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

FORM 10-Q/A

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2006

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 by check mark whether the registrant is a large
accelerated filer, and accelerated filer, or a non-accelerated
filer. See definition of ?accelerated filer and large accelerated
filer? in Rule 12b-2 of the Exchange Act. (Check one):

                       Large accelerated filer
                       Accelerated filer
                       Non-accelerated filer   X














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

FORM 10-Q/A

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(CONTINUED)





Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act).

                               YES
                               NO    X

Indicate the number of limited partnership units outstanding as
of the latest practicable date.


         Class                 Outstanding at December 31, 2006

 Limited Partnership Units              3,118,303 Units


EXPLANATORY NOTE

This Quarterly Report on Form 10-Q/A is being filed by All-State
Properties, L.P. solely to amend the Report of Independent
Registered Pubic Accounting Firm included in our Quarterly Report
on Form 10-Q (?Original Filing?) for the three months ended
December 31, 2006, filed with the Commission on February 14, 2007
that erroneously took responsibility and omitted reference to the
Company?s predecessor auditors who expressed an unqualified
opinion on our June 30, 2006 fiscal year-end financial
statements.

Except as discussed above, no other changes have been made to the
Original Filing. Accordingly, this Form 10-Q/A does not reflect
events occurred after the Original Filing or modify or update
those disclosures affected by subsequent events. The filing of
this Amendment is not a representation that any statements
contained in the Amendment are true or complete as of any date
subsequent to the Original Filing.

In addition, in accordance with applicable SEC rules, this Form
10-Q/A includes updated certifications from our General Partner.




	Page 1




I N D E X

PART 1 ? FINANCIAL INFORMATION

		PAGE

ITEM 1	Financial Statements	2-14


PART II ? OTHER INFORMATION


ITEM 6 	Exhibits and Reports on Form 8-K	15

	Signatures	16

	Certifications	17-19





Page 2
ITEM 1 	FINANCIAL STATEMENTS












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

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

REVIEW FINANCIAL STATEMENTS
THREE MONTHS AND SIX MONTHS
 ENDED DECEMBER 31, 2006










		Page 3
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 2006


I N D E X
		PAGE

	Report of Independent Registered Public
	 Accounting Firm	4-5

	FINANCIAL STATEMENTS:

	Condensed Balance Sheets	6

	Condensed Statements of Operations	7

	Condensed Statements of Cash Flows	8-9

	Notes to Condensed Financial Statements	10-14









Page 4










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 December 31, 2006 and the related
condensed statements of operation and cash flows for the three-
month and six-month periods ended December 31, 2006 and 2005.
These financial statements are the responsibility of the
partnership?s management.

We conducted our reviews 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 reviews, we are not aware of any material
modifications that should be made to the accompanying condensed
financial statements referred to above for them to be in
conformity with the generally accepted accounting principles in
the United States of America.

In accordance with the standards of the Public Company Accounting
Oversight Board, the balance sheet of All-State Properties L.P.
as of June 30, 2006, and the related statements of operations,
partners? capital (deficiency) and cash flows for the year then
ended (not presented herein) were audited by other auditors who
have ceased operations. Those auditors expressed an unqualified
opinion on those financial statements in their report dated
September 15, 2006.











Page 5









REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

(CONTINUED)


As discussed in Note 7, the Company plans to either consummate a
reverse merger with an unrelated party or, if not consummated,
liquidate and distribute its retaining net assets. This indicates
that the Company may not continue in business in the future.



MORRISON, BROWN, ARGIZ & FARRA, LLP
Miami, Florida
February 9, 2007




































Page 6
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED BALANCE SHEETS
DECEMBER 31, 2006 AND JUNE 30, 2006



	DECEMBER		  JUNE
	   31,		   30,
	 2 0 0 6      2 0 0 6
ASSETS	(UNAUDITED)

  Cash	$	920	$	961

  Interest receivable		6,500		-

  Investment in real estate
    limited liability company ?
    related parties		448,905		237,170

TOTAL ASSETS	$	456,325	$	238,131

LIABILITIES AND PARTNERS' CAPITAL (DEFICIENCY)

LIABILITIES:

   Accounts payable and other
    liabilities	$	1,025	$	24,378

   Deferred revenue ? related party		-		68,207

   Notes payable ? related party		242,097		185,809

		243,122		278,394
PARTNERS? CAPITAL (DEFICIENCY):

   Partners' Capital 		213,203		154,517

   Notes receivable - partners		-		(194,780)

			213,203		(40,263)

TOTAL LIABILITIES AND PARTNERS'
 CAPITAL (DEFICIENCY)	$	456,325	$	238,131











See accompanying notes and accountant?s review report.




