<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-Q

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


For the Quarter Ended: June 30, 2001      Commission File Number: 1-14979
                       -------------                              -------



                       CABOT INDUSTRIAL PROPERTIES, L.P.
                       ---------------------------------
            (Exact name of registrant as specified in its charter)

             Delaware                              04-3397874
-------------------------------         --------------------------------------
(State or other jurisdiction of         (I.R.S. Employer Identification Number)
incorporation or organization)



            Two Center Plaza, Suite 200, Boston, Massachusetts 02108
            --------------------------------------------------------
          (Address of principal executive offices, including zip code)


                                (617) 723-0900
                                --------------
              (Registrant's telephone number, including area code)



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
                           --------               ---------

Indicate the number of shares outstanding of each of the registrant's classes of
Common Stock, as of the latest practicable date:  As of August 10, 2001,
43,669,083 Limited Partnership Units; 1,300,000 Series B Cumulative Redeemable
Perpetual Preferred Units, $50 Liquidation value; 2,600,000 Series C Cumulative
Redeemable Perpetual Preferred Units, $25 Liquidation value; 200,000 Series D
Cumulative Redeemable Perpetual Preferred Units, $50 Liquidation value; 200,000
Series E Cumulative Redeemable Perpetual Preferred Units, $50 Liquidation value;
1,800,000 Series F Cumulative Redeemable Perpetual Preferred Units, $25
Liquidation value; 600,000 Series G Cumulative Redeemable Perpetual Preferred
Units, $25 Liquidation value; and 1,400,000 Series H Cumulative Redeemable
Perpetual Preferred Units, $25 Liquidation value.
<PAGE>

                         PART I.  FINANCIAL INFORMATION


ITEM 1.         CONSOLIDATED FINANCIAL STATEMENTS


The accompanying unaudited consolidated condensed financial statements should be
read in conjunction with the 2000 Form 10-K of the registrant Cabot Industrial
Properties, L.P. These consolidated condensed statements have been prepared in
accordance with the instructions of the Securities and Exchange Commission for
Form 10-Q and do not include all the information and footnotes required by
generally accepted accounting principles for complete financial statements.

In the opinion of Cabot Industrial Properties, L.P.'s management, all material
adjustments (consisting solely of items of a normal, recurring nature)
considered necessary for a fair presentation of results of operations for the
interim period have been included. The results of consolidated operations for
the period from January 1, 2001 through June 30, 2001 are not necessarily
indicative of the results that may be expected for the period from January 1,
2001 through December 31, 2001.

                                       2
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

                     CONSOLIDATED CONDENSED BALANCE SHEET
                   As of June 30, 2001 and December 31, 2000
                                (in thousands)


<TABLE>
<CAPTION>
                                                                     June 30, 2001                         December 31, 2000
                                                                     -------------                         --------------------
                                                                      (unaudited)
ASSETS:

INVESTMENT IN REAL ESTATE:
<S>                                                               <C>                                     <C>
Rental Properties                                                        $    1,688,305                           $  1,653,777
Less:  Accumulated Depreciation                                                 (89,203)                               (73,857)
                                                                      -----------------                     ------------------
     Net Rental Properties                                                    1,599,102                              1,579,920
Properties under Development                                                     62,774                                 64,296
                                                                      -----------------                     ------------------
                                                                         $    1,661,876                           $  1,644,216
                                                                      -----------------                     ------------------

OTHER ASSETS:
Cash and Cash Equivalents                                                $        3,612                           $      3,003
Rents and Other Receivables, net of allowance for
     uncollectible accounts of $1,078
     and $982 at June 30, 2001 and December 31, 2000,
     respectively                                                                 4,398                                  3,432
Deferred Rent Receivable                                                         13,787                                 11,573
Deferred Lease Acquisition Costs, net                                            41,149                                 34,288
Deferred Financing Costs, net                                                     5,638                                  5,460
Investment in and Advances to Related Party                                       1,440                                    750
Investment in and Notes Receivable from Joint Ventures                           21,823                                 12,518
Assets Held for Sale                                                              9,228                                 35,882
Other Assets                                                                     23,487                                 16,837
                                                                      -----------------                     ------------------

