FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                        Quarterly or Transitional Report

                      U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

(Mark One)

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

                    For the quarterly period ended June 30, 2000


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


                For the transition period from _________to _________

                         Commission file number 0-14570

                             MCCOMBS REALTY PARTNERS

         (Exact name of small business issuer as specified in its charter)



         California                                         33-0068732
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

                          55 Beattie Place, PO Box 1089

                        Greenville, South Carolina 29602

                      (Address of principal executive offices)

                                 (864) 239-1000

                           (Issuer's telephone number)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act  during the  preceding  12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days. Yes X No___

<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

a)

                             MCCOMBS REALTY PARTNERS

                           CONSOLIDATED BALANCE SHEET

                                   (Unaudited)

                          (in thousands, except unit data)

                                  June 30, 2000
<TABLE>
<CAPTION>

Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $  483
   Receivables and deposits                                                      33
   Restricted escrows                                                           238
   Other assets                                                                 117
   Investment property:
       Land                                                   $  499
       Buildings and related personal property                 5,764
                                                               6,263
       Less accumulated depreciation                          (3,868)         2,395
                                                                            $ 3,266

Liabilities and Partners' Deficit
Liabilities

   Accounts payable                                                          $   46
   Tenant security deposit liabilities                                           20
   Accrued property taxes                                                        43
   Other liabilities                                                             89
   Mortgage note payable                                                      5,572

Partners' Deficit

   General partner                                             $  --
   Limited partners (17,196.39 units
      issued and outstanding)                                 (2,504)        (2,504)
                                                                            $ 3,266
</TABLE>

            See Accompanying Notes to Consolidated Financial Statements

<PAGE>

b)

                             MCCOMBS REALTY PARTNERS

                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)

                          (in thousands, except unit data)
<TABLE>
<CAPTION>

                                        Three Months Ended         Six Months Ended
                                             June 30,                  June 30,
                                         2000         1999         2000        1999
Revenues:                                          (Restated)               (Restated)
<S>                                     <C>           <C>          <C>          <C>
  Rental income                         $  370        $ 351        $ 736        $ 669
  Other income                              33           23           52           61
       Total revenues                      403          374          788          730

Expenses:
  Operating                                190          138          338          283
  General and administrative                76           23          129           46
  Depreciation                              73           64          145          123
  Interest                                 117          119          234          239
  Property taxes                            21           21           43           44
       Total expenses                      477          365          889          735

(Loss) income before cumulative
  effect of a change in accounting
  principle                                (74)           9         (101)          (5)
Cumulative effect on prior years
  of a change in accounting
  principle for the cost of
  exterior painting and
  landscaping                               --           --           --           25
Net (loss) income                       $  (74)         $ 9       $ (101)        $ 20

Net (loss) income allocated to
  general partner (1%)                   $ (1)        $  --         $ (1)       $  --
Net (loss) income allocated to
  limited partners (99%)                   (73)           9         (100)          20
                                        $  (74)         $ 9       $ (101)        $ 20
Per limited partnership unit:
  (Loss) income before cumulative
   effect of a change in
   accounting principle                $ (4.25)      $ 0.52      $ (5.82)     $ (0.28)
  Cumulative effect on prior years
   of a change in accounting
   principle for the cost of
   exterior painting and
   landscaping                              --           --           --         1.44
                                       $ (4.25)      $ 0.52      $ (5.82)      $ 1.16
</TABLE>

            See Accompanying Notes to Consolidated Financial Statements

<PAGE>

c)

                             MCCOMBS REALTY PARTNERS

          CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIT)
                                   (Unaudited)

                          (in thousands, except unit data)


<TABLE>
<CAPTION>

                                     Limited
                                   Partnership   General     Limited
                                      Units      Partner     Partners       Total

Partners' capital (deficit) at
<S>         <C> <C>                 <C>            <C>        <C>          <C>
   December 31, 1999                17,196.39      $   1      $(2,404)     $(2,403)

Net loss for the six months
   ended June 30, 2000                     --         (1)        (100)        (101)

Partners' deficit at
   June 30, 2000                    17,196.39      $  --      $(2,504)     $(2,504)

</TABLE>


            See Accompanying Notes to Consolidated Financial Statements

<PAGE>

d)

                             MCCOMBS REALTY PARTNERS

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)

                                   (in thousands)
<TABLE>
<CAPTION>

                                                                  Six Months Ended
                                                                        June 30,

