SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


       For the quarter ended March 31, 2001 Commission file number 0-13693


                       VININGS INVESTMENT PROPERTIES TRUST
                -------------------------------------------------
               (Exact name of registrant as specified in charter)


         Massachusetts                                            13-6850434
-------------------------------                              -------------------
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)


2839 Paces Ferry Road, Suite 1170, Atlanta, GA                      30339
----------------------------------------------                ------------------
(Address of principal executive offices)                         (Zip Code)


Registrant's telephone number, including area code:              (770) 984-9500



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___

The number of shares outstanding as of April 11, 2001 was 1,100,487.

<PAGE>
                       VININGS INVESTMENT PROPERTIES TRUST
                                AND SUBSIDIARIES

                         INDEX OF FINANCIAL INFORMATION


PART I  FINANCIAL INFORMATION                                               PAGE

Item 1  Financial Statements

        Consolidated Balance Sheets (unaudited) as of March 31, 2001
        and December 31, 2000                                                 3

        Consolidated Statements of Operations (unaudited)
        for the three months ended March 31, 2001 and 2000                    4

        Consolidated Statement of Shareholders' Equity (unaudited)
        for the three months ended March 31, 2001                             5

        Consolidated Statements of Cash Flows (unaudited)
        for the three months ended March 31, 2001 and 2000                    6

        Notes to Consolidated Financial Statements                            7

Item 2  Management's Discussion and Analysis of Financial
        Condition and Results of Operations                                   18

Item 3  Quantitative and Qualitative Disclosures About Market Risk            21


PART II OTHER INFORMATION/SIGNATURE

Item 6  Exhibits and Reports on Form 8-K                                      22

        Signature                                                             23


<TABLE>
                       VININGS INVESTMENT PROPERTIES TRUST
                                AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                                  (unaudited)
<CAPTION>

                                                                                   March 31,        December 31,
                                                                                     2001               2000
                                                                                ----------------   ----------------

Real estate assets:
<S>                                                                                 <C>                 <C>
    Land                                                                            $ 8,247,900         $8,247,900
    Buildings and improvements                                                       55,690,190         55,664,805
    Furniture, fixtures & equipment                                                   4,209,751          4,154,701
Less:  accumulated depreciation                                                      (6,161,644)        (5,593,555)
                                                                                ----------------   ----------------
         Net real estate assets                                                      61,986,197         62,473,851

Investment in unconsolidated Joint Venture                                            1,226,906          1,321,522
Cash and cash equivalents                                                               369,592            813,975
Restricted cash                                                                       1,433,582          1,892,288
Receivable from Joint Venture                                                             9,157             12,141
Receivables and other assets                                                            373,285            286,407
Deferred financing costs, less accumulated amortization of $194,783 and
    $183,307 at March 31, 2001 and December 31, 2000, respectively                       94,782             82,258
Deferred leasing costs, less accumulated amortization of $81,559 and
    $78,071 at March 31, 2001 and December 31, 2000, respectively                        15,346             18,834
                                                                                ----------------   ----------------
Total assets                                                                       $ 65,508,847        $66,901,276
                                                                                ================   ================


LIABILITIES AND SHAREHOLDERS' EQUITY
Mortgage notes payable                                                             $ 54,654,583        $54,742,209
Line of credit                                                                        2,000,000          1,864,990
Accounts payable and accrued liabilities                                              1,367,282          1,913,845
Dividends payable to Preferred Shareholders                                             232,376            464,750
                                                                                ----------------   ----------------
         Total liabilities                                                           58,254,241         58,985,794
                                                                                ----------------   ----------------
Minority interests of unitholders in Operating Partnership:                            (288,033)          (171,935)
                                                                                ----------------   ----------------

Shareholders' equity:
    Series A convertible preferred shares of beneficial interest, (par value
    $.01 per share) 2,050,000 authorized, 1,988,235 shares issued and
    outstanding at March 31, 2001 and
    December 31,  2000                                                                8,867,529          8,867,529
    Common shares of beneficial interest, without par or stated value,
    25,000,000 authorized,  1,100,487 and 1,100,488 shares issued and
    outstanding at March 31, 2001 and December 31, 2000,  respectively                        -                  -

    Additional paid in capital                                                        3,288,851          3,295,966
    Accumulated deficit                                                              (4,613,741)        (4,076,078)
                                                                                ----------------   ----------------

       Total shareholders' equity                                                     7,542,639          8,087,417
                                                                                ----------------   ----------------

Total liabilities and shareholders' equity                                         $ 65,508,847        $66,901,276
                                                                                ================   ================
<FN>
The accompanying notes are an integral part of these consolidated financial
statements.
</FN>
</TABLE>
<PAGE>

<TABLE>


                       VININGS INVESTMENT PROPERTIES TRUST
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)
<CAPTION>

                                                                               For the three months ended March 31,
                                                                                   2001                  2000
                                                                               -------------         --------------
REVENUES

<S>                                                                             <C>                    <C>
     Rental revenues                                                            $ 2,665,121            $ 2,718,309
     Other property revenues                                                        158,046                148,457
     Other income                                                                    14,857                 12,620
                                                                               -------------         --------------
                                                                                  2,838,024              2,879,386
                                                                               -------------         --------------
EXPENSES

     Property operating and maintenance                                           1,169,170              1,103,341
     Depreciation and amortization                                                  571,577                563,408
     Amortization of deferred financing costs                                        11,476                 17,536
     Interest expense                                                             1,285,730              1,289,235
     General and administrative                                                     126,842                187,812
                                                                               -------------         --------------
                                                                                  3,164,795              3,161,332
     Loss before equity in loss of unconsolidated
         Joint Venture and minority interests                                      (326,771)              (281,946)

     Equity in loss of unconsolidated Joint Venture                                 (94,615)               (63,707)
                                                                               -------------         --------------

     Loss before minority interests                                                (421,386)              (345,653)

     Less Minority interests in Operating Partnership:
         Preferred partnership interests                                                  -                336,758
         Common partnership interests                                              (116,098)              (123,240)
                                                                               -------------         --------------

     Net loss                                                                      (305,288)              (559,171)
                                                                               -------------         --------------

         Distributions to preferred shareholders                                    232,375                      -
                                                                               -------------         --------------

     Net loss available to common shareholders                                    $(537,663)             $(559,171)
                                                                               =============         ==============

