FORM 10-Q

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934

FOR QUARTER ENDED DECEMBER 31, 1999 COMMISSION FILE NUMBER 0-
    12895

ALL-STATE PROPERTIES L.P.
(Exact name of registrant as specified in its charter)


       Delaware        59-2399204
(State or other jurisdiction or   (I.R.S. Employer
 incorporation or organization)   Identification No.)


5500 NW 69th Avenue, Lauderhill, FL          33319
(Address of principal executive offices)        (Zip Code)

Mailing address:
    P.O. Box 5524, Fort Lauderdale, FL 33310-5524

Registrant's telephone number, including area code (954) 572-2113



Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(D) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the Registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.

                             YES  X       NO


Indicate the number of limited partnership units outstanding as of
the latest practicable date.


         Class                  Outstanding at December 31, 1999

 Limited Partnership Units               3,118,303 Units





















ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)

* * * * * * * * * * * * * *

FINANCIAL STATEMENTS AND SCHEDULES
SIX MONTHS ENDED DECEMBER 31, 1999










         Page 1
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)



I N D E X

ITEM     DESCRIPTION    NUMBER

PART I   Index     1

    Financial Information:
    Condensed Balance Sheets -
    December 31, 1999 and June 30, 1999     2

    Condensed Statements of Operations -
    Three Months and Six Months ended
            December 31, 1999 and 1998 3

    Condensed Statements of Cash Flows -
    Six Months ended December 31, 1999
    and 1998  4

    Financial Data Schedule  5

    Notes to Condensed Financial Statements -
    December 31, 1999 and 1998                   6

    Management's Discussion and Analysis of
    the Financial Condition and Results of
    Operations - December 31, 1999                  7

    Condensed Financial Information for City
    Planned Communities and Unicom Partnership,
    Ltd., 50% and 49-1/2% owned Real Estate
    Partnerships, respectively - December 31,
            1999, 1998, and June 30, 1999       8-9

    Exhibit - Computation of Income (Loss) per
    partnership Unit - six months ended
            December 31, 1999 and 1998 10

PART II  Other Information   11

    Signatures     12





    Page 2
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED BALANCE SHEETS
DECEMBER 31, 1999 AND JUNE 30, 1999
(UNAUDITED)


                                        DECEMBER             JUNE
                                        31, 1999      30, 1999

Assets

Cash     $     12,203   $    20,425
Other assets       1,210          1,210

Total Assets  $      13,413  $     21,635

Liabilities and Partners' Capital
 (Deficit)

Liabilities:
   Notes payable - related party  $    210,580   $    194,805
   Notes payable        599,432        573,225
   Accounts payable and other
    liabilities         36,957          30,474
   4% convertible subordinated
    debentures due 1989      2,595,976      2,563,433
   Partnership distributions payable        252,496        252,496

    $    3,695,441 $    3,614,433

Deficiency in real estate joint
 venture $    1,015,561 $    1,015,561

Partners' Deficit  $    (4,470,330)    $    (4,383,983)

Notes receivable - officers/partners   $    (227,259) $  (224,376)

         $    (4,697,589)    $    (4,608,359)

Total Liabilities and Partners'
 Capital (Deficit) $     13,413   $        21,635















See notes to financial statements.






              Page 3
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1999 AND 1998
(UNAUDITED)

<TABLE>
<CAPTION>

         THREE MONTHS ENDED       SIX MONTHS ENDED
            DECEMBER 31,        DECEMBER 31
         1 9 9 9        1 9 9 8   1 9 9 9   1 9 9 8
<S>      <C>       <C>       <C>       <C>
REVENUES:


    Partnership loss    $    -    $    (8,015)   $    -    $    (13,915)

    Other income        1,577          1,964          3,264          3,898

         $    1,577     $    (6,051)$  3,264     $    (10,017)

    Total Net Revenues
     (Expenses)    $    1,577     $    (6,051)$  3,264     $    (10,017)

COST AND EXPENSES:

    Selling, general and
     administrative     $    13,954    $    40,037    $    24,632    $    46,095
    Interest       32,191         28,858         64,985         57,715

         $    46,145    $    68,895    $    89,617    $    103,810


NET LOSS $    (44,568)  $    (74,946)$ (86,353)  $(113,827)

NET (LOSS) INCOME PER
 PARTNERSHIP UNIT     (0.01)    (0.03)     (0.03)         (0.04)

CASH DISTRIBUTIONS PER
 UNIT        NONE           NONE            NONE       NONE

</TABLE>















See notes to financial statements.





