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 SEPTEMBER 30, 2004 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, 2004

 Limited Partnership Units              3,118,303 Units






	Page 1
ALL-STATE PROPERTIES L.P.
FORM 10-Q QUARTERLY REPORT
THREE MONTHS ENDED SEPTEMBER 30, 2004


I N D E X

PART 1 ? FINANCIAL INFORMATION

		PAGE

ITEM 1 	Financial Statements	2 - 8

ITEM 2	Management?s Discussion and Analysis
	 of Financial Condition and Results of
	 Operations.	9

ITEM 3	Quantitative and Qualitative Disclosures
	 About Market Risk.	9

ITEM 4	Controls and Procedures.	9

	Supplemental Information and Exhibits	10 - 12

PART II ? OTHER INFORMATION

ITEM 1	Legal Proceedings	13

ITEM 2 	Unregistered Sales of Equity Securities and
	 Use of Proceeds	13

ITEM 3	Defaults Upon Senior Securities	13

ITEM 4	Submission of Matters to Vote of
	 Security Holders	13

ITEM 5	Other Information	13

ITEM 6 	Exhibits and Reports on Form 8-K	13

	Signatures	14

	Certifications	15 - 16






ITEM 1 	FINANCIAL STATEMENTS












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

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

FINANCIAL STATEMENTS
THREE MONTHS ENDED SEPTEMBER 30, 2004










		Page 2
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
THREE MONTHS ENDED SEPTEMBER 30, 2004


I N D E X
		PAGE

	Report of Independent Registered Public
	 Accounting Firm	3

	FINANCIAL STATEMENTS:

	Condensed Balance Sheets	4

	Condensed Statements of Operations	5

	Condensed Statements of Cash Flows	6

	Notes to Condensed Financial Statements	7 - 8

	SUPPLEMENTAL INFORMATION:

	Condensed Financial Information for
	 Real Estate Partnership:

	   Condensed Balance Sheet	10

	   Condensed Profit and Loss Information	11

	Exhibit - Computation of Income (Loss)
	 Per Partnership Unit		12









Page 3 (1 of 2)



FREEMAN BUCZYNER & GERO
1 SE THIRD AVENUE
SUITE 2150
MIAMI, FLORIDA 33131
305-375-0766


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


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

We have reviewed the accompanying condensed balance sheet of All-
State Properties L.P. as of September 30, 2004 and the related
condensed statements of operation and cash flows for the three-
month periods ended September 30, 2004 and 2003. These financial
statements are the responsibility of the partnership?s
management.

We conducted our review in accordance with the standards of the
Public Company Accounting Oversight Board (United States). A
review of interim financial information consists principally of
applying analytical procedures and making inquiries of persons
responsible for financial and accounting matters. It is
substantially less in scope than an audit in accordance with the
standards of the Public Company Accounting Oversight Board, 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
U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of
the Public Company Accounting Oversight Board, the balance sheet
as of June 30, 2004, and the related statements of operation,
partners? capital and cash flows for the year then ended (not
presented herein); and in our report dated September 1, 2004, we
expressed an unqualified opinion on those financial statements.
In our opinion, the information set forth in the













Page 3 (2 of 2)



FREEMAN BUCZYNER & GERO
1 SE THIRD AVENUE
SUITE 2150
MIAMI, FLORIDA 33131
305-375-0766


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

(CONTINUED)



accompanying condensed balance sheet as of June 30, 2004, 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 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
November 5, 2004
























Page 4
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED BALANCE SHEETS
SEPTEMBER 30, 2004 AND JUNE 30, 2004
(UNAUDITED)


	SEPTEMBER		  JUNE
	   30TH		  30TH
Assets	 2 0 0 4      2 0 0 4

Cash	$	10,411	$	23,086

Investment in real estate in
  partnerships ? related parties		275,020		278,939

Total Assets	$	285,431	$	302,025

Liabilities and Partners' Capital

Liabilities:
   Accounts payable and other
    liabilities	$	7,930	$	1,500
   Partnership distributions payable		802		10,152
   Deferred revenue ? related party		68,207		68,207
   Notes payable ? related party		113,770		112,128

	$	190,709	$	191,987

Partners' Capital 	$	289,502	$	304,818

Notes receivable - officers/partners		(194,780)		(194,780)

		$	94,722	$	110,038

Total Liabilities and Partners'
 Capital 	$	285,431	$	302,025


















See accompanying notes and accountant?s review report.




