FORM 10-Q/A

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 SEPTEMBER 30, 2002 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 September 30, 2002

 Limited Partnership Units              3,118,303 Units




















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

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

FINANCIAL STATEMENTS AND SCHEDULES
THREE MONTHS ENDED SEPTEMBER 30, 2002










		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 -
	September 30, 2002 and June 30, 2002	3

	Condensed Statements of Operations -
	Three Months ended September 30, 2002
	and 2001	4

	Condensed Statements of Cash Flows -
	Three Months ended September 30, 2002
	and 2001	5

	Financial Data Schedule	6

	Notes to Condensed Financial Statements -
	September 30, 2002 and 2001	7-8

	Management's Discussion and Analysis of
	the Financial Condition and Results of
	Operations - September 30, 2002	9

	Condensed Financial Information for
	Tunicom LLC - September 30, 2002 and
	June 30, 2002	10-11

	Exhibit - Computation of Loss per Partner-
	ship Unit - Three months ended September 30,
	2002 and 2001	12

	Controls and Procedures ? September 30, 2002	13

PART II	Other Information	14

	Signatures	15

	Certifications	16








Page 2 (1 of 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 September 30, 2002 and the related
condensed statements of income and cash flows for the three-month
periods ended September 30, 2002 and 2001.  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 of interim financial information consists principally of
applying analytical procedures to financial data and making
inquiries of persons responsible for financial and accounting
matters. 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 condensed financial
statements referred to above for them to be in conformity with
generally accepted accounting principles.

We have previously audited, in accordance with auditing standards
generally accepted in the United States of America, the balance
sheet as of June 30, 2002, and the related statements of income,
partners? capital and cash flows for the year then ended (not
presented herein); and in our report September 12, 2002, we
expressed an unqualified opinion on those financial statements.







Page 2 (2 of 2)



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


INDEPENDENT ACCOUNTANT?S REPORT
(CONTINUED)



In our opinion, the information set forth in the accompanying
condensed balance sheet as of June 30, 2002, is fairly stated, in
all material respects, in relation to the balance sheet from
which it has been derived.

Our review was made for the purpose of expressing limited
assurance that there are no material modifications that should be
made to the financial statements in order for them to be in
conformity with generally accepted accounting principles. The
information included in the accompanying financial data schedule,
appearing on page 6, condensed financial information for Tunicom
LLC, appearing on pages 10 and 11, and the exhibit indicating the
computation of earnings per unit, appearing on page 12, is
presented only for supplementary analysis purposes. Such
information has been subjected to the inquiry and analytical
procedures applied in the review of the basic financial
statements, and we are not aware of any material modifications
that should be made thereto.


Freeman, Buczyner & Gero
December 4, 2002

















Page 3
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED BALANCE SHEETS
SEPTEMBER 30, 2002 AND JUNE 30, 2002
(UNAUDITED)


	SEPTEMBER		  JUNE
	   30TH		  30TH
Assets	 2 0 0 2	      2 0 0 2

Cash	$	17,253	$	34,348
Other assets		1,210		1,210

Undistributed earnings in partner-
  ships		306,648		309,664

Total Assets	$	325,111	$	345,222

Liabilities and Partners' Capital

Liabilities:
   Accounts payable and other
    liabilities	$	10,706	$	24,173
   Partnership distributions payable		11,934		11,934
   Deferred revenue ? related party		68,207		68,207

	$	90,847	$	104,314

Partners' Capital 	$	424,900	$	430,145

Notes receivable - officers/partners		(190,636)		(189,237)

		$	234,264	$	240,908

Total Liabilities and Partners'
 Capital 	$	325,111	$	345,222












See accompanying notes and accountant?s review report.




