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 June 30, 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 August 7, 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 June 30, 2001
         and December 31, 2000                                                 3

         Consolidated Statements of Operations (unaudited)
         for the three and six months ended June 30, 2001 and 2000             4

         Consolidated Statement of Shareholders' Equity (unaudited)
         for the six months ended June 30, 2001                                5

         Consolidated Statements of Cash Flows (unaudited)
         for the six months ended June 30, 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 1   Legal Proceedings                                                    23

Item 2   Changes in Securities and Use of Proceeds                            23

Item 3   Defaults upon Senior Securities                                      23

Item 4   Submission of matters to a vote of Security Holders                  23

Item 5   Other Information                                                    23

Item 6   Exhibits and Reports on Form 8-K                                     23

         Signature                                                            24

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

                                                                                  June 30,        December 31,
                                                                                    2001             2000
                                                                               -------------     -------------
ASSETS

<S>                                                                            <C>               <C>
Real estate assets:
    Land                                                                       $ 8,247,900        $ 8,247,900
    Buildings and improvements                                                  55,746,646         55,664,805
    Furniture, fixtures & equipment                                              4,266,928          4,154,701
Less:  accumulated depreciation                                                 (6,733,562)        (5,593,555)
                                                                               -------------     -------------
         Net real estate assets                                                 61,527,912         62,473,851

Investment in unconsolidated Joint Venture                                       1,146,920          1,321,522
Cash and cash equivalents                                                          331,357            813,975
Restricted cash                                                                  1,566,528          1,892,288
Receivable from Joint Venture                                                        6,042             12,141
Receivables and other assets                                                       279,867            286,407
Deferred financing costs, less accumulated amortization of $207,528 and
    $183,307 at June 30, 2001 and December 31, 2000, respectively                  241,854             82,258
Deferred leasing costs, less accumulated amortization of $85,381 and
    $78,071 at June 30, 2001 and December 31, 2000, respectively                    17,529             18,834
                                                                               -------------     -------------
Total assets                                                                   $65,118,009        $66,901,276
                                                                               =============     =============

LIABILITIES AND SHAREHOLDERS' EQUITY

Mortgage notes payable                                                         $56,517,692        $54,742,209
Line of credit                                                                     150,000          1,864,990
Accounts payable and accrued liabilities                                         1,578,217          1,913,845
Dividends payable to Preferred Shareholders                                        464,750            464,750
                                                                              --------------      ------------
         Total liabilities                                                      58,710,659         58,985,794
                                                                              --------------      ------------
Minority interests of unitholders in Operating Partnership:                       (438,896)          (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 June 30, 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 June 30, 2001 and December 31, 2000,  respectively                -                 -
    Additional paid in capital                                                   3,288,846          3,295,966
    Accumulated deficit                                                         (5,310,129)        (4,076,078)
                                                                              --------------      ------------
       Total shareholders' equity                                                6,846,246          8,087,417
                                                                              --------------      ------------
Total liabilities and shareholders' equity                                     $65,118,009        $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              For the six months
                                                                     ended June 30,                   ended June 30,
                                                                  2001            2000             2001             2000
                                                              ------------    ------------     ------------     ------------
REVENUES
<S>                                                            <C>             <C>              <C>              <C>
     Rental revenues                                           $2,593,308      $2,807,741       $5,258,429       $5,538,273
     Other property revenues                                      178,724         164,704          336,770          300,938
     Other income                                                   9,405          14,811           24,262           27,431
                                                              ------------    ------------     ------------     ------------
                                                                2,781,437       2,987,256        5,619,461        5,866,642
                                                              ------------    ------------     ------------     ------------
EXPENSES

     Property operating and maintenance                         1,163,682       1,104,805        2,332,852        2,208,146
     Depreciation and amortization                                575,740         564,535        1,147,317        1,127,943
     Amortization of deferred financing costs                      12,745          15,163           24,221           32,699
     Interest expense                                           1,305,864       1,293,920        2,591,594        2,583,155
     General and administrative                                   258,296         178,115          385,138          365,927
                                                              ------------    ------------     ------------     ------------

