<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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


                                    FORM 10-Q

[X]         QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
            THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2001

                                       OR

[  ]        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
            OF THE SECURITIES EXCHANGE ACT OF 1934

            For the transition period from _______ to ______

                        Commission File Number 333-96239

                         TENASKA GEORGIA PARTNERS, L.P.
             (Exact name of registrant as specified in its charter)

            DELAWARE                                     47-0812088
  (State or other jurisdiction of           (I.R.S. Employer Identification No.)
   incorporation or organization)

                         1044 N. 115TH STREET, SUITE 400
                           OMAHA, NEBRASKA 68154-4446
               (Address of principal executive offices) (Zip Code)

                                 (402) 691-9500
              (Registrant's telephone number, including area code)


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 [ ]



<PAGE>

                         TENASKA GEORGIA PARTNERS, L.P.
                               REPORT ON FORM 10-Q
                      FOR THE QUARTER ENDED MARCH 31, 2001


                                      INDEX

                                                                         PAGE
PART I.  FINANCIAL INFORMATION

         Item 1.  Financial Statements (Unaudited)

                  Balance Sheets                                            3

                  Statements of Operations                                  4

                  Statement of Partners' Deficit                            5

                  Statements of Cash Flows                                  6

                  Notes to Financial Statements                             7

         Item 2.  Management's Discussion and Analysis of Financial
                  Condition and Results of Operations                       9

         Item 3.  Quantitative and Qualitative Disclosures About
                  Market Risk                                              10



PART II. OTHER INFORMATION

         Item 6.  Exhibits and Reports on Form 8-K                         11

                  Signature                                                12




                                       2
<PAGE>
                          PART I. FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS (UNAUDITED)

TENASKA GEORGIA PARTNERS, L.P.
(A Development Stage Limited Partnership)

BALANCE SHEETS

<TABLE>
<CAPTION>
                                                         March 31,        December 31,
                                                           2001               2000
                                                       -------------      -------------
ASSETS                                                  (Unaudited)
<S>                                                    <C>                <C>
CURRENT ASSETS:
    Cash and cash equivalents                          $  80,822,383      $  48,524,392
    Short-term investments                                        --         69,999,618
    Restricted cash and cash equivalents                   7,930,638         20,850,132
    Interest receivable                                      422,762          1,380,857
    Prepaid insurance                                        594,239            721,576
    Inventory                                              2,433,202          2,433,202
                                                       -------------      -------------
           Total current assets                           92,203,224        143,909,777

DEVELOPMENT WORK IN PROGRESS                             159,077,543        119,428,053
                                                       -------------      -------------

PLANT AND EQUIPMENT, at cost:
    Land                                                     602,529            602,529
    Other                                                    136,770             49,110
                                                       -------------      -------------
           Total plant and equipment                         739,299            651,639
                                                       -------------      -------------

OTHER ASSETS:
    Contract costs                                         6,942,533          5,853,760
    Gas pipeline costs                                     2,768,266          2,768,266
    Deferred finance charges                               4,890,071          4,720,463
                                                       -------------      -------------
           Total other assets                             14,600,870         13,342,489
                                                       -------------      -------------
           Total assets                                $ 266,620,936      $ 277,331,958
                                                       =============      =============

LIABILITIES AND PARTNERS' DEFICIT

CURRENT LIABILITIES:
    Accounts payable                                   $   2,187,225      $   5,111,626
    Payable to affiliate                                     210,743             96,338
    Accrued interest payable                               4,354,167         10,885,417
                                                       -------------      -------------
           Total current liabilities                       6,752,135         16,093,381
                                                       -------------      -------------

CONTRACT RETAINAGE PAYABLE                                 2,390,239          1,938,825
                                                       -------------      -------------
LONG-TERM DEBT                                           275,000,000        275,000,000
                                                       -------------      -------------
           Total liabilities                             284,142,374        293,032,206
                                                       -------------      -------------

COMMITMENTS AND CONTINGENCIES

PARTNERS' DEFICIT:
    Diamond Georgia, LLC                                     (29,228)           (23,764)
    Tenaska Georgia, Inc.                                   (145,986)          (133,238)
    Tenaska Georgia I, L.P.                              (17,346,224)       (15,543,246)
                                                       -------------      -------------
           Total partners' deficit                       (17,521,438)       (15,700,248)
                                                       -------------      -------------
           Total liabilities and partners' deficit     $ 266,620,936      $ 277,331,958
                                                       =============      =============
</TABLE>

The accompanying notes are an integral part of these balance sheets.