Page 4
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF INCOME
THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
(UNAUDITED)





		   2 0 0 2 		   2 0 0 1
REVENUES:

	Profit (loss) from real estate
	 partnerships	$	(3,016)	$	-

	Other		1,431		2,830

		$	(1,585)	$	2,830

COST AND EXPENSES:

	Selling, general and
	 administrative	$	3,661	$	24,971

Net Income (Loss)	$	(5,246)	$	(22,141)

INCOME (LOSS) PER PARTNERSHIP UNIT
 OUTSTANDING	       0.00 	       0.00
CASH DISTRIBUTIONS PER UNIT	       NONE		       NONE



















See accompanying notes and accountant?s review report.




Page 5 (1 of 2)
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
(UNAUDITED)



		  2 0 0 2		   2 0 0 1
CASH FLOW FROM OPERATING ACTIVITIES:
	Interest income - collected	$	34	$	1,432
	Cash paid for selling, general and
	 administrative expenses		(17,129)		(15,926)

	   Net Cash Consumed by
	    Operating Activities	$	(17,095)	$	(14,494)

CASH FLOW FROM FINANCING ACTIVITIES:
	Distributions paid	$	-	$	(301,891)

NET (DECREASE) INCREASE IN CASH AND
 CASH EQUIVALENTS	$	(17,095)	$	(316,385)

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF YEAR		34,348		402,042

CASH AND CASH EQUIVALENTS AT END
 END OF PERIOD	$	17,253	$	85,657

RECONCILIATION OF NET (LOSS) INCOME
 TO NET CASH CONSUMEDBY
 OPERATING ACTIVITIES:

	Net (Loss) Income	$	(5,246)	$	(22,141)















See accompanying notes and accountant?s review report.




Page 5 (2 of 2)
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
(UNAUDITED)



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

	(Income) Loss of real estate part-
	 nerships	$	3,016	$	-
	Changes in Assets and Liabilities:
	  (Increase) in accrued interest
	   receivable		(1,398)		(1,398)
	  Increase (decrease) in accounts
	   payable		(13,467)		9,045


	      Total adjustments	$	(11,849)	$	7,647

NET CASH CONSUMED BY
 OPERATING ACTIVITIES	$	(17,095)	$	(14,494)
























See accompanying notes and accountant?s review report.




Page 6
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
FINANCIAL DATA SCHEDULE
THREE MONTHS ENDED SEPTEMBER 30, 2002
(UNAUDITED)




EXHIBIT 27

Cash			$	17,253
Receivables				1,210
Investment in real estate joint venture			306,648

Total Assets			$	325,111

Accounts payable			$	10,706
Partnership distribution payable				11,934
Deferred Revenue				68,207
Partners' Capital				424,900
Notes receivable ? officers/partners				(190,636)

Total Liabilities and Partners' Capital		$	325,111

Total Revenues			$	(1,585)
Total Cost and Expenses				3,661
Net Loss			$	(5,246)
Income Per Partnership Unit 			       0.00




















See accompanying notes and accountant?s review report.




Page 7
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001




1.	ORGANIZATION AND OPERATIONS

All-State Properties L.P. (a limited partnership) (the
Company) was organized under the Revised Uniform Limited
Partnership Act of Delaware on April 27, 1984 to conduct the
business formerly carried on by a predecessor corporation,
All-State Properties, Inc. (the Corporation). Pursuant to a
Plan of Liquidation adopted by shareholders of the
Corporation on September 30, 1984, the Corporation
transferred substantially all of its assets to All-State
Properties L.P., and the Corporation distributed such limited
partnership interests to its shareholders.

	The Company?s principal business has been land development
and the construction and sale of residential housing in
Broward County, Florida. However, it has substantially
completed its land development activities and the sale of
residential housing. Its present activities are:

	Through a 36.12% owned Florida limited liability
corporation, Tunicom LLC (Tunicom) (formerly known as
Unicom Partnership Ltd.) the Company was engaged in the
operation of a 324-unit adult rental apartment project
that was sold during the year ended June 30, 2001.

	Through a 50% owned real estate joint venture, City
Planned Communities (CPC), The Company was engaged in
the development and sale of commercial and residential
land. City Planned Community was liquidated on July 1,
2001.

