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 MARCH 31, 2001 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 March 31, 2001

 Limited Partnership Units              3,118,303 Units





















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

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

FINANCIAL STATEMENTS AND SCHEDULES
THREE MONTHS AND NINE MONTHS
ENDED MARCH 31, 2001









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



I N D E X

ITEM	DESCRIPTION	NUMBER

PART I	Index	1

	Independent Accountant's Report	2

	Financial Information:
	Condensed Balance Sheets -
	March 31, 2001 and June 30, 2000	3

	Condensed Statements of Operations -
	Three Months and Nine Months ended
	March 31, 2001 and 2000	4

	Condensed Statements of Cash Flows -
	Nine Months ended March 31, 2001
	and 2000	5-6

	Financial Data Schedule
	Nine Months ended March 31, 2001, Six
	Months ended December 31, 2000 and
	Three Months ended September 30, 2000	7

	Notes to Condensed Financial Statements -
	Nine Months ended March 31, 2001 and 2000	8-9

	Management's Discussion and Analysis of
	the Financial Condition and Results of
	Operations - March 31, 2001	10-11

	Condensed Financial Information for Real
	Estate Partnerships City Planned Communities
	and Tunicom LLC, 50% and 49-1/2% owned Real
	Estate Partnerships, respectively - March 31,
	2001, and June 30, 2000	12-13

	Exhibit - Computation of Income (Loss) per
	Partnership Unit - Nine Months ended
	March 31, 2001 and 2000	14

PART II	Other Information	15

	Signatures	16






Page 2



FREEMAN BUCZYNER & GERO
1 SE THIRD AVENUE
SUITE 2120
MIAMI, FLORIDA 33131
305-375-0766


INDEPENDENT ACCOUNTANT'S REPORT

To the Partners
All-State Properties, L.P.
Lauderhill, Florida

We have reviewed the condensed balance sheet of All-State
Properties L.P. as of March 31, 2001 and the related condensed
statements of operations for the three-month and nine-month
periods ended March 31, 2001 and 2000 and cash flows for the
nine-month periods ended March 31, 2001 and 2000. These financial
statements are the responsibility of the partnership's
management.

We conducted our review in accordance with standards established
by the American Institute of Certified Public Accountants. A
review consists principally of inquiries of company personnel and
analytical procedures applied to financial data. It is
substantially less in scope than an audit in accordance with
generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements
taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material
modifications that should be made to the accompanying financial
statements in order for them to be in conformity with generally
accepted accounting principles.

We have previously audited, in accordance with generally accepted
auditing standards, the balance sheet as of June 30, 2000, and
the related statements of operations, partners' capital and cash
flows for the year then ended (not presented herein); and in our
report October 9, 2000, we expressed an unqualified opinion on
those financial statements. In our opinion, the information set
forth in the accompanying condensed balance sheet as of June 30,
2000, is fairly stated, in all material respects, in relation to
the balance sheet from which it has been derived.







Freeman, Buczyner & Gero
July 17, 2001




Page 3
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED BALANCE SHEETS
MARCH 31, 2001 AND JUNE 30, 2000
(UNAUDITED)


	MARCH	JUNE
	31ST	30TH
Assets	2 0 0 1	2 0 0 0

Cash	$	1,530,932	$	5,316
Other assets		1,210		1,210

Investment in real estate joint
  venture	$   265,994	             -

Total Assets	$	1,798,136	$	6,526

Liabilities and Partners' Capital
 (Deficit)

Liabilities:
   Notes payable - related party	$	-	$	225,116
   Notes payable 		-		612,077
   Accounts payable and other
    liabilities		14,975		43,319
   4% convertible subordinated
    debentures due 1989		16,087		2,628,518
   Partnership distributions payable		236,388		252,496

	$	267,450	$	3,761,526

Deficiency in real estate joint
 venture	$	-	$	1,033,229

Partners' Capital (Deficit)	$	1,764,923	$	(4,558,180)

Notes receivable - officers/partners		(234,237)		(230,049)

		$	1,530,686	$	(3,755,000)

Total Liabilities and Partners'
 Capital (Deficit)	$	1,798,136	$	6,526












See accompanying notes and accountant's report.



