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 EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 1999

                                       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:  0-5537

                        INVESTMENT PROPERTIES ASSOCIATES
             ------------------------------------------------------
             (Exact Name of registrant as specified in its charter)

A New York Limited Partnership                           13-2647723
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                     60 East 42nd Street, New York, New York
                    ----------------------------------------
                    (Address of principal executive offices)

                                      10165
                                   ----------
                                   (Zip Code)

       Registrant's telephone number, including area code: (212) 687-6400

     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  |_|

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be  filed by  Section  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.

Yes  |_|      No  |_|

     820,000 Participations in Limited Partnership Interest
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

                                    I N D E X

                                                                 Page Number
                                                                 -----------
Item 1.   Financial Statements.
          Balance Sheets                                              3

          Statement of Operations                                     4

          Statement of Cash Flows                                     5

          Notes to Financial Statements                               6

Item 2.   Management's Discussion and Analysis                        8
          Of Financial Condition and Results of
          Operations.

Item 3.   Quantitative and Qualitative Disclosures about              9
          Market Risk.

          Signatures                                                 10


                                      -2-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

Item 1. Financial Statements.

                                  BALANCE SHEET

                    AS AT JUNE 30, 1999 AND DECEMBER 31, 1998

<TABLE>
<CAPTION>
                                                              JUNE 30, 1999  DECEMBER 31, 1998
                                                               (Unaudited)         (Note)
                                                              -------------  -----------------
<S>                                                           <C>              <C>
ASSETS
Real estate, at cost                                          $ 70,798,757     $ 71,323,688
     Less:  Accumulated depreciation and amortization           44,239,085       44,261,629
                                                              ------------     ------------
                                                                26,559,672       27,062,059

     Less:  Allowance for loss on impairment of real estate      2,733,895        2,733,895
                                                              ------------     ------------
                                                                23,825,777       24,328,164
Cash and cash equivalents                                        7,934,471       13,831,031
Due from managing agent (Helmsley-Spear, Inc.)
     including tenants' security deposits of
     $1,651,883 (1999) and $1,614,898 (1998)                     4,535,682        2,375,753
Receivables, principally from rentals                              420,837          471,968
Deferred rent receivable                                         1,583,819        1,045,707
Other deferred charges including deferred leasing
     commissions                                                 8,079,102        7,709,611
                                                              ------------     ------------
                                                              $ 46,379,688     $ 49,762,234
                                                              ============     ============
LIABILITIES AND PARTNERS' CAPITAL (DEFICIENCY)

Accounts payable                                              $  1,060,452     $  1,155,069
Accrued real estate taxes                                        1,574,574        3,067,023
Accrued interest                                                   140,132          155,025
Distributions payable to General Partners,
     Special Limited Partners and Limited Partner                   81,672       10,884,318
Sundry liabilities and other accrued expenses                      806,157        2,072,198
Mortgages payable                                               21,847,488       23,847,488
Deposits and rents received in advance                           1,694,584        1,859,300
                                                              ------------     ------------
                                                                27,205,059       43,040,421
                                                              ------------     ------------
Partners' Capital (Deficiency):

     General Partners                                           (2,582,156)      (2,768,948)
     Special Limited Partners                                  (15,286,032)     (21,325,648)
     Limited Partner (represented by the equivalent
         of 820,000 Participation Interests)                    37,042,817       30,816,409
                                                              ------------     ------------
                                                                19,174,629        6,721,813
                                                              ------------     ------------

                                                              $ 46,379,688     $ 49,762,234
                                                              ============     ============
</TABLE>

Note: The Balance  Sheet as at  December  31,  1998 has  been  derived  from the
      audited financial statements at that date.

See Notes to Financial Statements.


                                      -3-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

                             STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
                                                      FOR THE SIX MONTHS ENDED   FOR THE THREE MONTHS ENDED
                                                      ------------------------   --------------------------
                                                    JUNE 30, 1999 JUNE 30, 1998  JUNE 30, 1999 JUNE 30, 1998
                                                    ------------- -------------  ------------- -------------
<S>                                                  <C>           <C>           <C>           <C>
Revenues:
Gross revenues from real estate                      $15,743,510   $23,283,136   $ 7,849,392   $11,676,858
Interest                                                 273,184        92,814       108,373        29,207
                                                     -----------   -----------   -----------   -----------
                                                      16,016,694    23,375,950     7,957,765    11,706,065
                                                     -----------   -----------   -----------   -----------
Expenses:
Leasehold rentals                                           --         277,828          --         130,917
Real estate taxes                                      2,375,592     4,616,009     1,165,818     2,292,874
Interest on mortgages                                    877,081     2,261,110       431,196     1,103,614
Other Expenses                                         4,878,407     9,756,992     2,421,479     5,013,309
Co-owners share of income                                   --          22,613          --          13,630
Depreciation and amortization of real estate             918,689     1,410,711       456,643       697,608
Amortization of mortgage refinancing costs                 1,593          --            --            --
                                                     -----------   -----------   -----------   -----------
                                                       9,051,362    18,345,263     4,475,136     9,251,952
                                                     -----------   -----------   -----------   -----------
Income before items shown below                        6,965,332     5,030,687     3,482,629     2,454,113
Gain on Sale of Ground Lease                                --         611,700          --            --
Gain on Sale of Real Estate                            5,621,956          --       5,621,956          --
                                                     -----------   -----------   -----------   -----------
                                                     $12,587,288   $ 5,642,387   $ 9,104,585   $ 2,454,113
Payments required under the Limited
     Partnership Agreement:
     To the Limited Partner                                7,500         7,500         3,750         3,750
     To the General and Special Limited Partners         126,972       167,466        63,486        83,733
                                                     -----------   -----------   -----------   -----------