NET LOSS PER SHARE - BASIC                                                          $ (0.49)               $ (0.51)
                                                                               =============         ==============
NET LOSS PER SHARE - DILUTED                                                        $ (0.49)               $ (0.51)
                                                                               =============         ==============

WEIGHTED AVERAGE SHARES OUTSTANDING - BASIC                                       1,100,487              1,100,491
                                                                               =============         ==============
WEIGHTED AVERAGE SHARES OUTSTANDING - DILUTED                                     1,339,734              1,343,037
                                                                               =============         ==============
<FN>
The accompanying notes are an integral part of these consolidated financial
statements.
</FN>
</TABLE>
<PAGE>

<TABLE>


                       VININGS INVESTMENT PROPERTIES TRUST
                                AND SUBSIDIARIES
                 CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY For the three
                    months ended March 31, 2001
                                   (unaudited)
<CAPTION>


                                                   Series A        Common Shares                         Total
                                                  Convertible      of beneficial     Cumulative      shareholders'
                                                 Preferred Shares    interest         earnings          equity
                                                ----------------   --------------   --------------   --------------

<S>                                                  <C>              <C>             <C>               <C>
BALANCE AT DECEMBER 31, 2000                          8,867,529        3,295,966       (4,076,078)       8,087,417

Net Loss                                                      -                -         (537,663)        (537,663)

Retirement of shares                                          -               (3)               -               (3)

Adjustment for redemption of minority interest
    of unitholders in Operating Partnership                   -           (7,112)               -           (7,112)
                                                ----------------   --------------   --------------   --------------
BALANCE AT MARCH 31, 2001                           $ 8,867,529       $3,288,851     $ (4,613,741)     $ 7,542,639
                                                ================   ==============   ==============   ==============

<FN>
The accompanying notes are an integral part of these consolidated financial
statements.
</FN>
</TABLE>
<PAGE>
<TABLE>


                       VININGS INVESTMENT PROPERTIES TRUST
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (unaudited)
<CAPTION>

                                                                              For the three months ended March 31,
                                                                                2001                     2000
                                                                            --------------           -------------
CASH FLOWS FROM OPERATING ACTIVITIES:

<S>                                                                             <C>                    <C>
Net loss                                                                        $(305,288)             $ (559,171)
                                                                            --------------           -------------
Adjustments to reconcile net loss to net cash provided by operating activities:

        Depreciation and amortization                                             571,577                 563,408
        Amortization of deferred financing costs                                   11,476                  17,536
        Equity in loss of unconsolidated Joint Venture                             94,615                  63,707
        Minority interests in Operating Partnership:
           Preferred partnership interests                                              -                 336,758
           Common partnership interests                                          (116,098)               (123,240)
        Distributions to preferred unitholders                                          -                (464,750)
        Changes in assets and liabilities, net of the effect
           of real estate assets acquired
               Restricted cash                                                    458,706                 367,817
               Receivable from Joint Venture                                        2,984                   7,650
               Receivables and other assets                                       (86,878)                (15,551)
               Accounts payable and accrued liabilities                          (546,563)               (565,019)
                                                                            --------------           -------------

        Total adjustments                                                         389,819                 188,316
                                                                            --------------           -------------

Net cash provided (used) by operating activities                                   84,531                (370,855)
                                                                            --------------           -------------

CASH FLOWS FROM INVESTING ACTIVITIES:

Capital expenditures                                                              (80,434)                (37,779)
                                                                            --------------           -------------

CASH FLOWS FROM FINANCING ACTIVITIES:

Deferred financing costs                                                          (24,000)                 (5,000)
Net proceeds  from line of credit                                                 135,010                 150,000
Principal repayments on mortgage notes payable                                    (87,626)                (80,584)
Purchase of retired shares                                                             (3)                    (15)
Distributions to preferred shareholders                                          (464,749)                      -
Redemption of minority interests of unitholders in Operating Partnership           (7,112)                      -
                                                                            --------------           -------------

Net cash provided (used) by financing activities                                 (448,480)                 64,401
                                                                            --------------           -------------
NET DECREASE IN CASH AND CASH EQUIVALENTS                                        (444,383)               (344,233)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                  813,975                 916,215
                                                                            --------------           -------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                      $ 369,592                $571,982
                                                                            ==============           =============
<FN>
The accompanying notes are an integral part of these consolidated financial
statements.
</FN>
</TABLE>
<PAGE>


                       VININGS INVESTMENT PROPERTIES TRUST
                                AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (unaudited)
                                 March 31, 2001

NOTE 1 - BUSINESS AND ORGANIZATION

     Vinings Investment Properties Trust ("Vinings" or the "Trust") was
     organized on December 7, 1984 as a mortgage real estate investment trust
     ("REIT") whose original plan was to liquidate within approximately ten
     years. On February 28, 1996, Vinings Investment Properties, Inc. completed
     a tender offer to acquire control of the Trust in order to rebuild Vinings
     assets by expanding into the multifamily real estate markets through the
     acquisition of garden style apartment communities that are leased to
     middle-income residents. Effective July 1, 2000, Vinings no longer
     qualifies as a REIT for federal income tax purposes and will be taxed as a
     corporation (See Note 2).

     Vinings currently conducts all of its operations through Vinings Investment
     Properties, L.P., a Delaware limited partnership (the "Operating
     Partnership"). As of March 31, 2001, the Trust was the sole 1% general
     partner and a 91.81% limited partner in the Operating Partnership,
     controlling 81.16% of the common partnership interests and 100% of the
     preferred partnership interests (See Note 5).

     Vinings currently owns, through wholly-owned subsidiaries, ten apartment
     communities totaling 1,520 units and a 75,000 square foot, single story
     business park. In addition, Vinings holds a 20% interest in and is the
     general partner of an unconsolidated joint venture, which owns through
     subsidiary partnerships five additional apartment communities totaling 968
     units (See Note 4). At March 31, 2001, the average occupancy of Vinings'
     portfolio, excluding the Joint Venture Properties, as hereinafter defined,
     was 87%.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         Basis of Presentation
         ---------------------

     The consolidated financial statements have been prepared in accordance with
     generally accepted accounting principles and with the instructions to Form
     10-Q and Article 10 of Regulation S-X.