                                       3
<PAGE>

TENASKA GEORGIA PARTNERS, L.P.
(A Development Stage Limited Partnership)

STATEMENTS OF OPERATIONS
(Unaudited)

<TABLE>
<CAPTION>


                                              Three Months Ended
                                                   March 31,
                                        -------------------------------
                                            2001                2000
                                        -----------         -----------
<S>                                     <C>                 <C>
INTEREST EXPENSE:
    Interest expense                    $ 6,531,250         $ 6,531,250
    Interest expense capitalized         (3,089,120)           (647,771)
                                        -----------         -----------
    Interest expense, net                 3,442,130           5,883,479
                                        -----------         -----------

INVESTMENT INCOME                         1,620,940           3,485,791
                                        -----------         -----------

NET LOSS TO PARTNERS ACCUMULATED
    DURING THE DEVELOPMENT STAGE        $(1,821,190)        $(2,397,688)
                                        ===========         ===========
</TABLE>



The accompanying notes are an integral part of these statements.


                                        4
<PAGE>

TENASKA GEORGIA PARTNERS, L.P.
(A Development Stage Limited Partnership)

STATEMENT OF PARTNERS' DEFICIT
(Unaudited)


<TABLE>
<CAPTION>

                                              Diamond              Tenaska              Tenaska
                                            Georgia, LLC         Georgia, Inc.       Georgia I, L.P.           Total
                                            ------------         ------------        ---------------       ------------
<S>                                         <C>                  <C>                  <C>                  <C>
BALANCE, December 31, 2000                  $    (23,764)        $   (133,238)        $(15,543,246)        $(15,700,248)
    Net loss to partners accumulated
      during the development stage                (5,464)             (12,748)          (1,802,978)          (1,821,190)
                                            ------------         ------------         ------------         ------------
BALANCE, March 31, 2001                     $    (29,228)        $   (145,986)        $(17,346,224)        $(17,521,438)
                                            ============         ============         ============         ============
</TABLE>




The accompanying notes are an integral part of this statement.


                                       5
<PAGE>

TENASKA GEORGIA PARTNERS, L.P.
(A Development Stage Limited Partnership)

STATEMENTS OF CASH FLOWS
(Unaudited)

<TABLE>
<CAPTION>

                                                                               Three Months Ended
                                                                                    March 31,
                                                                         ------------------------------
                                                                             2001              2000
                                                                         ------------      ------------
<S>                                                                      <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net loss to partners accumulated during the development stage        $ (1,821,190)     $ (2,397,688)
    Adjustments to reconcile net loss to partners accumulated during
      the development stage to net cash from operating activities-
        Decrease (increase) in interest receivable                            958,095        (2,755,332)
        Decrease in prepaid insurance                                         127,337           106,267
        Decrease in accounts payable                                       (2,365,084)          (38,017)
        Increase in payable to affiliate                                      114,405            45,744
        (Decrease) increase in accrued interest payable                    (6,531,250)        6,531,250
                                                                         ------------      ------------
           Total adjustments                                               (7,696,497)        3,889,912
                                                                         ------------      ------------
           Net cash from operating activities                              (9,517,687)        1,492,224
                                                                         ------------      ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Decrease (increase) in short-term investments                          69,999,618       (15,999,469)
    Development work in progress                                          (40,197,898)      (15,523,885)
    Contract costs                                                         (1,088,773)       (1,144,335)
    Gas pipeline costs                                                        (10,909)               --
    Purchase of plant and equipment                                           (87,660)               --
                                                                         ------------      ------------
           Net cash from investing activities                              28,614,378       (32,667,689)
                                                                         ------------      ------------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Decrease (increase) in restricted cash and cash equivalents            12,919,494          (109,948)
    Deferred finance charges                                                 (169,608)          (32,925)
    Increase in contract retainage payable                                    451,414           130,121
                                                                         ------------      ------------
           Net cash from financing activities                              13,201,300           (12,752)
                                                                         ------------      ------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                       32,297,991       (31,188,217)

