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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q

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

                For the quarterly period ended September 30, 1998

                        Commission file number: 0-24740


                           RESURGENCE PROPERTIES INC.
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)



           MARYLAND                                              13-3757163
--------------------------------------------------------------------------------
(State or other jurisdiction of                               (I.R.S. Employer
incorporation or organization)                               Identification No.)


                           c/o Wexford Management LLC
                   411 West Putnam Avenue, Greenwich, CT 06830
--------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (203) 862-7000
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                                      None
--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)


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 shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date:

As of November 1, 1998, there were 10,000,000 shares of Common Stock,  $0.01 par
value, outstanding.
<PAGE>
                           RESURGENCE PROPERTIES INC.

                                    FORM 10-Q

                                TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION                                               

Item 1.       Financial Statements

                    Unaudited Consolidated Statements of Net Assets in
                    Liquidation as of September 30, 1998 and December 31, 1997  

                    Unaudited Consolidated Statements of Changes in Net Assets
                    in Liquidation for the Three Months ended September 30, 1998
                    and 1997 and for the Nine Months ended September 30, 1998   

                    Unaudited Consolidated Statements of Operations (Going
                    Concern Basis) for the Six Months ended June 30, 1997       

                    Unaudited Consolidated Statement of Cash Flows (Going
                    Concern Basis) for the Six Months ended June 30, 1997       

                    Notes to Unaudited Consolidated Financial Statements        

Item 2.       Management's Discussion and Analysis of Financial Condition
              and Results of Operations                                         


PART II - OTHER INFORMATION

Item 6.       Exhibits and Reports on Form 8-K                              


SIGNATURES                                                                      

<PAGE>
<TABLE>
<CAPTION>
RESURGENCE PROPERTIES INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF NET ASSETS IN LIQUIDATION
(Dollars in thousands except per share amounts)


                                                   September 30,      December 31, 
                                                       1998               1997
                                                   -------------      -----------
<S>                                                   <C>                <C>    
ASSETS

     REAL ESTATE ASSETS ..................            $   302            $17,121

     CASH AND CASH EQUIVALENTS ...........                164                408

     OTHER ASSETS ........................                150               --

     RESTRICTED CASH .....................                500              1,500
                                                      -------            -------

         TOTAL ASSETS ....................              1,116             19,029
                                                      -------            -------


LIABILITIES

     MORTGAGE NOTE PAYABLE ...............               --                4,701

     ESTIMATED COSTS OF LIQUIDATION ......                225                470

     ACCRUED MANAGEMENT DISTRIBUTION .....                 89                555

     REDEEMABLE PREFERRED STOCK ..........               --                  300
                                                      -------            -------

         TOTAL LIABILITIES ...............                314              6,026
                                                      -------            -------

COMMITMENTS AND CONTINGENCIES

NET ASSETS IN LIQUIDATION ................            $   802            $13,003
                                                      =======            =======

NET ASSETS IN LIQUIDATION PER SHARE
      (10,000,000 shares outstanding) ....            $  0.08            $  1.30
                                                      =======            =======

</TABLE>

            See notes to unaudited consolidated financial statements

<PAGE>
<TABLE>
<CAPTION>
RESURGENCE PROPERTIES INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION
(Dollars in thousands)



                                                            For the three months         For the nine months
                                                            Ended September 30,          Ended September 30,
                                                        ---------------------------      -------------------
                                                          1998               1997               1998
                                                        --------           --------           --------
<S>                                                     <C>                <C>                <C>     
Net assets in liquidation, beginning of period          $  7,307           $ 65,053           $ 13,003

Distributions Paid ...........................            (6,500)           (22,500)           (12,500)

Net changes in net assets in liquidation .....                (5)              --                  299
                                                        --------           --------           --------

Net assets in liquidation, end of period .....          $    802           $ 42,553           $    802
                                                        ========           ========           ========

</TABLE>

            See notes to unaudited consolidated financial statements
<PAGE>
<TABLE>
<CAPTION>
RESURGENCE PROPERTIES INC. AND SUBSIDIARIES

UNAUDITED  CONSOLIDATED  STATEMENTS OF OPERATIONS (GOING CONCERN BASIS)
(Dollars in thousands, except share and per share amounts)