                                                                3,316,327       3,156,538        6,481,122        6,317,870
     Loss before equity in loss of unconsolidated
         Joint Venture and minority interests                    (534,890)       (169,282)        (861,661)        (451,228)

     Equity in loss of unconsolidated Joint Venture               (79,986)        (43,033)        (174,601)        (106,740)
                                                              ------------    ------------     ------------     ------------
     Loss before minority interests                              (614,876)       (212,315)      (1,036,262)        (557,968)

     Less minority interests in Operating Partnership:
         Preferred partnership interests                            -               -                -              336,758
         Common partnership interests                            (150,863)        (86,309)        (266,961)        (209,549)
                                                              ------------    ------------     ------------     ------------
     Net loss                                                    (464,013)       (126,006)        (769,301)        (685,177)
                                                              ------------    ------------     ------------     ------------
         Distributions to preferred shareholders                  232,375         232,375          464,750          232,375
         Accretion to preferred shareholders                          -            33,144            -               33,144
                                                              ------------    ------------     ------------     ------------
     Net loss available to common shareholders'               $  (696,388)     $ (391,525)     $(1,234,051)     $  (950,696)
                                                              ============    ============     ============     ============


NET LOSS PER SHARE - BASIC                                    $     (0.63)     $    (0.36)     $     (1.12)     $     (0.86)
                                                              ============    ============     ============     ============
NET LOSS PER SHARE - DILUTED                                  $     (0.63)     $    (0.36)     $     (1.12)     $     (0.86)
                                                              ============    ============     ============     ============


WTD. AVG. SHARES OUTSTANDING - BASIC                            1,100,487       1,100,490        1,100,487        1,100,491
                                                              ============    ============     ============     ============
WTD. AVG. SHARES OUTSTANDING - DILUTED                          1,339,734       1,343,036        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 six months ended June 30, 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                                                      -                    -         (1,234,051)       (1,234,051)

Retirement of shares                                          -                     (8)             -                  (8)

Adjustment for redemption of minority interest
    of unitholders in Operating Partnership                   -                 (7,112)             -              (7,112)
                                                   ---------------------  -------------    --------------    ---------------

BALANCE AT JUNE 30, 2001                                $ 8,867,529        $ 3,288,846      $(5,310,129)      $ 6,846,246
                                                   =====================  =============    ==============    ===============

<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 six months ended June 30,
                                                                                              2001                 2000
                                                                                          ------------         ------------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                        <C>                  <C>
Net loss                                                                                   $ (769,301)          $ (685,177)
                                                                                          ------------         ------------
Adjustments to reconcile net loss to net cash
   provided by operating activities:
        Depreciation and amortization                                                       1,147,317            1,127,943
        Amortization of deferred financing costs                                               24,221               32,699
        Loan prepayment costs                                                                  31,742                  -
        Equity in loss of unconsolidated Joint Venture                                        174,601              106,740
        Minority interests in Operating Partnership:
           Preferred partnership interests                                                       -                 336,758
           Common partnership interests                                                      (266,961)            (209,549)
        Distributions to preferred unitholders                                                   -                (464,750)
        Changes in assets and liabilities, net of the effect
           of financing activities
               Restricted cash                                                                325,760               76,576
               Receivable from Joint Venture                                                    6,099               10,816
               Receivables and other assets                                                     6,540               48,652
               Capitalized leasing costs                                                       (6,005)                -
               Accounts payable and accrued liabilities                                      (335,628)            (376,519)
                                                                                          ------------         ------------
        Total adjustments                                                                   1,107,686              689,366
                                                                                          ------------         ------------
Net cash provided by operating activities                                                     338,385                4,189
                                                                                          ------------         ------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Distributions from Joint Venture                                                                  -                 10,000
Capital expenditures                                                                         (194,068)            (114,453)
                                                                                          ------------         ------------
Net cash used in investing activities                                                        (194,068)            (104,453)