Page 5
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF OPERATIONS
THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(UNAUDITED)





		   2 0 0 4 		   2 0 0 3
REVENUES:

	Profit (loss) from real estate
	 Partnerships ? related parties	$	(3,919)	$	(1,409)

	Other		-		1,399

		$	(3,919)	$	(10)

COST AND EXPENSES:

	Selling, general and
	 administrative	$	9,755	$	11,249

	Interest expense		1,642		150

		$	11,397	$	11,399

Net Income (Loss)	$	(15,316)	$	(11,409)

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 6 (1 of 2)
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(UNAUDITED)



		  2 0 0 4		   2 0 0 3
CASH FLOW FROM OPERATING ACTIVITIES:
	Cash paid for selling, general and
	 administrative expenses	$	(3,325)	$	(10,749)
	Partnership distribution payable		(9,350)		-

	   Net Cash Consumed by
	    Operating Activities	$	(12,675)	$	(10,749)

CASH FLOW FROM FINANCING ACTIVITIES:
	Notes payable -
	   Related party	$	-	$	6,000

NET (DECREASE) INCREASE IN CASH AND
 CASH EQUIVALENTS	$	(12,675)	$	(4,749)

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF YEAR		23,086		7,566

CASH AND CASH EQUIVALENTS AT
 END OF PERIOD	$	10,411	$	2,817

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

	Net (Loss) Income	$	(15,316)	$	(11,409)




















See accompanying notes and accountant?s review report.




Page 6 (2 of 2)
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003
(UNAUDITED)



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

		  2 0 0 4		   2 0 0 3
	(Income) Loss of real estate part-
	 nerships	$	3,919	$	1,409
	  Interest expense		1,642		-

	Changes in Assets and Liabilities:
	  (Increase) in accrued interest
	   receivable		-		(1,399)
	  Increase (decrease) in accounts
	   payable		6,430		650
	  Decrease in partnership distri-
	   bution payable		(9,350)		-

	      Total adjustments	$	2,641	$	660

NET CASH CONSUMED BY
 OPERATING ACTIVITIES	$	(12,675)	$	(10,749)


























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, 2004 AND 2003



1.	UNAUDITED INTERIM FINANCIAL INFORMATION

The management of All-State Properties L.P. (a limited
partnership) (the Company) is responsible for the
accompanying unaudited interim financial statements and the
related information included in these notes to the unaudited
interim financial statements. In the opinion of management,
the unaudited interim financial statements reflect all
adjustments, consisting of normal recurring adjustments
necessary for the fair presentation of the Company?s
financial position and results of operations and cash flows
for the period presented. Results of operations of interim
periods are not necessarily indicative of the results to be
expected for the entire year.

These unaudited interim financial statements should be read
in conjunction with the audited financial statements of the
Company as of and for the fiscal year ended June 30, 2004
included in the Company?s Annual Report on Form 10-K for such
year as filed with the Securities and Exchange Commission
(the ?Commission?).

2.	ORGANIZATION AND OPERATIONS

All-State Properties L.P. 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 completed its land
development activities and the sale of residential housing.















Page 8
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003



3.	TUNICOM LLC ? OPERATIONS

	Tunicom L.L.C. has approximately five acres for sale as a
site for an assisted living facility. This represents
Tunicom?s sole remaining asset. Tunicom had entered into an
agreement of purchase and sale to sell the property for a
price of $1,700,000. Closing the transaction at that price,
however, was 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 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.

The contract did not close during the year. However, Tunicom
is currently in negotiations with new prospective purchaser
to sell the property for a price of $1,800,000. Tunicom
signed an agreement of sale on October 2, 2004 and received a
deposit of $10,000 from the prospective purchasers. The same
fee at closing mentioned above will be applicable.


























Page 9 (1 of 2)




ITEM 2	MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

	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, 2004.

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 had entered into an agreement of purchase
and sale to sell the property for $1,700,000. Closing the
transaction at that price, however, was 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 closing of a fee in the amount of $250,000, to













Page 9 (2 of 2)





ITEM 2	MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)

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.

	The contract did not close during the year. However,
Tunicom is currently in negotiations with new prospective
purchaser to sell the property for a price of $1,800,000. Tunicom
signed an agreement of sale on October 2, 2004 and received a
deposit of $10,000 from the prospective purchasers. The same fee
at closing mentioned above will be applicable.

ITEM 3	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK

		None.

ITEM 4	CONTROLS AND PROCEDURES

(a)	Evaluation of Disclosure Controls and Procedures

	The Company?s general partner, after evaluating the
effectiveness of our disclosure controls and procedures (as
defined in Exchange Act Rules 13a ? 14) as of a date within 90
days of filing date of this annual report (the ?Evaluation
Date?), have concluded that as of the Evaluation Date, our
disclosure controls and procedures were adequate and effective to
ensure that material information relating to the Company would be
made known to them by others within the Company, particularly
during the period in which this annual report was being prepared.

