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 June 30, 2000

                                      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 Number: 333-42441

                      MID-AMERICA CAPITAL PARTNERS, L.P.
              (Exact Name of Registrant as Specified in Charter)

        TENNESSEE                                     62-1717980
 (State of Incorporation)              (I.R.S. Employer Identification Number)

                        6584 POPLAR AVENUE, SUITE 340
                           MEMPHIS, TENNESSEE 38138
                   (Address of principal executive offices)

                                (901) 682-6600
              Registrant's telephone number, including area code


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.
                                                            [X] Yes     [  ] No



                    APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date:

                                                    Number of Shares Outstanding
        Class                                               July 31, 2000
                                                                none


<PAGE>

                              TABLE OF CONTENTS


                        PART I - FINANCIAL INFORMATION


 Item 1.    Financial Statements

            Balance Sheets of Mid-America Capital Partners, L.P. (the
            "Partnership") as of June 30, 2000 (Unaudited) and December 31,
            1999

            Statements of Operations of the Partnership for the three and six
            months ended June 30, 2000 and 1999 (Unaudited)

            Statements of Cash Flows of the Partnership for the six months
            ended June 30, 2000 and 1999 (Unaudited)

            Notes  to Financial Statements


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

Item 3.     Quantitative and Qualitative Disclosures about Market Risk


                         PART II - OTHER INFORMATION

Item 1.     Legal Proceedings

Item 2.     Changes in Securities

Item 3.     Defaults Upon Senior Securities

Item 4.     Submission of Matters to a Vote of Security Holders

Item 5.     Other Information

Item 6.     Exhibits and Reports on Form 8-K

            Signatures


<PAGE>
<TABLE>
PART I. Financial Information
ITEM 1.

                     Mid-America Capital Partners, L.P.
                           (a limited partnership)

                               Balance Sheets
               June 30, 2000 (Unaudited) and December 31, 1999
                           (Dollars in thousands)
<CAPTION>

                                                       2000           1999
                                                       ----           ----
<S>                                                  <C>            <C>
Assets:

Real estate assets:
     Land                                            $  21,305      $  21,305
     Buildings and improvements                        211,004        210,761
     Furniture, fixtures and equipment                   5,489          5,439
     Construction in progress                            1,796            814
------------------------------------------------------------------------------
                                                       239,594        238,319
     Less accumulated depreciation                     (35,911)       (31,162)
------------------------------------------------------------------------------
         Real estate assets, net                       203,683        207,157

     Cash                                                6,798          3,667
     Restricted cash                                        34             34
     Deferred financing costs, net                       2,730          3,258
     Other assets                                          206             79
------------------------------------------------------------------------------
       Total assets                                  $ 213,451      $ 214,195
==============================================================================

Liabilities and Partners' Capital:

Liabilities:
     Bonds payable                                   $ 142,000      $ 142,000
     Accounts payable                                      115            404
     Accrued expenses and other liabilities              3,088          2,895
     Due to affiliate                                    1,450          1,499
     Security deposits                                     832            794
------------------------------------------------------------------------------
       Total liabilities                               147,485        147,592

Partners' Capital:
     General Partner                                     2,478          2,453
     Limited Partner                                    82,895         80,402
     Due from limited partner                          (19,407)       (16,252)
------------------------------------------------------------------------------
       Total partners' capital                          65,966         66,603
------------------------------------------------------------------------------
       Total liabilities and partners' capital       $ 213,451      $ 214,195
==============================================================================


See accompanying notes to financial statements.
</TABLE>
<PAGE>
<TABLE>

                                    Mid-America Capital Partners, L.P.
                                          (a limited partnership)

                                         Statements of Operations
                             Three and six months ended June 30, 2000 and 1999
                                          (Dollars in thousands)
                                                (Unaudited)
<CAPTION>

                                                                 Three months ended      Six months ended
                                                                      June 30,               June 30,
                                                               ----------------------  ---------------------
                                                                  2000       1999        2000       1999
                                                               ----------- ----------  ---------- ----------
<S>                                                              <C>         <C>        <C>        <C>
Revenues:
     Rental                                                      $ 10,175    $ 9,770    $ 20,187   $ 19,337
     Other                                                            103        104         227        192
-------------------------------------------------------------------------------------  ---------------------
     Total revenues                                                10,278      9,874      20,414     19,529
-------------------------------------------------------------------------------------  ---------------------