	It also was involved in the construction and sale of
residential condominiums through a 99% owned limited
partnership interest in Wimbledon Development Ltd. As of
June 30, 2000, all the land and condominiums owned by
Wimbledon have been sold.










Page 8
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001



2.	TUNICOM LLC ? OPERATIONS

	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 a deposit of $4,500,000 previously
accounted for, the existing mortgage in the amount of
$26,720,254 and various adjustments, Tunicom received net
proceeds of $16,379,732.

	Tunicom distributed $16,200,000 to its partners and All-State
Properties, L.P.?s share was approximately $5,800,000, 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.

	Tunicom retained approximately five acres of the adult
retirement facility and is currently developing the property
for future sale of the site as an assisted living facility.




























Page 9 (1 of 2)
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SEPTEMBER 30, 2002

FINANCIAL CONDITION

	Registrant?s source of working capital consists of cash
received from Tunicom. No cash was available for distribution
during the three months ended September 30, 2002.

Presently, the cash flow that becomes available for distribution
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
Tunicom
 23.27% to the newly admitted limited partners
 36.12% to Newnel Partnership
 36.12% to the Company (including 3.60% given to certain
individuals who made cash advances to Tunicom on
behalf of the Company)

	100.00%

	As previously reported, Tunicom L.L.C. (?Tunicom?) sold the
adult retirement community known as Forest Trace and retained
approximately five acres for sale as a site for an assisted
living facility. This represents Tunicom?s sole remaining asset.
After the sale of Forest Trace, Tunicom negotiated with the buyer
of Forest Trace for the sale of the five-acre parcel at a
purchase price of $1,000,000. When the buyer of Forest Trace
advised Tunicom that it had no interest in acquiring the five-
acre parcel, Tunicom sought an alternate purchaser.

	Tunicom has now entered into an agreement of purchase and
sale to sell the property for a price between $1,700,000 and
$2,000,000, depending upon an appraisal. Closing the transaction
at that price, however, is contingent upon seller obtaining at
its cost all governmental approvals required before a building
permit can be issued and the availability of financing acceptable
to buyer. Partners of Tunicom (with All-State Properties L.P. and
its general partner abstaining) representing a majority interest
in Tunicom voted to approve the transaction and the payment at







Page 9 (2 of 2)
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SEPTEMBER 30, 2002


FINANCIAL CONDITION (CONTINUED)


closing of a fee in the amount of $250,000, to All-State
Properties L.P.?s general partner for accomplishing the obtaining
of all of the necessary approvals, governmental and otherwise,
required under the agreement of purchase and sale and for
assisting the buyer in securing the required financing. The
general partner of All-State Properties L.P. is the president of
the manager of Tunicom.

	As a condition of the sale, the buyer has also insisted that
All-State Properties L.P.?s general partner agree to manage the
facility once built. There can be no assurance that the
transaction contemplated by the agreement of purchase and sale
will close.































Page 10

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIPS
TUNICOM LLC
CONDENSED COMBINED BALANCE SHEET
AS OF SEPTEMBER 30, 2002 AND JUNE 30, 2002
(UNAUDITED)

<TABLE>
<CAPTION>
		 SEPTEMBER		      JUNE
		 30, 2002		  30, 2002
<S>		<C>		<C>
ASSETS:
Property and equipment ? land and
 improvements	$	726,115	$	723,410
Cash		105,050		112,719
Deferred and prepaid expenses		30,025		30,025

	Total	$	861,190	$	866,154

LIABILITIES AND PARTNERS' CAPITAL:
Accounts payable and other
 liabilities	$	12,220	$	8,835
Partners' capital		848,970		857,319

	Total	$	861,190	$	866,154

</TABLE>





















See accompanying notes and accountant?s review report.