                                                         134,472       174,966        67,236        87,483
                                                     -----------   -----------   -----------   -----------
Net Income transferred to Partners' Capital
  Accounts                                           $ 2,452,816   $ 5,467,421   $ 9,037,349   $ 2,366,630
                                                     ===========   ===========   ===========   ===========


Net Income allocable as follows
  (based on terms of the Limited
  Partnership Agreement):
     General Partners                                $   186,792   $    82,011   $   135,560   $    35,499
     Special Limited Partners                          6,039,616     2,651,700     4,383,115     1,147,816
     Limited Partner (represented by the
       equivalent of 820,000 Participation
         Interests - unchanged during the periods)     6,226,408     2,733,710     4,518,674     1,183,315
                                                     -----------   -----------   -----------   -----------

                                                     $12,452,816   $ 5,467,421   $ 9,037,349   $ 2,366,630
                                                     -----------   -----------   -----------   -----------
Per Participation Interest:
     Net Income                                      $    7.5932   $    3.3338   $    5.5106   $    1.4431
                                                     ===========   ===========   ===========   ===========
</TABLE>

See Notes to Financial Statements.


                                      -4-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

                                    UNAUDITED
                             STATEMENT OF CASH FLOWS

            FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND JUNE 30, 1998

<TABLE>
<CAPTION>
                                                                 1999            1998
                                                             ------------    ------------
<S>                                                          <C>             <C>
OPERATING ACTIVITIES:
  Net income                                                 $ 12,452,816    $  5,467,422
  Adjustments to reconcile net income to net
    cash provided by operating activities:
      Depreciation and amortization of real estate                918,689       1,410,711
      Gain on Sale of Ground Lease                                   --          (611,700)
      Gain on Sale of Real Estate                              (5,621,956)           --
      Amortization of deferred leasing commissions                399,546         563,204
      Changes in operating assets and liabilities:
         (Increase) in due from managing agent                 (2,159,929)       (432,868)
         (Increase) Decrease in receivables                      (486,981)        383,414
         Decrease (Increase) in other deferred charges           (779,374)        859,078
         (Decrease) in accounts payable                           (94,617)       (555,683)
         (Decrease) in accrued real estate tax                 (1,492,449)       (412,653)
         (Decrease) in accrued interest                           (14,893)        (33,847)
         (Decrease) Increase in sundry and other
            Accrued expenses                                   (1,266,041)        339,351
         (Decrease) in deposits and rents
            Received in advance                                  (164,716)        (20,597)
                                                             ------------    ------------

       Net Cash Provided by Operating Activities                1,690,095       6,955,832
                                                             ------------    ------------
INVESTING ACTIVITIES:
  Property improvements                                          (924,684)     (1,068,136)
  Net Proceeds from Sale of Real Estate                         6,140,675       1,298,000
                                                             ------------    ------------
       Net Cash Provided by Investing Activities                5,215,991         229,864
                                                             ------------    ------------

FINANCING ACTIVITIES:
  Distributions of net operating revenues to General
    Partners, Special Limited Partners and Limited Partner    (10,802,646)     (4,895,255)
  Principal payments on mortgage payable                       (2,000,000)     (2,000,000)
                                                             ------------    ------------
       Net Cash (Used in) Financing Activities                (12,802,646)     (6,895,255)
                                                             ------------    ------------
       (Decrease) Increase in Cash and
          Cash Equivalents                                     (5,896,560)        290,441

Cash and Cash Equivalents at Beginning of Year                 13,831,031       2,240,190
                                                             ------------    ------------
Cash and Cash Equivalents at June 30                         $  7,934,471    $  2,530,631
                                                             ============    ============
Supplemental disclosure of cash flow information:
     Cash paid during the year for interest                  $    891,974    $  2,294,956
                                                             ============    ============
</TABLE>


                                      -5-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE 1

As  permitted  by the  Securities  and  Exchange  Commission,  the  accompanying
Unaudited  Financial  Statements and footnotes have been condensed and therefore
do not  contain  all  disclosures  required  by  generally  accepted  accounting
principles.  Reference  should be made to the Company's  Annual Report Form 10-K
for the year ended  December 31, 1998,  filed with the  Securities  and Exchange
Commission.

NOTE 2

In the opinion of the Company,  the accompanying  Unaudited Financial Statements
contain all adjustments (consisting only of normal recurring accruals) necessary
to present  fairly its financial  position as of June 30, 1999 and 1998, and the
results of operations for the six months then ended.