                                                                For the six months
                                                                   ended June 30,
                                                                       1997
                                                                      ------
<S>                                                                   <C>   
REVENUES:    
     Minimum rents .........................................          $4,548
     Recoveries from tenants ...............................             819
     Investment income .....................................             280
     Net gain from asset dispositions ......................           3,547
     Other .................................................             236
                                                                      ------
         Total revenues ....................................           9,430
                                                                      ------

EXPENSES:
     Property operations ...................................           2,378
     Interest expense ......................................             233
     Non-income producing assets ...........................              98
     Management fees .......................................             817
     General and administrative ............................             332
     Depreciation and amortization .........................             734
                                                                      ------
         Total expenses ....................................           4,592
                                                                      ------

INCOME BEFORE INCOME TAXES .................................           4,838

     Income Taxes ..........................................            --
                                                                      ------

NET INCOME .................................................          $4,838
                                                                      ======

NET INCOME PER COMMON SHARE (10,000,000 shares outstanding):
                                                                      $ 0.48
                                                                      ======
</TABLE>
            See notes to unaudited consolidated financial statements
<PAGE>
<TABLE>
<CAPTION>
RESURGENCE PROPERTIES INC. AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS (GOING CONCERN BASIS)
(Dollars in thousands)

                                                                For the Six Months
                                                                   ended June 30,
                                                                       1997
                                                                     --------
<S>                                                                  <C>     
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income ................................................          $  4,838
Adjustments to reconcile net income to net cash provided by
   Operating activities:
     Depreciation and amortization:
         Operating real estate properties .................               607
         Other assets .....................................               127
     Net gain from asset dispositions .....................            (3,547)
     Straight-line adjustment for stepped rentals .........               109
     Net changes in operating assets and liabilities ......              (448)
                                                                     --------

         Net cash provided by operating activities ........             1,686
                                                                     --------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Net proceeds from sales of assets ....................            34,555
     Net collections on mortgage loans ....................               299
     Improvements to operating properties .................              (574)
                                                                     --------

         Net cash provided by investing activities ........            34,280
                                                                     --------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Common Stock Dividends ...............................           (25,000)
     Senior debt repayments, net ..........................            (2,490)
     Mortgage loan repayments .............................              (289)
     Preferred stock dividends ............................               (14)
                                                                     --------

         Net cash used for financing activities ...........           (27,793)
                                                                     --------

NET INCREASE IN CASH AND CASH EQUIVALENTS .................             8,173

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD ..........             4,378
                                                                     --------

CASH AND CASH EQUIVALENTS AT END OF PERIOD ................          $ 12,551
                                                                     ========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

     Cash paid for interest ...............................          $    233
                                                                     ========
</TABLE>
            See notes to unaudited consolidated financial statements
<PAGE>
RESURGENCE PROPERTIES INC. AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands, except per share amounts)

A.       ORGANIZATION AND ACCOUNTING POLICIES

         Resurgence  Properties  Inc. and its  subsidiaries  (the "Company") has
         been  engaged in  diversified  real estate  activities.  The Company is
         managed and administered by Wexford Management LLC ("Wexford").

         On April 24, 1997,  the Board of Directors  approved a plan of complete
         liquidation  and  dissolution  of the Company  (the  "Plan")  which was
         approved by a majority vote of the  shareholders on September 26, 1997.
         The key  features of the Plan are:  (1) the  cessation  of all business
         activities,  other than those in  furtherance of the Plan; (2) the sale
         or disposition of all of the Company's assets;  (3) the satisfaction of
         all   outstanding   liabilities;   (4)  the   payment  of   liquidating
         distributions  to  shareholders  in complete  redemption  of the Common
         Stock;  and  (5)  the  authorization  of  the  filing  of  Articles  of
         Dissolution.  As a result  of the  adoption  of the Plan,  the  Company
         adopted the  liquidation  basis of accounting  effective  July 1, 1997,
         whereby assets are valued at their estimated net realizable  values and
         liabilities  are  stated at their  estimated  settlement  amounts.  The
         valuation  of  assets  and  liabilities  requires  many  estimates  and
         assumptions by management and there are  substantial  uncertainties  in
         carrying out the  provisions of the Plan.  The amount and timing of any
         liquidating  distributions  will  depend  upon  a  variety  of  factors
         including, but not limited to, the actual proceeds from the sale of any
         of  the  Company's  assets,  the  ultimate  settlement  amounts  of the
         Company's  liabilities  and  obligations,   actual  costs  incurred  in
         connection  with carrying out the Plan,  including  management fees and
         administrative  costs during the liquidation  period, and the timing of
         the liquidation and dissolution.  Accruals totaling  approximately $225
         have been recorded as of September  30, 1998 for the  estimated  future
         costs of liquidating the Company which include, but are not limited to,
         costs of disposing of the  Company's  remaining  assets and general and
         administrative costs through the estimated conclusion of liquidation.