Page 4
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF OPERATIONS
THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2001 AND 2000
(UNAUDITED)


<TABLE>
<CAPTION>

	THREE MONTHS ENDED	NINE MONTHS ENDED
	MARCH 31,	MARCH 31,
	2 0 0 1	2 0 0 0	2 0 0 1	2 0 0 0
	<C>		<C>		<C>		<C>
<S>
REVENUES:

	Partnership income
	 (loss)	$	(2,595)$	-	$	2,086,518	$	-
	Additional partnership
	 income as reported in
	 the amended 10-Q/A
	 for 9/30/00		-		-		5,150,666		-
		$	(2,595)$	-	$	7,237,184	$	-


	Other income		17,614		1,423		51,169		4,687

	$	15,019 $	1,423	$	7,288,353	$	4,687

COST AND EXPENSES:

	Selling, general
	 and administrative	$	18,741	$	14,905	$	53,921	$	39,537

	Interest		(5)		28,898		35,275		93,883

	$	18,736	$	43,803	$	89,196	$	133,420

NET INCOME (LOSS)	$	(3,717)$	(42,380)	$	7,199,157	$	(128,733)

NET (LOSS) INCOME PER
 PARTNERSHIP UNIT	0.00	(0.01)	2.31	(0.04)

CASH DISTRIBUTIONS PER
 UNIT	NONE	NONE	NONE	NONE

</TABLE>







See accompanying notes and accountant's report.




Page 5
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED MARCH 31, 2001 AND 2000
(UNAUDITED)




		   2 0 0 1		   2 0 0 0
CASH FLOW FROM OPERATING ACTIVITIES:
	Interest collected	$	46,981	$	1,080
	Cash paid for selling, general and
	 administrative expenses		(82,265)		(36,433)
	Interest paid		(1,203,790)		(42,710)

	   Net Cash Provided (Used) by
	    Operating Activities	$	(1,239,074)	$	(78,063)

CASH FLOW FROM FINANCING ACTIVITIES:
	Cash from borrowing (Repayment)	$	(2,297,217)	$	41,596

CASH FLOW FROM INVESTING ACTIVITIES
 PARTNERSHIP AND PARTNERS - NET	$	5,061,907	$	18,351

NET INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS	$	1,525,616	$	(18,116)

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF YEAR		5,316		20,425

CASH AND CASH EQUIVALENTS AT END
 OF PERIOD	$	1,530,932	$	2,309






















See accompanying notes and accountant's report.




Page 6
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED MARCH 31, 2001 AND 2000





		  2 0 0 1		  2 0 0 0

ADJUSTMENTS TO RECONCILE NET INCOME
 (LOSS)TO NET CASH PROVIDED(CONSUMED)
 BY OPERATING ACTIVITIES:

	Net profit (Loss)	$	7,199,157	$	(128,733)
	(Income) Loss of real estate part-
	 nerships	$	(7,237,184)	$	-
	Changes in Assets and Liabilities:
	  (Decrease) increase in accrued
	   interest payable		(1,168,515)		48,814
	  Increase in accrued interest
	   receivable		(4,188)		(3,607)
	  (Decrease) increase in accounts
	   payable		(28,344)		3,104
	  Increase notes payable		-		2,359

	      Total adjustments	$	(8,438,231)	$	50,670

NET CASH PROVIDED (CONSUMED) BY
 OPERATING ACTIVITIES	$	(1,239,074)	$	(78,063)
























See accompanying notes and accountant's report.




Page 7
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
FINANCIAL DATA SCHEDULE
NINE MONTHS ENDED MARCH 31, 2001, SIX MONTHS ENDED DECEMBER 31,
2000 AND THREE MONTHS ENDED SEPTEMBER 30, 2000



	MARCH 31,	DECEMBER 31,	SEPTEMBER 30,
	2 0 0 1	2 0 0 0	2 0 0 0


EXHIBIT 27

Cash	$	1,530,932	$	1,303,303	$	1,302,009
Receivables		1,210		1,205		1,210
Investment in real estate
  Joint venture		265,994		-		-
Total Assets	$	1,798,136	$	1,304,508	$	1,303,219
Notes Payable		-		-		-
Accounts payable		14,975		17,602		12,335
Convertible Subordinated
 Debentures		16,087		16,087		16,087
Partnership distribution
 payable		236,388		236,388		252,496
Deficiency in real estate
 joint venture		-		4,276,080		4,253,362
Partners' Capital (Deficit)		1,764,923		(3,010,194)		(2,999,615)
Notes receivable - officers
 /partners		(234,237)		(231,455)		(231,446)
Total Liabilities and
 Partners' Deficit	$	1,798,136	$	1,304,508	$	1,303,219
Total Revenues as reported		15,019		13,253		2,109,415
Additional partnership income
 per amended 10-Q/A 9/30/00		-		-		5,150,666
Amended Total Revenues		15,019		13,253		7,260,081
Total Cost and Expenses		18,736		18,466		51,994
Net Income (loss)	$	(3,717)	$	(5,213)	$	7,208,087
Income Per Partnership Unit		0.00		0.00		2.31
















See accompanying notes and accountant's report.




