<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                    FORM 10-Q

(MARK ONE)

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

For the quarterly period ended                 June 30, 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 0-14505
                                                -------

                        Enstar Income Program II-2, L.P.
--------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)

                   Georgia                                     58-1628872
------------------------------------------------         ----------------------
(State or other jurisdiction of incorporation or           (I.R.S. Employer
                organization)                            Identification Number)

         12405 Powerscourt Drive
            St. Louis, Missouri                                  63131
------------------------------------------------          ---------------------
    (Address of principal executive offices)                   (Zip Code)


Registrant's telephone number,
including area code:                      (314) 965-0555
                                    --------------------------


--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last
report.

    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>   2



                         PART I - FINANCIAL INFORMATION

                         ITEM 1. - FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

                        ENSTAR INCOME PROGRAM II-2, L.P.

                            CONDENSED BALANCE SHEETS

================================================================================


<Table>
<Caption>
                                                                               JUNE 30,      DECEMBER 31,
                                                                                 2001           2000*
                                                                              -----------   -------------
                                                                              (UNAUDITED)
<S>                                                                           <C>           <C>
                                  ASSETS
ASSETS:

   Cash                                                                       $ 8,453,100   $   7,186,600
   Accounts  receivable,  net of allowance for doubtful accounts of $9,300
     and $5,800, respectively                                                     184,000         239,000
   Prepaid expenses and other assets                                               41,700          51,200
   Property, plant and equipment, net of accumulated
     depreciation of $8,587,500 and $8,379,200, respectively                    2,574,700       2,748,800
   Franchise cost, net of accumulated
     amortization of $1,391,100 and $1,388,200, respectively                       10,800          15,700
                                                                              -----------   -------------

                                                                              $11,264,300   $  10,241,300
                                                                              ===========   =============
                         LIABILITIES AND PARTNERSHIP CAPITAL

LIABILITIES:

   Accounts payable                                                           $    62,700   $      68,500
   Accrued liabilities                                                            153,300         170,400
   Due to affiliates                                                              427,500          62,600
                                                                              -----------   -------------

                                                                                  643,500         301,500
                                                                              -----------   -------------

PARTNERSHIP CAPITAL:
   General Partners                                                                32,500          25,700
   Limited Partners                                                            10,588,300       9,914,100
                                                                              -----------   -------------

          TOTAL PARTNERSHIP CAPITAL                                            10,620,800       9,939,800
                                                                              -----------   -------------

                                                                              $11,264,300   $  10,241,300
                                                                              ===========   =============
</Table>

    * Agrees with audited balance sheet included in the Partnership's Annual
                              Report on Form 10-K.


         The accompanying notes are an integral part of these condensed
                             financial statements.

                                       2

<PAGE>   3




                        ENSTAR INCOME PROGRAM II-2, L.P.

                       CONDENSED STATEMENTS OF OPERATIONS

================================================================================

<Table>
<Caption>
                                                                     UNAUDITED
                                                             ------------------------
                                                                 THREE MONTHS ENDED
                                                                     JUNE 30,
                                                             ------------------------
                                                                2001          2000
                                                             ----------    ----------
<S>                                                          <C>           <C>
REVENUES                                                     $  948,600    $  973,400
                                                             ----------    ----------

OPERATING EXPENSES:
   Service costs                                                320,000       286,200
   General and administrative expenses                           98,500        94,000
   General partner management fees and reimbursed expenses      162,600       144,500
   Depreciation and amortization                                102,200       130,900
                                                             ----------    ----------

                                                                683,300       655,600
                                                             ----------    ----------

OPERATING INCOME                                                265,300       317,800
                                                             ----------    ----------

OTHER INCOME (EXPENSE):
   Interest income                                              104,200        93,800
   Interest expense                                                  --        (3,000)
   Other expense                                                (44,900)           --
                                                             ----------    ----------

                                                                 59,300        90,800
                                                             ----------    ----------

NET INCOME                                                   $  324,600    $  408,600
                                                             ==========    ==========

Net income allocated to General Partners                     $    3,200    $    4,100
                                                             ==========    ==========

Net income allocated to Limited Partners                     $  321,400    $  404,500
                                                             ==========    ==========

NET INCOME PER UNIT OF LIMITED
   PARTNERSHIP INTEREST                                      $    10.76    $    13.54
                                                             ==========    ==========

AVERAGE LIMITED PARTNERSHIP
   UNITS OUTSTANDING DURING PERIOD                               29,880        29,880
                                                             ==========    ==========
</Table>



         The accompanying notes are an integral part of these condensed
                             financial statements.