              Page 4
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED DECEMBER 31, 1999 AND 1998
(UNAUDITED)

           1 9 9 9        1 9 9 8
CASH FLOW FROM OPERATING ACTIVITIES:
    Cash received from other activities     $    734  $    1,370
    Cash paid for selling, general and
    administrative expenses       (18,143)       (11,460)
    Interest paid       -         -

    Net Cash Provided (Used) by
       Operating Activities  $     (17,409) $    (10,090)

CASH FLOW FROM FINANCING ACTIVITIES:
    Proceeds from notes receivable -
   related party - net                 $    9,187     $    7,974

    Net Cash Provided (Used) by
       Financing Activities  $    9,187     $    7,974

NET INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS  $    (8,222)   $    (2,116)

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF YEAR       20,425        4,037

CASH AND CASH EQUIVALENTS AT END
 OF PERIOD    $     12,203   $    1,921

RECONCILIATION OF NET (LOSS)
 TO NET CASH PROVIDED (USED) BY
 OPERATING ACTIVITIES:

    Net (loss)     $     (86,353) $    (113,827)

CHANGES IN ASSETS AND LIABILITIES:
    (Increase) decrease in accounts
     receivable and other assets  $    -    $    1,664
    Increase in accrued interest
     receivable         (2,883)        (2,820)
    Decrease in equity in partnerships      -         13,915
    Increase in accounts payable and
     accrued expenses        6,489          32,971
    Increase in 4% convertible
     debentures interest          32,543         32,542
    Increase (decrease)in notes
     payable       26,207         18,937
    Increase in note payable - CPC          6,588          14,502

     Total Adjustments  $     68,944   $    111,711

NET CASH PROVIDED (USED) BY
 OPERATING ACTIVITIES   $    (17,409)  $    (2,116)


See notes to financial statements.






              Page 5
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
FINANCIAL DATA SCHEDULE
SIX MONTHS ENDED DECEMBER 31, 1999 AND
THREE MONTHS ENDED SEPTEMBER 30, 1999
(UNAUDITED)




                    DECEMBER       SEPTEMBER
                    31, 1999      30, 1999
EXHIBIT 27

Cash               $    12,203    $    20,379
Receivables                       1,210          1,210
Total Assets                 13,413         21,589
Notes Payable                810,012        794,260
Convertible Subordinated
 Debentures                  2,595,976      2,579,705
Partners' Deficit                 (4,470,330)         (4,425,768)
Total Liabilities and
 Partners' Deficit                13,413         21,589
Total Revenues                    3,264          1,687
Total Cost and Expenses                89,617         43,472
Net Income (Loss)                 (86,353)       (41,785)
Loss Per Partnership Unit                   (0.03)         (0.015)































See notes to financial statements.


Page 6
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
SIX MONTHS ENDED DECEMBER 31 1999 AND 1998
(UNAUDITED)




1.  The financial statement information for the six months ended
December 31, 1999 and 1998 is unaudited. However, the
information contained therein reflects all adjustments which
are, in the opinion of management, necessary to present a fair
statement of the results of the interim period.

    On November 3, 1986, Wimbledon Development Ltd. (a limited
partnership) was formed to construct and sell condominium units
on land acquired from All-State Properties L.P. (hereafter "the
Company"). The Company has a 99% limited partnership interest
in Wimbledon Development Ltd. and the remaining ownership is
being held by a corporation controlled by the president of the
Company. The Corporation is the general partner of the
partnership and is responsible for the management of Wimbledon
Development Ltd. The Company includes in its accounts the
assets, liabilities, revenues and expenses of Wimbledon
Development Ltd. All significant intercompany accounts and
transactions have been eliminated.