Page 8
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NINE MONTHS ENDED MARCH 31, 2001 AND 2000



1.	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.

	In June 1999, control of the condominium association was
turned over to the unit owners by Wimbledon Development Ltd.,
the developer. All required funds for reserves and deferred
maintenance were delivered to the new condominium board.
Wimbledon Development Ltd., its general partner and the
Registrant, its limited partner, were issued releases with
respect to all matters pertaining to the condominium. (See
Item 1, Legal Proceedings)

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.











Page 9
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
NINE MONTHS ENDED MARCH 31, 2001 AND 2000



3.	In connection with the sale of the adult rental retirement
facility (Note 4), Tunicom LLC ("Tunicom") (a limited
liability corporation), was formed on August 14, 2000 as the
successor to Unicom Partnership, Ltd ("Unicom"). Since
Tunicom succeeded to all of the assets and the liabilities of
Unicom, all previous references to Unicom are referred to as
Tunicom hereafter.  Tunicom 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 substantial limited partnership interest in
Tunicom. Accordingly, the beneficial owners of Tunicom are
substantially the same of those of "CPC". Therefore, the
financial statements for CPC and Tunicom are presented on a
combined basis to offer a complete representation of the
related entities.

4. On August 16, 2000, Tunicom sold the adult rental retirement
facility, including the real property and certain tangible
and intangible assets, for a purchase price of $47,159,295.
After giving effect to the deposit of $4,500,000 previously
accounted for, the existing mortgage in the amount of
$26,720,254 and various adjustments, Tunicom LLC received net
proceeds of $16,379,732. Tunicom distributed $15,500,000 to
its partners and All-State Properties, L.P.'s share was
approximately $4,700,000, which was used to pay the Company's
outstanding debentures and accrued interest in the amount of
$2,638,324 and liabilities in the amount of $769,038.

5. Revenue for the nine months ended March 31, 2001 includes
additional income in the amount of $5,150,666 from real
estate partnerships resulting from the realization of a
$4,407,944 (All-State Properties' share) allowance for loss
that had been previously deducted against the investment in
Tunicom LLC and the balance from the adjustment of the
Company's equity in the partnerships.

















Page 10
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MARCH 31, 2001


FINANCIAL CONDITION

	Registrant's source of working capital consists of cash
received from borrowings and loans received from Tunicom LLC. No
cash was available for distribution during the six months ended
March 31, 2001.

	In consideration of cash advances made and services rendered
by certain individuals to Tunicom, Tunicom agreed to distribute
26.76% (including 5% to the general partner of the Company) of
any of its cash that became available for distribution to those
individuals. The balance of any cash that became available for
distribution up to $13,351,210 was 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 Tunicom
 49.33% to Newnel Partnership
  3.58% to certain individuals who made cash advances to Tunicom
	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 Tunicom,
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 was 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 Tunicom
 23.27% to the newly admitted limited partners
 36.12% to Newnel Partnership
 36.12% to the Company (including 2.62% given to certain indivi-
	duals who made cash advances to Tunicom on behalf of the
	Company)

100.00%

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






Page 11
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
MARCH 31, 2001


FINANCIAL CONDITION (Continued)

	In addition, CPC assigned 9.00% of any of its cash available
for distribution to certain individual 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 nine months ended March 31,
2001 include the Company's share of the profit from the sale by
Tunicom of its assets as described in Form 8-K dated August 16,
2000 and Form 10-K filed December 12, 2000 incorporated by
reference.

	The 10-Q for the quarter ended September 30,2000 has been
amended to reflect additional income in the amount of $5,150,666
from real estate partnerships resulting from the realization of a
$4,407,944 (All-State Properties' share) allowance for loss that
had been previously deducted against the investment in Tunicom
LLC and the balance from the adjustment of the Company's equity
in the partnerships.




