TOTAL ASSETS                                                             $    1,786,438                           $  1,767,959
                                                                      =================                     ==================


LIABILITIES AND PARTNERS' EQUITY:

LIABILITIES:
Mortgage Debt                                                            $      242,113                           $    246,379
Unsecured Debt                                                                  255,000                                255,000
Line of Credit Borrowings                                                       171,000                                149,000
Accounts Payable                                                                  1,043                                  1,160
Accrued Real Estate Taxes                                                        11,864                                 11,385
Distributions Payable                                                            19,119                                 16,069
Tenant Security Deposits and Prepaid Rents                                        9,619                                 11,395
Other Liabilities                                                                21,539                                 22,666
                                                                      -----------------                     ------------------
                                                                         $      731,297                           $    713,054
                                                                      -----------------                     ------------------

PARTNERS' EQUITY:
Limited Partners' Equity                                                 $       55,081                           $     56,920
General Partner's Equity                                                        763,108                                759,780
Preferred Unitholders' Equity                                                   238,205                                238,205
Accumulated Other Comprehensive Income                                           (1,253)                                    --
                                                                      -----------------                     ------------------

TOTAL PARTNERS' EQUITY                                                   $    1,055,141                           $  1,054,905
                                                                      -----------------                     ------------------

TOTAL LIABILITIES AND PARTNERS' EQUITY                                   $    1,786,438                           $  1,767,959
                                                                      =================                     ==================
</TABLE>


             The accompanying notes are an integral part of these
            unaudited consolidated consdensed financial statements.

                                       3
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

                CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
          For the Three Months ended June 30, 2001 and June 30, 2000
                (unaudited, in thousands, except per unit data)

<TABLE>
<CAPTION>


                                                                       Three Months Ended                Three Months Ended
                                                                          June 30, 2001                    June 30, 2000
                                                                -------------------------------     --------------------------
<S>                                                                <C>                                  <C>
REVENUES:
Rental Income                                                           $        46,913                  $         44,994
Tenant Reimbursements                                                             9,042                             7,184
                                                                      -----------------                ------------------
                Total Revenues                                          $        55,955                  $         52,178
                                                                      -----------------                ------------------


EXPENSES:
Property Operating                                                      $         5,132                  $          4,705
Property Taxes                                                                    6,749                             6,022
Depreciation and Amortization                                                    10,703                            10,444
Interest                                                                         11,460                            10,560
General and Administrative                                                        2,537                             2,240
                                                                      -----------------                ------------------
                Total Expenses                                          $        36,581                  $         33,971
                                                                      -----------------                ------------------


OTHER INCOME:
Interest and Other Income                                               $           870                  $            471
Earnings and Fees from Joint Ventures and Advisory Clients                          440                               198
Net Gain on Sale of Real Estate                                                   1,465                                --
                                                                      -----------------                ------------------
                                                                        $         2,775                  $            669
                                                                      -----------------                ------------------


Net Income                                                              $        22,149                  $         18,876

Net Income Allocable to Preferred Unitholders                                    (5,294)                           (4,905)
                                                                      -----------------                ------------------


Net Income Allocable to Partnership Unitholders                         $        16,855                  $         13,971
                                                                      =================                ==================

Earnings per Partnership Unit:
    Basic                                                               $          0.39                  $           0.32
                                                                      =================                ==================
    Diluted                                                             $          0.39                  $           0.32
                                                                      =================                ==================

Weighted Average Partnership Units:
    Basic                                                                        43,669                            43,668
                                                                      =================                ==================
    Diluted                                                                      43,779                            43,714
                                                                      =================                ==================
</TABLE>


             The accompanying notes are an integral part of these
            unaudited consolidated consdensed financial statements.