     The accompanying consolidated financial statements of Vinings include the
     consolidated accounts of the Trust and its subsidiaries. All significant
     intercompany balances and transactions have been eliminated in
     consolidation. Vinings accounts for its investment in the unconsolidated
     joint venture using the equity method of accounting. The term "Vinings" or
     "Trust" hereinafter refers to Vinings Investment Properties Trust and its
     subsidiaries, including the Operating Partnership.
<PAGE>
     The  minority   interests  of  the  common  unitholders  in  the  Operating
     Partnership  (the "Common  Units")  reflected on the  accompanying  balance
     sheets are calculated based on the common  unitholders'  minority  interest
     ownership  percentage  (17.84%  as of March  31,  2001)  multiplied  by the
     Operating  Partnership's net assets. The Preferred Units were exchanged for
     Preferred  Shares  effective  April  1,  2000  and  are  reflected  on  the
     accompanying  balance  sheet  as  the  cash  contributed  and  the  accrued
     liquidation  preference of $0.21 per Preferred Share ($417,529 at March 31,
     2001).

     The minority  interests of the common  unitholders in the income or loss of
     the Operating  Partnership on the accompanying  statements of operations is
     calculated  based  on the  weighted  average  minority  interest  ownership
     percentage  multiplied  by income (loss) before  minority  interests  after
     subtracting income allocated to the preferred  partnership  interests.  The
     minority  interests  of  the  preferred  unitholders  on the  statement  of
     operations for the three months ended March 31, 2000 ($336,758)  represents
     the accrued preferred 11% return on the Preferred Units and the accrued pro
     rata liquidation preference of $0.21 per Preferred Unit.


     Income Taxes
     ------------

     Prior to June 30, 2000, Vinings had elected to be taxed as a REIT under the
     Internal  Revenue  Code of 1986,  as  amended  (the  "Code").  As a result,
     Vinings  was  generally  not  subject to federal  income  taxation  on that
     portion of its income that  qualified as REIT taxable  income to the extent
     that  Vinings  distributed  at  least  95% of  its  taxable  income  to its
     shareholders and satisfied  certain other  requirements.  Effective July 1,
     2000, Vinings no longer qualifies as a REIT for federal income tax purposes
     and will be taxed as a  corporation.  The Trust  however  is not  currently
     generating  taxable  income and,  accordingly,  no  provisions  for federal
     income  taxes  and  deferred   income  taxes  have  been  included  in  the
     accompanying consolidated financial statements.


     Cash and Cash Equivalents
     -------------------------

     Vinings considers all highly liquid investments  purchased with an original
     maturity of three months or less to be cash equivalents.


     Restricted Cash
     ---------------

     Restricted  cash  consists of real estate tax,  insurance  and  replacement
     reserve escrows held by mortgagees,  which are funded monthly from property
     operations  and  released  solely  for the  purpose  for  which  they  were
     established.  Restricted cash also includes security deposits collected and
     held on behalf of the residents and tenants.


     Use of Estimates
     ----------------

     The  preparation  of financial  statements  in  conformity  with  generally
     accepted   accounting   principles  requires  management  to  make  certain
     estimates and  assumptions  that affect the reported  amounts of assets and
     liabilities,  the  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.
<PAGE>
     Real Estate Assets
     ------------------

     Real  estate  assets are stated at  depreciated  cost less  reductions  for
     impairment,  if  any.  In  identifying  potential  impairment,   management
     considers such factors as declines in a property's operating performance or
     market  value,  a change in use,  or  adverse  changes  in  general  market
     conditions.  In  determining  whether  an  asset  is  impaired,  management
     estimates the future cash flows  expected to be generated  from the asset's
     use and its eventual disposition. If the sum of these estimated future cash
     flows on an undiscounted  basis is less than the asset's carrying cost, the
     asset is written down to its fair value. In management's opinion, there has
     been no impairment of Vinings' real estate assets as of March 31, 2001.

     Ordinary   repairs  and  maintenance   are  expensed  as  incurred.   Major
     improvements  and  replacements  are capitalized and depreciated over their
     estimated useful lives when they extend the useful life,  increase capacity
     or improve  efficiency of the related asset.  Depreciation is computed on a
     straight-line  basis  over  the  useful  lives of the  real  estate  assets
     (buildings and improvements, 5-40 years; furniture, fixtures and equipment,
     3-10 years; and tenant improvements, generally over the life of the related
     lease).


     Revenue Recognition
     -------------------

     All  leases  are  classified  as  operating  leases  and  rental  income is
     recognized when earned,  which materially  approximates revenue recognition
     on a straight-line basis.

     Deferred Financing Costs and Amortization
     ------------------------------------------

     Deferred  financing  costs  include  fees  and  costs  incurred  to  obtain
     financing and are  capitalized  and amortized  over the term of the related
     debt.


     Net Loss Per Share
     ------------------

     The  following  is a  reconciliation  of net loss  available  to the common
     shareholders  and the weighted  average  shares used in Vinings'  basic and
     diluted net loss per share computations:

                                                          For the three months
                                                             Ended March 31,
                                                           2001          2000
                                                  ------------------------------
  Net loss - basic                                     $(305,288)     $(559,171)
   Minority interests in Operating Partnership:
      Preferred partnership interests                          -              -
      Common partnership interests                                     (123,240)
                                                        (116,098)
                                                   -----------------------------
  Total minority interest                               (116,098)      (123,240)
                                                   -----------------------------
  Net loss - diluted                                   $(421,386)     $(682,411)
                                                   =============================

  Weighted average shares - basic                      1,100,487      1,100,491
  Dilutive Securities
      Weighted average Common Units                       239,247       242,546
      Weighted average Preferred Units/Shares                 -              -
      Share options                                           -              -
                                                   -----------------------------
  Weighted average shares - diluted                    1,339,734     1,343,037
                                                   =============================
<PAGE>
     Both common units and preferred units in the Operating  Partnership held by
     the minority  unitholders and preferred  shares of the Trust are redeemable
     for common  shares of  beneficial  interest  of the Trust  ("Shares")  on a
     one-for-one  basis, or for cash, at the option of the Trust.  For the three
     months ended March 31, 2000 and 2001,  options to purchase  108,750  shares
     and  102,750  shares,  respectively,  were  excluded  as the impact of such
     options  was  antidilutive.  For the three  months  ended  March  31,  2000
     Preferred Units totaling 1,988,235 and for the three months ended March 31,
     2001 Preferred  Shares totaling  1,988,235 were also excluded as the impact
     of such units was antidilutive.