CASH FLOWS FROM FINANCING ACTIVITIES:
Deferred financing costs                                                                     (183,816)             (20,000)
Loan prepayment costs                                                                         (31,742)                -
Net proceeds (repayments) on line of credit                                                (1,714,990)             150,000
Principal repayments on mortgage notes payable                                             (6,304,517)            (162,888)
Proceeds from mortgage note payable                                                         8,080,000                 -
Purchase of retired shares                                                                         (8)                 (22)
Distributions to preferred shareholders                                                      (464,750)                -
Redemption of minority interests of unitholders in Operating Partnership                       (7,112)                -
                                                                                          ------------         ------------
Net cash used by financing activities                                                        (626,935)             (32,910)
                                                                                          ------------         ------------

NET DECREASE IN CASH AND CASH EQUIVALENTS                                                    (482,618)            (133,174)

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

CASH AND CASH EQUIVALENTS AT END OF PERIOD                                                 $  331,357           $  783,041
                                                                                          ============         ============

<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
                                  June 30, 2001
                                   (unaudited)



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 primarily
     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 June 30,  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 June 30,  2001,  the average  occupancy  of Vinings'
     portfolio,  excluding the Joint Venture Properties, (as hereinafter defined
     in Note 4,) 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.

     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
<PAGE>
     ownership  percentage  (17.84%  as of  June  30,  2001)  multiplied  by the
     Operating  Partnership's  net assets.  The Preferred Units, (as hereinafter
     defined in Note 5,) were  exchanged for an  equivalent  number of Preferred
     Shares, (as hereinafter defined in Note 5,) effective April 1, 2000 and are
     reflected on the  accompanying  balance sheet as the cash  contributed plus
     the accrued  liquidation  preference of $0.21 per Preferred Share ($417,529
     at June 30, 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 six months ended June 30, 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, replacement reserve
     and repair  escrows held by  mortgagees,  most of 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 June 30, 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:
<TABLE>

<CAPTION>
                                                            For the three months           For the six months
                                                                ended June 30,                ended June 30,
                                                              2001         2000           2001            2000
                                                           --------------------------------------------------------
<S>                                                       <C>           <C>           <C>           <C>
    Net loss - basic                                      $(696,388)    $(391,525)    $(1,234,051)  $   (950,696)
   Minority interests in Operating Partnership:
       Common partnership interests                        (150,863)      (86,309)       (266,961)      (209,549)
                                                         ----------------------------------------------------------
   Total minority interest                                 (150,863)      (86,309)       (266,961)      (209,549)
                                                        -----------------------------------------------------------
   Net loss - diluted                                     $(847,251)    $(477,834)    $(1,501,012)   $(1,160,245)
                                                         ==========================================================

   Weighted average shares - basic                        1,100,487     1,100,490       1,100,487      1,100,491
   Dilutive Securities
       Weighted average Common Units                        239,247       242,546         239,247        242,546
       Weighted average Preferred Shares                    -             -               -              -
       Share options                                        -             -               -              -
                                                         ----------------------------------------------------------
   Weighted average shares - diluted                      1,339,734      1,343,036      1,339,734      1,343,037
                                                         ==========================================================

</TABLE>

<PAGE>
     Common 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 ("Common Shares") on a one-for-one basis,
     or for cash,  at the option of the Trust.  For the three and the six months
     ended June 30, 2000 and 2001, options to purchase 103,500 shares and 99,750
     shares,  respectively,  were  excluded  as the impact of such  options  was
     antidilutive.  For the three and six months ended June 30, 2001 and for the
     three months ended June 30, 2000,  Preferred Shares totaling 1,988,235 were
     excluded as the impact of such Preferred Shares was  antidilutive.  For the
     six months ended June 30, 2002,  Preferred  Units  totaling  1,988,235 were
     excluded as the impact of such Preferred 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 five Portfolio 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 Trust's line of credit.


