UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarterly Period Ended September 30, 2001

or

[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from _______________to __________________



Commission File #0-21606

InLand Capital Fund, L.P.(Exact name of registrant as specified in its charter)







|Delaware                          | #36-3767977                            
|--------------------------------- | ---------------------------------------
|(State or other jurisdiction      | (I.R.S. Employer Identification Number)
|of incorporation or organization) |                                        

|2901 Butterfield Road, Oak Brook, Illinois | 60523     
|------------------------------------------ | ----------
|(Address of principal executive office)    | (Zip Code)

Registrant's telephone number, including area code:  630-218-8000
_______________N/A_______________(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 ___

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Balance Sheets
September 30, 2001 and December 31, 2000
(unaudited)Assets

|                                                                                                                                                                                           |   | 2001       | 2000      
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | - | ---------- | ----------
|Current assets:                                                                                                                                                                            |   |            |           
|Cash and cash equivalents                                                                                                                                                                  | $ | 1,816,577  | 734,794   
|Accounts and accrued interest receivable                                                                                                                                                   |   | 89,395     | 120,236   
|Other current assets                                                                                                                                                                       |   | 15,413     | 2,029     
|                                                                                                                                                                                           |   |            |           
|Total current assets                                                                                                                                                                       |   | 1,921,385  | 857,059   
|                                                                                                                                                                                           |   |            |           
|Other assets                                                                                                                                                                               |   | 8,074      | 3,074     
|Mortgage loan receivable (Note 5)                                                                                                                                                          |   | 525,000    | 400,000   
|Investment properties and improvements (including   acquisition fees paid to Affiliates of $965,628 and   $1,002,170 at September 30, 2001 and December 31, 2000,   respectively) (Note 3) |   | 20,987,235 | 21,421,417
|                                                                                                                                                                                           |   |            |           
|Total assets                                                                                                                                                                               | $ | 23,441,694 | 22,681,550
|                                                                                                                                                                                           |   |            |           

See accompanying notes to financial statements.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Balance Sheets
(continued)
September 30, 2001 and December 31, 2000
(unaudited)Liabilities and Partners' Capital

|                                                                                                                                                                                                                     |   | 2001         | 2000        
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - | ------------ | ------------
|Current liabilities:                                                                                                                                                                                                 |   |              |             
|Accounts payable                                                                                                                                                                                                     | $ | 15,796       | 338         
|Accrued real estate taxes                                                                                                                                                                                            |   | 53,292       | 53,932      
|Due to Affiliates (Note 2)                                                                                                                                                                                           |   | 2,573        | 14,687      
|Unearned income                                                                                                                                                                                                      |   | 1,437        | 66,000      
|                                                                                                                                                                                                                     |   |              |             
|Total current liabilities                                                                                                                                                                                            |   | 73,098       | 134,957     
|                                                                                                                                                                                                                     |   |              |             
|Deferred gain on sale of investment properties (Note 5)                                                                                                                                                              |   | 268,517      | 2,805       
|                                                                                                                                                                                                                     |   |              |             
|Partners' capital:                                                                                                                                                                                                   |   |              |             
|General Partner:                                                                                                                                                                                                     |   |              |             
|Capital contribution                                                                                                                                                                                                 |   | 500          | 500         
|Cumulative net income                                                                                                                                                                                                |   | 482,712      | 486,176     
|Cumulative cash distributions                                                                                                                                                                                        |   | (470,240)    | (470,240)   
|                                                                                                                                                                                                                     |   |              |             
|                                                                                                                                                                                                                     |   | 12,972       | 16,436      
|Limited Partners:                                                                                                                                                                                                    |   |              |             
|Units of $1,000.  Authorized 60,000 Units, 32,337 Units       outstanding at September 30, 2001 and December 31,       2000, (net of offering costs of $4,466,765, of which       $3,488,574 was paid to Affiliates) |   | 27,876,265   | 27,876,265  
|Cumulative net income                                                                                                                                                                                                |   | 8,419,346    | 7,859,591   
|Cumulative cash distributions                                                                                                                                                                                        |   | (13,208,504) | (13,208,504)
|                                                                                                                                                                                                                     |   |              |             
|                                                                                                                                                                                                                     |   | 23,087,107   | 22,527,352  
|                                                                                                                                                                                                                     |   |              |             
|Total Partners' capital                                                                                                                                                                                              |   | 23,100,079   | 22,543,788  
|                                                                                                                                                                                                                     |   |              |             
|Total liabilities and Partners' capital                                                                                                                                                                              | $ | 23,441,694   | 22,681,550  
|                                                                                                                                                                                                                     |   |              |             