                                                                  2000        1999
Cash flows from operating activities:                                      (Restated)
<S>                                                              <C>          <C>
  Net (loss) income                                              $ (101)      $  20
  Adjustments to reconcile net (loss) income to net cash
     provided by operating activities:
     Depreciation                                                   145         123
     Amortization of loan costs                                       8          10
     Cumulative effect on prior years of a change in
       accounting principle                                          --         (25)
     Change in accounts:
       Receivables and deposits                                      81          35
       Other assets                                                  (5)        (18)
       Accounts payable                                             (13)         --
       Tenant security deposit liabilities                            1          --
       Accrued property taxes                                       (39)        (38)
       Other liabilities                                             16         (11)
         Net cash provided by operating activities                   93          96

Cash flows from investing activities:

  Property improvements and replacements                           (152)        (32)
  Net deposits to restricted escrows                                (17)        (36)
         Net cash used in investing activities                     (169)        (68)

Cash flows used in financing activities:

  Payments on mortgage note payable                                 (34)        (31)

Net decrease in cash and cash equivalents                          (110)         (3)

Cash and cash equivalents at beginning of period                    593         350

Cash and cash equivalents at end of period                       $  483       $ 347

Supplemental disclosure of cash flow information:

  Cash paid for interest                                         $  226       $ 229
</TABLE>


At December 31, 1999, $88,000 of property improvements and replacements included
in accounts payable were reported as non-cash activity.

            See Accompanying Notes to Consolidated Financial Statements

<PAGE>

e)

                             MCCOMBS REALTY PARTNERS

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note A - Going Concern

Under the Plan of Reorganization (the "Plan"; see "Note C" below) McCombs Realty
Partners (the "Partnership" or "Registrant"),  a California limited partnership,
was required to pay claims to limited  partners and  creditors of  approximately
$11,000,000 on October 20, 1998.  These claims have not been paid as of June 30,
2000. This raises substantial doubt about the Partnership's  ability to continue
as a going  concern.  In order to attempt to satisfy the remaining  claims under
the Plan, the Partnership would be required to sell the investment property.  As
an alternative  to the sale of the property,  the  Partnership  could attempt to
obtain  authorization  from the Court and the  limited  partners  to extend  the
settlement  date of October 20, 1998, to a future period.  The limited  partners
were  approached  in  August  1998 and  asked to  either  approve  a sale of the
Partnership's  sole  investment  property  or for  CRPTEX,  Inc.  ("the  General
Partner") to petition the  Bankruptcy  Court for an extension of the  settlement
date. The required fifty-one percent response was not received. As a result, the
Partnership defaulted on its obligations which were due on October 20, 1998. The
General Partner continues to operate the Partnership's  business in the ordinary
course while it evaluates the best course of action to follow.  The consolidated
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.

Note B - Basis of Presentation

The accompanying  unaudited consolidated financial statements of the Partnership
have been prepared in accordance with generally accepted  accounting  principles
for interim  financial  information and with the instructions to Form 10-QSB and
Item  310(b) of  Regulation  S-B.  Accordingly,  they do not  include all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial  statements.  In the opinion of the General Partner,  all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair  presentation  have been included.  Operating results for the three and six
month periods ended June 30, 2000 are not necessarily  indicative of the results
that may be expected for the fiscal year ending  December 31, 2000.  For further
information,  refer  to the  consolidated  financial  statements  and  footnotes
thereto  included  in the  Partnership's  Annual  Report on Form  10-KSB for the
fiscal year ended December 31, 1999 for the Partnership.

Principles of Consolidation:

The  Partnership's  consolidated  financial  statements  include the accounts of
Pelham Place, L.P., a South Carolina limited partnership.  Pelham Place, L.P. is
the limited  partnership which holds title to Lakewood at Pelham (formerly known
as  Pelham  Place  Apartments).  Pelham  Place,  L.P.  is  wholly-owned  by  the
Partnership. All interpartnership transactions have been eliminated.