CASH AND CASH EQUIVALENTS, beginning of period                             48,524,392        40,225,109
                                                                         ------------      ------------
CASH AND CASH EQUIVALENTS, end of period                                 $ 80,822,383      $  9,036,892
                                                                         ============      ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
    Cash paid for interest, net of amounts capitalized                   $  9,973,380      $         --

SUPPLEMENTAL DISCLOSURE OF NONCASH TRANSACTIONS:
    Included in decrease in accounts payable, development work in progress and
      gas pipeline costs as of March 31, 2001 are accrued costs of $2,584,709
      capitalized as development work in progress and $10,909 capitalized as gas
      pipeline costs as of December 31, 2000. Excluded from decrease in accounts
      payable and development work in progress as of March 31, 2001 are accrued
      costs of $2,036,301 capitalized as development work in progress as of
      March 31, 2001.

    Excluded from decrease in accounts payable and development work in progress
      as of March 31, 2000 are accrued costs of $2,428,724 capitalized as
      development work in progress as of March 31, 2000.
</TABLE>

The accompanying notes are an integral part of these statements.


                                       6
<PAGE>

TENASKA GEORGIA PARTNERS, L.P.
(A Development Stage Limited Partnership)


Notes to Financial Statements
March 31, 2001

(Unaudited)


1. GENERAL

The financial statements included herein as of March 31, 2001 and for the three
months ended March 31, 2001 and 2000 have been prepared by Tenaska Georgia
Partners, L.P. (the "Limited Partnership") without audit pursuant to the rules
and regulations of the Securities and Exchange Commission. Accordingly, the
financial statements reflect all adjustments which are, in the opinion of
management, necessary for a fair presentation of the financial results for the
interim periods. Certain information and notes normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States have been condensed or omitted pursuant to such rules and
regulations. However, the Limited Partnership believes that the disclosures are
adequate to make the information presented not misleading. These financial
statements should be read in conjunction with the Limited Partnership's audited
financial statements and the notes thereto for the year ended December 31, 2000
included in the Limited Partnership's Annual Report on Form 10-K for such year.

The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.

Certain reclassifications have been made to the prior period financial
statements to conform to the current period presentation.


2. ORGANIZATION

The Limited Partnership was formed on April 16, 1998 to develop, finance,
construct, lease, operate and maintain a 936 megawatt, natural gas-fired
electric generation peaking facility (the "Facility") located in Heard County,
Georgia. The Facility will generate electric power for sale and the Limited
Partnership expects to incur costs of approximately $310,500,000 to complete the
Facility. The Limited Partnership was inactive prior to calendar year 1999 and
commenced development activities during such year. The Limited Partnership is
scheduled to terminate December 31, 2050.

The following are the partners and their respective ownership interests and
their percentage share of net income or loss:

<TABLE>
<CAPTION>

                                                                              Percentage Interest
                                            Percentage Interest (For        (For Allocation of Net
           Partner                       Equity Contribution Purposes)          Income or Loss)
-----------------------------------      -----------------------------     ------------------------

<S>                                                    <C>                              <C>
Diamond Georgia, LLC (General)                             .30%                             .30%
Tenaska Georgia, Inc. (General)                            .70                              .70
Tenaska Georgia I, L.P. (Limited)                        99.00                            99.00
                                                       -------                          -------
                                                        100.00%                          100.00%
                                                        ======                           ======
</TABLE>


                                       7
<PAGE>


The partners have committed to fund up to $35,500,000 of equity and the Limited
Partnership has issued senior secured bonds for $275,000,000 to fund
construction of the Facility.

The day-to-day management of the affairs of the Limited Partnership, including
preparation and maintenance of the financial and other records and books of
account of the Limited Partnership and supervision of the ongoing operations of
the facilities, loan administration and activities of the Limited Partnership,
is the responsibility of the managing partner (Tenaska Georgia, Inc.), subject
to the direction of the Executive Review Committee. Tenaska Georgia, Inc. does
not have the authority to incur any obligations or liabilities on behalf of the
Limited Partnership, except as approved by the Executive Review Committee.