     Recent Accounting Pronouncement
     -------------------------------

     On June 15, 1998, the Financial  Accounting  Standards  Board (FASB) issued
     Statement  of  Financial  Accounting  Standards  No. 133,  "Accounting  for
     Derivative  Instruments  and  Hedging  Activities"  (FAS 133).  FAS 133, as
     amended  by FAS  137,  "Deferral  of the  Effective  Date of FAS  133,"  is
     effective for all fiscal  quarters of all fiscal years beginning after June
     15, 2000. FAS 133 requires that all  derivative  instruments be recorded on
     the  balance  sheet at  their  fair  value.  Changes  in the fair  value of
     derivatives  are  recorded  each  period  in  current   earnings  or  other
     comprehensive  income,  depending on whether a derivative  is designated as
     part of a hedge  transaction  and, if it is the type of hedge  transaction.
     The adoption of FAS 133 did not have a significant  effect on the Company's
     results of operations or its financial position.

     On December 3, 1999, the Securities  and Exchange  Commission  (SEC) issued
     Staff Accounting  Bulletin No. 101 (SAB 101),  Revenue  Recognition,  which
     provides  guidance on the  recognition,  presentation,  and  disclosure  of
     revenue in financial statements.  SAB 101 was required to be implemented in
     the  fourth  fiscal  quarter  of 2000.  SAB 101 did not have a  significant
     effect on the Company's results of operations or its financial position.


     Reclassifications
     -----------------

     Certain 2000  financial  statement  amounts may have been  reclassified  to
     conform to the current year presentation.


NOTE 3 - REAL ESTATE ASSETS

     On May 1,  1999,  Vinings,  through  its  subsidiaries,  acquired  thirteen
     multifamily communities totaling 1,064 units (collectively,  the "Portfolio
     Properties")  from seventeen  limited  partnerships  and limited  liability
     companies. Eight of the Portfolio Properties (the "Mississippi Properties")
     were   purchased   through   subsidiary   partnerships   of  the  Operating
     Partnership.   The  remaining  Portfolio  Properties  (the  "Joint  Venture
     Properties")  were purchased through a joint venture  structure.  (See Note
     4.)

     In addition,  Vinings,  through  subsidiary  partnerships  of the Operating
     Partnership,   owns  two   additional   multifamily   communities   in  the
     metropolitan  Atlanta area with 456 units for a total of 1,520 units in ten
     communities,  as well as a 75,000 square foot business  center.  All of the
     multifamily communities are encumbered by fixed rate mortgage financing and
     the business center is security for the line of credit.


NOTE 4 - INVESTMENT IN UNCONSOLIDATED JOINT VENTURE

     On May 1, 1999, Vinings purchased,  through a joint venture structure, five
     apartment communities, totaling 968 units (the "Joint Venture Properties").
     The Joint Venture Properties were purchased by nine individual partnerships
     in each of which Vinings  Holdings,  Inc., a wholly owned subsidiary of the
     Trust,  owns a .1% general  partnership  interest  and  Vinings/CMS  Master
     Partnership,  L.P., a Delaware limited  partnership (the "Joint  Venture"),
     owns a 99.9% limited partnership interest.  The Operating Partnership has a
     .1% general partner  interest and a 19.98% limited partner  interest in the
     Joint  Venture,  for  which  it  paid  $1,705,100.  The  remaining  limited
     partnership  interests  in the Joint  Venture  are held by an  unaffiliated
     third party.

     Vinings  accounts for its  investment in the Joint Venture using the equity
     method  of  accounting.  The  following  is a  summary  of the  results  of
     operations  of the Joint  Venture and  Vinings'  share of the equity in the
     loss from the Joint Venture for the three months ended March 31, 2001:

<PAGE>

                                                    For the three
                                                     months ended
                                                    March 31, 2001
                                                    ---------------

Revenues                                              $1,507,278
                                                     ------------

Expenses:
     Property operating and maintenance                  723,314
     General and administrative                           13,028
     Depreciation and amortization                       385,156
     Interest expense                                    858,856
                                                     ------------
         Total Expenses                                1,980,354
                                                     ------------

Net loss                                                (473,076)

     Vinings' equity percentage                              20%
                                                     ------------

Vinings' equity in loss of unconsolidated
     Joint Venture                                    $  (94,615)
                                                     ============

Distributions received by Vinings from
    Joint Venture
                                                            -
                                                     ============

Cash flows provided by operating activities           $ (104,057)
                                                     ============

Cash flows used in investing activities               $  (41,690)
                                                     ============

Cash flows used in financing activities               $  (57,794)
                                                     ============
<PAGE>


     The following summarizes the balance sheet of the Joint Venture as of March
     31, 2001:


  Real estates assets, net of accumulated depreciation    $44,533,837
  Cash and other assets                                     1,257,624
                                                          -----------
            Total assets                                  $45,791,461
                                                          ===========

  Mortgage notes payable                                  $38,874,197
  Other liabilities                                           783,131
                                                          -----------
      Total liabilities                                    39,657,328
                                                          -----------

  Capital - Vinings                                         1,226,907
  Capital - Other                                           4,907,226
                                                          -----------
      Total capital                                         6,134,133
                                                          -----------
            Total liabilities and capital                 $45,791,461
                                                          ===========

     Mortgage  notes  payable held by the Joint Venture are  non-recourse  fixed
     rate notes secured by the  individual  properties.  All of the notes except
     one are insured by the U.S.  Department  of Housing  and Urban  Development
     ("HUD") and,  therefore,  distributions  from the properties are subject to
     "surplus  cash" as defined by HUD. The maturity  dates of the notes payable
     range from June 2007 to November  2037 and interest  rates range from 8.00%
     to 8.75%.

<PAGE>
NOTE 5 - SHAREHOLDERS' EQUITY AND PREFERRED PARTNERSHIP INTERESTS

     On  April  29,  1999,  the  Operating  Partnership  offered,  in a  private
     transaction  pursuant to a Securities  Purchase  Agreement  (the  "Purchase
     Agreement"),  Series A Convertible  Preferred  Partnership  interests  (the
     "Preferred Units"). A total of 1,988,235 Preferred Units were issued for an
     aggregate purchase price of $8,450,000.  The Operating Partnership used the
     proceeds of the sale of the Preferred  Units to pay the cash  consideration
     for the Operating Partnership's interests in the property partnerships that
     acquired the Mississippi Properties, and its interest in the Joint Venture.
     (See Notes 3 and 4.)