                                       3

<PAGE>   4




                        ENSTAR INCOME PROGRAM II-2, L.P.

                       CONDENSED STATEMENTS OF OPERATIONS

================================================================================


<Table>
<Caption>
                                                                       UNAUDITED
                                                             --------------------------
                                                                   SIX MONTHS ENDED
                                                                       JUNE 30,
                                                             --------------------------
                                                                 2001           2000
                                                             -----------    -----------
<S>                                                          <C>            <C>
REVENUES                                                     $ 1,903,000    $ 1,957,700
                                                             -----------    -----------

OPERATING EXPENSES:
   Service costs                                                 619,100        586,200
   General and administrative expenses                           193,700        165,700
   General partner management fees and reimbursed expenses       320,100        308,500
   Depreciation and amortization                                 211,100        260,000
                                                             -----------    -----------

                                                               1,344,000      1,320,400
                                                             -----------    -----------

OPERATING INCOME                                                 559,000        637,300
                                                             -----------    -----------

OTHER INCOME (EXPENSE):
   Interest income                                               166,900        168,400
   Interest expense                                                   --         (7,200)
   Other expense                                                 (44,900)            --
                                                             -----------    -----------

                                                                 122,000        161,200
                                                             -----------    -----------

NET INCOME                                                   $   681,000    $   798,500
                                                             ===========    ===========

Net income allocated to General Partners                     $     6,800    $     8,000
                                                             ===========    ===========

Net income allocated to Limited Partners                     $   674,200    $   790,500
                                                             ===========    ===========

NET INCOME PER UNIT OF LIMITED
   PARTNERSHIP INTEREST                                      $     22.56    $     26.46
                                                             ===========    ===========

AVERAGE LIMITED PARTNERSHIP
   UNITS OUTSTANDING DURING PERIOD                                29,880         29,880
                                                             ===========    ===========
</Table>


         The accompanying notes are an integral part of these condensed
                             financial statements.

                                       4

<PAGE>   5

                        ENSTAR INCOME PROGRAM II-2, L.P.

                       CONDENSED STATEMENTS OF CASH FLOWS

================================================================================

<Table>
<Caption>
                                                                                           UNAUDITED
                                                                                   --------------------------
                                                                                       SIX MONTHS ENDED
                                                                                           JUNE 30,
                                                                                   --------------------------
                                                                                      2001           2000
                                                                                   -----------    -----------
<S>                                                                                <C>            <C>
                 CASH FLOWS FROM OPERATING ACTIVITIES:
                    Net income                                                     $   681,000    $   798,500
                    Adjustments to reconcile net income to net cash
                      from operating activities:
                        Depreciation and amortization                                  211,100        260,000
                        Changes in:
                          Accounts receivable, prepaid expenses and other assets        64,500        (29,400)
                          Accounts payable, accrued liabilities and due to
                            affiliates                                                 342,000        409,900
                                                                                   -----------    -----------

                              Net cash from operating activities                     1,298,600      1,439,000
                                                                                   -----------    -----------

                 CASH FLOWS FROM INVESTING ACTIVITIES:
                    Capital expenditures                                               (34,100)       (83,600)
                    Other                                                                2,000             --
                                                                                   -----------    -----------

                              Net cash from investing activities                       (32,100)       (83,600)
                                                                                   -----------    -----------

                 INCREASE IN CASH                                                    1,266,500      1,355,400

                 CASH AT BEGINNING OF PERIOD                                         7,186,600      5,752,700
                                                                                   -----------    -----------

                 CASH AT END OF PERIOD                                             $ 8,453,100    $ 7,108,100
                                                                                   ===========    ===========
</Table>




         The accompanying notes are an integral part of these condensed
                             financial statements.

                                       5

<PAGE>   6




                        ENSTAR INCOME PROGRAM II-2, L.P.