	(b)	Changes in Internal Controls:

		There were no significant changes in our internal
controls or in other factors that could significantly affect our
internal controls and procedures subsequent to the Evaluation
Date, nor any significant deficiencies or material weaknesses in
such internal controls and procedures requiring corrective
actions. As a result, no corrective actions were taken.











Page 10

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIP
TUNICOM LLC
CONDENSED BALANCE SHEET
AS OF SEPTEMBER 30, 2004 AND JUNE 30, 2004
(UNAUDITED)

<TABLE>
<CAPTION>
		 SEPTEMBER		      JUNE
		 30, 2004		  30, 2004
<S>		<C>		<C>
ASSETS:
Land and development costs	$	802,439	$	801,597
Cash		26,992		1,662
Funds held in escrow		9,996		-
Notes receivable and accrued
 interest ? related party		125,186		123,380
Prepaid expenses		30,025		33,244

	Total	$	994,638	$	959,883

LIABILITIES AND PARTNERS' CAPITAL:
Accounts payable and other
 liabilities	$	52,259	$	39,301
Bank line of credit		181,224		148,576

Partners' capital		761,155		772,006

	Total	$	994,638	$	959,883

</TABLE>























See accompanying notes and accountant?s review report.




Page 11

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIP
TUNICOM LLC
CONDENSED PROFIT AND LOSS INFORMATION
THREE MONTHS ENDED SEPTEMBER 30, 2004 AND SEPTEMBER 30, 2003
(UNAUDITED)

<TABLE>
<CAPTION>
		  2 0 0 4   	  2 0 0 3
<S>		<C>		<C>
REVENUES:
Interest and other	$	1,806	$	158

	Total income	$	1,806	$	158

EXPENSES:
General and administrative	$	6,760	$	4,060
Taxes and insurance		3,250		-
Interest		2,647

	Total expenses	$	12,657	$	4,060

NET INCOME (LOSS)	$	(10,851)	$	(3,902)

</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, 2004 AND 2003






		   2 0 0 4      2 0 0 3


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

Net (Loss) Income	$	(15,316)	$	(11,409)

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.

PART II - OTHER INFORMATION


ITEM 1 ? Legal Proceedings

	None.

ITEM 2 ? 	Unregistered Sales of Equity Securities and Use of
	Proceeds

	There were no unregistered sales of equity securities
during the quarter covered by this report.

ITEM 3 - Defaults upon Senior Securities

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

ITEM 4 - Submission of Matters to Vote of Security Holders

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

ITEM 5 ? Other Information

	None.

ITEM 6 - Exhibits and Reports on Form 8-K

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

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

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






















Page 14




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: November 5, 2004










Page 15 (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 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
report;

3. 	Based on my knowledge, the financial statements, and other
financial information included in this 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 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-15e and 15d-15e) for the registrant and we have:

a)	designed such disclosure controls and procedures, or
caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material
information relating to the registrant, is made known to
us by others within those entities, particularly during
the period in which this report is being prepared.

b)	evaluated the effectiveness of the registrant?s disclosure
controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure
controls and procedures, as of the end of the period
covered by this report based on such evaluation; and

c)	disclosed in this report any change in the registrant?s
internal control over financial reporting that occurred
during the registrant?s most recent fiscal quarter (the
registrant?s fourth fiscal quarter in the case of an
annual report) that has materially affected, or is
reasonable likely to materially affect, the registrant?s
internal control over financial reporting; and











Page 15 (2 of 2)
ALL-STATE PROPERTIES L.P.


CERTIFICATIONS
(CONTINUED)


5. 	The registrant?s other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal
control over financial reporting, to the registrant?s
auditors and the audit  committee of the registrant?s board
of directors (or persons performing the equivalent
functions):

a)	all significant deficiencies and material weaknesses in
the design or operation of internal control over financial
reporting which are reasonably likely to adversely affect
the registrant?s ability to record, process, summarize and
report financial information; and

b)	any fraud, whether or not material, that involves
management or other employees who have a significant role
in the registrant?s internal control over financial
reporting.


Date:  November 5, 2004



_____________________
Stanley Rosenthal

General Partner


























Page 16
CERTIFICATION PURSUANT TO
18 U.S.C SECTON 1350
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


	In connection with the Quarterly Report of All-State
Properties L.P. (the ?Company?) on Form 10-Q for the three months
ended September 30, 2004, as filed with the Securities and
Exchange Commission on the date hereof (the ?Report?), I, Stanley
Rosenthal, General Partner of the Company, certify, pursuant to
18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that:

	The Report fully complies with the requirements of
section 13(a) or 15(d) of the Securities Exchange Act of 1934;
and

	The information contained in the Report fairly
presents, in all material respects, the financial condition and
results of operations of the Company.


Date:  November 5, 2004



_____________________
Stanley Rosenthal

General Partner