NOTE 3

The results of  operations  for the six months  ended June 30, 1999 and 1998 are
not necessarily indicative of the results to be expected for the full year.

NOTE 4 - Taxes

The net income for Federal  income tax purposes is  $12,026,369  (June 30, 1999)
and $5,920,763  (June 30, 1998) as compared with net income of  $12,452,816  and
$5,467,421  respectively,   as  shown  in  the  statement  of  operations.   The
differences result principally from (a) rents received in advance and recognized
currently for income tax purposes,  and (b) differences in depreciation  expense
resulting  from  differences  in the basis of real estate for tax and  financial
reporting purposes.

NOTE 5 - Mortgages Payable

During the six months ended June 30, 1999, the Company made  principal  payments
in the  aggregate  amount of  $2,000,000,  reducing  the  mortgage  balance from
$23,847,488  as of  January  1, 1999 to  $21,847,488  as of June 30,  1999.  The
payments  were  applied  to the  properties  at 261 Fifth  Avenue  and 245 Fifth
Avenue, New York, New York.

The $8,000,000 first mortgage loan on 1328 Broadway Building, New York, New York
(in which the  Company has a 50% tenancy in common  interest)  which  became due
initially on November  24, 1997 was extended to April 30, 1999,  at the interest
rate of 8.5% per annum.

Although the mortgage  matured on April 30, 1999, the mortgagee has continued to
bill the property for interest  only at the rate of 8.5% per annum.  The Company
has paid interest through August 31, 1999.


                                      -6-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS
                                   (Continued)

NOTE 6 - Sale of Mojud Building

On April 14, 1999,  the Company sold the Mojud Building in Long Island City, New
York for  $6,500,000.  The sales  proceeds  are to be used to pay the  Company's
mortgage debt, closing costs, other commitments and future  distributions to the
partners. In connection with this transaction,  the Company recognized a gain on
sale of approximately $5,622,000.

NOTE 7 - Subsequent Events

The Company sold the Midland Savings Building, Midland, Texas on August 30, 1999
for  $300,000.  The sales  proceeds  have  been  reserved  to pay the  Company's
mortgage debt, closing costs, other commitments and future  distributions to the
partners.


                                      -7-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

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

Gross revenue from rentals for 1999 decreased  approximately  32.38% as compared
to  1998.  The  decrease  was  primarily  due to the  sale of the  five  Chicago
properties (the "Chicago  Properties") in 1998 and the Mojud Building,  New York
on April 14, 1999 offset in part by an increase in the rental among the New York
properties.

The increase in interest  income was due to the proceeds  received from the sale
of the Chicago  Properties and the Mojud Building  invested in  Certificates  of
Deposit and Commercial Paper.

The  decrease  in other  expenses  in 1999 as  compared  to 1998 is  principally
attributable to the sale of the Chicago Properties and the Mojud Building.

The decrease in real estate taxes was primarily  attributable to the sale of the
Chicago Properties and the Mojud Building.

The decrease in leasehold rentals was due to the sale of the ground lease of the
Chicago Properties.

The decrease in interest  expense was due to the  repayment of notes  payable to
the partners and mortgage principal balance.

The decrease in depreciation  and  amortization of real estate was primarily due
to the sale of the Chicago Properties and the Mojud Building.

Liquidity and Capital  Resources - The Company's cash generated from  operations
plus its ability to refinance certain mortgage  obligations  provide it with the
resources  needed  to  meet  its  anticipated  obligations  including  operating
expenses, mortgage amortization and required distributions to partners.


                                      -8-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

Item 3. Quantitative and Qualitative Disclosure About Market Risk.

      The  Company  is  exposed  to  interest  rate  risk on its  variable  rate
mortgages.   On  June  30,  1999,   the  Company  had  total  mortgage  debt  of
approximately  $21,847,488 of which approximately  $17,847,000 (or approximately
82%) is at a variable  rate.  The effect of a 1% change in the interest rates on
the Company's  mortgage debt would have resulted in a change in interest expense
of  approximately  $116,000 for the six months  ended June 30, 1999.  All of the
Company's mortgage debt is scheduled to mature within the next 12 months. If the
Company elects to refinance such mortgage debt upon maturity,  the Company would
seek to manage  its  interest  rate risk  through  the use of fixed rate debt or
interest rate  derivatives in  conjunction  with variable rate debt. The Company
believes that it can refinance  such  mortgage debt at  commercially  reasonable
rates, although there can be no assurances in this regard.


                                      -9-
<PAGE>

                        INVESTMENT PROPERTIES ASSOCIATES
                        (A New York Limited Partnership)

                                   SIGNATURES

      Pursuant  to the  requirements  of Section  13 or 15(d) 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.

                                        INVESTMENT PROPERTIES ASSOCIATES

                                        By: /s/ Irving Schneider
                                            -----------------------------------
                                            Irving Schneider
                                            General and Special Limited Partner

Dated: October 15, 1999


                                      -10-