<PAGE>  1

                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549


                                  FORM 10-Q


              QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
                   OF THE SECURITIES EXCHANGE ACT OF 1934


                  For the Quarter Ended September 30, 1998


                            --------------------


Commission          Registrant; State of Organization;       IRS Employer
 File No.              Address and Telephone Number       Identification No.
----------          ----------------------------------    ------------------
 1-14507            Boston Celtics Limited Partnership        04-3416346
                     (a Delaware limited partnership)
                           151 Merrimac Street,
                        Boston, Massachusetts 02114
                             (617) 523-6050

 1-9324             Boston Celtics Limited Partnership II     04-2936516
                      (a Delaware limited partnership)
                           151 Merrimac Street,
                        Boston, Massachusetts  02114
                             (617) 523-6050


Indicate by checkmark  whether the registrant (1) has filed reports required to
be filed by Section 13 or 15(d) of the  Securities  Exchange Act of 1934 during
the  preceding 12 months and (2) has been  subject to such filing  requirements
for the past 90 days. Yes X No --------- ---------

As of September 30, 1998,  there were  2,703,664  Units  outstanding  of Boston
Celtics  Limited   Partnership,   and  2,703,664  units  representing   limited
partnership interests outstanding of Boston Celtics Limited Partnership II.

















<PAGE>  2

                       Part I - Financial Information

Item I - Financial Statements

                     BOSTON CELTICS LIMITED PARTNERSHIP
                              and Subsidiaries
                    Condensed Consolidated Balance Sheets

<TABLE>
<CAPTION>

                                               September 30,      June 30,
                                                   1998             1998
                                               ---------------------------
                                                (Unaudited)
                                   ASSETS

<S>                                             <C>             <C>
CURRENT ASSETS
  Cash and cash equivalents                     $ 3,715,304     $ 8,468,286
  Marketable securities                                           1,041,446
  Other short-term investments                   82,276,929      81,114,266
  Prepaid expenses and other current assets         198,708         302,900
                                                ---------------------------
TOTAL CURRENT ASSETS                             86,190,941      90,926,898

PROPERTY AND EQUIPMENT, net of depreciation
 of $24,230 in September and $21,957 in June         21,243          23,516
OTHER ASSETS                                      1,068,978       1,096,129
                                                ---------------------------
                                                $87,281,162     $92,046,543
                                                ===========================

LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES
  Accounts payable and accrued expenses         $ 1,171,484     $ 1,102,496
  Due to related parties                                          3,036,184
  Federal and state income taxes payable            682,430         733,800
  Notes payable                                                  17,538,780
                                                ---------------------------
TOTAL CURRENT LIABILITIES                         1,853,914      22,411,260

DEFERRED FEDERAL AND STATE INCOME TAXES           9,710,875       9,710,875
NOTES PAYABLE TO BANK                            50,000,000      30,000,000
SUBORDINATED DEBENTURES                          33,084,267      32,984,700
INVESTMENT IN CAPITAL DEFICIENCY OF CELTICS
 BASKETBALL HOLDINGS, L.P.                       31,055,103      29,865,364











<PAGE>  3

PARTNERS' CAPITAL (DEFICIT)
Boston Celtics Limited Partnership -
  General Partner                                   235,839         290,166
  Limited Partners                              (39,713,589)    (34,329,896)
                                                ---------------------------
                                                (39,477,750)    (34,039,730)
Boston Celtics Limited Partnership II -
 General Partner                                    162,775         210,292
Celtics Limited Partnership - General Partner       250,655         262,554
Boston Celtics Communications Limited 
 Partnership - General Partner                      641,323         641,228
                                                ---------------------------
TOTAL PARTNERS' CAPITAL (DEFICIT)               (38,422,997)    (32,925,656)
                                                ---------------------------
                                                $87,281,162     $92,046,543
                                                ===========================
</TABLE>

See notes to condensed consolidated financial statements.







































<PAGE>  4

                     BOSTON CELTICS LIMITED PARTNERSHIP
                              and Subsidiaries
               Condensed Consolidated Statement of Operations
                                  Unaudited
                For the Three Months Ended September 30, 1998

<TABLE>

<S>                                                           <C>
Costs and expenses:
  General and administrative                                  $ 1,050,315
  Depreciation and amortization                                    14,052
                                                              -----------
                                                               (1,064,367)
Equity in loss of Celtics Basketball Holdings, L.P.            (1,189,739)
Interest expense                                               (1,734,817)
Interest income                                                 1,246,462
Net realized gains on disposition of marketable securities
 and other short-term investments                                   6,020
                                                              -----------
Loss from operations before income taxes and
 extraordinary charge                                          (2,736,441)
Provision for income taxes                                        500,000
                                                              -----------
Loss from operations before extraordinary charge               (3,236,441)
Extraordinary charge for early retirement of notes payable     (2,255,540)
                                                              -----------

Net loss                                                       (5,491,981)

Net loss applicable to interests of General Partners             (113,594)
                                                              -----------

Net loss applicable to interests of Limited Partners          $(5,378,387)
                                                              ===========

Loss per unit from operations before extraordinary charge          $(1.17)
Net loss per unit                                                  $(1.99)

</TABLE>

See notes to condensed consolidated financial statements.
















<PAGE>  5

                     BOSTON CELTICS LIMITED PARTNERSHIP
                              and Subsidiaries
               Condensed Consolidated Statement of Cash Flows
                                  Unaudited
                For the Three Months Ended September 30, 1998

<TABLE>

<S>                                                         <C>
CASH FLOWS USED IN OPERATING ACTIVITIES
  General and administrative expenses                       $  (1,615,632)
  Interest expense                                             (1,008,238)
  Interest income                                               1,051,449
  Income taxes paid                                              (551,370)
                                                            -------------
NET CASH FLOWS USED IN OPERATING ACTIVITIES                    (2,123,791)
                                                            -------------

CASH FLOWS USED IN INVESTING ACTIVITIES
  Purchases of short-term investments                        (175,036,184)
  Proceeds from sales of marketable securities                  1,000,000
  Proceeds from sales of short-term investments               171,100,000
  Other receipts (expenditures)                                    11,147
                                                            -------------
NET CASH FLOWS USED IN INVESTING ACTIVITIES                    (2,925,037)
                                                            -------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from bank borrowings                                20,000,000
  Payment of notes payable                                    (19,794,320)
  Cash contributions from general partner                          90,166
                                                            -------------
NET CASH FLOWS FROM FINANCING ACTIVITIES                          295,846
                                                            -------------

NET DECREASE IN CASH AND CASH EQUIVALENTS                      (4,752,982)
Cash and cash equivalents at beginning of period                8,468,286
                                                            -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                  $   3,715,304
                                                            =============

</TABLE>

See notes to condensed consolidated financial statements.