                                       4
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

                CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
          For the Six Months ended June 30, 2001 and June 30, 2000
                (unaudited, in thousands, except per unit data)




<TABLE>
<CAPTION>

                                                                        Six Months Ended                Six Months Ended
                                                                          June 30, 2001                  June 30, 2000
                                                                ------------------------------     -----------------------

REVENUES:
<S>                                                               <C>                                <C>
Rental Income                                                            $       94,677                 $        87,743
Tenant Reimbursements                                                            17,700                          14,243
                                                                      -----------------               -----------------
                Total Revenues                                           $      112,377                 $       101,986
                                                                      -----------------               -----------------


EXPENSES:
Property Operating                                                       $       10,456                 $         9,251
Property Taxes                                                                   13,252                          11,920
Depreciation and Amortization                                                    20,788                          20,247
Interest                                                                         23,168                          20,010
General and Administrative                                                        5,222                           4,741
                                                                      -----------------               -----------------
                Total Expenses                                           $       72,886                 $        66,169
                                                                      -----------------               -----------------


OTHER INCOME:
Interest and Other Income                                                $        1,211                 $           765
Earnings and Fees from Joint Ventures and Advisory Clients                        1,261                             198
Net Gain on Sale of Real Estate                                                   2,414                              --
                                                                      -----------------               -----------------
                                                                         $        4,886                 $           963
                                                                      -----------------               -----------------


Net Income                                                               $       44,377                 $        36,780

Net Income Allocable to Preferred Unitholders                                   (10,588)                         (9,116)
                                                                      -----------------               -----------------


Net Income Allocable to Partnership Unitholders                          $       33,789                 $        27,664
                                                                      =================               =================

Earnings per Partnership Unit:
    Basic                                                                $         0.77                 $          0.63
                                                                      =================               =================
    Diluted                                                              $         0.77                 $          0.63
                                                                      =================               =================

Weighted Average Partnership Units:
    Basic                                                                        43,669                          43,668
                                                                      =================               =================
    Diluted                                                                      43,775                          43,713
                                                                      =================               =================
</TABLE>


             The accompanying notes are an integral part of these
            unaudited consolidated consdensed financial statements.

                                       5
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

                CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
           For the Six Months ended June 30, 2001 and June 30, 2000
                           (unaudited, in thousands)


<TABLE>
<CAPTION>

                                                                                              Six Months Ended    Six Months Ended
                                                                                                June 30, 2001       June 30, 2000
                                                                                              ----------------    -----------------

CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                     <C>                         <C>
     Net Income                                                                              $     44,377            $ 36,780
     Adjustments to Reconcile Net Income to Cash Provided by Operating Activities:
             Depreciation and Amortization                                                         20,788              20,247
             Net Gain on Sale of Real Estate                                                       (2,414)                 --
             Straight Line Rent                                                                    (2,266)             (2,638)
             Cabot L.P.'s Share of Net Income from Cabot Advisors and Joint                          (351)                (80)
               Ventures
             Amortization of Deferred Financing Costs                                                 950                 614
             (Increase) Decrease in Rents and Other Receivables                                      (966)                430
             Increase (Decrease) in Accounts Payable                                                  (52)                145
             (Increase) Decrease in Other Assets                                                      294              (3,410)
             Increase in Accrued Real Estate Taxes                                                    479               1,229
             Decrease in Other Liabilities                                                         (2,748)               (868)
                                                                                            -------------          ----------

                     Net Cash Provided by Operating Activities                                     58,091              52,449
                                                                                            -------------          ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Property and Lease Acquisition Costs                                                         (35,292)           (150,958)
     Notes Receivable from Joint Ventures                                                          (4,705)             (6,016)
     Investment in Joint Ventures                                                                  (4,418)               (946)
     Proceeds from Contribution of Real Estate to Joint Venture                                     5,076                  --
     Decrease (Increase) in Other Assets                                                            5,940              (1,299)
     Advances to Cabot Advisors, net                                                                 (871)                326
                                                                                            -------------          ----------

                     Net Cash Used in Investing Activities                                        (34,270)           (158,893)
                                                                                            -------------          ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Line of Credit Borrowings, net                                                                22,000              20,000
     Distributions Paid to Partnership Unitholders                                                (31,659)            (30,349)
     Distributions Paid to Preferred Unitholders                                                   (8,194)             (9,053)
     Debt Principal Repayments                                                                     (4,266)             (2,044)
     Increase in Deferred Financing Costs                                                          (1,076)               (681)
     Net Proceeds from Issuance of Units / Payment of Expenses of Issuance                             --                 (85)
     Proceeds From Issuance of Secured Debt                                                            --              61,900
     Proceeds from Issuances of Preferred Units, net                                                   --              47,767
     Other                                                                                            (17)                 --
                                                                                            -------------          ----------