     Effective  April  1,  2000,  100% of the  1,988,235  Preferred  Units  were
     exchanged  for  Series A  Convertible  Preferred  Shares of the Trust  (the
     "Preferred Shares") having  substantially the same rights,  preferences and
     privileges  as the  Preferred  Units.  The holders of Preferred  Shares are
     entitled to receive  cumulative  preferential cash distributions at the per
     annum rate of $0.4675 per Preferred  Share.  Upon the occurrence of certain
     triggering events, the holders of Preferred Shares are entitled to receive,
     in addition to an amount equal to any accumulated and unpaid  distributions
     on such holder's  Preferred  Shares, a liquidation  preference of $4.46 per
     Preferred Share.

     Under certain  circumstances,  the holders of Preferred  Shares may convert
     any part or all of such  Preferred  Shares into common  shares.  In lieu of
     converting  Preferred  Shares into common  shares,  the Trust,  in its sole
     discretion,  may satisfy its conversion  obligations  through  certain cash
     payments,  as further set forth in the Certificate of Designation  relating
     to the terms of the Preferred Shares and the Declaration of Trust.

     Generally, the holders of Preferred Shares do not have the right to vote on
     any  matter on which any of the  holders  of common  shares  may vote.  The
     holders  of  Preferred  Shares  do,  however,  have the  right to vote as a
     separate class of shareholders on certain transactions  including,  without
     limitation,  certain  authorizations  and  issuances  of  preferred  shares
     designated as ranking senior to the Preferred Shares, certain amendments to
     the Declaration of Trust, and certain sales or other dispositions of assets
     of  the  Trust  or  the   Operating   Partnership,   certain   mergers   or
     consolidations of the Trust or the Operating Partnership,  and transactions
     that result in the liquidation of the Trust or the Operating Partnership.

     As  of  March  31,  2001,  a  total  of  1,988,235  Preferred  Shares  were
     outstanding. In addition, as of March 31, 2001 a total of $417,529 had been
     accrued as a liquidation preference on the Preferred Shares.


NOTE 6 - NOTES PAYABLE

         Mortgage Notes Payable
         ----------------------

     Mortgage notes payable were secured by the following apartment  communities
     at March 31, 2001 and December 31, 2000, as follows:
<TABLE>
<CAPTION>

                                                       Fixed interest rate       Balance as of:         Balance as of:
                                      Maturity            as of 3/31/01              3/31/01              12/31/00
        ------------------------ -------------------- ----------------------     ----------------     -----------------
<S>                                   <C>   <C>               <C>                  <C>                  <C>
        Cottonwood                    10/01/2036              8.875%               $ 4,661,965          $ 4,666,546
        Delta Bluff                   08/01/2036              9.25 %                 6,176,860            6,182,456
        Foxgate I                     06/01/2037              8.50 %                 6,566,448            6,573,142
        Hampton House                 08/01/2037              8.50 %                 5,143,457            5,148,819
        Heritage Place                10/01/2036              8.75 %                 3,126,672            3,129,845
        Northwood                     06/01/2034              8.75 %                 4,456,039            4,461,640
        River Pointe                  01/01/2037              8.625%                 5,952,255            5,958,353
        Trace Ridge                   07/01/2036              8.50 %                 5,302,002            5,307,867
        The Thicket                   07/01/2003              9.04 %                 7,114,332            7,132,347
        Windrush                      07/01/2024              7.50 %                 6,154,553            6,181,194
                                                                                  ---------------    ------------------
             Total                                                                 $54,654,583          $54,742,209
                                                                                  ===============    ==================

</TABLE>

     All of the notes  except The  Thicket  are  insured by HUD and,  therefore,
     distributions  from the properties are subject to "surplus cash" as defined
     by HUD.

     Scheduled maturities of the mortgage notes payable as of March 31, 2001 are
     as follows:

                          2001                   $   274,166
                          2002                       393,425
                          2003                     7,314,761
                          2004                       367,596
                          2005                       399,132
                          Thereafter              45,905,503
                                                -------------
                          Total                  $54,654,583
                                                =============
<PAGE>

     Line of Credit
     --------------

     On April 27,  1999  Vinings  obtained  a line of  credit  in the  amount of
     $2,000,000 from a financial  institution.  The line of credit is secured by
     Peachtree  Business Center.  The interest rate on the line of credit is one
     percent over prime as  announced  by the bank from time to time,  which was
     8.00% at March 31, 2001. The principal  balance of the line of credit as of
     March  31,  2001 and  December  31,  2000 was  $2,000,000  and  $1,864,990,
     respectively.  The line of credit matured on April 30, 2001 and was renewed
     until March 15, 2002.


NOTE 7 - RELATED PARTY TRANSACTIONS

     Vinings has entered into management  agreements  with VIP  Management,  LLC
     ("VIP"), an affiliate of the officers, who are also Trustees of Vinings, to
     provide  property  management  services  for a fee  equal  to 3.5% of gross
     revenues,  plus a fee  for  data  processing  on  all  of  the  multifamily
     communities and 5% of gross revenues on the business  center.  In addition,
     effective July 1, 2000, VIP has  administered the Trust for an advisory fee
     equal to 1 1/2% of gross  revenues,  including  the revenues from the Joint
     Venture Properties.  The advisory fee is in lieu of reimbursing VIP for all
     overhead,  salaries and other  indirect costs  attributable  to the Trust's
     operations, which were paid prior to July 1, 2000.

     The following table reflects payments made to VIP:

                                                        Three months ended
                                                             March 31,
                                                 -------------------------------
                                                       2001              2000
                                                 ----------------- -------------

Vinings
     Management fees                              $  100,797        $  103,286
     Data processing fees                             16,416            16,416
     Overhead reimbursements                              -             94,921
      Advisory fee                                    65,006               -
                                                 ----------------- -------------
          Total                                     $182,219          $214,623
                                                 ================= =============

Joint Venture
     Management fees                              $  32,146         $  35,427
     Data processing fees                            14,520            14,520
                                                 ----------------- -------------
           Total                                  $  46,666         $  61,625
                                                 ================= =============

     Effective March 1, 2000, 628,927 common shares of Vinings were purchased in
     a privately negotiated transaction by the officers of Vinings, an affiliate
     of the  officers  and an affiliate of one of the Trustees of Vinings from a
     limited  number of  shareholders,  which included three of the Trustees and
     certain of their affiliates (the "Stock  Transaction").  In connection with
     the Stock Transaction,  the three selling Trustees -- James D. Ross, Martin
     H.  Petersen  and  Gilbert  H.  Watts,  Jr. --  resigned  from the Board of
     Trustees.