                     NOTES TO CONDENSED FINANCIAL STATEMENTS

                                   (UNAUDITED)

================================================================================

1. INTERIM FINANCIAL STATEMENTS

    The accompanying condensed interim financial statements for Enstar Income
Program II-2, L.P. (the "Partnership") as of June 30, 2001, and for the three
and six months ended June 30, 2001 and 2000, are unaudited. These condensed
interim financial statements should be read in conjunction with the audited
financial statements and notes thereto included in our Annual Report on Form
10-K for the year ended December 31, 2000. In the opinion of management, the
condensed interim financial statements reflect all adjustments (consisting only
of normal recurring adjustments) necessary for a fair presentation of the
results of such periods. The results of operations for the three and six months
ended June 30, 2001, are not necessarily indicative of results for the entire
year.

2. TRANSACTIONS WITH THE GENERAL PARTNERS AND AFFILIATES

    The Partnership has a management and service agreement (the "Management
Agreement") with Enstar Cable Corporation (the "Manager"), a wholly owned
subsidiary of Enstar Communications Corporation (ECC), the corporate general
partner, pursuant to which the Partnership pays a monthly management fee of 5%
of gross revenues to the Manager. Management fee expense approximated $47,400
and $95,100 for the three and six months ended June 30, 2001, respectively. For
the three and six months ended June 30, 2000, management fee expense
approximated $48,700 and $97,900, respectively. Management fees are non-interest
bearing.

    In addition to the monthly management fee, the Management Agreement also
provides that the Partnership reimburse the Manager for direct expenses incurred
on behalf of the Partnership and for the Partnership's allocable share of
operational costs associated with services provided by the Manager.
Additionally, Charter Communications Holding Company, LLC and its affiliates
(collectively, "Charter") provide other management and operational services for
the Partnership. These expenses are charged to the properties served based
primarily on the Partnership's allocable share of operational costs associated
with the services provided. The total amount charged to the Partnership for
these services was $115,200 and $225,000 for the three and six months June 30,
2001, respectively. For the three and six months ended June 30, 2000, the total
amount charged to the Partnership for these services was $95,800 and $210,600,
respectively.

    Substantially all programming services have been purchased through Charter.
Charter charges the Partnership for these costs based on its actual costs. The
Partnership recorded programming fee expense of $209,300 and $421,000 for the
three and six months ended June 30, 2001, respectively. For the three and six
months ended June 30, 2000, programming fee expense was $175,100 and $374,900,
respectively. Programming fees are included in the service costs in the
accompanying condensed statements of operations.

    The Partnership provides cable television signals to certain cable systems
in neighboring communities that are owned by other partnerships managed by ECC.
Such services are provided without fee.

3. NET INCOME PER UNIT OF LIMITED PARTNERSHIP INTEREST

    Net income per unit of limited partnership interest is based on the average
number of units outstanding during the periods presented. For this purpose, net
income has been allocated 99% to the Limited Partners and 1% to the General
Partners. The General Partners do not own units of partnership interest in the
Partnership, but rather hold a participation interest in the income, losses and
distributions of the Partnership.

4. COMMITMENTS

    The Partnership, together with certain affiliates (collectively, the
"Selling Partnerships"), entered into a purchase and sale agreement, dated as of
August 8, 2000, as amended as of September 29, 2000 (the "Agreement"), with
Multimedia Acquisition Corp., an affiliate of Gans Multimedia Partnership
("Gans"). The Agreement provided for Gans to acquire the assets comprising the
Partnership's Hillsboro, Illinois and Malden, Missouri cable systems, as well as
certain assets of the other Selling Partnerships.

                                       6

<PAGE>   7

    Following a series of discussions and meetings, the Partnership and Gans
determined that they will not be able to agree on certain further amendments to
the Agreement that are required in order to satisfy conditions precedent to
close the transaction. In light of this, present economic and financial market
conditions, and their impact on Gans' inability to arrange financing in order
to close the acquisition, on April 18, 2001 the parties agreed to terminate the
Agreement.

    The Partnership's corporate general partner will continue to operate the
Partnership's cable television systems and will continue to investigate
potential divestiture transactions for the benefit of its unitholders.

5.   NEW ACCOUNTING STANDARDS

     In July 2001, the Financial Accounting Standards Board adopted
Statements of Financial Accounting Standards (SFAS) No. 141 "Business
Combinations" and No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141
requires all business combinations initiated after June 30, 2001 to be accounted
for using the purchase method of accounting. SFAS No. 141 is required to be
implemented for all acquisitions initiated after June 30, 2001 and all business
combinations accounted for using the purchase method for which the date of
acquisition is July 1, 2001 or later. Adoption of SFAS No. 141 will not impact
the condensed financial statements of the Partnership.