See accompanying notes to financial statements.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Statements of Operations
For the three and nine months ended September 30, 2001 and 2000
(unaudited)

|                                                                                     |   | Three months       | Three months       | Nine months        | Nine months       
|------------------------------------------------------------------------------------ | - | ------------------ | ------------------ | ------------------ | ------------------
|                                                                                     |   | ended              | ended              | ended              | ended             
|                                                                                     |   | September 30, 2001 | September 30, 2000 | September 30, 2001 | September 30, 2000
|Income:                                                                              |   |                    |                    |                    |                   
|Sale of investment property (Notes     1 and 3)                                      | $ | 251,651            | -                  | 1,409,793          | -                 
|Recognition of deferred gain on     sale of investments in land and     improvements |   | 179,012            | -                  | 180,025            | -                 
|Rental income (Note 4)                                                               |   | 56,228             | 60,474             | 168,861            | 190,948           
|Interest income                                                                      |   | 27,613             | 11,562             | 73,611             | 38,796            
|Other income                                                                         |   | -                  | 20,000             | 66,075             | 20,000            
|                                                                                     |   |                    |                    |                    |                   
|                                                                                     |   | 514,504            | 92,036             | 1,898,365          | 249,744           
|                                                                                     |   |                    |                    |                    |                   
|Expenses:                                                                            |   |                    |                    |                    |                   
|Cost of investment property sold                                                     |   | 74,844             | -                  | 687,103            | -                 
|Professional services to Affiliates                                                  |   | 4,656              | 6,717              | 27,695             | 20,144            
|Professional services to non-    affiliates                                          |   | 2,000              | -                  | 29,883             | 27,337            
|General and administrative     expenses to Affiliates                                |   | 2,183              | 8,394              | 12,609             | 18,326            
|General and administrative     expenses to non-affiliates                            |   | 2,409              | 1,026              | 25,797             | 27,732            
|Marketing expenses to Affiliates                                                     |   | 9,226              | 2,189              | 17,706             | 8,219             
|Marketing expenses to non-    affiliates                                             |   | 14,750             | 1,143              | 26,018             | 10,741            
|Land operating expenses to     Affiliates                                            |   | 11,329             | 12,605             | 34,347             | 37,815            
|Land operating expenses to non-    affiliates                                        |   | 19,654             | 21,576             | 108,649            | 57,641            
|Bad debt expense                                                                     |   | -                  | -                  | 372,267            | -                 
|                                                                                     |   |                    |                    |                    |                   
|                                                                                     |   | 141,051            | 53,650             | 1,342,074          | 207,955           
|                                                                                     |   |                    |                    |                    |                   
|Net income                                                                           | $ | 373,453            | 38,386             | 556,291            | 41,789            

See accompanying notes to financial statements.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Statements of Operations
(continued)
For the three and nine months ended September 30, 2001 and 2000
(unaudited)

|                                                                                                                                                                                                                                                                                        |   | Three months       | Three months       | Nine months        | Nine months       
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - | ------------------ | ------------------ | ------------------ | ------------------
|                                                                                                                                                                                                                                                                                        |   | ended              | ended              | ended              | ended             
|                                                                                                                                                                                                                                                                                        |   | September 30, 2001 | September 30, 2000 | September 30, 2001 | September 30, 2000
|                                                                                                                                                                                                                                                                                        |   |                    |                    |                    |                   
|Net income (loss) allocated to:                                                                                                                                                                                                                                                         |   |                    |                    |                    |                   
|General Partner                                                                                                                                                                                                                                                                         | $ | 177                | 384                | (3,464)            | 418               
|Limited Partners                                                                                                                                                                                                                                                                        |   | 373,276            | 38,002             | 559,755            | 41,371            
|                                                                                                                                                                                                                                                                                        |   |                    |                    |                    |                   
|Net income (loss)                                                                                                                                                                                                                                                                       | $ | 373,453            | 38,386             | 556,291            | 41,789            
|                                                                                                                                                                                                                                                                                        |   |                    |                    |                    |                   
|Net income allocated to the one   General Partner Unit                                                                                                                                                                                                                                  | $ | 177                | 384                | (3,464)            | 418               
|                                                                                                                                                                                                                                                                                        |   |                    |                    |                    |                   
|Net income per Unit allocated to   Limited Partners per weighted   average Limited Partnership   Units of 32,337 and 32,337 for   the three months ended   September 30, 2001 and 2000,   and 32,337 and 32,342 for the   nine months ended September 30,   2001 and 2000, respectively | $ | 11.54              | 1.18               | 17.31              | 1.28              
|                                                                                                                                                                                                                                                                                        |   |                    |                    |                    |                   