                      Net Cash (Used in) Provided by Financing Activities                         (23,212)             87,455
                                                                                            -------------          ----------

Net Increase (Decrease) in Cash and Cash Equivalents                                                  609             (18,989)
                                                                                            -------------          ----------

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                                                     3,003              22,007
                                                                                            -------------          ----------

CASH AND CASH EQUIVALENTS - END OF PERIOD                                                    $      3,612            $  3,018
                                                                                            =============          ==========

Cash paid for interest, net of amounts capitalized                                           $     22,338            $ 20,290
                                                                                            =============          ==========
</TABLE>

                                       6
<PAGE>
                      CABOT INDUSTRIAL PROPERTIES, L.P.

          CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (Continued)
           For the Six Months Ended June 30, 2001 and June 30, 2000
                          (unaudited, in thousands)

DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES:


In conjunction with real estate acquisitions, Cabot L.P. assumed $11,156 of
indebtedness during the six months ended June 30, 2000.

At June 30, 2001, accrued capital expenditures (including amounts included in
accounts payable) totaled $7,749 and accrued offering costs totaled $796 and
accrued financing costs totaled $47.

At June 30, 2000, accrued capital expenditures (including amounts included in
accounts payable) totaled $8,304, accrued offering costs totaled $945 and
accrued financing costs totaled $24.


        The accompanying notes are an integral part of these unaudited
                 consolidated condensed financial statements.

                                       7
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 June 30, 2001


1.   General

Organization

Cabot Industrial Properties, L.P. (Cabot L.P.), a Delaware limited partnership,
was formed on October 10, 1997.  The general partner of Cabot L.P. is Cabot
Industrial Trust (Cabot Trust), a Maryland real estate investment trust which
was also formed on October 10, 1997.  As the general partner of Cabot L.P.,
Cabot Trust has the exclusive power under the agreement of limited partnership
to manage and conduct the business of Cabot L.P.

Cabot Trust is a fully integrated, internally managed real estate company formed
to continue and expand the national real estate business of Cabot Partners
Limited Partnership (Cabot Partners).  Cabot Trust qualifies as a real estate
investment trust (a REIT) for federal income tax purposes.

As of June 30, 2001, Cabot L.P. owned 363 industrial properties located in 21
markets throughout the United States, containing approximately 41 million
rentable square feet.  These properties were approximately 95.9% leased to 724
tenants at June 30, 2001.  Cabot L.P. and its affiliates also own 20% interests
in and provide acquisition, development, asset and property management services
to joint ventures (the Joint Ventures) with three institutional partners, each
of which invests in industrial multi-tenant and workspace properties or develops
bulk distribution properties.  Cabot L.P.'s investment in Joint Ventures is
included in Investment in and Notes Receivable from Joint Ventures on the
accompanying consolidated condensed balance sheet.  Income earned from the Joint
Ventures is accounted for under the equity method of accounting and is included
in Earnings and Fees from Joint Ventures and Advisory Clients in the
accompanying consolidated condensed statements of operations.


2.   Significant Accounting Policies: Derivative Financial Instruments

Accounting Changes: Standards Implemented and Transition Adjustment

On January 1, 2001, Cabot L.P. adopted Statement of Financial Accounting
Standards (SFAS) No. 133, "Accounting for Derivative Instruments and Hedging
Activities," as amended by SFAS No.  138, "Accounting for Certain Derivative
Instruments and Certain Hedging Activities - an Amendment of FASB Statement No.
133".  SFAS No. 133, as amended, requires companies to carry all derivative
instruments, including certain embedded derivatives, in the statement of
financial condition at fair value.  The accounting for the changes in fair value
of a derivative instrument depends on whether it has been designated and
qualifies as part of a hedging relationship and, if so, on the reason for
holding it.  Cabot L.P. uses only qualifying hedges that are designated
specifically to reduce exposure to interest rate risk by hedging the expected
future cash payments on certain liabilities.  This is typically accomplished
using an interest rate cap, collar or swap agreement.  For financial reporting
purposes these transactions qualify as cash flow hedges and the gain or loss on
the effective portion of the interest rate hedge is recorded as a component of
equity, which becomes reclassified into earnings along with payments on the
hedged liability.  The effectiveness of the hedging relationship will be
assessed each reporting period, and any ineffectiveness measured, if applicable,
will be included in earnings.