3. DEVELOPMENT WORK IN PROGRESS

In 1999, the Limited Partnership entered into an Engineering, Procurement and
Construction Agreement ("EPC Agreement") with Zachry Construction Corporation
("Zachry") to design, engineer, procure, expedite and supply all labor,
materials (including the gas turbines), supervision and tools for the
construction of the Facility for a total guaranteed lump-sum price of
$229,064,832. As of March 31, 2001, the Limited Partnership has incurred costs
of $147,987,330 under the terms of the EPC Agreement. This amount has been
capitalized and is included in the accompanying balance sheets as Development
Work in Progress.

In 1999, the Limited Partnership entered into a separate agreement with Willbros
Engineers, Inc. to construct a natural gas pipeline from the Facility to an
interconnection point with a regional natural gas pipeline. As of March 31,
2001, the Limited Partnership has incurred costs of $2,768,266 under the terms
of this agreement. This amount has been capitalized and is included in the
accompanying balance sheets as Gas Pipeline Costs.

As of March 31, 2001, $9,016,416 of interest has been capitalized and is
included in the accompanying balance sheets as Development Work in Progress.

The Facility is still under construction and is scheduled to be completed by
June 1, 2002, with the first three turbine-generators ("Initial Units")
scheduled to be operational by June 1, 2001 and the remaining three
turbine-generators scheduled to be operational by June 1, 2002. As of March 31,
2001, construction of the Facility was on schedule and within budget.


                                       8
<PAGE>

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

THE FOLLOWING INFORMATION SHOULD BE READ IN CONJUNCTION WITH THE ACCOMPANYING
UNAUDITED FINANCIAL STATEMENTS AND THE NOTES THERETO INCLUDED IN ITEM 1 OF THIS
QUARTERLY REPORT, AND THE AUDITED FINANCIAL STATEMENTS AND THE NOTES THERETO AND
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS INCLUDED IN OUR ANNUAL REPORT ON FORM 10-K (FILE NO. 333-96239) FOR
THE YEAR ENDED DECEMBER 31, 2000 FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION (THE "ANNUAL REPORT"). UNLESS OTHERWISE INDICATED OR THE CONTEXT
OTHERWISE REQUIRES, ALL REFERENCES IN THIS QUARTERLY REPORT TO "WE", "US",
"OUR", "OURS", "THE LIMITED PARTNERSHIP", "THE PARTNERSHIP" OR SIMILAR TERMS
REFER TO TENASKA GEORGIA PARTNERS, L. P.

GENERAL

We were formed on April 16, 1998 to develop, finance, construct, own or lease,
operate and maintain the Facility. Prior to calendar year 1999, we were
inactive. We are in the development stage and have no operating revenues. On
November 10, 1999, we completed a private offering of $275,000,000 aggregate
principal amount of 9.50 percent fixed rate Senior Secured Bonds due 2030. On
August 31, 2000, we completed an exchange offer whereby the holders of the
original bonds exchanged their bonds for new bonds registered under the
Securities Act of 1933. In this report, references to "Bonds" means both the
original bonds and the new bonds, unless the context otherwise requires. Our
partners have committed to fund up to $35,500,000 in equity contributions. The
total cost of the construction of the Facility is estimated to be approximately
$310,500,000, which is being financed by the proceeds from the sale of the Bonds
and equity contributions committed by our partners.

The Facility is still under construction and is scheduled to be completed by
June 1, 2002, with the first three turbine-generators ("Initial Units")
scheduled to be operational by June 1, 2001 and the remaining three
turbine-generators scheduled to be operational by June 1, 2002. As of March 31,
2001, construction of the Facility was on schedule and within budget.

RESULTS OF OPERATIONS

The results of operations for the three month periods ended March 31, 2001 and
2000 may not be comparable with results of operations for future periods,
especially when the Facility begins operations later in 2001.

For the three month periods ended March 31, 2001 and 2000, we were in the
development phase of the project. For the three month periods ended March 31,
2001 and 2000, costs incurred for management fees, professional and consulting
fees and other costs, deemed to be direct costs associated with the contract to
supply power, in the amount of $1,088,773 and $1,144,335, respectively, have
been capitalized as Contract Costs.

For the three month period ended March 31, 2001, total costs in the amount of
$39,649,490 have been capitalized as Development Work in Progress. For the three
month period ended March 31, 2001, interest capitalized as Development Work in
Progress was $3,089,120.