Change in Accounting Principle:

Effective  January 1, 1999, the Partnership  changed its method of accounting to
capitalize the cost of exterior painting and major landscaping.  The Partnership
believes that this accounting principle change is preferable because it provides
a better matching of expenses with the related benefit of the  expenditures  and
it is consistent with industry practice and the policies of the General Partner.
This  accounting  change was first  reported  during the fourth quarter of 1999.
Accordingly,  net income for the three and six  months  ended June 30,  1999 has
been restated to reflect the accounting change as if it were reported then. This
adjustment  decreased net income before the cumulative  effect of the accounting
change for the three and six months ended June 30, 1999 by approximately  $4,000
($0.23 per limited  partnership unit) and $7,000 ($0.40 per limited  partnership
unit),  respectively.  The cumulative effect adjustment of approximately $25,000
is the result of applying  the  aforementioned  change in  accounting  principle
retroactively  and is  included  in income for 1999.  The  accounting  principle
change will not have an effect on cash flow, funds available for distribution or
fees payable to the General Partner and affiliates.

Note C - Plan of Reorganization

On March 9, 1987, the original general partners of the Partnership, on behalf of
the  Partnership,  filed a voluntary  petition  under  Chapter 11 of the Federal
Bankruptcy Code in U.S.  Bankruptcy Court,  Central District Court of California
("Court").  The  Partnership  continued as  Debtor-In-Possession  to operate its
business in the ordinary  course subject to control of the Court until the Court
confirmed  the  Partnership's  Plan  effective  October 25,  1988.  The Plan was
approved by all required classes of creditors.

The Plan required that the  Partnership  make the following  payments on October
20, 1998:

1)   First,  all existing  creditors,  except  prebankruptcy  Class 12 creditors
     ($23,100), would be satisfied;

2)   Limited Partners, both original and substitute, who made additional capital
     contributions  under the plan would  receive a repayment of the  additional
     contributions totaling approximately $730,000;

3)   Class 12 creditors would be paid claims aggregating $23,100;

4)   Limited  Partners  who  made  additional  capital  contributions  and  were
     original  Limited  Partners  would  receive a repayment  of their  original
     capital contributions totaling approximately $9,818,000;

5)   Limited Partners who did not make additional  capital  contributions  would
     receive a repayment of one-third of their  original  capital  contributions
     (i.e., one-third of $1,200,000).

Additionally,  the Plan required CRPTEX, Inc. to make a capital  contribution of
$14,500 and loan or expend an additional  $117,500 on behalf of the  Partnership
on an as-needed basis. The Partnership received the $14,500 capital contribution
but has not required the additional $117,500.

The  payments  required  by  numbers 1 and 3 above  were  timely  satisfied.  In
addition,  all  other  claims  provided  for in the Plan then  outstanding  were
settled on June 25, 1995 when the  Partnership  refinanced the then  outstanding
mortgages  encumbering  the property.  However,  the  Partnership  was unable to
satisfy the amounts due to the limited partners indicated in numbers 2, 4, and 5
above and is in default on these obligations.

<PAGE>

Note D - Transfer of Control

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment  Investment and Management Company  ("AIMCO"),  a publicly
traded real estate investment trust, with AIMCO being the surviving corporation.
As a result,  AIMCO acquired 100% ownership interest in the General Partner. The
General  Partner does not believe that this  transaction  has had or will have a
material effect on the affairs and operations of the Partnership.

Note E - Transactions with Affiliated Parties

The Partnership has no employees and is dependent on the General Partner and its
affiliates for the management and administration of all Partnership  activities.
The  Partnership  Agreement  provides  for certain  payments to  affiliates  for
services and as  reimbursement  of certain  expenses  incurred by  affiliates on
behalf of the Partnership.  The following  transactions with the General Partner
and its  affiliates  were incurred  during each of the six months ended June 30,
2000 and 1999:

                                                                  2000      1999
                                                                  (in thousands)

 Property management fees (included in operating expenses)        $ 39      $ 38
 Reimbursement for services of affiliates (included in
    general and administrative expenses)                            24        20

During the six months  ended June 30, 2000 and 1999,  affiliates  of the General
Partner were  entitled to receive 5% of gross  receipts  from the  Partnership's
investment property as compensation for providing property management  services.
The Partnership  paid to such affiliates  approximately  $39,000 and $38,000 for
the six months ended June 30, 2000 and 1999, respectively.

Affiliates  of  the  General  Partner  received  reimbursements  of  accountable
administrative  expenses amounting to approximately  $24,000 and $20,000 for the
six months ended June 30, 2000 and 1999, respectively.