Expenses:
     Personnel                                                      1,061      1,056       2,124      2,101
     Building repairs and maintenance                                 463        495         898        918
     Real estate taxes and insurance                                1,011        954       2,019      1,919
     Utilities                                                        364        353         713        737
     Landscaping                                                      293        261         576        518
     Other operating                                                  425        412         840        838
     Depreciation and amortization real estate assets               2,397      2,206       4,733      4,363
     Depreciation and amortization non-real estate assets               8          7          16         15
     General and administrative                                       507        395         912        781
     Interest                                                       2,268      2,268       4,537      4,537
     Amortization of deferred financing costs                         264        247         528        495
-------------------------------------------------------------------------------------  ---------------------
     Total expenses                                                 9,061      8,654      17,896     17,222

-------------------------------------------------------------------------------------  ---------------------
Net income                                                        $ 1,217    $ 1,220     $ 2,518    $ 2,307
=====================================================================================  =====================

See accompanying notes to financial statements.

</TABLE>
<PAGE>
<TABLE>

                                    Mid-America Capital Partners, L.P.
                                         (a limited partnership)

                                         Statements of Cash Flows
                                 Six months ended June 30, 2000 and 1999
                                          (Dollars in thousands)
                                               (Unaudited)

<CAPTION>

                                                                                        2000       1999
                                                                                      ---------- ----------
<S>                                                                                     <C>        <C>
Cash flows from operating activities:
    Net income                                                                          $ 2,518    $ 2,307
    Adjustments to reconcile net income to net cash provided by operating activities:
      Depreciation and amortization                                                       5,277      4,873
      Changes in assets and liabilities:
          Restricted cash                                                                     -        373
          Due to affiliate                                                                  (49)      (510)
          Other assets                                                                     (127)       104
          Accounts payable                                                                 (289)      (321)
          Accrued expenses and other liabilities                                            193      1,093
          Security deposits                                                                  38         54
-----------------------------------------------------------------------------------------------------------
      Net cash provided by operating activities                                           7,561      7,973
Cash used in investing activities - improvements to properties                           (1,275)    (2,616)
Cash flows from financing activities:
      Repayment of bank overdraft                                                             -       (667)
      Due from limited partner                                                           (3,155)    (3,118)
-----------------------------------------------------------------------------------------------------------
      Net cash used in financing activities                                              (3,155)    (3,785)
-----------------------------------------------------------------------------------------------------------
      Net increase in cash and cash equivalents                                           3,131      1,572
-----------------------------------------------------------------------------------------------------------
Cash, beginning of period                                                                 3,667          -
-----------------------------------------------------------------------------------------------------------
Cash, end of period                                                                     $ 6,798    $ 1,572
===========================================================================================================
Supplemental disclosure of cash flow information:
   Interest paid                                                                        $ 4,537    $ 4,537
===========================================================================================================

See accompanying notes to financial statements.

</TABLE>
<PAGE>
                      MID-AMERICA CAPITAL PARTNERS, L.P.
                           (a limited partnership)
                        NOTES TO FINANCIAL STATEMENTS
                            June 30, 2000 and 1999
                                 (Unaudited)



1.    Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance
with the accounting  policies in effect as of December 31, 1999, as set forth in
the annual  financial  statements of  Mid-America  Capital  Partners,  L.P. (the
"Partnership"),  as of such date. In the opinion of management,  all adjustments
necessary for a fair presentation of the financial statements have been included
and all such  adjustments  were of a normal  recurring  nature.  The  results of
operations for the three and six months ended June 30, 2000 are not  necessarily
indicative of the results to be expected for the full year.

The  Partnership  is  a  special  purpose  Delaware  limited  partnership.   The
Partnership  was  formed on  November  24,  1997 for the sole  purpose to own 26
apartment communities (the Mortgaged Properties) and manage, renovate,  improve,
lease, sell, transfer,  exchange, mortgage and otherwise deal with the Mortgaged
Properties.   The  sole  limited  partner  of  the  Partnership  is  Mid-America
Apartments,  L.P., a Tennessee limited partnership (MAALP),  which is a majority
owned subsidiary of Mid-America Apartment  Communities,  Inc. (MAAC). MAAC owns,
directly  or  through  its  subsidiaries,   all  of  the  outstanding  units  of
partnership  interest.  MAAC is a  self-administered  and self-managed  umbrella
partnership  real estate  investment  trust (REIT).  MAAC conducts a substantial
portion of its  operations  through MAALP and  subsidiaries  of MAALP.  The sole
general  partner of the  Partnership  is MAACP,  Inc.,  a Tennessee  corporation
(MAACP), a wholly-owned subsidiary of MAAC. The term of the Partnership shall be
to December 31, 2020, unless  terminated  earlier as provided in the Partnership
Agreement or as otherwise provided by law.