<PAGE>


     On March 15,  2000,  the  Board of  Trustees  voted to waive the  ownership
     limitations in Vinings'  Declaration of Trust with respect to  shareholders
     acquiring  shares  in the Stock  Transaction,  as well as with  respect  to
     certain holders of Preferred Shares.


NOTE 8 - DISTRIBUTIONS

     Vinings did not declare or pay any  dividends on its common  shares  during
     the three months ended March 31, 2000 or 2001.

     Effective April 1, 2000,  Vinings  exchanged all of the Preferred Units for
     Preferred  Shares.  (See Note 5).  The  holders  of  Preferred  Shares  are
     entitled to receive cumulative preferential cash dividends at the per annum
     rate of $0.4675 per Preferred  Share.  For the three months ended March 31,
     2001, Vinings paid dividends totaling $232,376 to Preferred Shareholders.


NOTE 9 - LEASING ACTIVITY

     The  following is a schedule of future  minimum  rents due under  operating
     leases that have initial or remaining  noncancellable lease terms in excess
     of one year as of March 31, 2001, at Peachtree:


                                   2001                $380,184
                                   2002                 253,073
                                   2002                  45,018
                                                      ----------
                                   Total               $678,275
                                                      ==========

     One tenant generated 78% of Peachtree's revenues for the period ended March
     31,  2001.  The same tenant  accounts for 95% of the future  minimum  lease
     payments.


NOTE 10 - CONTINGENCIES

     Vinings is, from time to time,  subject to various claims that arise in the
     ordinary  course of  business.  These  matters  are  generally  covered  by
     insurance.  While the  resolution of these matters cannot be predicted with
     certainty, management believes that the final outcome of these matters will
     not have a material adverse effect on the financial  position or results of
     operations of Vinings.


NOTE 11 - SUPPLEMENTAL CASH FLOW INFORMATION

     Vinings paid interest of  $1,226,204  and  $1,230,593  for the three months
     ended March 31, 2001 and 2000, respectively.

<PAGE>

NOTE 12 - DISCLOSURE ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS

     Based on  interest  rates  and other  pertinent  information  available  to
     Vinings as of March 31, 2001 and  December 31,  2000,  the Trust  estimates
     that the carrying  value of cash and cash  equivalents,  the mortgage notes
     payable,  the line of credit, and other liabilities  approximate their fair
     values when compared to instruments of similar type, terms and maturity.

     Disclosure about fair value of financial  instruments is based on pertinent
     information  available to  management as of March 31, 2001 and December 31,
     2000.   Although  management  is  not  aware  of  any  factors  that  would
     significantly  affect its estimated fair value  amounts,  such amounts have
     not  been   comprehensively   revalued  for  purposes  of  these  financial
     statements since March 31, 2001.


NOTE 13 - 1997 STOCK OPTION AND INCENTIVE PLAN

     Vinings'  1997  Stock  Option  and  Incentive  Plan (the  "Plan")  provides
     incentives  to  officers,  employees,   Trustees,  and  other  key  persons
     including the grant of share options, share appreciation rights, restricted
     and  unrestricted  share awards,  performance  share  awards,  and dividend
     equivalent rights. Under the Plan, the maximum number of shares that may be
     reserved  and  available  for  issuance  is  10%  of the  total  number  of
     outstanding  shares at any time plus 10% of the number of Units outstanding
     at any time that are subject to  redemption  rights.  As of March 31, 2001,
     the total  number  of shares  authorized  for  issuance  under the Plan was
     132,305.  Options  granted under the Plan expire ten years from the date of
     grant.

     During 1998 and 1997,  Vinings granted  non-qualified  share options to the
     officers,  Trustees  and certain key  persons.  The options  vested in full
     after one year from the date of the grant.  A total of 26,000  options were
     granted  in 1997,  which  have an  exercise  price of  $5.00  per  share as
     compared  to a fair value of $4.56 per share on the date of the  grant.  Of
     the options  granted in 1998,  75,250  have an exercise  price of $4.00 per
     share as  compared  to a fair  value of $3.63 on the date of the  grant and
     1,500 have an  exercise  price of $4.75 per  share,  which was equal to the
     fair value on the date of grant. There were no options granted during 1999,
     2000 or 2001.

     On July 1, 1998,  Vinings awarded 20,000 shares of restricted  stock to the
     officers and certain  trustees (the  "Restricted  Stock"),  representing  a
     total value of $80,000  (based on the fair  market  value of a share of the
     Trust on the award date) which was  reflected in  compensation  expense and
     shareholders'   equity  in  1998.  The  Restricted  Stock  was  awarded  as
     compensation  for  services  to the Trust  provided  by such  officers  and
     Trustees as well as by The Vinings Group.


NOTE 14 - SUBSEQUENT EVENT

     On May 14,  2001,  the Board of Trustees of Vinings  announced  that it had
     approved a proposal to effect a 1-for-1000  reverse share split of both its
     common shares and Series A  Convertible  Preferred  Shares.  Each holder of
     common shares who, as a result of the reverse share split,  would otherwise
     receive a fractional common share will be entitled to receive an equivalent
     amount of cash based upon a pre-split price per common share of $3.20.  The
     Board  arrived at this price  after  considering  the advice and a fairness
     opinion from an independent financial advisor.  Fractional preferred shares
     will be issued as a result of the reverse share split.

     The Board of Trustees  approved  the reverse  share split as a strategy for
     reducing the number of  registered  common  shareholders  below 300,  which
     would provide Vinings the option to cease public registration of its common
     shares.  The  reverse  share  split  is  structured  as a  "going  private"
     transaction within the meaning of Rule 13e-3 under the Securities  Exchange
     Act of 1934  because it is  intended  to, and,  if  completed,  will likely
     result in the  termination  of Vinings'  reporting  requirements  under the
     Exchange Act. Vinings will be requesting that its  shareholders  ratify the
     Board's  decision  at the 2001  Annual  Meeting of  Shareholders  currently
     scheduled for June 27, 2001.