<PAGE>
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 and six months ended June
     30, 2001:
<TABLE>
<CAPTION>
                                                                       For the three   For the six
                                                                       months ended    months ended
                                                                       June 30,2001    June 30, 2001
                                                                      --------------   -------------

<S>                                                                   <C>               <C>
    Revenues                                                           $1,557,284      $ 3,064,562

    Expenses:
         Property operating and maintenance                               700,422        1,423,736
         General and administrative                                        11,960           24,988
         Depreciation and amortization                                    387,126          772,282
         Interest expense                                                 857,707        1,716,563
                                                                      ------------    -------------
              Total Expenses                                            1,957,215        3,937,569
                                                                      ------------    -------------
    Net loss                                                             (399,931)        (873,007)
        Vinings' equity percentage                                           20%               20%
                                                                      ------------    -------------
    Vinings' equity in loss of unconsolidated Joint Venture           $   (79,986)     $  (174,601)
                                                                      ============    =============
    Distributions received by Vinings from Joint Venture                      -                -
                                                                      ============    =============
    Cash flows used by operating activities                                            $   (65,570)
                                                                                     =============
    Cash flows used in investing activities                                            $   (97,779)
                                                                                      =============
    Cash flows used in financing activities                                            $  (137,521)
                                                                                      =============
</TABLE>
     The following  summarizes the balance sheet of the Joint Venture as of June
     30, 2001:
<TABLE>
<S>                                                                                    <C>
    Real estates assets, net of accumulated depreciation                               $44,203,409
    Cash and other assets                                                                1,241,837
                                                                                      -------------
              Total assets                                                             $45,445,246
                                                                                      =============
    Mortgage notes payable                                                             $38,818,437
    Other liabilities                                                                      892,608
                                                                                      -------------
        Total liabilities                                                               39,711,045
                                                                                      -------------
    Capital - Vinings                                                                    1,146,920
    Capital - Other                                                                      4,587,281
                                                                                      -------------
        Total capital                                                                    5,734,201
                                                                                      -------------
             Total liabilities and capital                                            $45,445,246
                                                                                      =============
</TABLE>
<PAGE>
     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% per annum.


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 an equivalent number of 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  June  30,  2001,  a  total  of  1,988,235   Preferred  Shares  were
     outstanding.  In addition, as of June 30, 2001 a total of $417,529 had been
     accrued as a liquidation preference on the Preferred Shares.

<PAGE>
     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 Preferred  Shares. If the reverse share split is ratified
     by the Trust's  shareholders and becomes  effective,  each holder of Common
     Shares who, as a result of the reverse share split, would otherwise receive
     a fraction of a Common  Share will be entitled to receive an amount of cash
     in lieu  thereof  based upon a pre-split  price per common  share of $3.20.
     Fractional  Preferred  Shares  would be issued  as a result of the  reverse
     share split.

     If ratified by the Trust's  shareholders,  the reverse  share split  should
     reduce 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'  shareholders  will be asked to vote on the reverse
     share split,  certain  amendments to the terms of the Preferred  Shares and
     the election of Trustees at the 2001 Annual Meeting of  Shareholders  to be
     held on  September  14,  2001.  For a  discussion  of the  proposals  to be
     considered  at the 2001 Annual  Meeting,  please read  Vinings'  definitive
     Proxy Statement and Schedule  13E-3,  each of which were filed with the SEC
     on August 7, 2001.


NOTE 6 - NOTES PAYABLE
----------------------

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

     Mortgage notes payable were secured by the following apartment  communities
     at June 30, 2001 and December 31, 2000, as follows:
<TABLE>

                                               Fixed
                                           interest rate    Balance as of:   Balance as of:
                               Maturity     as of 6/30/01      6/30/01          12/31/00
                              ----------   --------------   --------------   --------------

<S>                           <C>   <C>        <C>           <C>              <C>
        Cottonwood            10/01/2036       8.875%        $ 4,657,283      $ 4,666,546
        Delta Bluff           08/01/2036       9.25 %          6,171,135        6,182,456
        Foxgate I             06/01/2037       8.50 %          6,559,609        6,573,142
        Hampton House         08/01/2037       8.50 %          5,137,980        5,148,819
        Heritage Place        10/01/2036       8.75 %          3,123,429        3,129,845
        Northwood             06/01/2034       8.75 %          4,450,314        4,461,640
        River Pointe          01/01/2037       8.625%          5,946,025        5,958,353
        Trace Ridge           07/01/2036       8.50 %          5,296,011        5,307,867
        The Thicket           07/01/2003       9.04 %          7,095,906        7,132,347
        Windrush              07/01/2011       6.99 %          8,080,000        6,181,194
        -------------------                                 --------------   -------------
             Total                                           $56,517,692      $54,742,209
        -------------------                                 ==============   =============