         The accompanying financial statements,  notes and discussions should be
         read in conjunction with the consolidated financial statements, related
         notes and discussions  contained in the Company's annual report on Form
         10-K for the year ended December 31, 1997.

         The  interim  financial  information  contained  herein  is  unaudited;
         however,  in the opinion of management,  all adjustments  necessary for
         the fair presentation of such financial information have been included.

         The December 31, 1997 year-end  balance sheet data presented herein was
         derived from  audited  financial  statements,  but does not include all
         disclosures required by generally accepted accounting principles.

 B.      RESTRICTED ASSETS

         The  Company  believes  that in  addition  to the  costs  and  expenses
         associated  with  facilitating  the plan,  it is necessary to set aside
         cash or other assets as a Contingency Reserve of approximately $500. No
<PAGE>
         liability  has been  accrued  for  such  contingencies.  Following  the
         payment,  satisfaction or other resolution of such  contingencies,  the
         Plan provides  that any amounts  remaining in the  Contingency  Reserve
         shall be distributed to the Company's stockholders.

C.       REAL ESTATE ASSETS

         Real estate  assets at September  30, 1998  consists of a mortgage note
         which the Company sold to the mortgagor on October 29, 1998 for $305.

D.       ASSET SALES

         During the first  quarter  ended March 31,  1998,  the Company sold the
         Lawrenceville  Industrial  Campus and land  assets for net  proceeds of
         approximately  $4,606 and on July 23, 1998,  the Company sold the Cross
         Creek  Business  Center for net  proceeds of  approximately  $12,025 of
         which $4,410 was applied toward the full repayment of the mortgage loan
         (Note E).

E.       MORTGAGE NOTE PAYABLE

         The  mortgage  note  payable  represents  a 9.75% per annum  fixed rate
         non-recourse  first  mortgage  note  maturing on  September 1, 1998 and
         collateralized by the Cross Creek Business Center. This note was repaid
         on July 23, 1998. (Note D)

F.       MANAGEMENT AGREEMENT

         The Management Agreement with Wexford was indefinitely  extended during
         1998 on a month to month basis subject to  cancellation by either party
         for any reason upon 30 days prior written  notice.  The  Management Fee
         for  1998 was $10 for the  month  of  January  and $22 per  month  from
         February  through  July.  The fee has been reduced to $11 per month for
         the remainder of 1998.

G.       ACCRUED MANAGEMENT DISTRIBUTION

         Pursuant to the approved Plan of Liquidation,  management distributions
         are  payable in the amount  equal to ten  percent of all  distributions
         made to  stockholders  of the  Company  in  excess  of $8.50  per share
         (inclusive  of the $2.50 per share  dividend  paid on April 14,  1997).
         Including  the  distribution  paid on August  14,  1998  (Note H) total
         distributions paid to date is $8.95 per share. Management distributions
         of $500  were  paid on  August  14,  1998  and $89 were  accrued  as of
         September 30, 1998.

H.       LIQUIDATING DISTRIBUTION

         On July 27, 1998 the Board of Directors  declared the fifth liquidating
         distribution  of $.65 per share to Common  shareholders of record as of
         August 6,  1998.  This  distribution  was paid on August 14,  1998.  In
         addition,  the Board of Directors also authorized the Company to redeem
         all of the  outstanding  Series I Preferred  Stock (300,000  shares) on
         August  14,  1998 at $1.00 per share  plus all  undeclared  and  unpaid
         dividends thereon.
<PAGE>
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following  section  includes a discussion and analysis of the results of the
Company for the six months ended September 30, 1998.