Page 7
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF OPERATIONS
THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 2006 AND 2005
(UNAUDITED)




<TABLE>
<CAPTION>

	THREE MONTHS ENDED	SIX MONTHS ENDED
	DECEMBER 31,	DECEMBER 31,
	2 0 0 6	2 0 0 5	2 0 0 6	2 0 0 5
	<C>		<C>		<C>		<C>
<S>
REVENUES:

	Equity in income
	 (loss) of real
	 estate limited
	 liability company
	 - related party	$	217,232	$	(7,137)	$	211,736	$	(11,127)

	Realization of
	 deferred revenue		68,207		-		68,207			-

			285,439		(7,137)		279,943		(11,127)
COST AND EXPENSES:

	General and
	 administrative		19,706		6,748		27,389		23,906

	Write-off of
	 accrued interest
	 receivable		48,423		-		48,423		-

	Interest expense		2,880		2,274		5,588		4,434

		71,009		9,022		81,400		28,340

NET INCOME (LOSS)	$	214,430	$	(16,159)	$	198,543	$	(39,467)

NET INCOME (LOSS) PER
 PARTNERSHIP UNIT	$	0.08	$	(0.01)	$	0.08	$	(0.01)
CASH DISTRIBUTIONS PER
 UNIT	NONE	NONE	NONE	NONE

</TABLE>





See accompanying notes and accountant?s review report.




Page 8
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
SIX	 MONTHS ENDED DECEMBER 31,
(UNAUDITED)



		  2 0 0 6		   2 0 0 5
CASH FLOW FROM OPERATING ACTIVITIES:
	Cash paid for general and
	 administrative expenses	$	(50,741)	$	(17,143)

	Interest paid		-		(5,400)

	   Net Cash Used by
	    Operating Activities		(50,741)		(22,543)

CASH FLOW FROM FINANCING ACTIVITIES:
	Proceeds from notes payable -
	 related party		50,700		15,000

NET (DECREASE) INCREASE IN CASH AND
 CASH EQUIVALENTS		(41)		(7,543)

CASH AND CASH EQUIVALENTS AT
 BEGINNING OF YEAR		961		8,759

CASH AND CASH EQUIVALENTS AT
 END OF PERIOD	$	920	$	1,216

























See accompanying notes and accountant?s review report.




Page 9
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED DECEMBER 31,
(UNAUDITED)



		  2 0 0 6		   2 0 0 5
RECONCILIATION OF NET INCOME
 TO NET CASH USED BY
 OPERATING ACTIVITIES:

	Net Income (Loss)	$	198,543	$	(39,467)

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

	Equity in (Income) loss of real
	 Estate limited liability company ?
	 related party		(211,735)		11,127

	Recognition of deferred revenue		(68,207)		-

	Interest expense		5,588		-

	Interest receivable write-off		48,423		-

	Changes in Assets and Liabilities:

	  (Decrease) increase in accounts
	   payable		(23,353)		6,763

	  Decrease in notes payable related
	   parties		-		(966)

	      Total adjustments		(249,284)		16,924

NET CASH USED BY
 OPERATING ACTIVITIES	$	(50,741)	$	(22,543)














See accompanying notes and accountant?s review report.




Page 10
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
DECEMBER 31, 2006
(UNAUDITED)



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 owns a 36.12% member interest in Tunicom LLC, a
Florida limited liability company (?Tunicom?). The Tunicom
interest is the only significant asset of the Company. The
Company has no operating business and no source of operating
income.