AIMCO and its  affiliates  currently  own 794 limited  partnership  units in the
Partnership representing  approximately 4.62% of the outstanding units. A number
of these  units were  acquired  pursuant  to tender  offers made by AIMCO or its
affiliates.  It is possible that AIMCO or its  affiliates  will make one or more
additional offers to acquire  additional  limited  partnership  interests in the
Partnership  for cash or in exchange for units in the operating  partnership  of
AIMCO. Under the Partnership  Agreement,  unitholders  holding a majority of the
Units are  entitled to take action  with  respect to a variety of matters.  When
voting on matters, AIMCO would in all likelihood vote the Units it acquired in a
manner  favorable  to the  interest  of the  General  Partner  because  of their
affiliation with the General Partner.

Note F - Segment Information

Description  of the types of products  and  services  from which the  reportable
segment  derives its  revenues:  The  Partnership  has one  reportable  segment:
residential  properties.  The Partnership's  residential segment consists of one
apartment complex located in Greenville,  South Carolina.  The Partnership rents
apartment units to tenants for terms that are typically twelve months or less.

Measurement  of segment profit or loss: The  Partnership  evaluates  performance
based on segment profit (loss) before  depreciation.  The accounting policies of
the reportable  segment are the same as those of the Partnership as described in
Partnership's Annual Report on Form 10-KSB for the year ended December 31, 1999.

Segment  information for the three and six month periods ended June 30, 2000 and
1999,  is shown in the tables below.  The "Other"  column  includes  Partnership
administration  related  items and  income  and  expense  not  allocated  to the
reportable segment.

Three Months Ended June 30, 2000       Residential     Other        Totals
                                                   (in thousands)
Rental income                             $  370        $  --        $ 370
Other income                                  28            5           33
Interest expense                             117           --          117
Depreciation                                  73           --           73
General and administrative expense            --           76           76
Segment loss                                  (3)         (71)         (74)


Six Months Ended June 30, 2000         Residential     Other        Totals
                                                   (in thousands)
Rental income                             $  736         $ --        $ 736
Other income                                  47            5           52
Interest expense                             234           --          234
Depreciation                                 145           --          145
General and administrative expense            --          129          129
Segment profit (loss)                         23         (124)        (101)
Total assets                               3,068          198        3,266
Capital expenditures for investment
  property                                    64           --           64


    Three Months Ended June 30, 1999       Residential     Other        Totals
                                                       (in thousands)
    Rental income                             $  351         $ --         $ 351
    Other income                                  21            2            23
    Interest expense                             119           --           119
    Depreciation                                  64           --            64
    General and administrative expense            --           23            23
    Segment profit (loss)                         30          (21)            9


    Six Months Ended June 30, 1999         Residential     Other        Totals
                                                       (in thousands)
    Rental income                             $  669         $ --         $ 669
    Other income                                  56            5            61
    Interest expense                             239           --           239
    Depreciation                                 123           --           123
    General and administrative expense            --           46            46
    Cumulative effect on prior years of
      change in accounting principle              25           --            25
    Segment profit (loss)                         61          (41)           20
    Total assets                               3,075          269         3,344
    Capital expenditures for investment
      property                                    32           --            32

<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The  matters  discussed  in this Form  10-QSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions,   competitive  and  regulatory   matters,   etc.)  detailed  in  the
disclosures  contained  in this  Form  10-QSB  and the  other  filings  with the
Securities and Exchange  Commission made by the  Partnership  from time to time.
The  discussions  of the  Partnership's  business  and  results  of  operations,
including  forward-looking  statements pertaining to such matters, does not take
into  account  the  effects of any  changes to the  Partnership's  business  and
results of operations.  Accordingly, actual results could differ materially from
those  projected in the  forward-looking  statements  as a result of a number of
factors, including those identified herein.

The Partnership's  investment  property consists of one apartment  complex.  The
following  table sets forth the average  occupancy  of the  property for the six
months ended June 30, 2000 and 1999:

                                                  Average Occupancy

      Property                                     2000       1999

      Lakewood at Pelham                            97%        95%
        Greenville, South Carolina