<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

Overview
--------

Vinings Investment  Properties Trust ("Vinings" or the "Trust") was organized on
December  7, 1984 as a mortgage  real estate  investment  trust  ("REIT")  whose
original plan was to liquidate within  approximately  ten years. On February 28,
1996,  Vinings Investment  Properties,  Inc. completed a tender offer to acquire
control of the Trust in order to rebuild  Vinings'  assets by expanding into the
multifamily  real  estate  markets  through  the  acquisition  of  garden  style
apartment communities that are leased to middle-income residents. Effective July
1, 2000 Vinings no longer  qualifies  as a REIT for federal  income tax purposes
and will be taxed as a  corporation.  (See Note 2 to  Vinings'  March  31,  2001
consolidated financial statements.)

Vinings  currently  conducts all of its operations  through  Vinings  Investment
Properties,  L.P., a Delaware limited partnership (the "Operating Partnership").
As of March 31,  2001,  the Trust was the sole 1% general  partner and an 91.81%
limited partner in the Operating  Partnership,  controlling 81.16% of the common
partnership  interests and 100% of the preferred partnership interests (See Note
5 to Vinings' March 31, 2001 consolidated financial statements.)

The following  discussion and analysis of the financial condition and results of
operations  should be read in  conjunction  with the  accompanying  consolidated
financial statements of Vinings and the notes thereto.


Results of Operations
---------------------

Rental and other property revenues  decreased $43,599 or 2%, from $2,866,766 for
the three months ended March 31, 2000 to $2,823,167 for the same period in 2001.
This decrease is due to a decline in certain market  conditions in  Mississippi,
which has resulted in a decrease in occupancy and revenues at three properties.

Other income  increased  $2,237 or 18%,  from $12,620 for the three months ended
March 31,  2000 to $14,857  for the same  period in 2001.  This  increase is all
attributable to interest earned on cash balances.

Property  operating  and  maintenance  expenses  increased  $65,829 or 6%,  from
$1,103,341  for the three months ended March 31, 2000 to $1,169,170 for the same
period in 2001. This is due primarily to the following:  (1) increased utilities
expense  at a  number  of  properties;  (2)  increased  property  and  liability
insurance for the entire  portfolio;  (3) increased  maintenance  and repairs at
Windrush, an older community;  and (4) increased real estate taxes as the result
of a reassessment of property values in Long Beach, Mississippi.

Depreciation and amortization  increased by $8,169, or 1%, from $563,408 for the
three months ended March 31, 2000 to $571,577 for the same period in 2001 due to
depreciation on additional capital expenditures.

Amortization  of deferred  financing  costs  decreased by $6,060,  or 35%,  from
$17,536 for the three months ended March 31, 2000 to $11,476 for the same period
in 2001 due to  additional  costs  associated  with the line of  credit in 1999,
which were amortized through April 2000.

Interest expense decreased $3,505, or 0.3%, from $1,289,235 for the three months
ended March 31, 2000 to $1,285,730 for the same period in 2001. This decrease is
due to mortgage  amortization,  which was  partially  offset by rising  interest
rates on the line of credit.

General and administrative  expense decreased $60,970, or 32%, from $187,812 for
the three  months  ended March 31, 2000 to $126,842 for the same period in 2001.
This decrease  consists of: (1) overhead  allocations  and advisory fees paid to
VIP totaling $29,915; (2) office expense totaling $16,764; (3) professional fees
totaling $10,450;  (4) investor  relations  expense totaling $2,327;  (5) travel
expense totaling $1,469.


Liquidity and Capital Resources
-------------------------------

Net cash provided by operating  activities increased $455,386 from net cash used
by operating activities of $370,855 for the three months ended March 31, 2000 to
net cash  provided  by  operating  activities  of $84,531 for the same period in
2001.  This increase is due primarily to the  conversion of all of the Preferred
Units to  Preferred  Shares.  During the first  quarter  of 2000,  distributions
totaling $464,750 were paid by the Operating Partnership to holders of Preferred
Units, thus reducing operating cash flow.

Net cash used in  investing  activities  increased  $42,655 from $37,779 for the
three months  ended March 31, 2000 to $80,434 for the same period in 2001.  This
increase is due to additional capital  expenditures made in the first quarter of
2001.

Net cash used by financing  activities increased $512,881 from net cash provided
by financing  activities of $64,401 for the three months ended March 31, 2000 to
net cash used by financing  activities  of $448,480 for the same period in 2001.
This increase is due primarily to: (1) the conversion of the Preferred  Units to
Preferred Shares and distributions paid on those shares totaling  $464,749;  (2)
deferred  financing  costs  totaling  $19,000;  (3)  principal  payments made on
mortgage  notes  payable  totaling  $7,042;  and (4) the  redemption of minority
interests of unitholders in the Operating  Partnership  totaling  $7,112.  These
uses were  offset  by fewer  borrowings  on the line of  credit,  which  totaled
$14,990.

The cash held by Vinings  at March 31,  2001,  plus the cash flow from  Vinings'
assets,  is expected to provide  sources of liquidity  to allow  Vinings to meet
current  operating  obligations  excluding  the  distributions  on the Preferred
Shares.   While   Vinings  has  been  able  to  pay   currently   the  preferred
distributions, Vinings may not have sufficient cash flow from operations to make
future distributions on the Preferred Shares. This is due to a slight decline in
revenues and the less than anticipated  distributions from the Joint Venture. In
addition, as of March 31, 2001 Vining' line of credit was fully drawn. For more
information  regarding the Trus's line of credit,  see Note 6 to Vinings' March
31,  2001  Consolidated  Financial  Statements.  Vinings  has  also  received  a
commitment  to refinance  the existing  mortgage  loans on one of the  apartment
communities.  The principal loan amount will be $8,080,000 with a fixed interest
rate of 6.99%.  The term of the loan will be for ten  years and is  expected  to
close no later than June 1, 2001.  However,  there can be no assurance  that the
transaction  will  close or will  close  with the  stated  terms.  In  addition,
management continues to explore financing  alternatives as well as continues its
efforts to  increase  revenues  and  decrease  its  general  and  administrative
expenses.Vinings  has also  announced  plans to have its  shareholders  ratify a
reverse share split in order to effect a going private  transaction,  which will
further reduce the Trust's  administrative  overhead  expenses.  There can be no
assurance, however, that sufficient cash flow will be generated from the Trust's
operations.