2.    Segment Information

At June 30, 2000, the  Partnership  owned and operated 26 apartment  communities
from which it derives all  significant  sources of earnings and  operating  cash
flows. The Partnership's  operational  structure is organized on a decentralized
basis,  with  individual  property  managers having overall  responsibility  and
authority regarding the operations of their respective properties. Each property
manager individually  monitors local and area trends in rental rates,  occupancy
percentages,  and  operating  costs.  Property  managers  are given the  on-site
responsibility  and  discretion  to react to such trends in the best interest of
the  Partnership.  Management  evaluates  the  performance  of  each  individual
property based on its contribution of revenues and net operating income ("NOI"),
which is  composed of  property  revenues  less all  operating  costs  including
insurance and real estate taxes. The Partnership's  reportable  segments are its
individual  properties because each is managed separately and requires different
operating  strategy and expertise  based on the geographic  location,  community
structure and quality,  population mix and numerous other factors unique to each
community.

The  revenues  and profits for the  aggregated  communities  are  summarized  as
follows (Dollars in thousands):
<TABLE>
<CAPTION>

                                              Three months ended    Six months ended
                                                   June 30,               June 30,
                                            --------------------- ----------------------
                                              2000        1999       2000        1999
                                            ---------  ---------- ----------  ----------

<S>                                         <C>          <C>       <C>         <C>
Rental revenues                             $ 10,175     $ 9,770   $ 20,187    $ 19,337
Other property revenues                          103         104        227         192
                                            --------------------------------------------
    Total Revenues                            10,278       9,874     20,414      19,529
                                            --------------------------------------------

Property net operating income                  6,661       6,343     13,244      12,498
Interest expense                               2,268       2,268      4,537       4,537
General and administrative expenses              507         395        912         781
Amortization of deferred financing costs         264         247        528         495
Depreciation and amortization                  2,405       2,213      4,749       4,378

                                            --------------------------------------------
  Net income                                 $ 1,217     $ 1,220    $ 2,518     $ 2,307
                                            ============================================
</TABLE>

There have been no material changes in segment assets during the period.

<PAGE>

PART I.  Financial Information
ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
                             OF OPERATIONS

OVERVIEW

The  following  is a  discussion  of the  financial  condition  and  results  of
operations of the  Partnership  for the three and six months ended June 30, 2000
and 1999.  This  discussion  should be read in  conjunction  with the  financial
statements  included in this  report.  These  financial  statements  include all
adjustments,  which are, in the opinion of  management,  necessary  to reflect a
fair statement of the results for the interim  periods  presented,  and all such
adjustments are of a normal recurring nature.

The total number of apartment units owned at June 30, 2000 and 1999 was 5,948 in
26 apartment communities. Average monthly rental per apartment unit increased to
$596 at June 30, 2000 from $578 at June 30, 1999.  Overall  occupancy  was 95.9%
and 95.1% at June 30, 2000 and 1999, respectively.

RESULTS OF OPERATIONS (Dollars in 000's)

COMPARISON OF THE PARTNERSHIP'S  THREE MONTHS ENDED JUNE 30, 2000 TO THE
THREE MONTHS ENDED JUNE 30, 1999

Total  revenues for the three months ended June 30, 2000 increased 4.1% from the
three months ended June 30, 1999.  This  increase is due to the increases in the
average  rental  rate and  occupancy  rate as compared to the same period a year
ago.

Property  operating  expenses for the three months ended June 30, 2000 increased
by 2.4% as  compared  to the same  period a year  ago.  Reductions  in  building
repairs and maintenance  were more than offset by increases in real estate taxes
and landscaping costs.

Depreciation  and  amortization  expense  also  increased  from $2,213 to $2,405
primarily due to additional  depreciation related to normal capital additions to
maintain the properties within the increasingly competitive markets.

COMPARISON  OF THE  PARTNERSHIP'S  SIX MONTHS ENDED JUNE 30, 2000 TO THE
SIX MONTHS ENDED JUNE 30, 1999

Total  revenues  for the six months  ended June 30, 2000  increased  by 4.5% due
primarily  to the  increase  in average  rental  rate and a slight  increase  in
occupancy percentage as compared to the same six month period a year ago.

