UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q


                     Quarterly Report Under Section 13 or 15(d)
                of the United States Securities Exchange Act of 1934

For Quarter Ended September 30, 2000              Commission File Number 2-95011

                 Wellesley Lease Income Limited Partnership III-D
              (Exact name of registrant as specified in its charter)

Massachusetts                                                         04-2850823
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)

77 Franklin Street, 4th Floor, Boston, MA                                  02110
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code                (617) 482-8000

                                 Not Applicable
               (Former name, former address and former fiscal year,
                          if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter  period  that  the  registrant  was
required to file such  reports),  and  (2)  has  been  subject  to  such  filing
requirements for the past 90 days.


                         YES [X]        NO [ ]

                         There are no Exhibits.

                              Page 1 of 13


<PAGE>

                 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                      (A Massachusetts Limited Partnership)



PART I.  FINANCIAL INFORMATION

         Financial Statements

           Balance Sheets as of September 30, 2000 and December 31, 1999       3

           Statements of Operations
             Quarters Ended September 30, 2000 and 1999 and
             Nine Months Ended September 30, 2000 and 1999                     4

           Statements of Cash Flows
             Nine Months Ended September 30, 2000 and 1999                     5

           Notes to Financial Statements                                   6 - 7

         Management's Discussion and Analysis of Financial Condition
           and Results of Operations                                      8 - 10

         Computer Equipment Portfolio                                         11

PART II. OTHER INFORMATION

         Items 1 - 6                                                          12

         Signature                                                            13

</PAGE>


<PAGE>
<TABLE>

                          PART I.  FINANCIAL INFORMATION

                 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                      (A Massachusetts Limited Partnership)

                                 Balance Sheets

<CAPTION>
                                                             (Unaudited)           (Audited)
                                     Assets                    9/30/00              12/31/99
                                     ------                ---------------      ---------------

<S>                                                        <C>                  <C>
Investment property, at cost (note 3):
  Computer equipment                                       $       348,569      $     1,002,046
    Less accumulated depreciation                                  346,381              793,493
                                                           ---------------      ---------------
      Investment property, net                                       2,188              208,553

Cash and cash equivalents                                          148,086              421,949
Rents receivable, net                                                2,740                3,701
Accounts receivable - affiliates                                         -               51,229
                                                           ---------------      ---------------

      Total assets                                         $       153,014      $       685,432
                                                           ===============      ===============


                            Liabilities and Partners' Equity
                            --------------------------------

Liabilities:
  Current portion of long-term debt                        $             -      $         3,947
  Accounts payable and accrued expenses - affiliates                 5,821                8,042
  Accounts payable and accrued expenses                             30,537               24,170
  Unearned rental revenue                                                -                7,188
                                                           ---------------      ---------------

    Total liabilities                                               36,358               43,347
                                                           ---------------      ---------------

Partners' equity:
  General Partner:
    Capital contribution                                             1,000                1,000
    Cumulative net income                                          682,654              666,718
    Cumulative cash distributions                                 (683,654)            (667,718)
                                                           ---------------      ---------------
                                                                         -                    -
                                                           ---------------      ---------------

Limited Partners (20,185 units):
  Capital contribution, net of offering costs                    8,987,039            8,987,039
  Cumulative net income                                          4,270,065            4,341,331
  Cumulative cash distributions                                (13,140,448)         (12,686,285)
                                                           ---------------      ---------------
                                                                   116,656              642,085
                                                           ---------------      ---------------
  Total partners' equity                                           116,656              642,085
                                                           ---------------      ---------------

  Total liabilities and partners' equity                   $       153,014      $       685,432
                                                           ===============      ===============

                  See accompanying notes to financial statements.