</TABLE>

     On June 1, 2001 Vinings  refinanced the existing  mortgage loan on Windrush
     Apartments.  The  original  principal  amount of the new  mortgage  loan is
     $8,080,000, with a fixed interest rate of 6.99% per annum. Monthly payments
     of principal and interest are $53,702 and the loan matures on June 1, 2011.
     After paying in full the balance due on the  mortgage  loan in effect prior
     to the  refinancing  and all costs  associated  with the new mortgage loan,
     approximately  $1,600,000 in excess  proceeds from the refinancing was used
     to reduce Vinings' revolving line of credit.

<PAGE>
     All of the notes  except The Thicket and  Windrush  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 June 30, 2001 are
     as follows:

                    2001               $   164,482
                    2002                   352,104
                    2003                 7,269,892
                    2004                   317,269
                    2005                   346,127
                    Thereafter          48,067,818
                                      -------------
                    Total              $56,517,692
                                      =============

     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.  Interest is payable monthly at one percent over
     prime as  announced by the bank from time to time.  At June 30,  2001,  the
     interest  rate on the line of credit  was 7.75% per  annum.  The  principal
     balance of the line of credit as of June 30, 2001 and December 31, 2000 was
     $150,000 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          Six months ended
                                      June 30,                    June 30,
                              ----------------------       ---------------------
                                 2001        2000            2001       2000
                              ---------    ---------       ---------  ----------
 Vinings
 -------

   Management fees             $100,206    $105,720        $201,003   $209,006
   Data processing fees          16,416      16,416          32,832     32,832
   Overhead reimbursements          -        94,298             -      189,219
   Advisory fee                  64,745         -           129,751        -
                               ---------   ---------       ---------  ---------
           Total               $181,367    $216,434        $363,586   $431,057
                               =========   =========       =========  =========
 Joint Venture
 -------------

   Management fees             $ 32,376    $ 35,913        $ 64,522   $ 71,340
   Data processing fees          14,520      14,520          29,040     29,040
                               ---------   ---------       ---------  ---------
            Total              $ 46,896    $ 50,433        $ 93,562   $100,380
                               =========   =========       =========  =========
<PAGE>
     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.

     Of the  628,927  Common  Shares  purchased,  Mr. Anzo  acquired  control of
     547,982 shares. A portion of the  consideration for Mr. Anzo's shares was a
     Promissory  Note executed by Mr. Anzo in favor of Watts Agent,  L.P.  dated
     March 1, 2000 in the amount of $1,285,000,  which is secured by a pledge of
     566,966 of Mr. Anzo's Common  Shares,  evidenced by the Margin Stock Pledge
     Agreement and the Amendment to the Margin Stock Pledge Agreement both dated
     as of March 1, 2000 and which have been  filed as  exhibits  to Mr.  Anzo's
     Amendment No. 4 to Schedule 13D filed on May 2, 2000 and the Schedule 13E-3
     filed jointly by Mr. Anzo and Vinings on August 7, 2001.

     In September 2000,  Gilbert H. Watts, Jr., Watts Agent, L.P. and certain of
     their  affiliates  initiated a lawsuit  against Mr. Anzo and certain  other
     defendants in the Superior Court of Fulton County, Georgia alleging,  among
     other claims,  that Mr. Anzo breached the terms of the Promissory  Note and
     the Margin Stock Pledge  Agreement by failing to timely  deliver all of the
     pledged Common Shares to Watts Agent,  L.P. and failing to deliver  certain
     financial  statements.  The  Trust  is  not a  party  to the  lawsuit.  The
     plaintiffs are seeking  monetary damages against Mr. Anzo consisting of the
     accelerated  payment  of the  principal  balance  of the  Promissory  Note,
     accrued interest, attorneys fees and other costs. Because Mr. Anzo's Common
     Shares of the Trust continue to secure his obligations under the Promissory
     Note, if the  plaintiffs  are successful on this default claim and Mr. Anzo
     fails to pay the secured debt,  then the plaintiffs may force a sale of the
     pledged  shares.  Such a forced sale would result in a change of control of
     the  Trust.  Mr.  Anzo  believes  the  complaint  is  without  merit and is
     vigorously defending against the suit.