<PAGE>  6

Notes to Condensed Consolidated Financial Statements

-------------------------------------------------------------------------------
             BOSTON CELTICS LIMITED PARTNERSHIP AND SUBSIDIARIES
-------------------------------------------------------------------------------

Note 1 - The condensed  consolidated  financial statements include the accounts
of Boston  Celtics  Limited  Partnership  ("BCLP," the  "Partnership")  and its
majority-owned and controlled subsidiaries and partnerships.

BCLP (formerly  "Boston Celtics Limited  Partnership II") is a Delaware limited
partnership   that  was  formed  on  April  13,  1998  in  connection   with  a
reorganization  of Boston  Celtics  Limited  Partnership  II (formerly  "Boston
Celtics Limited  Partnership")  ("BCLP II").  Pursuant to the reorganization of
BCLP II (the "Reorganization"), which was completed on June 30, 1998, BCLP owns
a 99% limited partnership interest in BCLP II.

BCLP held no material assets and was not engaged in operations from its date of
formation  until the completion of the  Reorganization  on June 30, 1998.  Upon
completion of the Reorganization, BCLP, through its subsidiaries, holds certain
investments,  including a 48.3123%  limited  partnership  investment in Celtics
Basketball  Holdings,  L.P.,  ("Celtics  Basketball  Holdings") which,  through
Celtics  Basketball,  L.P.  ("Celtics  Basketball"),   its  99.999%  subsidiary
partnership,  owns and operates the Boston Celtics professional basketball team
(the  "Boston  Celtics") of the National  Basketball  Association  (the "NBA").
BCLP's investment in Celtics Basketball Holdings is accounted for on the equity
method, and accordingly,  the investment is carried at cost, effected by equity
in income or loss of Celtics  Basketball  Holdings and reduced by distributions
received.

Note 2 - The unaudited interim condensed consolidated financial statements have
been prepared in accordance with generally accepted  accounting  principles for
interim financial  statements and with instructions to Form 10-Q and Article 10
of Regulation S-X. Accordingly,  they do not include all of the information and
footnotes  required by generally  accepted  accounting  principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal  recurring  accruals)  necessary  for a fair  presentation  have been
included  therein.  Operating results for interim periods are not indicative of
the results that may be expected for the full year.  Such financial  statements
should be read in conjunction  with the consolidated  financial  statements and
footnotes  thereto  of Boston  Celtics  Limited  Partnership  and  Subsidiaries
included in the annual report on Form 10-K for the year ended June 30, 1998.

Note 3 - On May 20, 1998, BCLP II entered into a $60,000,000  revolving  credit
agreement with its commercial  bank,  $20,000,000 of which was reserved for the
repayment of notes  payable  related to BCLP II units that were redeemed from a
former principal unitholder in August 1995.

The notes payable to the former principal  unitholder had an aggregate  initial
face amount of  $14,365,096.  The notes,  which were due and payable on July 1,
2000,  also provided that the amounts to be paid to such  unitholder were to be
increased  by  specified  amounts  on each  July 1 during  their  term.  If the
principal  unitholder  held the notes  until July 1,  2000,  he would have been
entitled to receive aggregate  payments  (excluding  interest) in the amount of
$20,044,320.  Each of the notes bore interest payable  quarterly at the rate of
7.76% per annum.  At September 30, 1998,  the  aggregate  balance of the notes,
including scheduled increases in the note balances, amounted to $17,538,780.

<PAGE>  7

On September  30, 1998,  BCLP II borrowed the  $20,000,000  reserved  under its
revolving  credit  agreement  and used the proceeds to repay the notes  payable
related to the redeemed  BCLP II units.  The  $20,000,000  borrowing  under the
revolving  credit  agreement  bears  interest  at the  rate of  5.695%  through
September  30,  1999,  after which it bears  interest at the rate of LIBOR plus
0.70%. The notes payable to the former principal  unitholder were repaid in the
amount of  $19,794,320,  resulting  in an  extraordinary  charge of  $2,255,540
related to early retirement of notes payable.

Note 4 - BCLP,  through its subsidiary  partnerships and  corporations,  owns a
48.3123% limited partnership interest in Celtics Basketball Holdings.  Prior to
the  completion  of the  Reorganization  on June 30, 1998,  Celtics  Basketball
Holdings  held no  material  assets  and was not  engaged in  operations.  Upon
completion of the Reorganization,  Celtics Basketball Holdings, through Celtics
Basketball,  owns and operates the Boston Celtics. BCLP's investment in Celtics
Basketball  Holdings is  accounted  for on the equity  method.  Summary  income
statement  data for Celtics  Basketball  Holdings  for the three  months  ended
September 30, 1998 is as follows:

<TABLE>

<S>                                       <C>
Total costs and expenses                  $(1,819,138)
Interest income (expense), net               (643,487)
                                          -----------
Net loss                                  $(2,462,625)
                                          ===========

</TABLE>

Note 5 - The following  table sets forth the  computation  of loss per unit for
the three months ended September 30, 1998:

<TABLE>

<S>                                                             <C>
Numerator for loss per unit:
  Loss from operations before extraordinary charge:
    Loss from operations before extraordinary charge            $(3,236,441)
    Applicable to interests of General Partners of
     subsidiary partnerships                                        (36,712)
                                                                -----------
                                                                 (3,199,729)
    Applicable to 1% General Partnership interest of BCLP           (31,997)
                                                                -----------
    Applicable to interests of Limited Partners                 $(3,167,732)
                                                                ===========

  Net loss:
    Net loss                                                    $(5,491,981)
    Applicable to interests of General Partners of 
     subsidiary partnerships                                        (59,267)
                                                                -----------
                                                                 (5,432,714)
    Applicable to 1% General Partnership interest of BCLP           (54,327)
                                                                -----------
    Applicable to interests of Limited Partners                 $(5,378,387)
                                                                ===========
<PAGE>  8

Denominator for loss per unit - weighted average units            2,703,664
                                                                ===========

Loss per unit from operations before extraordinary charge       $     (1.17)
                                                                ===========
Net loss per unit                                               $     (1.99)
                                                                ===========
</TABLE>

Note 6 - The Partnership adopted Financial Accounting Standards Board Statement
No. 130, "Reporting  Comprehensive  Income" ("Statement 130") effective July 1,
1998.  Comprehensive  income was not materially different from net loss for the
three months ended September 30, 1998.