2.	BASIS OF PRESENTATION

In the opinion of management, the accompanying unaudited
interim financial information reflects all adjustments,
consisting of normal recurring accruals, necessary for a fair
presentation in all material respects, of the information
contained therein. Certain information and footnote
disclosures normally included in financial statements
prepared in accordance with generally accepted accounting
principles in the United States have been condensed or
omitted pursuant to instructions, rules and regulations
prescribed by the Securities and Exchange Commission. The
Company believes that the disclosures provided herein are
adequate to make the information presented not misleading
when these unaudited interim condensed financial statements
are read in conjunction with the audited financial statements
and related notes included in the Company?s Annual Report on
Form 10-K for the fiscal year ended June 30, 2006.

Operating results for the quarter and the six months ended
December 31, 2006 are not necessarily indicative of the
results expected for the full year.











Page 11
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
DECEMBER 31, 2006
(UNAUDITED)



2.		BASIS OF PRESENTATION (CONTINUED)

The preparation of condensed financial statements in
conformity with generally accepted accounting principles in
the United States requires management to make estimates and
assumptions, including estimates of future contract costs and
earnings. Such estimates and assumptions affect the reported
amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and
earnings during the current reporting period. Management
periodically assesses and evaluates the adequacy and/or
deficiency of estimated liabilities recorded for various
reserves, liabilities, contract risks and uncertainties.
Actual results could differ from these estimates.

3.	INVESTMENT IN REAL ESTATE LIMITED LIABILITY COMPANY ?
RELATED PARTY
	On December 19, 2006, Tunicom sold its sole asset, five acres
of undeveloped commercial and residential land located in
Lauderhill, Florida for a total purchase price of $1,800,000.
A fee of $250,000 is to be paid by Tunicom to the general
partner of the Company for his assistance in obtaining
necessary permits and consents, governmental and otherwise,
required under the agreement of purchase and sale and also
for his assistance to the buyer in securing the required
financing. Tunicom?s arrangement with the Company?s general
partner was unanimously approved by the members of Tunicom
with the Company and its general partner abstaining in May
2002. In conjunction with Tunicom?s sale, the Company
recognized $68,207 of deferred revenue relating to the same
land sold to Tunicom in a prior period.




















Page 12
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
DECEMBER 31, 2006
(UNAUDITED)


4.	NOTES RECEIVABLE ? PARTNERS

The Company has written off notes receivable attributable to
the issuance of certain equity units that had been
previously reflected as a reduction of partners? capital.
Based on the sale of the Tunicom land, the Company estimates
after projected expenses approximately $6,500 will be due
these unit owners. This amount will be offset against
accrued interest of $54,923 due from these unit owners. The
balance of $48,423 has been written-off.
5.	ACQUISITION AGREEMENT - LETTER OF INTENT
In July 2006 and subsequently amended the Company entered
into a letter of intent (?LOI?) with Hubei Longdan
Biological Medicine Technology Co. Ltd. (?Longdan?), a
company organized under the laws of the People Republic of
China (the ?PRC?). Longdan is engaged in the production and
sale of pharmaceutical products in the PRC.
Under the LOI, the Company and Longdan agreed to certain
terms for the acquisition by the Company of all of the
outstanding capital stock of Longdan (the ?Acquisition?).
The LOI has expired by its terms but the Company and Longdan
have continued to negotiate the terms of a possible
Acquisition.
Under the terms of the LOI, it was contemplated that the
Company would convert from a limited partnership to a
Delaware corporation and form a Delaware corporation into
which Longdan would merge. However, Longdan has advised the
Company that the laws of the PRC place limitations on the
foreign ownership of Chinese companies. In addition, there
have been changes in the business of Longdan that, together
with the limitation on foreign ownership, have required a
renegotiation of the terms of the possible Acquisition.

















Page 13
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
DECEMBER 31, 2006
(UNAUDITED)


5.	ACQUISITION AGREEMENT - LETTER OF INTENT (CONTINUED)
In anticipation of the possible Acquisition, on December 20,
2006, Longdan entered into certain agreements with Longdan
International Inc., a newly-formed company incorporated
under the laws of Nevis (?Longdan International?). Longdan
International is a variable interest entity that is
permitted to consolidate its financial statements with
Longdan, the operating entity with which it has qualifying
contractual arrangements.
The Company has reached an informal unwritten agreement in
principal with Longdan International on revised terms of an
Acquisition that if consummated would result in Longdan
International?s shareholders receiving shares of the Company
equal to approximately eighty nine percent (89%) of the
Company?s issued and outstanding capital stock for their
shares of Longdan International with the balance of
approximately eleven percent (11%) of the outstanding
capital stock of the Company being held by the Company?s
existing partners. The Company is currently negotiating the
terms of a definitive agreement with Longdan and Longdan
International. There can be no assurance that the
acquisition will be completed by the parties.