Results of Operations

The  Partnership  reported a net loss for the six months ended June 30, 2000, of
approximately  $101,000 as compared to net income of  approximately  $20,000 for
the  corresponding  period in 1999. The Partnership  reported a net loss for the
three months ended June 30, 2000,  of  approximately  $74,000 as compared to net
income of  approximately  $9,000 for the  corresponding  period of 1999. The net
loss for the three and six  months  ended  June 30,  2000,  compared  to the net
income for the same  periods of 1999 was  primarily  due to an increase in total
expenses,  as well as the recognition in 1999 of the cumulative  effect on prior
years of a change in  accounting  principle,  which was  partially  offset by an
increase in total  revenues.  Total expenses for the three and six month periods
increased  primarily  due to increases in general and  administrative  expenses,
depreciation expense, and operating expenses. Depreciation expense increased due
to  an  increase  in  depreciable  assets  due  to  property   improvements  and
replacements  completed in the last twelve months.  Operating  expense increased
primarily due to an increase in employee  bonuses,  and an increase in insurance
expense.  General and  administrative  expenses  increased  primarily  due to an
increase in professional expenses necessary to operate the Partnership. Included
in general and  administrative  expenses  for the six months ended June 30, 2000
and  1999,  are   reimbursements  to  the  General  Partner  allowed  under  the
Partnership  Agreement  associated  with its management of the  Partnership.  In
addition,  costs  associated with the quarterly and annual  communications  with
investors  and  regulatory  agencies  and  the  annual  audit  required  by  the
Partnership Agreement are also included.

Total revenues for the three and six month periods  increased due to an increase
in rental  income,  which was  partially  offset by a decrease in other  income.
Rental income  increased as a result of the improved  occupancy at the property,
an increase in the average  rental rate,  as well as a decrease in  concessions.
Other income  decreased  primarily due to decreases in corporate unit income and
tenant charges.

Effective  January 1, 1999, the Partnership  changed its method of accounting to
capitalize the cost of exterior painting and major landscaping.  The Partnership
believes that this accounting principle change is preferable because it provides
a better matching of expenses with the related benefit of the  expenditures  and
it is consistent with industry practice and the policies of the General Partner.
This  accounting  change was first  reported  during the fourth quarter of 1999.
Accordingly,  net income for the three and six  months  ended June 30,  1999 has
been restated to reflect the accounting change as if it were reported then. This
adjustment  decreased net income before the cumulative  effect of the accounting
change for the three and six months ended June 30, 1999 by approximately  $4,000
($0.23 per limited  partnership unit) and $7,000 ($0.40 per limited  partnership
unit),  respectively.  The cumulative effect adjustment of approximately $25,000
is the result of applying  the  aforementioned  change in  accounting  principle
retroactively  and is  included  in income for 1999.  The  accounting  principle
change will not have an effect on cash flow, funds available for distribution or
fees payable to the General Partner and affiliates.

As part of the ongoing  business plan of the  Partnership,  the General  Partner
monitors the rental market environment of its investment  property to assess the
feasibility of increasing rents,  maintaining or increasing occupancy levels and
protecting the Partnership from increases in expenses. As part of this plan, the
General  Partner  attempts  to  protect  the  Partnership  from  the  burden  of
inflation-related  increases in expenses by increasing  rents and  maintaining a
high overall occupancy level. However, due to changing market conditions,  which
can  result in the use of rental  concessions  and rental  reductions  to offset
softening market conditions, there is no guarantee that the General Partner will
be able to sustain such a plan.

Liquidity and Capital Resources

At June 30, 2000, the Partnership had cash and cash equivalents of approximately
$483,000  as  compared  to  approximately  $347,000  at June 30,  1999.  The net
decrease in cash and cash equivalents was  approximately  $110,000 from the year
ended  December 31, 1999.  The decrease in cash and cash  equivalents  is due to
approximately  $169,000 of cash used in investing  activities and  approximately
$34,000 of cash used in financing  activities  partially offset by approximately
$93,000  of cash  provided  by  operating  activities.  Cash  used in  investing
activities consisted primarily of property improvements and replacements and, to
a lesser  extent,  net deposits to escrow  accounts  maintained  by the mortgage
lender.  Cash used in  financing  activities  consisted of payments of principal
made on the mortgage  encumbering the  Partnership's  investment  property.  The
Partnership invests its working capital reserves in a money market account.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures required at the property to adequately maintain the physical assets
and other operating needs of the Partnership including satisfaction of remaining
claims related to the Partnership's Plan of Reorganization,  as described below,
and to comply with Federal, state, and local legal and regulatory  requirements.
Capital  improvements  planned  at the  Partnership's  investment  property  are
detailed below.