Plan of Liquidation

          On April 24, 1997, the Board of Directors  approved a plan of complete
liquidation  and dissolution of the Company (the "Plan") which was approved by a
majority vote of the shareholders on September 26, 1997. The key features of the
Plan are:  (1) the  cessation of all  business  activities,  other than those in
furtherance  of the Plan;  (2) the sale or  disposition  of all of the Company's
assets; (3) the satisfaction of all outstanding liabilities;  (4) the payment of
liquidating  distributions to shareholders in complete  redemption of the Common
Stock; and (5) the  authorization of the filing of Articles of Dissolution.  The
amount and timing of any liquidating distributions will depend upon a variety of
factors including,  but not limited to, the actual proceeds from the sale of any
of the  Company's  assets,  the  ultimate  settlement  amounts of the  Company's
liabilities and  obligations,  actual costs incurred in connection with carrying
out the Plan,  including  management  fees and  administrative  costs during the
liquidation period, and the timing of the liquidation and dissolution.  Accruals
totaling  approximately $225,000 have been recorded as of September 30, 1998 for
the estimated future costs of liquidating the Company which include, but are not
limited to, costs of disposing of the Company's remaining assets and general and
administrative  costs  through the  estimated  conclusion  of  liquidation.  The
Company  believes  that in addition to the costs and  expenses  associated  with
facilitating the Plan, it is necessary to set aside a Contingency Reserve in the
amount  of  approximately  $500,000.  No  liability  has been  accrued  for such
contingencies.  Following the payment,  satisfaction or other resolution of such
contingencies,  the Plan provides that any amounts  remaining in the Contingency
Reserve shall be distributed to the Company's stockholders.

Year 2000 Compliance

         Because the Company is in the final stages of its  liquidation,  it has
not  undertaken  any  studies to  determine  whether  its systems or those third
parties with which it does significant  business are vulnerable to the Year 2000
Compliance  issue.  Management,  however,  believes  that  the  Company  will be
liquidated before the Year 2000 Compliance issue could have a material impact on
its financial position or operations.

Results of Operations - General

          The Company has disposed of  substantially  all of its portfolio.  The
future  performance  of the  Company's  portfolio  of assets  will be subject to
prevailing  economic  conditions  and to financial,  business and other factors,
including the future  performance of the real estate market, the availability of
<PAGE>
financing to prospective asset purchasers,  the timing of the liquidation of the
Company and to other factors  beyond the Company's  control.  For these reasons,
the  results  of the  Company's  operations  from  period to  period  may not be
comparable.

          During the first  quarter  ended March 31, 1998,  the Company sold the
Lawrenceville   Industrial   Campus  and  land   assets  for  net   proceeds  of
approximately  $4,606,000.  On July 23,  1998,  the Company sold the Cross Creek
Business  Center  for  net  proceeds  of  approximately   $12,025,000  of  which
$4,410,000 was applied toward the full repayment of the mortgage loan.

Liquidity and Capital Resources

         The  Company's  primary  objectives  are to liquidate its assets in the
shortest time period possible while realizing the maximum values for such assets
and reduction of operating costs. Although the Company considers its assumptions
and estimates as to the values and timing of such liquidations to be reasonable,
the period of time to liquidate the assets and  distribute  the proceeds of such
assets  is  subject  to   significant   business,   economic   and   competitive
uncertainties and contingencies, many of which are beyond the Company's control.
 
         The Company's  remaining real estate asset was sold on October 29, 1998
for  $305,000.   After  satisfying  it's  remaining  obligations,   the  Company
anticipates  making a final liquidating  distribution to shareholders at the end
of January 1999.

         On July 27, 1998, the Board of Directors declared the fifth liquidating
distribution of $.65 per share to common  shareholders of record as of August 6,
1998 and approved the redemption of all of the Series I Preferred Stock (300,000
shares) at $1.00 per share plus all  undeclared  and unpaid  dividends  thereon.
This  distribution  and preferred stock  redemption was paid on August 14, 1998.
The source of funds for such dividend and redemption was from the cash generated
from the sale of the Cross Creek Business Center.
<PAGE>


                           PART II - OTHER INFORMATION


Item 6.             Exhibits and Reports on Form 8-K:

                    (a)   Exhibits:  None


                    (b)   Reports on Form 8-K:  None



<PAGE>


                                   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.

                                    Resurgence Properties Inc.



Date: November 10, 1998             By:  /s/ Joseph M. Jacobs
                                         ---------------------
                                         Joseph M. Jacobs
                                         Chief Executive Officer and President
                                         (Duly Authorized Officer)




Date: November 10, 1998             By: /s/ Jay L. Maymudes
                                        --------------------
                                        Jay L. Maymudes
                                        Chief Financial Officer, Vice President
                                        and Secretary (Principal Financial and
                                        Accounting Officer and Duly Authorized
                                        Officer)