     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 and six months ended June 30, 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 six months  ended June 30,
     2001, Vinings paid dividends totaling $464,750 to Preferred Shareholders.

<PAGE>
NOTE 9 - LEASING ACTIVITY
-------------------------

     The  following is a schedule of future  minimum  rents due under  operating
     leases at Peachtree  that have initial or  remaining  noncancellable  lease
     terms in excess of one year as of June 30, 2001:

                        2001            $281,984
                        2002             336,087
                        2003             142,367
                        2004              35,997
                                       ----------
                        Total           $796,435
                                       ==========

     One tenant generated 48% of Peachtree's  revenues for the period ended June
     30,  2001.  The same tenant  accounts for 40% 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 $2,440,043 and $2,465,771 for the six months ended
     June 30, 2001 and 2000, respectively.


NOTE 12 - DISCLOSURE ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS
--------------------------------------------------------------

     Based on  interest  rates  and other  pertinent  information  available  to
     Vinings as of June 30, 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 types, terms and maturity.

     Disclosure about fair value of financial  instruments is based on pertinent
     information  available to  management  as of June 30, 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 June 30, 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

<PAGE>
     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 partnership units
     in the Operating  Partnership  outstanding  at any time that are subject to
     redemption  rights.  As of June  30,  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 25,000  outstanding
     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 outstanding  options granted in 1998, 73,250 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  common 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.


<PAGE>

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

Forward-looking Statements
--------------------------

This  Form  10-Q,  including  the  notes  to  Vinings'  consolidated   financial
statements,  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. These  forward-looking  statements include  discussions of expectations
concerning future operations, profitability, liquidity and capital resources and
the expected  effects on Vinings and its shareholders if the reverse share split
is implemented.  You can identify these forward-looking statements by our use of
the words "expects," "estimates,"  "believes," "plans," "anticipates" or similar
expressions.   Vinings'  actual  results  could  differ  materially  from  those
expressed or implied by the forward-looking  statements as a result of known and
unknown risks,  uncertainties and other factors. Factors that might cause such a
difference  include  the  following:  uncertainties  as to  the  outcome  of the
proposed  reverse  share  split;  uncertainties  as to the  cost  savings  to be
realized  after  ceasing  public  registration  of the  Common  Shares;  limited
marketability of the securities after ceasing public  registration of the Common
Shares;  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
in Georgia,  Mississippi and the surrounding  southeastern states in particular;
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.

Vinings  notes,  however,  that the safe harbor for  forward-looking  statements
provided  by Section  27A of the  Securities  Act of 1933 and Section 21E of the
Securities Exchange Act of 1934 is not available for forward-looking  statements
made in connection  with the reverse share split proposal  because that proposal
is a "going private transaction" under the rules issued under those acts.


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'  June 30,  2001
consolidated financial statements.)
<PAGE>

Vinings  currently  conducts all of its operations  through  Vinings  Investment
Properties,  L.P., a Delaware limited partnership (the "Operating Partnership").
As of June 30,  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 to Vinings' June 30, 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 $200,413 or 7%, from $2,972,445 for
the three months ended June 30, 2000 to $2,772,032  for the same period in 2001,
and  $244,012 or 4%, from  $5,839,211  for the six months ended June 30, 2000 to
$5,595,199  for the same  period in 2001.  This  decrease  is due to a change in
market  conditions  in several  locations,  which has  resulted in a decrease in
occupancy and revenues at a number of properties.