Note 7 - NBA players,  including  those that play for the Boston  Celtics, were
covered  by a  collective  bargaining  agreement  between  the  NBA and the NBA
Players Association (the "NBPA") that was to be in effect through June 30, 2001
(the  "Collective  Bargaining  Agreement").  Under the terms of the  Collective
Bargaining  Agreement,  the NBA had  the  right  to  terminate  the  Collective
Bargaining  Agreement  after the 1997-98 season if it was  determined  that the
aggregate  salaries and benefits  paid by all NBA teams for the 1997-98  season
exceeded  51.8% of  projected  Basketball  Related  Income,  as  defined in the
Collective Bargaining Agreement ("BRI").  Effective June 30, 1998, the Board of
Governors  of the NBA voted to  exercise  that right and reopen the  Collective
Bargaining Agreement, as it had been determined that the aggregate salaries and
benefits  paid by the NBA teams for the 1997-98  season  would  exceed 51.8% of
projected  BRI.  Effective  July 1, 1998,  the NBA  commenced  a lockout of NBA
players  in  support  of its  attempt  to  reach  a new  collective  bargaining
agreement.  The NBA and the NBPA have been engaged in negotiations  regarding a
new collective bargaining  agreement,  but as of November 6, 1998, no agreement
has been reached. NBA teams,  including the Boston Celtics, will refund amounts
paid by season ticket holders (plus interest at 6%) for any home games that are
canceled as a result of the  lockout.  Such refunds are to be paid on a monthly
basis for any games canceled in the preceding  month. As of November 6, 1998, a
total  of ten  Boston  Celtics  home  games  through  November  30,  1998  (two
exhibition  games and eight regular season games) have been canceled due to the
lockout. In addition, as a result of the lockout, NBA teams are not required to
make any payments due to players with respect to the 1998-99 season.

Although the ultimate outcome of this matter cannot be determined at this time,
the loss of  games  as a  result  of the  absence  of a  collective  bargaining
agreement  or the  continuation  of the  lockout  will have a material  adverse
effect on the Partnership's financial condition and its results of operations.















<PAGE>  9
                    BOSTON CELTICS LIMITED PARTNERSHIP II
                              and Subsidiaries
                    Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                               September 30,      June 30,
                                                   1998             1998
                                               ---------------------------
                                                (Unaudited)
                                   ASSETS
<S>                                             <C>             <C>
CURRENT ASSETS
  Cash and cash equivalents                     $ 3,427,576     $ 8,268,186
  Marketable securities                                           1,041,446
  Other short-term investments                   82,276,929      81,114,266
  Due from related parties                          646,972
  Prepaid expenses and other current assets         198,708         212,734
                                                ---------------------------
TOTAL CURRENT ASSETS                             86,550,185      90,636,632

PROPERTY AND EQUIPMENT, net of depreciation
 of $24,230 in September and $21,957 in June         21,243          23,516
OTHER ASSETS                                      1,068,978       1,096,129
                                                ---------------------------
                                                $87,640,406     $91,756,277
                                                ===========================
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES
  Accounts payable and accrued expenses         $ 1,108,612     $ 1,102,296
  Due to related parties                                          3,036,184
  Federal and state income taxes payable            682,430         733,800
  Notes payable                                                  17,538,780
                                                ---------------------------
TOTAL CURRENT LIABILITIES                         1,791,042      22,411,060

DEFERRED FEDERAL AND STATE INCOME TAXES           9,710,875       9,710,875
NOTES PAYABLE TO BANK                            50,000,000      30,000,000
SUBORDINATED DEBENTURES                          33,084,267      32,984,700
INVESTMENT IN CAPITAL DEFICIENCY OF CELTICS
 BASKETBALL HOLDINGS, L.P.                       31,055,103      29,865,364

PARTNERS' CAPITAL (DEFICIT)
Boston Celtics Limited Partnership II -
  General Partner                                   162,775         210,292
  Limited Partners                              (39,055,634)    (34,329,796)
                                                ---------------------------
                                                (38,892,859)    (34,119,504)
Celtics Limited Partnership - General Partner       250,655         262,554
Boston Celtics Communications Limited
 Partnership - General Partner                      641,323         641,228
                                                ---------------------------
TOTAL PARTNERS' CAPITAL (DEFICIT)               (38,000,881)    (33,215,722)
                                                ---------------------------
                                                $87,640,406     $91,756,277
                                                ===========================

</TABLE>

See notes to condensed consolidated financial statements.
<PAGE>  10

                    BOSTON CELTICS LIMITED PARTNERSHIP II
                              and Subsidiaries
               Condensed Consolidated Statements of Operations
                                  Unaudited

<TABLE>
<CAPTION>

                                                                           Three Months Ended
                                                                     ------------------------------
                                                                     September 30,    September 30,
                                                                         1998             1997
                                                                     ------------------------------
<S>                                                                   <C>              <C>
Costs and expenses:
  General and administrative                                          $   338,133      $ 2,877,083
  Selling and promotional                                                                  497,021
  Depreciation                                                              2,274           48,053
  Amortization of NBA franchise and other intangible assets                11,778           41,176
                                                                     -----------------------------
                                                                         (352,185)      (3,463,333)
Equity in loss of Celtics Basketball Holdings, L.P.                    (1,189,739)
Interest expense                                                       (1,734,817)      (1,479,028)
Interest income                                                         1,246,462        1,566,690
Net realized gains on disposition of marketable securities
 and other short-term investments                                           6,020           10,038
                                                                      ----------------------------
Loss from operations before income taxes and extraordinary charge      (2,024,259)      (3,365,633)
Provision for income taxes                                                500,000          500,000
                                                                      ----------------------------
Loss from operations before extraordinary charge                       (2,524,259)      (3,865,633)
Extraordinary charge for early retirement of notes payable             (2,255,540)
                                                                      ----------------------------
Net loss                                                               (4,779,799)      (3,865,633)

Net loss applicable to interests of General Partners                      (59,267)         (64,509)
                                                                      ----------------------------

Net loss applicable to interests of Limited Partners                  $(4,720,532)     $(3,801,124)
                                                                      ============================

Loss per unit from operations before extraordinary charge                  $(0.92)          $(0.71)
Net loss per unit                                                          $(1.75)          $(0.71)


</TABLE>

See notes to condensed consolidated financial statements.