Approximately  $88,000 has been budgeted for capital improvements at Lakewood at
Pelham for the year 2000,  consisting primarily of carpet and vinyl replacement,
lighting upgrades, structural improvements,  and appliance replacements.  During
the six months  ended June 30,  2000,  the  Partnership  expended  approximately
$64,000 of budgeted  capital  improvements  at  Lakewood  at Pelham,  consisting
primarily  of  carpet  and  vinyl  replacement,   appliance  replacements,   and
installing and painting handrails. Additional improvements may be considered and
will depend on the physical  condition  of the  property as well as  replacement
reserves and anticipated cash flow generated by the property.

The additional  capital  expenditures will be incurred only if cash is available
from  operations  or  from  Partnership   reserves.   Partnership  reserves  are
sufficient to cover the estimated costs of the capital  improvements planned for
the year 2000.  However,  the  Partnership  does not have  sufficient  assets to
fulfill its  obligation  under the Plan of  Reorganization  ("Plan") and in fact
defaulted on its  obligations  due October 20, 1998.  See  discussion  below for
detail as to the Partnership's Plan with respect to meeting its short term needs
under the Plan. No distributions  were declared or paid during either of the six
months ended June 30, 2000 or 1999, and none are expected in the future.

On March 9, 1987, the original general partners of the Partnership, on behalf of
the  Partnership,  filed a voluntary  petition  under  Chapter 11 of the Federal
Bankruptcy  Code  in U.S.  Bankruptcy  Court,  Central  District  of  California
("Court").  The  Partnership  continued as  Debtor-In-Possession  to operate its
business in the ordinary course until the Court confirmed the Partnership's Plan
effective  October 25, 1988.  The Plan was  approved by all required  classes of
creditors.

The Plan required that the  Partnership  make the following  payments on October
20, 1998:

1)   First,  all existing  creditors,  except  prebankruptcy  Class 12 creditors
     ($23,100), would be satisfied;

2)   Limited Partners, both original and substitute, who made additional capital
     contributions  under the plan would  receive a repayment of the  additional
     contributions totaling approximately $730,000;

3)   Class 12 creditors would be paid claims aggregating $23,100;

4)   Limited  Partners  who  made  additional  capital  contributions  and  were
     original  Limited  Partners  would  receive a repayment  of their  original
     capital contributions totaling approximately $9,818,000;

5)   Limited Partners who did not make additional  capital  contributions  would
     receive a repayment of one-third of their  original  capital  contributions
     (i.e., one-third of $1,200,000).

Additionally,  the Plan required CRPTEX, Inc. to make a capital  contribution of
$14,500 and loan or expend an additional  $117,500 on behalf of the  Partnership
on an as-needed basis. The Partnership received the $14,500 capital contribution
but has not required the additional $117,500.

The  payments  required  by  numbers 1 and 3 above  were  timely  satisfied.  In
addition,  all  other  claims  provided  for in the Plan then  outstanding  were
settled on June 25, 1995 when the  Partnership  refinanced the then  outstanding
mortgages  encumbering  the property.  However,  the  Partnership  was unable to
satisfy the amounts due to the limited partners indicated in numbers 2, 4, and 5
above and is in default on these obligations.

In order to satisfy these obligations, the Partnership would be required to sell
the  investment  property.  As  an  alternative,   the  Partnership  could  seek
authorization  from the Limited  Partners to extend the payment  date of October
20, 1998 to a future period. The limited partners were approached in August 1998
and asked to either approve a sale of the Partnership's sole investment property
or for the General Partner to petition the Bankruptcy  Court for an extension of
the settlement date. The required  fifty-one  percent response was not received.
As a result,  the  Partnership  defaulted on its  obligations  which were due on
October 20, 1998. The General  Partner is continuing to see that the Partnership
operates its business in the ordinary  course while it evaluates the best course
of action to follow.  Additionally,  the Partnership's  mortgage indebtedness of
approximately  $5,572,000  at June 30,  2000  matures  in July  2005,  and would
require a property sale or  refinancing at that time.  However,  there can be no
assurance  that  these  courses  of  action  will be  successful  and  that  the
Partnership  will  have  sufficient  funds  to meet its  obligations  in 2000 or
beyond.

<PAGE>

                           PART II - OTHER INFORMATION

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  Exhibit 27, Financial Data Schedule, is filed as an exhibit to
                  this report.

            b)    Reports on Form 8-K:

                  None filed during the quarter ended June 30, 2000.

<PAGE>

                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                    MCCOMBS REALTY PARTNERS

                                    By:   CRPTEX, INC.
                                          General Partner

                                    By:   /s/Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President

                                    By:   /s/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President and
                                          Controller

                                    Date: