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 MARCH 31, 2003 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, 2003

 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, 2003










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, 2003 and June 30, 2002	3

	Condensed Statements of Income -
	Three Months and Nine Months ended
	March 31, 2003 and 2002	4

	Condensed Statements of Cash Flows -
	Nine Months ended March 31, 2003
	and 2002	5-6

	Financial Data Schedule	7

	Notes to Condensed Financial Statements -
	Nine Months ended March 31, 2003 and 2002	8-9

	Management's Discussion and Analysis of
	the Financial Condition and Results of
	Operations ? March 31, 2003	10-11

	Condensed Financial Information for
	Tunicom LLC ? March 31, 2003 and
	June 30, 2002	12-13

	Exhibit - Computation of Income (Loss) per
	Partnership Unit - Nine Months ended
	March 31, 2003 and 2002	14

	Controls and Procedures ? March 31, 2003	15

PART II	Other Information	16

	Signatures	17

	Certifications	18







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, 2003 and the related condensed
statements of income for the three-month and nine-month periods
ended March 31, 2003 and 2002 and cash flows for the nine month
periods ended March 31, 2003 and 2002. 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 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
accounting principles accepted in the United States of America.

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 dated September 12, 2002, 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, 2002, is fairly stated, in
all material respects, in relation to the balance sheet from
which it has been derived.









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)





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 7, condensed financial information for Tunicom
LLC, appearing on pages 12 and 13, and the exhibit indicating the
computation of earnings per partnership unit, appearing on page
14, 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
May 9, 2003





















Page 3
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED BALANCE SHEETS
MARCH 31, 2003 AND JUNE 30, 2002
(UNAUDITED)


	MARCH	JUNE
	31ST	30TH
Assets	2 0 0 3	2 0 0 2

Cash	$	13,711	$	34,348
Other assets		1,210		1,210

Investment in real estate joint
  venture		299,090		309,664

Total Assets	$	314,011	$	345,222

Liabilities and Partners' Capital

Liabilities:
   Accounts payable and other
    liabilities	$	14,085	$	24,173
   Partnership distributions payable		10,152		11,934
   Deferred profit		68,207		68,207
   Notes payable - related parties		34,000		-

	$	126,444	$	104,314

Partners' capital 	$	380,999	$	430,145

Notes receivable - officers/partners		(193,432)		(189,237)

		$	187,567	$	240,908

Total Liabilities and Partners'
 Capital 	$	314,011	$	345,222











See accompanying notes and accountant?s report.




Page 4
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONDENSED STATEMENTS OF INCOME
THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2003 AND 2002
(UNAUDITED)


<TABLE>
<CAPTION>

	THREE MONTHS ENDED	NINE MONTHS ENDED
	MARCH 31,	MARCH 31,
	2 0 0 3	2 0 0 2	2 0 0 3	2 0 0 2
	<C>		<C>		<C>		<C>
<S>
REVENUES:

	Partnership income
	 (loss)	$	(3,372)$	(10,972)	$	(10,574)	$	(12,738)

	Other income		1,402		1,519		4,243		6,176

	$	(1,970)$	(9,453)	$	(6,331)	$	(6,562)

COST AND EXPENSES:

	Selling, general
	 and administrative	$	13,565	$	27,644	$	42,816	$	56,774

	Interest		-		-		-		-

	$	13,565	$	27,644	$	42,816	$	56,774

NET INCOME (LOSS)	$	(15,535)$	(37,097)	$	(49,147)	$	(63,336)

NET (LOSS) INCOME PER
 PARTNERSHIP UNIT	(0.00)	(0.01)	(0.02)	(0.02)

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, 2003 AND 2002
(UNAUDITED)




		   2 0 0 3		   2 0 0 2
CASH FLOW FROM OPERATING ACTIVITIES:
	Interest collected	$	123	$	1,980
	Cash paid for selling, general and
	 administrative expenses		(43,627)		(54,809)
	Partnership distributions escheated		(11,133)		(304,495)

	   Net Cash Provided (Used) by
	    Operating Activities	$	(54,637)	$	(357,324)

CASH FLOW FROM FINANCING ACTIVITIES:
	Cash from borrowing (Repayment)	$	34,000	$	-

CASH FLOW FROM INVESTING ACTIVITIES
 PARTNERSHIP AND PARTNERS ? NET	$	-	$	-

NET INCREASE (DECREASE) IN CASH AND
 CASH EQUIVALENTS	$	(20,637)	$	(357,324)

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

CASH AND CASH EQUIVALENTS AT END
 OF PERIOD	$	13,711	$	44,718
















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, 2003 AND 2002





		  2 0 0 3		  2 0 0 2

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

	Net profit (Loss)	$	(49,147)	$	(63,336)
	(Income) Loss of real estate part-
	 nership	$	10,574	$	12,738
	Changes in Assets and Liabilities:
	  (Decrease) increase in accrued
	   interest payable		75		-
	  Increase in accrued interest
	   receivable		(4,195)		(4,196)
	  (Decrease) increase in accounts
	   payable		(10,162)		(171)
	  (Decrease)in partnership
	   distributions payable		(1,782)		(302,359)

	      Total adjustments	$	(5,490)	$	(293,988)

NET CASH PROVIDED (CONSUMED) BY
 OPERATING ACTIVITIES	$	(54,637)	$	(357,324)

















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, 2003, SIX MONTHS ENDED DECEMBER 31,
2002, THREE MONTHS ENDED SEPTEMBER 30, 2002



	MARCH 31,	DECEMBER 31,	SEPTEMBER 30,
	2 0 0 3	2 0 0 2	2 0 0 2


EXHIBIT 27

Cash	$	13,711	$	7,976	$	17,253
Receivables		1,210		1,210		1,210
Investment in real estate
  joint venture		299,090		302,462		306,648

Total Assets	$	314,011	$	311,648	$	325,111

Accounts payable	$	14,085	$	17,817	$	10,706
Partnership distributions
 payable		10,152		21,125		11,934
Notes payable - related
 parties		34,000		-		-
Deferred revenue		68,207		68,207		68,207
Partners' capital		380,999		396,533		424,900
Notes receivable ? officers
 /partners		(193,432)		(192,034)		(190,636)

Total Liabilities and
 Partners' Capital	$	314,011	$	311,648	$	325,111

Total Revenues	$	(6,331)		(4,361)		(1,585)

Total Cost and Expenses		42,816		29,251		3,661

Net Loss	$	(49,147)	$	(33,612)	$	(5,246)

Loss Per Partnership Unit		(0.02)		(0.01)		0.00








See accompanying notes and accountant?s report.




Page 8
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2003 AND 2002



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 interest 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 9
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
NOTES TO CONDENSED FINANCIAL STATEMENTS
THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2003 AND 2002




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.

3.	The notes payable to related parties consist of a payable to
Tunicom LLC in the amount of $10,000 that accrues interest at
6% per annum and a note payable to the general partner of the
Company in the amount of $24,000 that does not accrue
interest. The notes payables are due on demand.





















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, 2003

FINANCIAL CONDITION

	Registrant?s source of working capital consists of cash
received from Tunicom. No cash was available for distribution
during the nine months ended March 31, 2003.

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 indivi-
	duals 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 entered into an agreement of purchase and sale
of the property for a price between $1,700,000 and $2,0000,000,
based upon an appraisal. Closing the transaction at that price 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 closing of a fee in







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, 2003


FINANCIAL CONDITION (CONTINUED)

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 12

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIP
TUNICOM LLC
CONDENSED BALANCE SHEETS
AS OF MARCH 31, 2003 AND JUNE 30, 2002
(UNAUDITED)

<TABLE>
<CAPTION>
		MARCH 31,	JUNE 30,
		 2 0 0 3		  2 0 0 2

<S>		<C>		<C>
ASSETS:
Property ? land and improvements	$	749,782	$	723,410
Cash		49,091		112,719
Note receivable ? related party		10,000		-
Deferred and prepaid expenses		30,025		30,025
Other receivable		5,939		-

	Total	$	844,837	$	866,154

LIABILITIES AND PARTNERS? CAPITAL:
Accounts payable and other
 liabilities	$	16,793	$	8,835
Partners? capital		828,044		857,319

	Total	$	844,837	$	866,154

</TABLE>



















See accompanying notes and accountant?s report.




Page 13

CONDENSED FINANCIAL INFORMATION FOR REAL ESTATE PARTNERSHIP
CONDENSED PROFIT AND LOSS INFORMATION
THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2003 AND 2002
(UNAUDITED)

<TABLE>
<CAPTION>

	THREE MONTHS ENDED	NINE MONTHS ENDED
	MARCH 31,	MARCH 31,
	2 0 0 3	2 0 0 2	2 0 0 3	2 0 0 2
<S>	<C>		<C>		<C>		<C>
REVENUES:
Interest and other	$	156	$	24	$	584	$	920

Total income	$	156	$	24	$	584	$	920

EXPENSES:
General and
administrative	$	6,492	$	27,651	$	21,286	$	30,036
Interest				-				-
Depreciation and
 Amortization				-				-
Taxes and insurance		3,000		2,750		8,573		6,150

Total expenses	$	9,492	$	30,401	$	29,859	$	36,186

NET PROFIT (LOSS)	$	(9,336)	$	(30,377)	$	(29,275)	$	(35,266)

</TABLE>


















See accompanying notes and accountant?s report.




Page 14
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
EXHIBIT - COMPUTATION OF INCOME (LOSS) PER PARTNERSHIP UNIT
NINE MONTHS ENDED MARCH 31, 2003 AND 2002






		2 0 0 3	2 0 0 2

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

Net Income (Loss)	$	(49,147)	$	(37,097)

Net Income (Loss) Per Partnership
 Unit	$	(0.02)	$	(0.01)































See accompanying notes and accountant?s report.




Page 15
ALL-STATE PROPERTIES L.P.
(A LIMITED PARTNERSHIP)
CONTROLS AND PROCEDURES
MARCH 31, 2003



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 16
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 17
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: May 22, 2003






Page 18 (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 18 (2 of 2)
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:  May 22, 2003



_____________________
Stanley Rosenthal

General Partner