<PAGE>  11

                    BOSTON CELTICS LIMITED PARTNERSHIP II
                              and Subsidiaries
               Condensed Consolidated Statements of Cash Flows
                                  Unaudited
                                           
<TABLE>
<CAPTION>
  
                                                          For the Three Months Ended
                                                        ------------------------------
                                                        September 30,    September 30,
                                                            1998             1997
                                                        ------------------------------

<S>                                                     <C>              <C>
CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES
Receipts:
  Basketball regular season receipts:
    Ticket sales                                                         $ 23,488,716
    Television and radio broadcast rights fees                              1,705,500
    Other, principally promotional advertising                                498,319
                                                        -----------------------------
                                                                           25,692,535
Costs and expenses:
  Basketball regular season expenditures:
    Team expenses                                                           8,966,264
    Game expenses                                                              19,856
  General and administrative expenses                   $  1,613,094        4,713,619
  Selling and promotional expenses                                            910,613
                                                        -----------------------------
                                                           1,613,094       14,610,352
                                                        -----------------------------
                                                          (1,613,094)      11,082,183
  Interest expense                                        (1,008,238)      (1,132,352)
  Interest income                                          1,051,449        1,701,788
  Income taxes refunded (paid)                              (551,370)         166,694
  Payment of deferred compensation                                           (128,184)
                                                        -----------------------------
NET CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES        (2,121,253)      11,690,129
                                                        -----------------------------
CASH FLOWS USED IN INVESTING ACTIVITIES
  Purchases of:
    Marketable securities                                                 (27,330,855)
    Short-term investments                              (175,036,184)    (166,600,000)
  Proceeds from sales of:
    Marketable securities                                  1,000,000       19,905,165
    Short-term investments                               171,100,000      168,092,400
  Capital expenditures                                                       (221,199)
  Other receipts (expenditures)                               11,147         (699,976)
                                                        -----------------------------
NET CASH FLOWS USED IN INVESTING ACTIVITIES               (2,925,037)      (6,854,465)
                                                        -----------------------------
CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from bank borrowings                           20,000,000
  Payment of notes payable                               (19,794,320)
                                                        -----------------------------
NET CASH FLOWS FROM FINANCING ACTIVITIES                     205,680
                                                        -----------------------------
<PAGE>  12

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS      (4,840,610)       4,835,664
Cash and cash equivalents at beginning of period           8,268,186        6,498,739
                                                        -----------------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD              $  3,427,576      $11,334,403
                                                        =============================

</TABLE>

See notes to condensed consolidated financial statements.

















































<PAGE>  13

            Notes to Condensed Consolidated Financial Statements

-------------------------------------------------------------------------------
                    BOSTON CELTICS LIMITED PARTNERSHIP II AND SUBSIDIARIES
-------------------------------------------------------------------------------

Note 1 - The condensed  consolidated  financial statements include the accounts
of Boston Celtics Limited Partnership II ("BCLP II," the "Partnership") and its
majority-owned and controlled  subsidiaries and partnerships.  All intercompany
transactions are eliminated in consolidation.

Pursuant to a reorganization of its partnership structure that was completed on
June 30, 1998 (the  "Reorganization"),  the  Partnership's  name was changed to
Boston Celtics Limited Partnership II. As a result of the  Reorganization,  the
Partnership's  99%  limited  partnership  interest  is owned by Boston  Celtics
Limited Partnership (a Delaware limited partnership formed in April 1998).

Prior to the  Reorganization,  BCLP II,  through  its  subsidiaries,  owned and
operated the Boston Celtics professional basketball team (the "Boston Celtics")
of the National  Basketball  Association (the "NBA") and held investments.  The
Boston Celtics were owned by Celtics Limited Partnership ("CLP"), in which BCLP
II has a 99% limited partnership interest.

Upon  completion  of the  Reorganization,  the  Boston  Celtics  are  owned and
operated  by  Celtics  Basketball,  L.P.  ("Celtics  Basketball"),   a  99.999%
subsidiary  of  Celtics  Basketball   Holdings,   L.P.   ("Celtics   Basketball
Holdings").  BCLP II,  through its  subsidiaries,  holds  certain  investments,
including  a 48.3123%  limited  partnership  investment  in Celtics  Basketball
Holdings.

Accordingly,  the operating  results of the Boston Celtics are  consolidated in
the accompanying  financial statements for periods prior to the Reorganization.
Effective  June 30, 1998,  BCLP II's interest in the accounts and operations of
the Boston  Celtics  is  reflected  in its  investment  in  Celtics  Basketball
Holdings,  which is accounted for on the equity method,  and  accordingly,  the
investment is carried at cost,  effected by equity in income or loss of Celtics
Basketball Holdings and reduced by distributions received.

Note 2 - The unaudited interim condensed consolidated financial statements have
been prepared in accordance with generally accepted  accounting  principles for
interim financial  statements and with instructions to Form 10-Q and Article 10
of Regulation S-X. Accordingly,  they do not include all of the information and
footnotes  required by generally  accepted  accounting  principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal  recurring  accruals)  necessary  for a fair  presentation  have been
included  therein.  Operating results for interim periods are not indicative of
the results that may be expected for the full year.  Such financial  statements
should be read in conjunction  with the consolidated  financial  statements and
footnotes  thereto of Boston Celtics  Limited  Partnership II and  Subsidiaries
included in the annual report on Form 10-K for the year ended June 30, 1998.

Note 3 - On May 20, 1998, BCLP II entered into a $60,000,000  revolving  credit
agreement with its commercial  bank,  $20,000,000 of which was reserved for the
repayment of notes  payable  related to BCLP II units that were redeemed from a
former principal unitholder in August 1995.



<PAGE>  14

The notes payable to the former principal  unitholder had an aggregate  initial
face amount of  $14,365,096.  The notes,  which were due and payable on July 1,
2000,  also provided that the amounts to be paid to such  unitholder were to be
increased  by  specified  amounts  on each  July 1 during  their  term.  If the
principal  unitholder  held the notes  until July 1,  2000,  he would have been
entitled to receive aggregate  payments  (excluding  interest) in the amount of
$20,044,320.  Each of the notes bore interest payable  quarterly at the rate of
7.76% per annum.  At September 30, 1998,  the  aggregate  balance of the notes,
including scheduled increases in the note balances, amounted to $17,538,780.