6.	SUBSEQUENT EVENTS

In January 2007, Tunicom distributed a net amount of
$1,270,000 to its members, of which the Company?s share was
$458,644. From the distribution paid to the Company, the
Company paid Tunicom $247,562 ($242,097 at December 31,
2006) representing the principal amount of, plus accrued and
unpaid interest on, related party loans made by Tunicom (the
?Tunicom Loan?) to pay the operating expenses of the
Company.

In February 2007, the Company made a final distribution to
its partners in an aggregate amount of $211,082, or
approximately $0.05 per partnership unit. The Company has
approximately $50,000 of cash set aside for the payment of
estimated expenses through June 30, 2007.

The Company is having ongoing discussions in negotiating the
reverse merger acquisition with Longdan, however, the
Company can provide no assurances as to when or if the
proposed acquisition will occur or, if it does, on the final
terms of the acquisition.





Page 14
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
DECEMBER 31, 2006
(UNAUDITED)



7. BUSINESS CONTINUITY


These financial statements have been prepared on a going
concern basis. As previously discussed, as of February 6,
2007, the Company has realized its last remaining assets,
liquidated all liabilities and has distributed all cash
except for approximately $50,000. This cash will be used to
pay expenses and to continue the plan to acquire Longdan
through a reverse acquisition by fiscal year-end, June 30,
2007. If the Company does not reach a satisfactory agreement
with Longdan or fails to receive approval for the
Acquisition from its partners, it intends to dissolve the
Company. This situation indicates that the Company may not
continue in business in the future.




































Page 15
ALL-STATE PROPERTIES, L.P.

PART II ? OTHER INFORMATION



ITEM 6 ? EXHIBITS AND REPORTS ON FORM 8-K

        	Exhibit
        	Number	Exhibit Description

(31)	Certification pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of
2002 (Page 17-18).

(32)	Certification of Chief Executive Officer
(General Partner) pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of
2002 (Page 19).







































Page 16




SIGNATURES



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


		ALL-STATE PROPERTIES L.P.



                                By:  /s/ Stanley R. Rosenthal
                                           STANLEY ROSENTHAL
                                            General Partner


Date: September 24, 2007















Page 17
EXHIBIT 31

CERTIFICATION OF CHIEF EXECUTIVE OFFICER OF
ALL-STATE PROPERTIES L.P.
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


I, Stanley Rosenthal, certify that:

1.	I have reviewed this quarterly report on Form 10-Q/A 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. 	As the registrants certifying officer, I am responsible for
establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and
15d-15(e) for the registrant and have:

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

b)	designed such internal control over financial reporting,
or caused such internal control over financial reporting
to be designed under my supervision, to provide reasonable
assurance regarding the reliability of financial reporting
and the preparation of financial statements for external
purposes in accordance with generally accepted accounting
principles;

c)	evaluated the effectiveness of the registrant?s disclosure
controls and procedures and presented in 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

d)	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 that
has materially affected, or is reasonable likely to
materially affect, the registrant?s internal control over
financial reporting; and




Page 18


CERTIFICATION OF CHIEF EXECUTIVE OFFICER OF
ALL-STATE PROPERTIES L.P.
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
(CONTINUED)


5. 	As the registrant?s certifying officer, 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 functions):

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.



Date:  September 24, 2007



By: /s/Stanley R. Rosenthal
    Stanley Rosenthal
    General Partner



























Page 19

EXHIBIT 32

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


I, Stanley R. Rosenthal, certify, pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that the quarterly report on Form 10-Q/A of All-
State Properties L.P. for the three months ended December 31,
2006 fully complies with the requirements of Section 13(a) and
15(d) of the Securities Exchange Act of 1934, as amended; and
that information contained in such quarterly report on Form 10-
Q/A fairly presents, in all material respects, the financial
condition and results of operations of All-State Properties L.P.


Date:  September 24, 2007



By: /s/Stanley R. Rosenthal
    Stanley Rosenthal
    General Partner