See accompanying notes to financial statements.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Statements of Cash Flows

For the nine months ended September 30, 2001 and 2000
(unaudited)

|                                                                                                    |   | 2001      | 2000     
|--------------------------------------------------------------------------------------------------- | - | --------- | ---------
|Cash flows from operating activities:                                                               |   |           |          
|Net income                                                                                          | $ | 556,291   | 41,789   
|Adjustments to reconcile net income to net cash provided by
        (used in) operating activities: |   |           |          
|Gain on sale of investment properties                                                               |   | (722,690) | -        
|Recognition of deferred gain                                                                        |   | (181,817) | -        
|Bad debt expense                                                                                    |   | 372,267   | -        
|Changes in assets and liabilities:                                                                  |   |           |          
|Accrued interest and other receivables                                                              |   | (85,903)  | (84,117) 
|Other current assets                                                                                |   | (13,384)  | (1,381)  
|Accounts payable                                                                                    |   | 15,458    | (74,111) 
|Accrued real estate taxes                                                                           |   | (640)     | (9,947)  
|Due to Affiliates                                                                                   |   | (12,114)  | (9,298)  
|Unearned income                                                                                     |   | (64,563)  | 170,093  
|                                                                                                    |   |           |          
|Net cash provided by (used in) operating activities                                                 |   | (137,095) | 33,028   
|                                                                                                    |   |           |          
|Cash flows from investing activities:                                                               |   |           |          
|Additions to investment properties                                                                  |   | (680,392) | (122,051)
|Other assets                                                                                        |   | (5,000)   | -        
|Principle payments received                                                                         |   | 494,477   | -        
|Proceeds from sale of investment properties                                                         |   | 1,409,793 | -        
|                                                                                                    |   |           |          
|Net cash provided by (used in) investing activities                                                 |   | 1,218,878 | (122,051)
|                                                                                                    |   |           |          
|Cash flows from financing activities:                                                               |   |           |          
|Repurchase of Limited Partnership Units                                                             |   | -         | (8,081)  
|                                                                                                    |   |           |          
|Net cash used in financing activities                                                               |   | -         | (8,081)  
|                                                                                                    |   |           |          
|Net increase (decrease) in cash and cash equivalents                                                |   | 1,081,783 | (97,104) 
|                                                                                                    |   |           |          
|Cash and cash equivalents at beginning of period                                                    |   | 734,794   | 288,022  
|                                                                                                    |   |           |          
|Cash and cash equivalents at end of period                                                          | $ | 1,816,577 | 190,918  



See accompanying notes to financial statements.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Notes to Financial Statements
September 30, 2001
(unaudited)

Readers of this Quarterly Report should refer to the Partnership's audited financial statements for the fiscal year ended December 31, 2000, which are included in the Partnership's 2000 Annual Report, as certain footnote disclosures which would substantially duplicate those contained in such audited financial statements have been omitted from this Report.



(1)  Organization and Basis of Accounting



InLand Capital Fund, L.P. (the "Partnership") was organized on June 21, 1991 by the filing of a Certificate of Limited Partnership under the Revised Uniform Limited Partnership Act of the State of Delaware.  On December 13, 1991, the Partnership commenced an Offering of 60,000 Limited Partnership Units pursuant to a Registration under the Securities Act of 1933. The Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement") provides for Inland Real Estate Investment Corporation to be the General Partner.  The Offering terminated on August 23, 1993, with total sales of 32,399.28 Units, at $1,000 per Unit, resulting in $32,399,282 in gross offering proceeds, not including the General Partner's capital contribution of $500.  All of the holders of these Units have been admitted to the Partnership.  The Limited Partners of the Partnership will share in their portion of benefits of ownership of the Partnership's real property investments according to the number of Units held. As of September 30, 2001, the Partnership has repurchased and canceled a total of 62.17 Units for $56,251 from various Limited Partners through the Units Repurchase Program.  Under this program, Limited Partners may under certain circumstances have their Units repurchased for an amount equal to their Invested Capital.