</TABLE>
</PAGE>

<PAGE>
<TABLE>
                 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                      (A Massachusetts Limited Partnership)

                          Statements of Operations
                                 (Unaudited)

<CAPTION>
                                            Quarters Ended                  Nine Months Ended
                                             September 30,                     September 30,
                                       -----------------------           ------------------------
                                          2000         1999                 2000          1999
                                       -----------------------           ------------------------

<S>                                    <C>            <C>                <C>            <C>
Revenue:
  Rental income                        $   5,037      $ 190,523          $  98,294      $ 628,278
  Interest income                          2,307          2,446              9,838          7,926
  Warrant income                             906              -              7,758              -
  Other income                                 -              -                  -         16,249
  Net gain on sale of equipment                -         15,170                  -         25,063
                                       ---------      ---------          ---------      ---------

    Total revenue                          8,250        208,139            115,890        677,516
                                       ---------      ---------          ---------      ---------

Costs and expenses:
  Depreciation                            15,758        118,656            107,607        420,741
  (Reversal of) provision for
    doubtful accounts                        666              -              1,039           (938)
  Interest                                     -            700                 43          7,029
  Related party expenses (note 4):
    Management fees                          530         16,639              8,212         47,943
    General and administrative            23,654         42,760             54,319        120,682
                                       ---------      ---------          ---------      ---------

      Total costs and expenses            40,608        178,756            171,220        595,457
                                       ---------      ---------          ---------      ---------

Net income (loss)                      $ (32,358)     $  29,383          $ (55,330)     $  82,059
                                       =========      =========          =========      =========

Net income (loss) per Limited
  Partnership Unit                     $   (1.60)     $    1.19          $   (3.53)     $    3.01
                                       =========      =========          =========      =========

                  See accompanying notes to financial statements.


</TABLE>
</PAGE>

<PAGE>
<TABLE>

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                     (A Massachusetts Limited Partnership)

                            Statements of Cash Flows
                  Nine Months Ended September 30, 2000 and 1999
                                  (Unaudited)



<CAPTION>
                                                                  2000                 1999
                                                            ---------------      ---------------
<S>                                                         <C>                  <C>
Cash flows from operating activities:
  Net income (loss)                                         $       (55,330)     $        82,059
                                                            ---------------      ---------------

Adjustments to reconcile net income to net
  cash provided by operating activities:
    Depreciation                                                    107,607              420,741
    (Reversal of) provision for doubtful accounts                     1,039                 (938)
    Net gain on sale of equipment                                         -              (25,063)
    Net decrease in current assets                                   51,151               17,934
    Net (decrease) increase in current liabilities                   (3,042)              23,538
                                                            ---------------      ---------------

      Total adjustments                                             156,755              436,212
                                                            ---------------      ---------------

      Net cash provided by operating activities                     101,425              518,271
                                                            ---------------      ---------------

Cash flows from investing activities:
  Proceeds from sales of investment property                         98,758               79,156
                                                            ---------------      ---------------

      Net cash provided by investing activities                      98,758               79,156
                                                            ---------------      ---------------

Cash flows from financing activities:
  Principal payments on long-term debt                               (3,947)            (214,780)
  Cash distributions to partners                                   (470,099)            (424,948)
                                                            ---------------      ---------------

      Net cash used in financing activities                        (474,046)            (639,728)
                                                            ---------------      ---------------

Net (decrease) in cash and cash equivalents                        (273,863)             (42,301)

Cash and cash equivalents at beginning of period                    421,949              403,150
                                                            ---------------      ---------------

Cash and cash equivalents at end of period                  $       148,086      $       360,849
                                                            ===============      ===============

Supplemental cash flow information:
  Interest paid during the period                           $            43      $         7,029
                                                            ===============      ===============


                  See accompanying notes to financial statements.

</TABLE>
</PAGE>

<PAGE>

                WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                     (A Massachusetts Limited Partnership)


                         Notes to Financial Statements
        Nine Months Ended September 30, 2000 and September 30, 1999


(1)  Organization and Partnership Matters

The foregoing financial statements of Wellesley Lease Income Limited Partnership
III-D (the "Partnership") have been prepared in accordance with  the  rules  and
regulations of the Securities and Exchange Commission for Form 10-Q and  reflect
all adjustments which are,  in the opinion of management,   necessary for a fair
presentation of the results for the interim periods presented.  Pursuant to such
rules  and  regulations,  certain  note  disclosures which are normally required
under  generally  accepted  accounting  principles  have  been  omitted.  It  is
recommended  that  these  financial  statements  be read in conjunction with the
Partnership's Annual Report on Form 10-K for the year ended December 31, 1999.

