  to
complete the project, which will be funded by the Credit Facility.  The Company
is currently involved in  smaller  expansion  and  renovation  projects  of its
properties, which will also be financed by the Credit Facility.

    The  Company  is also contemplating the expansion and renovation of several
of its 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 Credit  Facility
together with equity and debt offerings and individual property financing.  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  7.24%.  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,  2000,  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 its Credit Facility
as well as other debt and  equity financings, including public financings.  The
Company's ratio of debt-to-total market capitalization was approximately 49% at
March 31, 2000.


ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
          -----------------------------------------------------------

    The Operating Partnership's  exposure  to  market  risk  is  limited to the
impact  of  fluctuations in the general level of interest rates on its  current
and future fixed and variable rate debt obligations. Even though its philosophy
is to maintain  a  fairly  low tolerance to interest rate fluctuation risk, the
Operating Partnership is still vulnerable, however, 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,  2000,  the  Operating  Partnership had approximately
$261,519,000  of fixed rate debt, consisting of $100,000,000  unsecured  senior
notes and $161,519,000  in  mortgages  and  notes  secured by real estate.  The
various fixed rate debt instruments mature starting  in  the  year 2000 through
2095.  The  average  rate  of interest on the fixed rate debt was approximately
7.0% for the period ended March  31,  2000.  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. 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 $12,120,000 in fixed rate debt maturing in 2000.

    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. At March 31,
2000, the Operating Partnership  had  approximately $183,392,000 in outstanding
variable rate debt. The weighted average  rate  of  interest  on  the  variable
interest rate debt was approximately 7.3% for the period ended March 31,  2000.
If  the  interest  rate  for  the  Operating  Partnership's  variable rate debt
increased or decreased by 1% during 2000, the Operating Partnership's  interest
rate  expense on its outstanding variable rate debt would increase or decrease,
as the case may be, by approximately $1,834,000.

<PAGE> 14

    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 structure.

                                        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 May 1, 2000, the Operating Partnership sold 320,000 Series C
Preferred Units to SSB Tax Advantage Exchange Fund I, LLC for a purchase price
of $8,000,000.  The Series C Preferred Units were issued in a private
transaction exempt from the registration requirements of the Securities Act of
1933 by virtue of Section 4(2) thereunder.  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 11,  2010  or  earlier  under  certain
circumstances.

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> 15

<TABLE>
<CAPTION>
EXHIBIT
NUMBER                                 DESCRIPTION
------                                 -----------
<S>        <C>     <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))***
10.3                Loan Agreements related to Mortgage Debt and related documents (10(c))***
            i)      Deed of Trust, Mortgage, Security Agreement and Assignment of Leases and Rents of Price
                    Financing Partnership, L.P.
            ii)     Intentionally Omitted
            iii)    Indenture between Price Capital Corp. and a Trustee
            iv)     Limited Guarantee Agreement (Guarantee of Collection) for outside investors
            v)      Limited Guarantee Agreement (Guarantee of Collection) for Price Group Investors
            vi)     Cash Collateral Account Security, Pledge and Assignment Agreement among Price Financing
                    Partnership, L.P., Price Capital Corp. and Continental Bank N.A.
            vii)    Note Issuance Agency Agreement between Price Capital Corp. and Price Financing
                    Partnership, L.P.
            viii)   Management and Leasing Agreement among Price Financing Partnership, L.P. and Price
                    Development Company, Limited Partnership
            ix)     Assignment of Management and Leasing Agreement of Price Financing Partnership, L.P.
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
27.1                Financial Data Schedule
----------------------
                  * 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.
               **** Document was previously filed with Operating Partnership's Quarterly Report on Form 10-Q for the quarter ended
                    September 30, 1999 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, 1999 and is incorporated herein by reference.
(b)                 CURRENT REPORTS ON FORM 8-K
                    None
</TABLE>

<PAGE> 16
                                  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 thereunto duly authorized.

<TABLE>
<CAPTION>
                                                                        Price Development Company,
                                                                        Limited Partnership
                                                                          (Registrant)
<S>                                                                     <C>



             May 12, 2000                                               /s/ G. Rex Frazier
--------------------------------------                                  ---------------------------------------
                (Date)                                                  G. Rex Frazier
                                                                        PRESIDENT, CHIEF OPERATING OFFICER,
                                                                        AND DIRECTOR


             May 12, 2000                                               /s/ M. Scott Collins
--------------------------------------                                  ---------------------------------------
                (Date)                                                  M. Scott Collins
                                                                        VICE PRESIDENT--CHIEF FINANCIAL OFFICER
                                                                        (PRINCIPAL FINANCIAL
                                                                        & ACCOUNTING OFFICER)
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
EXHIBIT
NUMBER                                DESCRIPTION
------                                -----------
<S>        <C>     <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))***
10.3                Loan Agreements related to Mortgage Debt and related documents (10(c))***
            i)      Deed of Trust, Mortgage, Security Agreement and Assignment of Leases and Rents of Price
                    Financing Partnership, L.P.
            ii)     Intentionally Omitted
            iii)    Indenture between Price Capital Corp. and a Trustee
            iv)     Limited Guarantee Agreement (Guarantee of Collection) for outside investors
            v)      Limited Guarantee Agreement (Guarantee of Collection) for Price Group Investors
            vi)     Cash Collateral Account Security, Pledge and Assignment Agreement among Price Financing
                    Partnership, L.P., Price Capital Corp. and Continental Bank N.A.
            vii)    Note Issuance Agency Agreement between Price Capital Corp. and Price Financing
                    Partnership, L.P.
            viii)   Management and Leasing Agreement among Price Financing Partnership, L.P. and Price
                    Development Company, Limited Partnership
            ix)     Assignment of Management and Leasing Agreement of Price Financing Partnership, L.P.
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
27.1                Financial Data Schedule
--------------------------
                  * 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.
               **** Document was previously filed with Operating Partnership's Quarterly Report on Form 10-Q for the quarter ended
                    September 30, 1999 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, 1999 and is incorporated herein by reference.
(b)                 CURRENT REPORTS ON FORM 8-K
                    None
</TABLE>