The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.



In the opinion of management, the financial statements contain all the adjustments necessary, which are of a normal recurring nature, to present fairly the financial position and results of operations for the period presented herein.  Results of interim periods are not necessarily indicative of results to be expected for the year.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
September 30, 2001
(unaudited)

(2)  Transactions with Affiliates

The General Partner and its Affiliates are entitled to reimbursement for salaries and expenses of employees of the General Partner and its Affiliates relating to the administration of the Partnership.  Such costs are included in professional services and general and administrative expenses to Affiliates, of which $2,573 and $5,893 was unpaid as of September 30, 2001 and December 31, 2000, respectively.



The General Partner is entitled to receive Asset Management Fees equal to one-quarter of 1% of the original cost to the Partnership of undeveloped land annually, limited to a cumulative total over the life of the Partnership of 2% of the land's original cost to the Partnership.  Such fees of $34,347 and $37,815 have been incurred and are included in land operating expenses to Affiliates for the nine months ended September 30, 2001 and 2000, respectively, all of which was paid as of September 30, 2001 and December 31, 2000, respectively.



An Affiliate of the General Partner performed sales marketing and advertising services for the Partnership and was reimbursed  (as set forth under terms of the Partnership Agreement) for direct costs.  Such costs of $17,706 and $8,219 have been incurred and are included in marketing expenses to Affiliates for the nine months ended September 30, 2001 and 2000, respectively, all of which was paid as of September 30, 2001 and December 31, 2000.



An Affiliate of the General Partner performed property upgrades, rezoning, annexation and other activities to prepare the Partnership's land investments for sale and was reimbursed (as set forth under terms of the Partnership Agreement) for salaries and direct costs.   The Affiliate did not take a profit on any project.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)

(3)  Investment Properties



|Initial Costs
|-------------
|Parcel       
|#            
|             
|1            
|             
|2            
|             
|             
|             
|             
|             
|3            
|             
|             
|4            
|             
|             
|             
|             
|             
|5            
|             
|             
|             
|6            
|             
|             
|             
|7            
|             
|8            
|             
|9            

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)

(3)  Investment Properties (continued)



|Initial Costs
|-------------
|Parcel       
|#            
|             
|10           
|             
|             
|10A(a)       
|             
|             
|11           
|             
|             
|12           
|             
|             
|13           
|             
|             
|             
|14           
|             
|             
|15           
|             
|16           
|             
|17           
|             
|18           
|             
|             
|             
|             

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
September 30, 2001
(unaudited)

(3) Investment Properties (continued)

1. Included in the purchase of Parcel 10 was a house and several outbuildings, located on approximately seven acres, which was sold in April 1995.
2. Reconciliation of investment properties and improvements owned:



|                         |   | September 30, | December 31,
|------------------------ | - | ------------- | ------------
|                         |   | 2001          | 2000        
|                         |   |               |             
|Balance at January 1,    | $ | 21,421,417    | 22,674,818  
|Additions during period  |   | 680,392       | 192,616     
|Sales during period      |   | (1,114,574)   | (1,446,017) 
|                         |   |               |             
|Balance at end of period | $ | 20,987,235    | 21,421,417  

(4) Farm Rental Income

The Partnership has determined that all leases relating to the farm parcels are operating leases.  Accordingly, rental income is reported when earned.



As of September 30, 2001, the Partnership had farm leases of generally one year in duration, for approximately 1,848 acres of the approximately 2,026 acres owned.

(5) Mortgage Loan Receivable

As a result of the sale of the remaining acres of Parcel 6 for a sales price of $1,125,000 on July 7, 1998, the Partnership received a mortgage loan receivable of $1,125,000 and recorded a deferred gain on sale of $7,889.  The deferred gain was recognized over the life of the related mortgage loan receivable as principal payments were received, of which $6,097 was recognized as of September 30, 2001.  Of the $1,125,000 mortgage loan receivable, the Partnership has received $725,000. The remaining $400,000 accrued interest at 9% per annum and had a maturity date of July 7, 2001, at which time all accrued interest, as well as principal, was due. In April 2001, the Partnership received $124,199 as final settlement for this mortgage loan receivable. The Partnership has written off the remaining principal balance of $255,523 as well as the accrued interest of $116,744.