(2)  Summary of Significant Accounting Policies

Allowance for Doubtful Accounts

The financial statements include allowances for estimated losses  on  receivable
balances.  The allowances for doubtful accounts are  based  on  past  write  off
experience and an evaluation of  potential  uncollectible  accounts  within  the
current receivable balances.  Receivable balances which  are  determined  to  be
uncollectible are charged against the allowance and  subsequent  recoveries,  if
any, are credited to the allowance. At September 30, 2000 and December 31, 1999,
the allowance for doubtful accounts included in rents receivable was $2,126  and
$1,087, respectively, and $0 and $0 included in sales receivable, respectively.

(3)  Investment Property

At  September  30,  2000,  the  Partnership  owned  computer  equipment  with  a
depreciated cost basis of $2,188.   All  purchases  of  computer  equipment  are
subject to a 3% acquisition fee paid to the General Partner.

(4)  Related Party Transactions

Fees and expenses paid or accrued by the Partnership to the General  Partner  or
affiliates of the General Partner for the nine months ended September 30  are as
follows:

                                           2000              1999
                                       ------------      ------------

Management fees                        $      8,212      $     47,943
Reimbursable expenses paid                   54,464           106,936
                                       ------------      ------------

                                       $     62,676      $    154,879
                                       ============      ============

Under the terms of the Partnership Agreement, the General Partner is entitled to
a management fee equal to 7% of the  monthly  rental  billings  collected.   The
Partnership reimburses the  General  Partner  and  its  affiliates  for  certain
expenses incurred by them in connection with the operation of the Partnership.

</PAGE>

<PAGE>

                 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                      (A Massachusetts Limited Partnership)

                     Management's Discussion and Analysis of
                  Financial Condition and Results of Operations
                                   (Unaudited)


Results of Operations

The following discussion relates to the Partnership's operations for the quarter
and nine months ended September 30, 2000 in comparison to the same periods ended
September 30, 1999.


The  Partnership  realized  net  income (loss)  of $(32,358) and $29,383 for the
quarters  ended  September  30,  2000 and  1999,  respectively.   Rental  income
decreased  $185,486  or  97% between  the  three month periods.  The decrease is
primarily due to a reduction in the overall size of the equipment portfolio.

Total  costs  and  expenses  decreased  $138,148  or 77% between the three month
periods.  Depreciation expense decreased $102,898 or 87% due to a portion of the
equipment portfolio becoming fully  depreciated.   Also included in depreciation
expense for the quarter  ended  September 30, 2000 is a provision of $12,500 for
estimated  losses  on  the  ultimate  disposition  of  equipment.   General  and
administrative  expenses  decreased  $19,106  as  a  result  of our cost cutting
efforts.   Management  fees  decreased  in  correlation to the decline in rental
income.

The Partnership realized net income (loss) of $(55,330) and $82,059 for the nine
months ended September 30, 2000 and 1999,  respectively.  The  $529,984  or  84%
decrease in rental income is attributed to a net decrease in the overall size of
the equipment portfolio.   Interest  income increased  as  a  result  of  higher
average short-term investment balances held during the period.   During the nine
month  period,  the  Partnership exercised its rights to redeem warrants,  which
resulted in $7,758 of additional income.

Total  costs   and expenses  decreased  $424,237 or 71%  during  the  nine month
periods.  As  discussed  in the  quarter analysis  above,  depreciation  expense
decreased  $313,134  or  74%  between 2000 and 1999 due to the initial equipment
portfolio  becoming  fully depreciated and to a reduction in the overall size of
the  equipment  portfolio.  Management  fees  decreased  between  the nine month
periods due to the decline in rental income.  The decline in interest expense is
due  to  the  payoff of its long-term debt.  General and administrative expenses
decreased $66,363 or 55% mainly due to successful cost cutting effects.