Page 11

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIPS
TUNICOM LLC
CONDENSED COMBINED PROFIT AND LOSS INFORMATION
THREE MONTHS ENDED SEPTEMBER 30, 2002 AND SEPTEMBER 30, 2001
(UNAUDITED)

<TABLE>
<CAPTION>
		  2 0 0 2	   	  2 0 0 1
<S>		<C>		<C>
REVENUES:
Interest and other	$	253	$	605

	Total income	$	253	$	605

EXPENSES:
General and administrative	$	5,602	$	1,140
Taxes and insurance		3,000		1,700

	Total expenses	$	8,602	$	2,840

NET INCOME (LOSS)	$	(8,349)	$	(2,235)

</TABLE>
























See accompanying notes and accountant?s review report.




Page 12
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
EXHIBIT - COMPUTATION OF INCOME (LOSS) PER PARTNERSHIP UNIT
THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001






		   2 0 0 2	      2 0 0 1

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

Net (Loss) Income	$	(5,246)	$	(22,141)

Net (Loss) Income Per Partnership
 Unit	$       0.00  $      0.00































See accompanying notes and accountant?s review report.




Page 13
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONTROLS AND PROCEDURES
SEPTEMBER 31, 2002



CONTROLS AND PROCEDURES

	Within 90 days of the filing of this Form 10-Q, the Company?s
management, including the general partner, performed an
evaluation of the effectiveness of the design and operation of
the Company?s disclosure controls and procedures. Based on that
evaluation, the Company?s management, including the general
partner, concluded that the Company?s disclosure controls and
procedures were effective as of the date of the evaluation. There
have been no significant changes in the Company?s internal
controls or in other factors that could significantly affect
internal controls subsequent to the date of this evaluation.



































Page 14
ALL-STATE PROPERTIES L.P.

PART II - OTHER INFORMATION


ITEM 1 - Changes in Securities

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

ITEM 2 - Defaults Upon Senior Securities

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

ITEM 3 - 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 4 - 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 15




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: December 4, 2002










Page 16 (1 of 2)
ALL-STATE PROPERTIES L.P.


CERTIFICATIONS


I, Stanley Rosenthal, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of All-
State Properties L.P.;

2.	Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a
material fact necessary to make the statements made, in light
of the circumstances under which such statements were made,
not misleading with respect to the period covered by this
quarterly report;

3. 	Based on my knowledge, the financial statements, and other
financial information included in this quarterly report,
fairly present in all material respects the financial
condition, results of operations and cash flows of the
registrant as of , and for, the periods presented in this
quarterly report;

4. 	The registrant?s other certifying officers and I are
responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules
13a-14 and 15d-14) for the registrant and we have:

a)	designed such disclosure controls and procedures to ensure
that material information relating to the registrant,
including its consolidated subsidiaries, is made known to
us by others within those entities, particularly during
the period in which this quarterly report is being
prepared;

b)	evaluated the effectiveness of the registrant?s disclosure
controls and procedures as of a date within 90 days prior
to the filing date of this quarterly report (the
?Evaluation Date?); and

c)	presented in this quarterly report our conclusions about
the effectiveness of the disclosure controls and
procedures based on our evaluation as of the Evaluation
Date;








Page 16 (2 of 2)
ALL-STATE PROPERTIES L.P.


CERTIFICATIONS
(CONTINUED)


5. 	The registrant?s other certifying officers and I have
disclosed, based on our most recent evaluation, to the
registrant?s auditors and the audit committee of registrant?s
board of directors (or persons performing the equivalent
function):

a)	all significant deficiencies in the design or operation of
internal controls which could adversely affect the
registrant?s ability to record, process, summarize and
report financial data and have identified for the
registrant?s auditors any material weaknesses in internal
controls; and

b)	any fraud, whether or not material, that involves
management or other employees who have a significant role
in the registrant?s internal controls; and

6. 	The registrant?s other certifying officers and I have
indicated in this quarterly report whether or not there were
significant changes in internal controls or in other factors
that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies
and material weaknesses.


Date:  December 4, 2002



_____________________
Stanley Rosenthal

General Partner