---

INLAND CAPITAL FUND, L.P.
(a limited partnership)
Notes to Financial Statements
(continued)
September 30, 2001
(unaudited)



Mortgage loans receivable are the result of sales of Parcels, in whole or in part.  The Partnership has recorded a deferred gain on these sales.  The deferred gain will be recognized over the life of the related mortgage loan receivable as principal payments are received.  At September 30, 2001, the fair market value of the mortgage loans receivable approximated their carrying value.



|       |          |               | Principal Balance | Principal Balance | Accrued Interest Receivable | Deferred Gain
|------ | -------- | ------------- | ----------------- | ----------------- | --------------------------- | -------------
|Parcel | Maturity | Interest Rate | 09/30/01          | 12/31/00          | 09/30/01                    | 09/30/01     
|       |          |               |                   |                   |                             |              
|6      | 07/07/01 | 9.00%         | $        -        | 400,000           | -                           | -            
|       |          |               |                   |                   |                             |              
|12     | 03/31/04 | 9.00%         | 525,000           | -                 | 29,645                      | 268,517      
|       |          |               |                   |                   |                             |              
|       |          |               | $    525,000      | 400,000           | 29,645                      | 268,517      
|       |          |               |                   |                   |                             |              





---

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



Certain statements in this "Management's Discussion and Analysis of Financial Condition and Results of Operations" and elsewhere in this quarterly report on Form 10-Q constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995.  These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the Partnership's actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by these forward-looking statements. These factors include, among other things, federal, state or local regulations; adverse changes in general economic or local conditions; inability of borrower to meet financial obligations; uninsured losses; and potential conflicts of interest between the Partnership and its Affiliates, including the General Partner.



Liquidity and Capital Resources



On December 13, 1991, the Partnership commenced an Offering of 60,000 Limited Partnership Units ("Units") at $1,000 per Unit, pursuant to a Registration Statement on Form S-11 under the Securities Act of 1933.  The Offering terminated on August 23, 1993, with total sales of 32,399.28 Units, at $1,000 per Unit, resulting in $32,399,282 in gross offering proceeds, not including the General Partner's capital contribution of $500. All of the holders of these Units have been admitted to the Partnership.  The Limited Partners of the Partnership will share in their portion of benefits of ownership of the Partnership's real property investments according to the number of Units held.



The Partnership used $25,945,989 of gross offering proceeds to purchase, on an all-cash basis, eighteen parcels of land and one building. These investments include the payment of the purchase price, acquisition fees and acquisition costs of such properties. One of the parcels was purchased during 1992, one during 1993, fifteen during 1994 and one during 1995. As of September 30, 2001, the Partnership has had multiple sales transactions through which it has disposed of the building and approximately 1,336 acres of the 3,302 acres originally owned.  As of September 30, 2001, cumulative distributions to the Limited Partners have totaled $13,208,504 (which represents a return of Invested Capital, as defined the Partnership Agreement).  Through September 30, 2001, the Partnership has used $4,559,756 of working capital reserve for rezoning and other activities and such amount is included in investment properties.



The Partnership's capital needs and resources will vary depending upon a number of factors, including the extent to which the Partnership conducts rezoning and other activities relating to utility access, the installation of roads, subdivision and/or annexation of land to a municipality, changes in real estate taxes affecting the Partnership's land, and the amount of revenue received from leasing. As of September 30, 2001, the Partnership owns, in whole or in part, twelve of its original eighteen parcels, the majority of which are leased to local farmers and are generating sufficient cash flow from farm leases to cover property taxes and insurance.



At September 30, 2001, the Partnership had cash and cash equivalents of $1,816,577 of which approximately $171,000 is reserved for the repurchase of Units through the Unit Repurchase Program.  The remaining amount is available, upon maturity, to be used for Partnership expenses and liabilities, cash distributions to partners, and other activities with respect to some or all of its land parcels. The Partnership plans to maximize its parcel sales effort in anticipation of rising land values.