Page 12

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIPS
CITY PLANNED COMMUNITIES & TUNICOM LLC
F/K/A UNICOM PARTNERSHIP, LTD.
CONDENSED COMBINED BALANCE SHEETS
MARCH 31, 2001 AND JUNE 30, 2000
(UNAUDITED)

<TABLE>
<CAPTION>
		MARCH 31,	JUNE 30,
	2001	2000
<S>		<C>		<C>
ASSETS:
Property and equipment - net of
 depreciation	$	514,826	$	25,487,405
Cash		218,873		1,665,025
Cash-restricted		-		781,050
Real estate held for sale (cost)		-		9,666
Deferred and prepaid expenses		34,103		1,368,536
Other assets		30,050		497,968
Notes receivable - related party		-		310,190
	Total	$	797,852	$	30,119,840

LIABILITIES AND PARTNERS' CAPITAL:
Mortgage payable, including
 accrued interest	$	-	$	26,844,048
Accounts payable and other
 liabilities		-		1,902,569
Notes payable - related parties		-		35,944
Unamortized interest mortgage
 modification		-		2,212,612
Other deposits		-		4,500,000
Note payable		84,772		85,637
Partners' capital (deficit)		713,080		(5,460,970)
	Total	$	797,852	$	30,119,840

</TABLE>

















See notes to financial statements.




Page 13

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIPS
CITY PLANNED COMMUNITIES & TUNICOM LLC
F/K/A UNICOM PARTNERSHIP, LTD.
CONDENSED COMBINED PROFIT AND LOSS INFORMATION
THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2001 AND 2000
(UNAUDITED)

<TABLE>
<CAPTION>

	THREE MONTHS ENDED	NINE MONTHS ENDED
	MARCH 31,	MARCH 31,
	2 0 0 1	2 0 0 0	2 0 0 1	2 0 0 0
<S>	<C>		<C>		<C>		<C>
REVENUES:
Net Sale of Assets	$	-	$	-	$	20,508,335	$	-
Interest and other		6,485		1,052		49,289		15,404
Lease income		-		1,431,002		-		4,635,234
Forgiveness of
 interest		-		-		2,226,737		-
Total income	$	6,485	$1,432,054	$	22,784,361	$	4,650,638


EXPENSES:
General and
administrative	$	14,285	$	358,309	$	967,200	$	1,059,113
Interest		-		571,251		272,309		1,709,240
Depreciation and
 amortization		-		266,723		-		790,168
Taxes and insurance		(4,767)		35,291		75,023		566,228
Total expenses	$	9,518	$	1,231,574	$	1,314,532	$	4,124,749

NET PROFIT (LOSS)	$	(3,033)	$	200,480	$	21,469,829	$	525,889

</TABLE>



















See notes to financial statements.




Page 14
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
EXHIBIT - COMPUTATION OF INCOME (LOSS) PER PARTNERSHIP UNIT
NINE MONTHS ENDED MARCH 31, 2001 AND 2000






		2 0 0 1	2 0 0 0

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

Net Income (Loss)	$	7,199,157	$	(128,733)

Net Income (Loss) Per Partnership
 Unit	$	2.31	$	(0.04)





































See notes to financial statements.




Page 15
ALL-STATE PROPERTIES L.P.

PART II - OTHER INFORMATION

ITEM 1 - Legal Proceedings

	The limited partnership in which the Company is the
limited partner was named as a defendant in a lawsuit
seeking all damages allowable under the Florida
Wrongful Death Act. A motion to dismiss the limited
partnership was filed and granted by the circuit court
judge.  Plaintiffs appealed the order dismissing the
limited partnership in this litigation.  In March 2001,
the appellate court affirmed the lower court's final
order of dismissal with prejudice.  As a result, the
plaintiffs no longer have a case again Wimbledon
Development Ltd., the limited partnership.


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

The 10-Q for the quarter ended September 30, 2000 was
amended to reflect additional income in the amount of
$5,150,666 from real estate partnerships resulting from
the realization of a $4,407,944 (All-State Properties'
share) allowance for loss that had been previously
deducted against the investment in Tunicom LLC and the
balance from the adjustment of the Company's equity in
the partnerships.


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.

	(c)	Exhibit - Form 8-K filed August 16, 2000.





Page 16
ALL-STATE PROPERTIES L.P.





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: July 17, 2001