2.  On September 20, 1984 the stockholders of All-State Properties
Inc. ("All-State") approved a plan of liquidation. Pursuant to
the plan, All-State distributed its interest in City Planned
Communities ("CPC") and its other assets to a limited
partnership, All-State Properties L.P., in exchange for units
of limited partnership interest which were then distributed to
the stockholders.

    The liquidation of All-State Properties Inc. and the related
transfer of assets and liabilities to the new limited
partnership was accounted for under the pooling of interest
method. Under this method all assets and liabilities were
transferred to the newly formed limited partnership at
historical costs. Prior to the transfer, All-State acquired
1,240,700 shares of its common stock from its largest
stockholder. The acquisition of these shares resulted in a
charge to stockholders' equity of $5,250,000 which caused the
newly-formed limited partnership to commence operations with a
negative partners' capital account. This negative partners'
capital will be eliminated as income is recognized from CPC.

3.  Unicom Partnership, Ltd. ("Unicom") (a limited partnership) was
formed in October 1986 to acquire land from "CPC" for the
purpose of constructing and operating a 324 unit adult rental
retirement project. All-State and entities under common control
with other partners of "CPC" have a 99% limited partnership
interest in Unicom. Accordingly, the beneficial owners of
Unicom are substantially the same as those of "CPC". Therefore,
the financial statements for CPC and Unicom are presented on a
combined basis to offer a complete representation of the
related entities.






                        Page 7
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
DECEMBER 31, 1999


FINANCIAL CONDITION

    Registrant's source of working capital consists of cash
received from borrowings and loans received from Unicom Partnership
Ltd. No cash was available for distribution during the six months
ended December 31, 1999.

    In consideration of cash advances made and services rendered by
certain individuals to Unicom, Unicom agreed to distribute 26.76%
(including 5% to the general partner of the Company) of any of its
cash that becomes available for distribution to those individuals.
The balance of any cash that becomes available for distribution up
to $13,351,210 will be distributed to the Company and Newnel
Partnership for the benefit of CPC.  After $13,351,210 is
disbursed, remaining cash will be distributed 26.76% to the
aforementioned individuals and the remainder as follows:

     1.34% to F. Trace, Inc., the former general partner of Unicom
    49.33% to Newnel Partnership
     3.58% to certain individuals who made cash advances to Unicom
          on behalf of the Company
   45.75% to the Company

  100.00%

    Subsequently, of the holders of the 26.76%, individuals
receiving 23.27% were admitted as limited partners of Unicom, with
the 3.49% remaining as non-partner distributees. Restating the
above to reflect the admission of the aforesaid individuals as
limited partners, the cash flow available for distribution after
the payment of the $13,351,210 will be distributed as follows:

         3.49% to the non-partner distributees

          As to the partners:

    1.00% to F. Trace, Inc., the former general partner of
                Unicom
   23.27% to the newly admitted limited partners
   36.12% to Newnel Partnership.
   36.12% to the Company (including 2.62% given to certain
           individuals who made cash advances to Unicom on
                behalf of the Company)

  100.00%

    The amount of the distribution to be received by the Company is
the same under both of the above calculations.











                        Page 8
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
DECEMBER 31, 1999




FINANCIAL CONDITION (Continued)

    In addition, CPC assigned 9.00% of any of its cash that becomes
available for distribution to certain individuals for funds
advanced by them to CPC.

    Certain individuals advanced funds to the Company. In
consideration of those advances, the Company assigned to those
individuals 10.23% of distributions received by it from CPC, after
deducting the amounts necessary to repay the funds advanced by
them.

Results of operations for the six months ended December 31, 1999
were a penny a share less than the six month period ended December
31, 1998 due to a reduction in selling, general and administrative
expenses.