The  Partnership  recorded  net  income (loss) per  Limited  Partnership Unit of
$(1.06)  and  $1.19  for  the  quarters  ended  September  30,  2000  and  1999,
respectively, and net income (loss) of $(3.53) and  $3.01  for the  nine  months
ended  September 30, 2000 and 1999,  respectively.   The allocation for the nine
months ended September 30, 2000 includes a cost  recovery  allocation  of profit
and loss among the General and Limited Partners. The cost recovery allocation is
required   to  maintain  capital  accounts  consistent  with  the   distribution
provisions  of the Partnership Agreement.  In certain periods, the cost recovery
of  profit and  loss  may  result  in  an  allocation of net loss to the Limited
Partners  in instances when the Partnership's operations were profitable for the
period.

</PAGE>

<PAGE>

                 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                      (A Massachusetts Limited Partnership)

                     Management's Discussion and Analysis of
                  Financial Condition and Results of Operations
                                   (Unaudited)


Liquidity and Capital Resources

For  the  quarter  ended  September  30,  2000,  rental  revenue  generated from
operating leases and  sales proceeds  generated  from  equipment  sales were the
primary  sources  of  funds for the Partnership.  As equipment leases terminate,
the  General  Partner  determines  if the equipment will be extended to the same
lessee,  remarketed to  another  lessee,  or  sold.   This decision is made upon
analyzing which options would generate the most favorable results.

Rental income will continue to decrease due to two factors.  First, lower rental
rates are obtained on the remarketing of existing equipment after the expiration
of  the  original  lease.   Typically  the remarketed rates are lower due to the
decrease  in  useful  life  of  the equipment.  Second, the increasing change of
technology  in  the  computer  industry  usually  decreases the demand for older
equipment,  thus  increasing  the possibility  of  obsolescence.   Both of these
factors  together  will  cause  remarketed rates to be lower than original rates
and  will  cause certain  leases  to  terminate upon  expiration.  This decrease
however,  should  not affect the Partnership's  ability to meet its future  cash
requirements.  To the extent that future cash  flows should be  insufficient  to
meet the Partnership's  operating  expenses  and  liabilities,  additional funds
could be obtained through the sale  of equipment, or  a reduction in the rate of
cash distributions.

The Partnership's investing activities for the  nine  month  period  resulted in
equipment sales with a depreciated cost basis of $156,899, generating $98,758 in
proceeds.  Included in equipment sales is a $(58,132)  loss  which  was  charged
against the reserve, initially set up in a prior period to account for estimated
losses on the ultimate disposition of equipment.

The Partnership's financing activities resulted in the paydown on long-term debt
in  the  amount  of  $3,947  for  the nine months ended September 30, 2000.  The
Partnership has paid off all of its long-term debt.

Cash  distributions  are  currently  at  an  annual  level  of  4%  per  Limited
Partnership Unit or $5.00 per Limited Partnership Unit on a quarterly basis. For
the   quarter  ended  September  30,  2000,  the  Partnership  declared  a  cash
distribution of $106,237, of which $5,312 was allocated to  the  General Partner
and $100,425 was allocated to the Limited Partners. The distribution was made on
November 10, 2000.   The Partnership expects to be liquidating all assets before
year-end and will be making a final cash distribution shortly thereafter.

</PAGE>

<PAGE>

                  WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                       (A Massachusetts Limited Partnership)

                      Computer Equipment Portfolio (Unaudited)
                                September 30, 2000



Lessee

Hughes Aircraft
J. Walter Thompson, U.S.A., Incorporated
USG Corporation

</PAGE>

<PAGE>

                          PART II.  OTHER INFORMATION

                 WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
                      (A Massachusetts Limited Partnership)


Item 1.  Legal Proceedings
         Response:  None

Item 2.  Changes in the Rights of the Partnership's Security Holders
         Response:  None

Item 3.  Defaults by the Partnership on its Senior Securities
         Response:  None

Item 4.  Results of Votes of Security Holders
         Response:  None

Item 5.  Other Information
         Response:  None

Item 6.  Exhibits and Reports on Form 8-K
         Response:

         A.  None

         B.  None

</PAGE>

<PAGE>

                                  SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

WELLESLEY LEASE INCOME LIMITED PARTNERSHIP III-D
(Registrant)

By:    Wellesley Leasing Partnership,
       its General Partner

By:    TLP Leasing Programs, Inc.,
       one of its Corporate General Partners

By:    Arthur P. Beecher
       President

Date:  November 13, 2000