    Under SFAS No. 142, goodwill is no longer subject to amortization over its
useful life, rather, it is subject to at least annual assessments of impairment.
Also, under SFAS No. 142, an intangible asset should be recognized if the
benefit of the intangible is obtained through contractual or other legal rights
or if the intangible asset can be sold, transferred, licensed, rented or
exchanged. Such intangibles will be amortized over their useful lives. Certain
intangibles have indefinite useful lives and will not be amortized. SFAS No. 142
will be implemented by the Partnership on January 1, 2002. All goodwill and
intangible assets acquired after June 30, 2001 will be immediately subject to
the provisions of SFAS No. 142. The Partnership is currently in process of
assessing the future impact of adoption of SFAS No. 142.

6. SUBSEQUENT EVENT

     In August 2001, as a result of an auction process with sealed bids, the
corporate general partner received a non-binding letter of intent from Charter,
a related party, to acquire the Illinois cable systems of the Partnership and
certain of its affiliates, including the Partnership's Hillsboro, Illinois cable
systems. The bid from Charter exceeded those of all other bidders. The sale of
the cable systems is subject to approval by a majority of the Partnership's
limited partners and certain closing conditions, including regulatory approvals.
There can be no assurance that this proposed sale will be consummated.

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

INTRODUCTION

    This report includes certain forward-looking statements regarding, among
other things, our future results of operations, regulatory requirements,
competition, capital needs and general business conditions applicable to the
Partnership. Such forward-looking statements involve risks and uncertainties
including, without limitation, the uncertainty of legislative and regulatory
changes and the rapid developments in the competitive environment facing cable
television operators such as the Partnership. In addition to the information
provided herein, reference is made to our Annual Report on Form 10-K for the
year ended December 31, 2000, for additional information regarding such matters
and the effect thereof on the Partnership's business.

RESULTS OF OPERATIONS

    Revenues decreased from $973,400 to $948,600, or 2.5%, and from $1,957,700
to $1,903,000, or 2.8%, for the three and six months ended June 30, 2001,
respectively, as compared to the corresponding periods in 2000. The decreases
were due to a decline in the number of basic service customers. As of June 30,
2001 and 2000, we had approximately 8,100 and 8,500 basic service customers,
respectively, and 1,400 premium service customers.

    Service costs increased from $286,200 to $320,000, or 11.8%, and from
$586,200 to $619,100, or 5.6%, for the three and six months ended June 30, 2001,
respectively, as compared to the corresponding periods in 2000. Service costs
represent programming costs and other costs directly attributable to providing
cable services to customers. The increases were primarily due to an increase in
pole rental fees as compared with such costs in 2000.



                                       7
<PAGE>   8

    Gross margin decreased from $687,200 to $628,600, or 8.5%, and from
$1,371,500 to $1,283,900, or 6.4%, for the three and six months ended June 30,
2001, respectively, as compared to the corresponding periods in 2000. As a
percentage of revenues, gross margin decreased from 70.6% to 66.3%, and from
70.1% to 67.5%, for the three and six months ended June 30, 2001, respectively,
as compared to the corresponding periods in 2000. The decreases in gross margin
dollars and gross margin as a percentage of revenues was due to a decline in the
number of customers coupled with rising service costs as described above during
the three and six months ended June 30, 2001, as compared to the corresponding
periods in 2000.

    General and administrative expenses increased from $94,000 to $98,500, or
4.8%, and from $165,700 to $193,700, or 16.9%, for the three and six months
ended June 30, 2001, respectively, as compared to the corresponding periods in
2000, primarily due to an increase in professional fees.

    General partner management fees and reimbursed expenses increased from
$144,500 to $162,600, or 12.5%, and from $308,500 to $320,100, or 3.8%, for the
three and six months ended June 30, 2001, respectively, as compared to the
corresponding periods in 2000. The increases were due to an increase in service
costs being provided and billed to us by Charter during the three and six months
ended June 30, 2001, as compared to the corresponding periods in 2000.

    Depreciation and amortization expense decreased from $130,900 to $102,200,
or 21.9%, and from $260,000 to $211,100, or 18.8%, for the three and six months
ended June 30, 2001, respectively, as compared to the corresponding periods in
2000. The decreases were due to fewer capital expenditures and certain fixed
assets becoming fully depreciated during 2000 and the first six months of 2001.

    Due to the factors described above, our operating income decreased from
$317,800 to $265,300, or 16.5%, and from $637,300 to $559,000, or 12.3%, for the
three and six months ended June 30, 2001, respectively, as compared to the
corresponding periods in 2000.

    Interest income, net of interest expense, increased from $90,800 to
$104,200, or 14.8%, and from $161,200 to $166,900, or 3.5%, for the three and
six months ended June 30, 2001, respectively, as compared to the corresponding
periods in 2000, primarily due to higher average cash balances available for
investment during 2001.

    Other expense of $44,900 for the three months ended June 30, 2001 represents
expenses associated with the termination of the Agreement with Gans.

    Due to the factors described above, our net income decreased from $408,600
to $324,600, or 20.6%, and from $798,500 to $681,000, or 14.7%, for the three
and six months ended June 30, 2001, respectively, as compared to the
corresponding periods in 2000.

    Based on our experience in the cable television industry, we believe that
income before interest, income taxes, depreciation and amortization, or EBITDA,
and related measures of cash flow serve as important financial analysis tools
for measuring and comparing cable television companies in several areas, such
as liquidity, operating performance and leverage. EBITDA is not a measurement
determined under generally accepted accounting principles (GAAP) and does not
represent cash generated from operating activities in accordance with GAAP.
EBITDA should not be considered by the reader as an alternative to net income
as an indicator of financial performance or as an alternative to cash flows as
a measure of liquidity. In addition, the definition of EBITDA may not be
identical to similarly titled measures used by other companies. EBITDA
decreased from $897,300 to $725,200, or 19.2% for the six months ended June 30,
2001, as compared to the corresponding period in 2000. EBITDA as a percentage
of revenues decreased from 45.8% to 38.1%, during the six months ended June 30,
2001, as compared to the corresponding period in 2000.

    Operating activities provided $1,298,600 cash during the six months ended
June 30, 2001. Changes in receivables, prepaid expenses and other assets
provided $64,500 in cash during the six months ended June 30, 2001, primarily
due to receivable collections. Changes in liabilities owed to affiliates and
third party creditors provided $342,000 in cash during the six months ended June
30, 2001, due to differences in the timing of payments. We used $32,100 cash in
investing activities during the six months ended June 30, 2001, due to capital
expenditures.

                                       8

<PAGE>   9



LIQUIDITY AND CAPITAL RESOURCES

    Our primary objective is to distribute to our partners all available cash
flow from operations and proceeds from the sale of cable systems, if any, after
providing for expenses and capital requirements relating to the expansion,
improvement and upgrade of such cable television systems.

    The Partnership, together with certain affiliates (collectively, the
"Selling Partnerships"), entered into a purchase and sale agreement, dated as of
August 8, 2000, as amended as of September 29, 2000 (the "Agreement"), with
Multimedia Acquisition Corp., an affiliate of Gans Multimedia Partnership
("Gans"). The Agreement provided for Gans to acquire the assets comprising the
Partnership's Hillsboro, Illinois and Malden, Missouri cable systems, as well as
certain assets of the other Selling Partnerships.

    Following a series of discussions and meetings, the Partnership and Gans
determined that they will not be able to agree on certain further amendments to
the Agreement that are required in order to satisfy conditions precedent to
close the transaction. In light of this, present economic and financial market
conditions, and their impact on Gans' inability to arrange financing in order
to close the acquisition, on April 18, 2001 the parties agreed to terminate the
Agreement.

    The Partnership's corporate general partner will continue to operate the
Partnership's cable television systems and will continue to investigate
potential divestiture transactions for the benefit of its unitholders.

     In August 2001, as a result of an auction process with sealed bids, the
corporate general partner received a non-binding letter of intent from Charter,
a related party, to acquire the Illinois cable systems of the Partnership and
certain of its affiliates, including the Partnership's Hillsboro, Illinois cable
systems. The bid from Charter exceeded those of all other bidders. The sale of
the cable systems is subject to approval by a majority of the Partnership's
limited partners and certain closing conditions, including regulatory approvals.
There can be no assurance that this proposed sale will be consummated.