                        Page 9
CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIPS
CITY PLANNED COMMUNITIES & UNICOM PARTNERSHIP, LTD.
CONDENSED COMBINED BALANCE SHEETS
DECEMBER 31, 1999 AND JUNE 30, 1999
(UNAUDITED)
<TABLE>
<CAPTION>




          DECEMBER         JUNE
          31, 1999       30, 1999
<S>      <C>       <C>
ASSETS:
Property and equipment - net of
 depreciation $    25,897,961     $    26,296,778
Cash          1,702,019      1,526,882
Cash-restricted         747,619        734,986
Real estate held for sale (cost)       9,666          9,666
Deferred and prepaid expenses          1,118,397      1,457,164
Other assets       511,161        571,678
Notes receivable - related party       314,140        -

    Total     $    30,300,963     $    30,597,154

LIABILITIES AND PARTNERS' CAPITAL
 (DEFICIT):
Mortgage payable, including
 accrued interest  $27,049,346         $26,985,002
Accounts payable and other
 liabilities       1,844,448      2,031,219
Notes payable - related parties          261,596        380,627
Unamortized interest mortgage
 modification      2,237,348      2,276,756
Option deposits         4,500,000      4,500,000
Note payable        55,062        27,413
Partners' capital (deficit)       (5,646,837)         (5,603,863)
    Total     $    30,300,963     $    30,597,154

</TABLE>

















See notes to financial statements.






                   Page 10

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIPS
CITY PLANNED COMMUNITIES & UNICOM PARTNERSHIP, LTD.
CONDENSED COMBINED PROFIT AND LOSS INFORMATION
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 1999 AND 1998
(UNAUDITED)



<TABLE>
<CAPTION>

         THREE MONTHS ENDED           SIX MONTHS ENDED
            DECEMBER 31,                DECEMBER 31,
         1 9 9 9        1 9 9 8          1 9 9 9        1 9 9 8
         <C>       <C>       <C>       <C>
<S>
REVENUES:
Rental   $    -    $    -    $    -    $    -
Interest and
 other        8,429          4,773          14,352         9,610
Lease income       1,369,304      1,217,469      3,204,232      2,358,278
   Total $    1,377,733 $    1,222,242 $    3,218,584 $    2,367,888

EXPENSES:
General and
 administra-
 tive    $     367,903  $    221,763   $    700,804   $    394,826
Interest      556,641        501,810        1,137,989      1,092,048
Depreciation
 and amortiza-
 tion         261,722        253,722        523,445        507,445
Taxes and
 insurance         230,015         226,218       530,937        345,259

         $    1,416,281 $1,203,513     $    2,893,175 $    2,339,578
NET PROFIT
 (LOSS)  $    (38,548)  $    18,729    $    325,409 $ 28,310


</TABLE>
















See notes to financial statements.







              Page 11
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
EXHIBIT - COMPUTATION OF INCOME (LOSS) PER PARTNERSHIP UNIT
SIX MONTHS ENDED DECEMBER 31, 1999 AND 1998
(UNAUDITED)





            1 9 9 9      1 9 9 8

Partnership units outstanding          3,118,303      3,118,303

Net Income (Loss)  $      (86,353)     $    (113,827)

Net Income (Loss) Per Partnership
 Unit    $      (0.03) $     (0.04)








































See notes to financial statements.






              Page 12
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
PART II - OTHER INFORMATION




ITEM 1 - Legal Proceedings

    A limited partnership in which the Company is the limited
partner has been named as a defendant in a lawsuit
seeking all damages allowable under the Florida Wrongful
Death Act. On or about April 17, 1998, one of the
decedents was operating a motor vehicle in the parking
lot of a condominium developed by the defendant limited
partnership when she drove said vehicle into a canal
abutting but not part of the condominium property. The
other decedent was a passenger in said vehicle.

    The Company does not believe it has any liability.

ITEM 2 - Changes in Securities

    There were no changes in the right of limited partners
during the quarter covered by this report.

ITEM 3 - Defaults Upon Senior Securities

    There were no defaults by Registrant on its senior
securities during the quarter covered by this report.

ITEM 4 - Submission of Matters to Vote of Security Holders

    No matters were submitted during the quarter covered by
this report to a vote of limited partners.

ITEM 5 - Other Information

    None

ITEM 6 - Exhibits and Reports on Form 8-K

    (a)  Exhibit - Computation of earnings per partnership
unit.

    (b)  Exhibit - Form 8-K filed October 8, 1999,
incorporated by reference.



























                             Page 13




SIGNATURES



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


         ALL-STATE PROPERTIES L.P.



                                By:  __________________________
                                           STANLEY ROSENTHAL
                                            General Partner


Dated: February 12,2000