On September  30, 1998,  BCLP II borrowed the  $20,000,000  reserved  under its
revolving  credit  agreement  and used the proceeds to repay the notes  payable
related to the redeemed  BCLP II units.  The  $20,000,000  borrowing  under the
revolving  credit  agreement  bears  interest  at the  rate of  5.695%  through
September  30,  1999,  after which it bears  interest at the rate of LIBOR plus
0.70%. The notes payable to the former principal  unitholder were repaid in the
amount of  $19,794,320,  resulting  in an  extraordinary  charge of  $2,255,540
related to early retirement of notes payable.

Note 4 - BCLP II, through its subsidiary partnerships and corporations,  owns a
48.3123% limited partnership interest in Celtics Basketball Holdings.  Prior to
the  completion  of the  Reorganization  on June 30, 1998,  Celtics  Basketball
Holdings  held no  material  assets  and was not  engaged in  operations.  Upon
completion of the Reorganization,  Celtics Basketball Holdings, through Celtics
Basketball,  owns  and operates  the Boston Celtics.  BCLP II's  investment  in 
Celtics  Basketball  Holdings  is accounted for on the  equity method.  Summary 
income  statement data for Celtics Basketball  Holdings  for the  three  months
ended  September  30,  1998 is as follows:

<TABLE>

<S>                                       <C>
Total costs and expenses                  $(1,819,138)
Interest income (expense), net               (643,487)
                                          -----------
Net loss                                  $(2,462,625)
                                          ===========

</TABLE>



















<PAGE>  15

Note 5 - The following table sets forth the computation of loss per unit:

<TABLE>
<CAPTION>

                                                                Three Months Ended September 30,
                                                                   1998            1997
                                                                --------------------------------
<S>                                                               <C>             <C>
Numerator for loss per unit:
  Loss from operations before extraordinary charge:
    Loss from operations before extraordinary charge              $(2,524,259)    $(3,865,633)
    Applicable to interests of General Partners of
     subsidiary partnerships                                          (11,804)        (26,114)
                                                                  ---------------------------
                                                                   (2,512,455)     (3,839,519)
    Applicable to 1% General Partnership interest of BCLP II          (24,908)        (38,395)
                                                                  ---------------------------
    Applicable to interests of Limited Partners                   $(2,487,547)    $(3,801,124)
                                                                  ===========================

  Net loss:
    Net loss                                                      $(4,779,799)    $(3,865,633)
    Applicable to interests of General Partners of
     subsidiary partnerships                                          (11,804)        (26,114)
                                                                  ---------------------------
                                                                   (4,767,995)     (3,839,519)
    Applicable to 1% General Partnership interest of BCLP II          (47,463)        (38,395)
                                                                  ---------------------------
    Applicable to interests of Limited Partners                   $(4,720,532)    $(3,801,124)
                                                                  ===========================

Denominator for loss per unit - weighted average units              2,703,664       5,346,164
                                                                  ===========================

Loss per unit from operations before extraordinary charge         $     (0.92)    $     (0.71)
                                                                  ===========================
Net loss per unit                                                 $     (1.75)    $     (0.71)
                                                                  ===========================

</TABLE>

Note 6 - The Partnership adopted Financial Accounting Standards Board Statement
No. 130, "Reporting  Comprehensive  Income" ("Statement 130") effective July 1,
1998.  Comprehensive  income was not materially different from net loss for the
three months ended September 30, 1998.












<PAGE>  16

Note 7 - NBA players,  including  those that play for the Boston  Celtics, were
covered  by a  collective  bargaining  agreement  between  the  NBA and the NBA
Players Association (the "NBPA") that was to be in effect through June 30, 2001
(the  "Collective  Bargaining  Agreement").  Under the terms of the  Collective
Bargaining  Agreement,  the NBA had  the  right  to  terminate  the  Collective
Bargaining  Agreement  after the 1997-98 season if it was  determined  that the
aggregate  salaries and benefits  paid by all NBA teams for the 1997-98  season
exceeded  51.8% of  projected  Basketball  Related  Income,  as  defined in the
Collective Bargaining Agreement ("BRI").  Effective June 30, 1998, the Board of
Governors  of the NBA voted to  exercise  that right and reopen the  Collective
Bargaining Agreement, as it had been determined that the aggregate salaries and
benefits  paid by the NBA teams for the 1997-98  season  would  exceed 51.8% of
projected  BRI.  Effective  July 1, 1998,  the NBA  commenced  a lockout of NBA
players  in  support  of its  attempt  to  reach  a new  collective  bargaining
agreement.  The NBA and the NBPA have been engaged in negotiations  regarding a
new collective bargaining  agreement,  but as of November 6, 1998, no agreement
has been reached. NBA teams,  including the Boston Celtics, will refund amounts
paid by season ticket holders (plus interest at 6%) for any home games that are
canceled as a result of the  lockout.  Such refunds are to be paid on a monthly
basis for any games canceled in the preceding  month. As of November 6, 1998, a
total  of ten  Boston  Celtics  home  games  through  November  30,  1998  (two
exhibition  games and eight regular season games) have been canceled due to the
lockout. In addition, as a result of the lockout, NBA teams are not required to
make any payments due to players with respect to the 1998-99 season.

Although the ultimate outcome of this matter cannot be determined at this time,
the loss of  games  as a  result  of the  absence  of a  collective  bargaining
agreement  or the  continuation  of the  lockout  will have a material  adverse
effect on the Partnership's financial condition and its results of operations.





