    At June 30, 2001, the Partnership had no debt outstanding. The Partnership
relies upon cash flow from operations to meet liquidity requirements and fund
necessary capital expenditures. Although the Partnership currently maintains a
cash balance, there can be no assurance that the Partnership's future cash
flows combined with available cash will be adequate to meet its future
liquidity requirements or to fund future capital expenditures.

    The Partnership maintains insurance coverage for all of the cable television
properties owned or managed by it to cover damage to cable distribution plant
and customer connections and against business interruptions resulting from such
damage. This coverage is subject to a significant annual deductible which
applies to all of the cable television properties owned or managed by Charter,
including those of the Partnership.

    Approximately 73% of our customers are served by our system in Hillsboro,
Illinois and neighboring communities. Significant damage to the system due to
seasonal weather conditions or other events could have a material adverse effect
on our liquidity and cash flows. We continue to purchase insurance coverage in
amounts our management views as appropriate for all other property, liability,
automobile, workers' compensation and other insurable risks.

    Operating activities provided $1,298,600 cash during the six months ended
June 30, 2001. Changes in receivables, prepaid expenses and other assets
provided $64,500 in cash during the six months ended June 30, 2001, primarily
due to receivable collections. Changes in liabilities owed to affiliates and
third party creditors provided $342,000 in cash during the six months ended June
30, 2001, due to differences in the timing of payments. We used $32,100 cash in
investing activities during the six months ended June 30, 2001, due to capital
expenditures.

NEW ACCOUNTING STANDARDS

     In July 2001, the Financial Accounting Standards Board adopted
Statements of Financial Accounting Standards (SFAS) No. 141 "Business
Combinations" and No. 142, "Goodwill and Other Intangible Assets." SFAS No. 141
requires all business combinations initiated after June 30, 2001 to be accounted
for using the purchase method of accounting. SFAS No. 141 is required to be
implemented for all acquisitions initiated after June 30, 2001 and all business
combinations accounted for using the purchase method for which the date of
acquisition is July 1, 2001 or later. Adoption of SFAS No. 141 will not impact
the condensed financial statements of the Partnership.

    Under SFAS No. 142, goodwill is no longer subject to amortization over its
useful life, rather, it is subject to at least annual assessments of impairment.
Also, under SFAS No. 142, an intangible asset should be recognized if the
benefit of the intangible is




                                       9
<PAGE>   10

obtained through contractual or other legal rights or if the intangible asset
can be sold, transferred, licensed, rented or exchanged. Such intangibles will
be amortized over their useful lives. Certain intangibles have indefinite
useful lives and will not be amortized. SFAS No. 142 will be implemented by the
Partnership on January 1, 2002. All goodwill and intangible assets acquired
after June 30, 2001 will be immediately subject to the provisions of SFAS No.
142. The Partnership is currently in process of assessing the future impact of
adoption of SFAS No. 142.

INFLATION

    Certain of our expenses, such as those for wages and benefits, equipment
repair and replacement, and billing and marketing generally increase with
inflation. However, we do not believe that our financial results have been, or
will be, adversely affected by inflation in a material way, provided that we are
able to increase our service rates periodically, of which there can be no
assurance.
                                       10


<PAGE>   11



                           PART II. OTHER INFORMATION

ITEM 6.            EXHIBITS AND REPORTS ON FORM 8-K

          (A)      EXHIBITS

                   None.

          (B)      REPORTS ON FORM 8-K

                   On May 1, 2001, the Registrant filed a current report
                   on Form 8-K to announce the termination of its sale
                   agreement with Multimedia Acquisition Corp.




                                       11
<PAGE>   12




                                   SIGNATURES

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.

                                       ENSTAR INCOME PROGRAM II-2, L.P.

                                       a GEORGIA LIMITED PARTNERSHIP
                                       (Registrant)

                                       By:  ENSTAR COMMUNICATIONS CORPORATION
                                            General Partner

Date:  August 14, 2001                 By:  /s/  Paul E. Martin
                                            ------------------------------------
                                            Paul E. Martin, Vice President and
                                            Corporate Controller (Principal
                                            Financial Officer and Principal
                                            Accounting Officer)



                                       12