A portion of the proceeds from the sale of the Bonds has not yet been expended
on construction and is invested in cash and cash equivalents and short-term
investments. The interest earned on these invested funds is included as
investment income. The interest expense incurred on the portion of the Bond
proceeds expended to construct the Facility and gas pipeline is capitalized as
Development Work in Progress. Interest expense incurred on the Bond proceeds not
spent on construction is included as interest expense. For the three month
periods ended March 31, 2001 and 2000, interest, net of amounts capitalized, of
$3,442,130 and $5,883,479, respectively, has been expensed. For the three month
periods ended March 31, 2001 and 2000, interest in the amount of $1,620,940 and
$3,485,791, respectively, has been recorded as investment income.


                                       9
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

We believe that the net proceeds from the sale of the Bonds, investment income
on the unspent portion thereof during the construction period, anticipated
revenues from the operation of the Initial Units and proceeds from the equity
contributions will be sufficient to (1) fund the engineering, procurement,
construction, testing and commissioning of the Facility, (2) pay certain fees
and expenses in connection with the financing and development of our project,
and (3) pay the costs of developing, financing and initially operating our
project, including interest on the Bonds. After the Facility is placed in
commercial operation, we expect that our revenues under the 29-year Power
Purchase Agreement (the "Power Purchase Agreement") with PECO Energy Company
will be adequate to support our costs of operations.

In order to provide liquidity in the event of temporary cash flow shortfalls, we
are required to maintain an account that will contain an amount equal to the
principal and interest due on the Bonds on the next scheduled payment date. Our
obligation to fund this account begins on June 1, 2002. The maintenance of this
balance will be done through cash funding, the issuance of a letter of credit or
a combination of both.

BUSINESS STRATEGY AND OUTLOOK

Our overall business strategy is to perform as agreed under our 29-year Power
Purchase Agreement and to maximize our revenues under the Power Purchase
Agreement by earning incentive payments available through achieving certain
availability and efficiency levels. We intend to cause the Facility to be
managed, operated and maintained in compliance with all applicable documents
relating to our project and all applicable legal requirements.

IMPACT OF RECENT ACCOUNTING PRONOUNCEMENTS

There are currently no recent accounting pronouncements issued by the Financial
Accounting Standards Board that are expected to have a material impact on our
financial position or results of operations.

FORWARD LOOKING STATEMENTS

Various statements contained in this quarterly report are forward-looking
statements as that term is defined in the Private Securities Litigation Reform
Act of 1995. These forward-looking statements, which speak only as of the date
hereof, can be identified by the use of forward-looking terminology such as
"believes", "expects", "may", "intends", "will", "should", or "anticipates", or
by the negative forms or other variations of these terms or comparable
terminology, or by the discussions of strategy. Although these statements are
based on assumptions that we believe are reasonable, no assurance can be given
that the future results covered by these statements will be achieved. These
statements are subject to risks, uncertainties and other factors, which could
cause actual results to differ materially from future results expressed or
implied by these statements. The most significant of these risks, uncertainties
and other factors are discussed under the heading "RISK FACTORS" in the Annual
Report, and you are urged to read this section and carefully consider these
factors.


ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Bonds were issued at a 9.50 percent fixed rate of interest and as a result
we are not exposed to market risk associated with an increase in interest rates.
The unspent proceeds from the Bonds are invested in cash and cash equivalents
and short-term securities (collectively "short-term investments") with fixed
rates of interest for periods of up to six months. As these short-term
investments mature, the proceeds are either spent on construction of the
Facility or reinvested in other short-term investments. If short-term interest
rates decrease, the interest we earn on these short-term investments would
decrease accordingly. However, we would not expect any such decrease in the
interest earned on short-term investments to have a material adverse effect on
our results of operations.


                                       10
<PAGE>

                           PART II. OTHER INFORMATION


ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

(a)   Exhibits

      None.

(b)   Reports on Form 8-K

      None.



                                       11
<PAGE>

                                    SIGNATURE

Pursuant to the requirements 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.

May 9, 2001                   TENASKA GEORGIA PARTNERS, L.P.
                              a Delaware limited partnership

                              By:   TENASKA GEORGIA, INC.
                                    a Delaware corporation, as General Partner
                                    of Tenaska Georgia Partners, L.P.


                              By:   /s/ Michael F. Lawler
                                    -------------------------------------------
                                    Michael F. Lawler
                                    Vice President of Finance and Treasurer




                                       12