The Partnership plans to enhance the value of its land through pre-development activities such as rezoning, annexation and land planning. The Partnership has already been successful in, or is in the process of pre-development activity on a majority of the Partnership's land investments.  Parcel 2, annexed to the village of McHenry and zoned for a business park, has one phase of improvements complete and sites are being marketed to potential buyers, of which 26 of the 190 lots were sold as of September 30, 2001. A second phase is under construction and will be completed in late 2001. Parcel 4, zoned for a variety of business uses, has improvements underway and sites are being marketed to potential buyers, of which one site consisting of .87 acres was sold to a hotel chain on June 6, 1997, another site consisting of 1.435 acres was sold to a combination gas station/convenience store on August 12, 1997, a third site consisting of 1.5 acres was sold to a national fast-food chain on August 13, 1998, a fourth site consisting of 1.86 acres was sold to a different national fast-food chain on October 16, 1998, a  fifth  site  consisting  of  1.033  acres was sold to a national discount tire retailer on August 19,  1999 and on March 19, 2001, a site consisting on 59 acres was sold. Parcels 15 and 16 have been annexed to the village of Huntley and zoned for residential and commercial development. Parcel 7 and portions of Parcel 12 were annexed and zoned in the city of Plano in 2000.



Results of Operations



Income from the sale of investment properties and the cost of investment properties sold for the nine months ended September 30, 2001 is the result of the sale of approximately 60 acres of Parcel 4. In addition, on April 16, 2001, the Partnership sold approximately 59 acres of Parcel 12 to an unaffiliated third party on an installment basis and recorded a deferred gain of $447,529. As of September 30, 2001, the Partnership had recognized $179,012 of the deferred gain.  The remaining deferred gain will be recognized as payments are received. (See Note 3 of the Notes to Financial Statements.)  There were no sales of investment properties for the nine months ended September 30, 2000.



As of September 30, 2001, the Partnership owned twelve parcels of land consisting of approximately 1,966 acres. Of the 1,966 acres owned, approximately 1,848 acres are tillable and leased to local farmers and are generating sufficient cash flow to cover property taxes, insurance and other miscellaneous property expenses. Rental income decreased for the nine months ended September 30, 2001, as compared to the nine months ended September 30, 2000, due to the sale of parcels.



Interest income increased for the nine months ended September 30, 2001, as compared to the nine months ended September 30, 2000, due primarily to an increase in interest income earned on overnight investments due to more cash available to invest.



The other income recorded for the nine months ended September 30, 2001, is the result of the Partnership receiving non-refundable deposits on land sales which did not occur.



Professional services to Affiliates increased for the nine months ended September 30, 2001, as compared to the nine months ended September 30, 2000, due to an increase in legal services required by the Partnership.



General and administrative expenses to non-affiliates decreased for the nine months ended September 30, 2001, as compared to the nine months ended September 30, 2000, due to a decrease in the Illinois Replacement Tax.



Marketing expenses to Affiliates and non-affiliates increased for the nine months ended September 30, 2001, as compared to the nine months ended September 30, 2000, due to an increase in marketing, advertising and travel expenses relating to marketing the land portfolio to prospective purchasers.



PART II - Other Information



Items 1 through 6(b) are omitted because of the absence of conditions under which they are required.



---

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.









|      | INLAND CAPITAL FUND, L.P.                                
|----- | ---------------------------------------------------------
|      |                                                          
|By:   | Inland Real Estate Investment Corporation General Partner
|      |                                                          
|      |                                                          
|      |                                                          
|      | /S/ ROBERT D. PARKS                                      
|      |                                                          
|By:   | Robert D. Parks                                          
|      | Chairman                                                 
|Date: | November 13, 2001                                        
|      |                                                          
|      |                                                          
|      |                                                          
|      | /S/ PATRICIA A. DELROSSO                                 
|      |                                                          
|By:   | Patricia A. DelRosso                                     
|      | Senior Vice President                                    
|Date: | November 13, 2001                                        
|      |                                                          
|      |                                                          
|      |                                                          
|      | /S/ KELLY TUCEK                                          
|      |                                                          
|By:   | Kelly Tucek                                              
|      | Principal Financial Officer and                          
|      | Principal Accounting Officer                             
|Date: | November 13, 2001                                        
|      |