Other income  decreased  $5,406 or 36%,  from $14,811 for the three months ended
June 30,  2000 to $9,405 for the same  period in 2001,  and $3,169 or 11%,  from
$27,431 for the six months ended June 30, 2000 to $24,262 for the same period in
2001.  Other income is  attributable to interest earned on cash balances and the
decrease is due to falling interest rates.

Property  operating  and  maintenance  expense  increased  $58,877  or 5%,  from
$1,104,805  for the three months ended June 30, 2000 to $1,163,682  for the same
period in 2001,  and  $124,706 or 6%, from  $2,208,146  for the six months ended
June 30, 2000 to $2,332,852  for the same period in 2001.  This is due primarily
to the following: (1) increased utilities expense at a number of properties; (2)
increased  marketing and  advertising  expense due to the increase in vacancies;
(3)  increased  maintenance  and repairs at Windrush,  one of the Trust's  older
communities,  and Foxgate,  a community with higher apartment turnover costs due
to a student resident profile;  (4) increased  property and liability  insurance
for the entire portfolio; and (5) increased real estate taxes as the result of a
reassessment of property values in Long Beach, Mississippi.

Depreciation and amortization increased by $11,205, or 2%, from $564,535 for the
three months  ended June 30, 2000 to $575,740  for the same period in 2001,  and
$19,374  or 2% from  $1,127,943  for the  six  months  ended  June  30,  2000 to
$1,147,317  for the same  period  in 2001,  due to  depreciation  on  additional
capital expenditures.

Amortization  of deferred  financing  costs  decreased by $2,418,  or 16%,  from
$15,163 for the three  months ended June 30, 2000 to $12,745 for the same period
in 2001,  and $8,478 or 26% from  $32,699 for the six months ended June 30, 2000
to $24,221 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  increased  $11,944,  or 0.9%,  from  $1,293,920 for the three
months ended June 30, 2000 to $1,305,864 for the same period in 2001, and $8,439
or 0.3% from $2,583,155 for the six months ended June 30, 2000 to $2,591,594 for
the same period  in 2001. This increase  is due primarily  to prepayment fees in
<PAGE>
connection with refinancing the Windrush mortgage note totaling  $31,742,  which
was  partially  offset by a decrease in interest on the line of credit  totaling
$14,162 and $11,259, respectively, for the three months and the six months ended
June 30, 2001.

General and administrative  expense increased $80,181, or 45%, from $178,115 for
the three  months  ended June 30, 2000 to $258,296  for the same period in 2001,
and  $19,211 or 5%,  from  $365,927  for the six months  ended June 30,  2000 to
$385,138 for the same period in 2001.  For the three months ended June 30, 2001,
this increase  consists of  professional  fees incurred  primarily in connection
with the proposed  reverse share split totaling  $125,173,  which is offset by a
decrease in overhead  allocations and advisory fees paid to VIP totaling $29,553
and office expense totaling $17,464.  The increase for the six months ended June
30, 2001 consists of professional fees incurred primarily in connection with the
proposed reverse share split totaling $114,722, which is offset by a decrease in
overhead  allocation  and advisory fees paid to VIP totaling  $59,468 and office
expense totaling $32,190.


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

Net cash provided by operating  activities  increased $334,196,  from $4,189 for
the six months ended June 30, 2000 to $338,385  for the same period in 2001.  Of
this increase,  approximately  $200,000 is due to a decrease in restricted  cash
balances and approximately  $128,000 is due to the conversion of Preferred Units
to  Preferred  Shares  on April 1,  2000.  As a result  of the  conversion,  the
distributions  paid to holders of Preferred Shares for the six months ended June
30, 2001 are reflected on the Statements of Cash Flows as a financing  activity,
whereas the income  allocated  to and the  distributions  made to the holders of
Preferred  Units for the six months  ended June 30,  2000 are  reflected  on the
Statements of Cash Flows as an operating activity.

Net cash used in investing  activities  increased  $89,615 from $104,453 for the
six months  ended June 30,  2000 to $194,068  for the same period in 2001.  This
increase is due to additional capital  expenditures made in the first six months
of 2001 offset by a $10,000 distribution from the Joint Venture during the first
six months of 2000.

Net cash used by financing activities  increased $594,025,  from $32,910 for the
six months  ended June 30,  2000 to $626,935  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  $464,750 for
the six months  ended June 30,  2001;  (2) deferred  financing  costs  primarily
attributable to the refinancing of the Windrush  mortgage note totaling $183,816
for the six months ended June 30, 2001 as compared to $20,000 paid in connection
with the line of credit for the same period in 2000; (3) loan  prepayment  costs
paid in connection with the early payoff of the Windrush  mortgage note totaling
$31,742 for the six months ended June 30, 2001;  (4) payments made to reduce the
line of credit  totaling  $1,714,990  for the six months  ended June 30, 2001 as
opposed to  borrowings  from the line of credit  totaling  $150,000  for the six
months  ended June 30, 2000;  and (5) the  redemption  of minority  interests of
unitholders in the Operating  Partnership  totaling $7,112.  These payments were
offset by excess loan proceeds  from the  refinancing  of the Windrush  mortgage
note totaling $1,943,486 for the six months ended June 30, 2001.
<PAGE>
The cash held by  Vinings  at June 30,  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  without  drawing on its line of
credit. This is due to a decline in revenues due to market conditions at several
locations and the less than  anticipated  distributions  from the Joint Venture.
However,  Vinings  has  refinanced  the  existing  mortgage  loan  on one of its
apartment  communities  and  paid  down the line of  credit  leaving  sufficient
borrowing capacity for the foreseeable  future.  For more information  regarding
the Trust's line of credit,  see Note 6 to Vinings'  June 30, 2001  Consolidated
Financial Statements.  There can be no assurance,  however, that sufficient cash
flow will be generated from the Trust's  operations to meet future  obligations.
In addition,  management continues to explore financing  alternatives as well as
continues  its  efforts to  increase  revenues  and  decrease  its  general  and
administrative expenses.


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  Preferred  Shares.  If the  reverse  share split is ratified by the Trust's
shareholders  and  becomes  effective,  each  holder of Common  Shares who, as a
result of the  reverse  share  split,  would  otherwise  receive a fraction of a
Common Share will be entitled to receive an amount of cash in lieu thereof based
upon a pre-split price per Common Share of $3.20.  Fractional  Preferred  Shares
would be issued as a result of the reverse share split.

If ratified by the Trust's  shareholders,  the reverse share split should reduce
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 expects that
this will  enable  the Trust to reduce  its  administrative  overhead  expenses.
Vinings'  shareholders will be asked to vote on the reverse share split, certain
amendments to the terms of the Preferred  Shares and the election of Trustees at
the 2001 Annual  Meeting of  Shareholders  to be held  September 14, 2001. For a
discussion of the proposals to be considered at the 2001 Annual Meeting,  please
read Vinings'  definitive Proxy Statement and Schedule 13E-3, each of which were
filed with the SEC on August 7, 2001.


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' June 30, 2001
Consolidated  Financial Statements.  All of Vinings' borrowings  are under fixed
<PAGE>
borrowings are under fixed rate instruments, except the line of credit, which is
at prime plus 1% per annum.  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
June 30, 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>

                                                                                            Fair Value
                                                                           There             June 30,
(In Thousands)               2001      2002     2003     2004     2005    -after    Total     2001
-----------------------------------------------------------------------------------------------------------------------
<S>                          <C>       <C>     <C>      <C>      <C>    <C>        <C>       <C>
Principal Reductions
  In Mortgage Notes          $164      $352    $7,270   $ 317    $ 346  $48,068    $56,517   $56,517


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

Line Of Credit               $ 150       -         -        -        -      -      $   150   $   150

Interest Rate                7.75%       -         -        -        -      -        7.75%     7.75%
-----------------------------------------------------------------------------------------------------------------------
</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, File 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, File 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, File No.
          2-94776).

     3.4  Amendment  dated June 4, 2001 to Amended  and  Restated  Bylaws of the
          Trust (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:   August 13, 2001