Property  operating  expenses for the six months  ended June 30, 2000  increased
1.9% as compared to the same period a year ago.  Reductions in building  repairs
and maintenance, and utilities were more than offset by increases in real estate
taxes and insurance, and landscaping.

Depreciation  and  amortization  expense  also  increased  from $4,378 to $4,749
primarily due to additional  depreciation related to normal capital additions to
maintain the properties within the increasingly competitive markets.

LIQUIDITY AND CAPITAL RESOURCES

Net cash flow provided by operating  activities  decreased to $7,561 for the six
months  ended June 30, 2000 from  $7,973 for the six months  ended June 30, 1999
mainly related to changes in operating assets and liabilities.

Net cash flow  used in  investing  activities  decreased  by $1,341  for the six
months  ended  June  30,  2000 as  compared  to the same  period a year  earlier
entirely due to reduced capital  improvements  to the  properties.  During 1999,
significant  improvements  were  made on the  Mortgaged  Properties  in order to
increase the quality and curb appeal of the properties.

Net cash used in financing  activities decreased during the period primarily due
to the settlement of a bank overdraft in 1999.

The  Partnership  believes  that cash  provided by  operations  is adequate  and
anticipates that it will continue to be adequate in both the short and long-term
to meet operating requirements  (including recurring capital expenditures at the
communities).

INSURANCE

In the opinion of management,  property and casualty insurance is in place which
provides  adequate  coverage  to provide  financial  protection  against  normal
insurable risks such that it believes that any loss experienced would not have a
significant  impact  on the  Partnership's  liquidity,  financial  position,  or
results of operations.

INFLATION

Substantially  all of the resident leases at the communities  allow, at the time
of renewal, for adjustments in the rent payable thereunder,  and thus may enable
the Partnership to seek rent increases. The substantial majority of these leases
are for one year or less. The short-term nature of these leases generally serves
to reduce the risk to the Partnership of the adverse effects of inflation.

RISKS ASSOCIATED WITH FORWARD-LOOKING STATEMENTS

The Management's  Discussion and Analysis of Financial  Condition and Results of
Operations  contains certain  forward-looking  statements  within the meaning of
Section 27A of the  Securities  Act of 1933, as amended,  and Section 21E of the
Securities Exchange Act of 1934, as amended, which are intended to be covered by
the safe  harbors  created  thereby.  These  statements  include  the  plans and
objectives of management for future  operations,  including plans and objectives
relating  to capital  expenditures  and  rehabilitation  costs on the  apartment
communities. The forward-looking statements included herein are based on current
expectations that involve numerous risks and  uncertainties  which are discussed
in "Risk  Factors" in this report.  Although the  Partnership  believes that the
assumptions underlying the forward-looking statements are reasonable, any of the
assumptions could be inaccurate and,  therefore,  there can be no assurance that
the  forward-looking  statements  included  in  this  report  will  prove  to be
accurate.   In  light  of  the   significant   uncertainties   inherent  in  the
forward-looking  statements  included herein,  the inclusion of such information
should not be  regarded  as a  representation  by the  Partnership  or any other
person that the objectives and plans of the Partnership will be achieved.


ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

This  information has been omitted as there have been no material changes in the
Partnership's market risk as disclosed in the 1999 Annual Report on Form 10-K.

<PAGE>


PART II - OTHER INFORMATION

Item 1. Legal Proceedings

        None.

Item 2. Changes in Securities

        None.

Item 3. Defaults Upon Senior Securities

        None.

Item 4. Submission of Matters to a Vote of Security Holders

        None.

Item 5. Other Information

        None.

Item 6. Exhibits or Reports on Form 8-K

        (a)   Exhibits

               (27) Financial Data Schedule for the period ended 6/30/00.

        (b)  Reports on Form 8-K


         None.

<PAGE>

                                  SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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.


                                    MID-AMERICA CAPITAL PARTNERS, L.P.



Date:          8/14/00              /s/Simon R.C. Wadsworth
                                    Simon R.C. Wadsworth
                                    President and Director
                                    (Principal Executive Officer)


Date:          8/14/00              /s/Mark S.Martini
                                    Mark S. Martini
                                    Director
                                    Principal Financial and Accounting Officer)