<PAGE>  17

              Management's Discussion and Analysis of Financial
                     Condition and Results of Operations

-------------------------------------------------------------------------------
                     BOSTON CELTICS LIMITED PARTNERSHIP
                   BOSTON CELTICS LIMITED PARTNERSHIP II
                              and Subsidiaries
-------------------------------------------------------------------------------

Forward Looking Statements

Certain  statements  and  information   included  herein  are  "forward-looking
statements"  within the meaning of the federal  Private  Securities  Litigation
Reform Act of 1995,  including  statements  relating to  prospective  revenues,
expenses  (including player and other team costs),  capital  expenditures,  tax
burdens,   earnings  and  distributions,   and  expectations,   intentions  and
strategies regarding the future. Such forward-looking  statements involve known
and unknown risks,  uncertainties  and other factors which may cause the actual
results,  performance  or  achievements  of the  Partnership  to be  materially
different from any future  results,  performance or  achievements  expressed or
implied  by such  forward-looking  statements.  Factors  that  could  cause the
Partnership's financial condition, results of operation,  liquidity and capital
resources to differ materially include uncertainties regarding labor relations,
the player  lockout  and related  negotiations,  the  continuation  of, and the
extent to which games are canceled as a result of, the  lockout,  the extent to
which the Boston  Celtics are  obligated to make  payments to coaches and third
parties  notwithstanding  the lockout,  the impact of the lockout on television
and other revenues,  the Boston Celtics' competitive success,  uncertainties as
to increases in players'  salaries,  the Boston Celtics' ability to attract and
retain talented players,  the risk of injuries to key players and uncertainties
regarding media contracts.

Collective Bargaining Agreement

National Basketball Association ("NBA") players,  including those that play for
the Boston Celtics, were covered by a collective  bargaining  agreement between
the NBA and the NBA Players  Association  (the "NBPA") that was to be in effect
through June 30, 2001 (the "Collective Bargaining Agreement").  Under the terms
of the Collective Bargaining Agreement,  the NBA had the right to terminate the
Collective  Bargaining  Agreement after the 1997-98 season if it was determined
that the aggregate  salaries and benefits paid by all NBA teams for the 1997-98
season exceeded 51.8% of projected Basketball Related Income, as defined in the
Collective  Bargaining  Agreement ("BRI"). In March 1998 the Board of Governors
of the NBA voted to reopen the Collective  Bargaining Agreement, as it had been
determined that the  aggregate salaries and  benefits paid by the NBA teams for
the  1997-98  season  would  exceed  51.8% of projected BRI.  Effective July 1,
1998, the NBA commenced a lockout  of NBA  players in support of its attempt to
reach a new collective  bargaining  agreement.  The NBA and the NBPA have  been
engaged  in  negotiations  regarding  a  new  collective  bargaining agreement,
but as of November 6, 1998, no agreement has been reached. NBA teams, including
the  Boston  Celtics, will  refund amounts paid by season ticket  holders (plus
interest  at  6%)  for  any  home  games  that are  canceled as a result of the 
lockout.  Such refunds are to be paid on a monthly basis for any games canceled
in the  preceding  month. As of November 6, 1998, a total of ten Boston Celtics
home games through  November 30, 1998 (two  exhibition  games and eight regular
season games)  have been canceled due to the lockout. In addition,  as a result
of  the  lockout, NBA  teams  have  not made  any  payments due to players with 
respect to the 1998-99 season.
<PAGE>  18

There can be no assurance  that the NBA and the NBPA will reach  agreement on a
new  collective  bargaining  agreement  or, if agreement is reached,  as to the
timing of such agreement.  Given the fixed nature of many of its expenses,  and
given that the Partnership's  operating  income  is  almost  entirely dependent
on the NBA season, the loss of games as a result of the absence of a collective
bargaining  agreement or the  continuation  of the lockout will have a material
adverse  effect on the  Partnership's  financial  condition  and its results of
operations.  Further,  in the  event  that the NBA and the NBPA  agree to a new
collective  bargaining agreement or the lockout ends, there can be no assurance
that the NBA and NBPA will not experience  labor relations  difficulties in the
future or significantly increased player salaries,  which could have a material
adverse  effect  on  the  Partnership's   financial  condition  or  results  of
operations.

Basis of Presentation

Boston Celtics Limited Partnership II ("BCLP II") completed a Reorganization on
June 30, 1998 pursuant to which Boston Celtics Limited Partnership ("BCLP") was
formed as a holding  entity for BCLP II. From its date of  formation  until the
completion  of the  Reorganization,  BCLP had no  material  assets  and was not
engaged  in any  business  operations.  Prior to the  Reorganization,  BCLP II,
through its subsidiaries,  owned and operated the Boston Celtics.  Accordingly,
the  operating  results of the Boston  Celtics  are  consolidated  in BCLP II's
financial  statements for periods prior to the Reorganization.  Upon completion
of the  Reorganization,  effective June 30, 1998, BCLP's and BCLP II's interest
in the  accounts  and  operations  of the Boston  Celtics is reflected in their
indirect  48.3%  investment  in Celtics  Basketball  Holdings,  L.P.  ("Celtics
Basketball Holdings"), which is accounted for on the equity method.

Because BCLP had not engaged in any business operations prior to June 30, 1998,
the  following  discussion  compares  the  operating  results  of BCLP  and its
subsidiaries  for the three months ended  September 30, 1998 with the operating
results of BCLP II and its  subsidiaries  for the three months ended  September
30,  1997.  Due to the July 1, 1998  change in BCLP's  and BCLP II's  method of
accounting  for their  investment in the accounts and  operations of the Boston
Celtics from  consolidation to the equity method,  BCLP's and BCLP II's results
of operations are materially  different in the three months ended September 30,
1998 from those in the three months ended September 30, 1997.

General

BCLP accounts for its indirect investment in the accounts and operations of the
Boston  Celtics using the equity  method,  and  accordingly,  its equity in the
income  (loss) of the Boston  Celtics is  reported on a single line item in its
Condensed  Consolidated  Statement  of  Operations.   Following  is  a  general
description of certain matters related to the operations of the Boston Celtics.

The Boston Celtics derive revenues principally from the sale of tickets to home
games and the licensing of television,  cable network and radio rights. A large
portion of the Boston  Celtics'  annual  revenues  and  operating  expenses  is
determinable  at the  commencement  of each  basketball  season based on season
ticket sales and the Boston Celtics' multi-year  contracts with its players and
broadcast organizations.





<PAGE>  19

The operations and financial  results of  the  Boston Celtics are seasonal.  On
a cash flow basis, the  Boston Celtics  receive a  substantial portion of their
receipts from  the  advance  sale of  season tickets  during the months of June
through October, prior  to the  commencement  of the  NBA regular season.  Cash
receipts  from playoff  ticket  sales  are  received  in  March of any year for
which the  team qualifies  for league  playoffs.   Most  of the Boston Celtics'
operating  expenses  are  incurred and  paid  during the regular  season, which
normally extends from late October or early November through late April.