<PAGE>

Proposed Reverse Share Split
----------------------------

On May 14, 2001, the Board of Trustees of Vinings announced that it had approved
a proposal to effect a 1-for-1000  reverse share split of both its common shares
and Series A Convertible  Preferred Shares. Each holder of common shares who, as
a result of the reverse share split, would otherwise receive a fractional common
share will be  entitled  to receive  an  equivalent  amount of cash based upon a
pre-split price per common share of $3.20. The Board arrived at this price after
considering  the advice and a fairness  opinion  from an  independent  financial
advisor.  Fractional  preferred shares will be issued as a result of the reverse
share split.

The Board of  Trustees  approved  the  reverse  share  split as a  strategy  for
reducing the number of registered  common  shareholders  below 300,  which would
provide  Vinings the option to cease public  registration  of its common shares.
The reverse share split is structured as a "going  private"  transaction  within
the meaning of Rule 13e-3 under the  Securities  Exchange Act of 1934 because it
is intended to, and, if  completed,  will likely  result in the  termination  of
Vinings'  reporting  requirements  under  the  Exchange  Act.  Vinings  will  be
requesting that its shareholders  ratify the Board's decision at the 2001 Annual
Meeting of Shareholders currently scheduled for June 27, 2001.


Other Matters
-------------

This Form 10-Q contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. Vinings' actual results could differ materially from those set forth in
the  forward-looking  statements.  Certain  factors  that  might  cause  such  a
difference  include  the  following:   the  inability  of  Vinings  to  identify
properties  for  acquisition;  the  inability  of Vinings to continue to acquire
properties in the future; the less than satisfactory performance of any property
that might be acquired by Vinings;  the inability to access the capital  markets
in order to fund Vinings' growth and expansion strategy;  the cyclical nature of
the real estate  market  generally and locally in Georgia,  Mississippi  and the
surrounding  southeastern  states;  the  national  economic  climate;  the local
economic  climate  in  Georgia,  Mississippi  and the  surrounding  southeastern
states; the local real estate conditions and competition in Georgia, Mississippi
and the surrounding  southeastern states; and the ability of Vinings to generate
sufficient cash flow to pay the entire preferred  distribution.  There can be no
assurance  that,  as a result of the  foregoing  factors,  Vinings'  growth  and
expansion  strategy will be  successful  or that the business and  operations of
Vinings will not be adversely affected thereby.

<PAGE>

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


Vinings is exposed to market  risk from  changes in  interest  rates,  which may
adversely affect its financial  position,  results of operations and cash flows.
In seeking  to  minimize  the risks from  interest  rate  fluctuations,  Vinings
manages  exposures  through  its regular  operating  and  financing  activities.
Vinings  does not use  financial  instruments  for trading or other  speculative
purposes.  Vinings  is exposed  to  interest  rate risk  primarily  through  its
borrowing  activities,  which are described in Note 6 to Vinings' March 31, 2001
Consolidated  Financial  Statements.  All of Vinings' borrowings are under fixed
rate instruments, except the line of credit, which is at prime plus 1%. However,
Vinings has  determined  that there is no material  market risk  exposure to its
consolidated  financial  position,  results of  operations  or cash flows due to
changes in  interest  rates  because of the fixed rate  nature of its  long-term
debt.

The following table presents  principal  reductions and related weighted average
interest rates by year of expected  maturity for Vinings' debt obligations as of
March 31, 2001 and should be read in conjunction  with Vinings' Annual Report on
Form 10-K for the fiscal year ended December 31, 2000,  which was filed with the
SEC:
<TABLE>

<CAPTION>

                                                                    There              Fair Value
(In Thousands)              2001    2002     2003     2004    2005  after    Total    March 31, 2001
-----------------------------------------------------------------------------------------------------------------------

<S>                         <C>     <C>     <C>       <C>     <C>   <C>      <C>        <C>
Principal Reductions
  In Mortgage Notes         $274    $393     $7,315   $368    $399  $45,906  $54,655    $54,655


Average Interest
Rates                      8.63%    8.63%    8.63%    8.63%   8.63% 8.58%    8.63%      8.63%

Line Of Credit            $2,000        -         -         -         -        -        $2,000

Interest Rate              9.00%       -         -         -         -         -        9.00%
-----------------------------------------------------------------------------------------------------------------------
</TABLE>


<PAGE>
                                     PART II

                                OTHER INFORMATION

Item 1.  Legal Proceedings
         Not Applicable


Item 2.  Changes in Securities and Use of Proceeds
         Not Applicable


Item 3.  Defaults upon Senior Securities
         Not Applicable


Item 4.  Submission of matters to a vote of Security Holders
         Not Applicable


Item 5.  Other Information
         Not Applicable


Item 6.  Exhibits and Reports on Form 8-K


(a)      Exhibits

3.1  Third Amended and Restated  Declaration of Trust of Vinings  effective July
     1, 1999  (incorporated  by reference  to Exhibit 3.1 to Vinings'  Quarterly
     Report on Form 10-Q for the quarter ended September 30, 1999, No. 0-13693).

3.2  Certificate  of  Designation   Classifying  and  designating  a  series  of
     Preferred  Shares as  Series A  Convertible  Preferred  Shares of the Trust
     (incorporated  by reference to Exhibit 3.3 to Vinings'  Quarterly Report on
     Form 10-Q for the quarter ended March 31, 2000, No. 0-13693).

3.3  Amended and  Restated  Bylaws of the Trust  (incorporated  by  reference to
     Exhibit 3.2 to Vinings' Registration Statement on Form S-11, No. 2-94776).

10.1 Tenth   Amendment  to  the  Amended  and  Restated   Agreement  of  Limited
     Partnership of Vinings 10.1 Investment Properties, L.P. (filed herewith).


(b)  Reports on Form 8-K
     None
<PAGE>


                                   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.


                            Vinings Investment Properties Trust



                            By: /s/ Stephanie A. Reed
                               ----------------------
                                Stephanie A. Reed
                                Vice President and Treasurer



Dated:   May 14, 2001