For financial  reporting  purposes the Boston Celtics  recognize  revenues  and
expenses on a  game-by-game  basis.  Because the NBA  regular  season  normally
begins in late October or early November,  the first fiscal quarter, which ends
on September 30,  generally  includes  limited or no revenue and reflects a net
loss  attributable  to general  and  administrative  expenses  and  selling and
promotional  expenses  incurred in the quarter.  Based on the standard NBA game
schedule, the  Boston Celtics historically  recognize  approximately one- third
of  its  annual  regular   season   revenue  in  the  second  fiscal   quarter,
approximately  one-half  of such  revenue in the third  fiscal  quarter and the
remainder in the fourth fiscal quarter,  and recognize  its playoff revenue, if
any, in the fourth fiscal quarter. Accordingly,  BCLP's and BCLP II's equity in
the income (loss) of Celtics  Basketball  Holdings,  which  indirectly owns and
operates  the  Boston  Celtics,  will  generally  result in a loss in its first
fiscal  quarter,  income in its second and third fiscal  quarters and a loss in
its fourth  fiscal  quarter  unless  there is  significant  income from playoff
revenues.

However,  given  the  lockout  and  cancellation  of games  described  above in
"Collective  Bargaining  Agreement",  there can be no assurance that the Boston
Celtics will recognize any income in the 1998-99 season and beyond.

Results of Operations

BCLP's  general and  administrative  expenses of $1,050,000 in the three months
ended September 30, 1998 decreased by $1,827,000  compared to BCLP II's general
and  administrative  expenses of $2,877,000 in the three months ended September
30,  1997.  The  decrease  in 1998 was  primarily  attributable  to general and
administrative  expenses  related  to the  Boston  Celtics  basketball  team of
$1,239,000,  of which BCLP accounts for its 48.3% share using the equity method
effective  July 1, 1998.  The balance of the  decrease is a result of decreased
personnel  and other  general  and  administrative  expenses as a result of the
Reorganization.

Selling  and  promotional  expenses  of  $497,000  in the  three  months  ended
September 30, 1997 related  entirely to the Boston Celtics  basketball team, of
which BCLP accounts for its 48.3% share using the equity method  effective July
1, 1998.

Equity in loss of Celtics  Basketball  Holdings,  L.P.  represents BCLP's 48.3%
interest in the loss of the entity that indirectly owns and operates the Boston
Celtics.  The Boston Celtics recognize  revenues and expenses on a game-by-game
basis,  and the NBA regular  season  normally  begins in late  October or early
November. As a result, Celtics Basketball Holdings' first fiscal quarter, which
ends on September 30,  generally  includes limited or no revenue and reflects a
net loss  attributable to general and  administrative  expenses and selling and
promotional expenses incurred in the quarter.



<PAGE>  20

BCLP's  interest  expense of $1,735,000 in the three months ended September 30,
1998 increased by $256,000 compared to BCLP II's interest expense of $1,479,000
in the three  months  ended  September  30,  1997.  The  increase is  primarily
attributable  to  interest  related to the  subordinated  debentures  issued in
connection  with the  Reorganization  ($911,000)  and  interest  related to new
borrowings of $30,000,000  under BCLP II's revolving  credit agreement with its
commercial bank ($481,000),  also in connection with the Reorganization.  These
increases were partially  offset by interest  expense in the three months ended
September 30, 1997 related to the Boston Celtics  basketball  team of $876,000,
of which BCLP  accounts for its 48.3% share using the equity  method  effective
July 1, 1998.

BCLP's  interest  income of $1,246,000 in the three months ended  September 30,
1998 decreased by $321,000  compared to BCLP II's interest income of $1,567,000
in the three  months  ended  September  30,  1997.  The  decrease is  primarily
attributable to interest income related to Celtics Basketball Holdings, L.P. of
$190,000,  of which BCLP  accounts for its 48.3% share using the equity  method
effective  July 1, 1998.  The  balance of the  decrease  is  attributable  to a
reduction in funds available for investment.

BCLP II recorded an  extraordinary  charge in the three months ended  September
30, 1998 related to the early retirement of notes payable to a former principal
unitholder  relating to redeemed BCLP II units. The notes payable to the former
principal  unitholder had an aggregate initial face amount of $14,365,096.  The
notes,  which  were due and  payable on July 1, 2000,  also  provided  that the
amounts to be paid to such unitholder were to be increased by specified amounts
on each July 1 during their term.  If the principal  unitholder  held the notes
until July 1, 2000, he would have been entitled to receive  aggregate  payments
(excluding  interest)  in the  amount of  $20,044,320.  Each of the notes  bore
interest  payable  quarterly at the rate of 7.76% per annum.  At September  30,
1998,  BCLP II  repaid  the notes  payable,  which  had an  aggregate  balance,
including scheduled increases in the note balances,  of $17,538,780.  The notes
payable were repaid in the amount of $19,794,320, resulting in an extraordinary
charge of $2,255,540 related to early retirement of notes payable.

BCLP's  provision  for income  taxes of $500,000  relates to BCLP's  subsidiary
corporations.

Liquidity and Capital Resources

BCLP used  approximately  $2,124,000 in cash flows from operations in the three
months ended  September  30, 1998. At September  30, 1998 the  Partnership  had
approximately  $3,715,000 of available cash and $82,277,000 of other short-term
investments.  In addition to these amounts,  sources of funds  available to the
Partnership include funds generated by operations,  capital  contributions from
partners,  unused portions of credit  facilities with its commercial  bank, and
distributions from Celtics Basketball Holdings, which through a subsidiary owns
and  operates  the  Boston  Celtics.  These  resources  will be  used to  repay
commercial  bank  borrowings  and for  general  partnership  purposes,  working
capital needs or for possible investments and/or acquisitions.








<PAGE>  21

On May 20, 1998, BCLP II entered into a $60,000,000  revolving credit agreement
with its commercial bank, $20,000,000 of which was reserved until the repayment
of notes payable related to redeemed BCLP II Units.  Interest on advances under
the revolving credit agreement accrues at BCLP II's option of either LIBOR plus
0.70% or the  greater of the bank's Base Rate or the  Federal  Funds  Effective
Rate plus 0.50%. The revolving credit agreement expires on June 30, 2003 and is
secured  by a pledge of  certain  assets of  Celtics  Capital  Corporation,  an
indirect  subsidiary  of BCLP and BCLP II.  On May 26,  1998,  $30,000,000  was
advanced  under  the  revolving   credit   agreement  in  connection  with  the
Reorganization,  and on September  30, 1998,  BCLP II borrowed the  $20,000,000
reserved for the repayment of notes  payable  related to redeemed BCLP II Units
and repaid the notes with the  proceeds.  Management  anticipates  that amounts
advanced under the revolving  credit agreement will be repaid by BCLP II out of
operating cash flow.

In connection  with the  Reorganization,  BCLP II distributed  6%  subordinated
debentures  to  certain  former  holders  of BCLP II units.  One $20 face value
subordinated  debenture was distributed for each of the 2,703,664 BCLP II units
with  respect to which a BCLP II  Unitholder  elected  to receive  subordinated
debentures and BCLP units. The subordinated  debentures were recorded at $12.20
per  debenture,  the fair market value at date of issue,  or  $32,984,700.  The
original issue discount of $21,088,580 is being amortized over the 40-year life
of the debentures using the interest method.  The subordinated  debentures bear
interest  at the rate of 6% per annum,  payable  annually  commencing  June 30,
1999.  The  subordinated  debentures  mature  on June  30,  2038.  There  is no
mandatory redemption of the subordinated debentures,  and they are not entitled
to any sinking fund.

No cash  distributions  to unitholders of BCLP were declared or paid during the
quarters  ended  September  30,  1998 and 1997.  Future  distributions  will be
determined  by the General  Partner  based,  among other  things,  on available
resources and the needs of the Partnership.

Management  believes  that its cash,  cash  equivalents  and  other  short-term
investments  together with cash from operating activities will provide adequate
cash for the Partnership and its  subsidiaries to meet their cash  requirements
through September 30, 1999.

Year 2000

The   inability  of   computers,   software  and  other   equipment   utilizing
microprocessors  to  recognize  and properly  process data fields  containing a
two-digit year is commonly  referred to as the Year 2000  compliance  issue. As
the year 2000  approaches,  such  systems may be unable to  accurately  process
certain date-based information.













<PAGE>  22

The  Partnership has assessed all of its hardware and software  systems,  which
are comprised solely of an internal  personal computer network and commercially
available  software  products,  and has begun to assess  the  embedded  systems
contained  in its  leased  properties,  for  Year  2000  issues.  Based on this
assessment,  which  entailed  a  review  of the  Partnership's  systems  by its
internal information technology  specialist,  the Partnership believes that its
hardware and software  systems are ready for the Year 2000. The  Partnership is
uncertain  whether the embedded systems  contained in its leased properties are
ready for the Year 2000.  The  Partnership  is in the process of  performing an
assessment of potential  Year 2000 issues  relating to third parties with which
it deals,  and is not aware of any Year 2000 issues  relating to third  parties
with which it has a material relationship.  There can be no assurance, however,
that the systems of third parties on which the  Partnership or its systems rely
will not present Year 2000 problems that could have a material  adverse  effect
on the Partnership.

The Partnership has not spent a material amount to remediate Year 2000 problems
and does not anticipate  that it will spend a material amount to remediate Year
2000 problems in the future.

The Partnership is uncertain  regarding its most reasonably  likely  worst-case
Year  2000  scenario,  and the  impact  of  such a  scenario  on its  business,
operations or financial  condition.  The Partnership intends to consider such a
scenario and develop a contingency  plan to handle it during the current fiscal
year.

































<PAGE>  23

                         Part II - Other Information


ITEM 1

In  July  and  August  1998,   four  separate  class  action   complaints  (the
"Complaints")  were filed by  Unitholders in the Court of Chancery of the State
of Delaware in and for New Castle County against BCLP II,  Celtics,  Inc., Paul
E. Gaston, Don F. Gaston, Paula B. Gaston, John H.M. Leithead and John B. Marsh
III, each directors of Celtics, Inc. BCLP GP, Inc. is a wholly owned subsidiary
of  Celtics,  Inc.  The named  plaintiffs,  who each  purported  to bring their
individual actions on behalf of themselves and others similarly  situated,  are
Kenneth L. Rilander, Harbor Finance Partners,  Maryann Kelly and Kathleen Kruse
Perry.  Each  of  the  Complaints   alleges,   among  other  things,  that  the
Reorganization  was unfair to former BCLP II Unitholders,  and seeks to recover
an unspecified  amount of damages,  including  attorneys' and experts' fees and
expenses.  The Partnership filed a Motion to Dismiss the complaint filed by Mr.
Rilander  on July 29,  1998,  and  discovery  in that  case has been  stayed by
agreement  of the  parties.  The  Partnership  is  seeking to  consolidate  the
Complaints.

Although the ultimate outcome of these Complaints  cannot be determined at this
time,  management of the Partnership does not believe that the outcome of these
proceedings will have a material adverse effect on the Partnership's  financial
position or results of operations.


ITEM 5

Effective October 1, 1998, John H.M. Leithead resigned his position as director
of BCLP GP, Inc., general partner of BCLP, and as director of BCLP II GP, Inc.,
general partner of BCLP II. Mr. Leithead's  resignations were not the result of
any disagreement with BCLP or BCLP II.


ITEM 6 - Exhibits and Reports on Form 8-K

         (a) Exhibits -
               Exhibit (27) - Financial data schedule.

         (b) Reports on Form 8-K -
               None.
















<PAGE>  24

                                  SIGNATURE


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  as
amended,  the  Registrants  have duly  caused  this  report to be signed on its
behalf by the undersigned thereunto duly authorized.


                                     BOSTON CELTICS LIMITED PARTNERSHIP
                                     -------------------------------------
                                     (Registrant)

                                     By:  BCLP GP, Inc., its General Partner



Dated:  November 12, 1998            By: /s/ Richard G. Pond
                                         ---------------------------------
                                         Richard G. Pond
                                         Executive Vice President
                                         Chief Financial Officer
                                         and Chief Operating Officer



Dated:  November 12, 1998            BOSTON CELTICS LIMITED PARTNERSHIP II
                                     -------------------------------------
                                     (Registrant)

                                     By:  BCLP II GP, Inc., its General Partner


                                     By: /s/ Richard G. Pond
                                         ---------------------------------
                                         Richard G. Pond
                                         Executive Vice President
                                         Chief Financial Officer
                                         and Chief Operating Officer




















<PAGE>  25