                                       8
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                 June 30, 2001



As of January 1, 2001, Cabot L.P. recorded a net transition adjustment of
$287,000 in accumulated other comprehensive income (equity).  Adoption of the
standard also resulted in the recognition of $287,000 of derivative instrument
liabilities.  In general, the amount of volatility will vary with the level of
derivative activities during any period.

The following table summarizes, at June 30, 2001, the notional value, carrying
value and fair value of Cabot L.P.'s derivative financial instruments.  The
notional value at June 30, 2001 provides an indication of the extent of Cabot
L.P.'s involvement in these instruments at the time, but does not represent
exposure to credit, interest rate or market risks.


<TABLE>
<CAPTION>
                                                                Fixed
                                 Notional Value             Interest Rate                    Maturity              Fair Value
                             --------------------     ------------------------      ----------------------- ---------------------
<S>                            <C>                      <C>                           <C>                     <C>

Interest Rate Swap                    $25,000,000                   5.891%                          2003          $(623,000)
Interest Rate Swap                     25,000,000                   5.905%                          2003           (630,000)
</TABLE>

Cabot L.P. has entered into two interest rate swaps relating to the Acquisition
Facility (see Note 4) for notional amounts of $25 million each, which are
intended to result in limiting the variable nature of the LIBOR component of
Cabot L.P.'s interest rate on an equivalent amount of borrowings to 5.891% and
5.905% through October 2003.  Cabot L.P. had entered into an interest rate cap
arrangement relating to the Acquisition Facility for a notional amount of $100
million for the period from October 1, 1999 through April 1, 2000.  This
arrangement resulted in limiting the variable nature of the LIBOR component of
Cabot L.P.'s interest rate on an equivalent amount of borrowings to no more than
6.50% per annum.

Comprehensive Income

Comprehensive income combines net income and "other comprehensive items" that
represent certain amounts that are reported as components of partners' equity in
the accompanying consolidated condensed balance sheet, including unrealized
gains and losses on derivative instruments.

At June 30, 2001, the derivative instruments were reported at fair value under
Other Liabilities of $1,253,000.  The offsetting adjustments are represented as
unrealized losses in Accumulated Other Comprehensive Income.

                                       9
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                 June 30, 2001


3.   Property Acquisitions

During the period from April 1, 2001 through June 30, 2001, Cabot L.P. acquired
the following industrial properties:

<TABLE>
<CAPTION>
                                                                                                          Acquisition
           Property Location                       Property Type               Square Feet                    Cost
---------------------------------------      ------------------------      ------------------      ------------------------

<S>                                            <C>                           <C>                     <C>
Summit Avenue, Plano, TX                             Workspace                        120,276              $   20,390
E. Plano Parkway, Plano, TX                          Workspace                         67,372
E. Plano Parkway, Plano, TX                          Workspace                         65,135
E. Plano Parkway, Plano, TX                          Workspace                         53,833

Altura Street, Buena Vista, CA                       Workspace                         67,350                   3,745
                                                                           ------------------      ------------------------
TOTALS                                                                                373,966              $   24,135
                                                                           ==================      ========================
</TABLE>



4.   Debt Activity

On October 24, 2000, Cabot L.P. obtained a $325 million unsecured line of credit
facility (the Acquisition Facility) replacing its previous $325 million credit
facility that was to mature in March 2001.  The credit facility matures in
October 2003, has a one-year extension option and a $50 million expansion
option.  The credit facility also includes certain financial and nonfinancial
covenants.  Cabot Trust is a guarantor of the facility.  The interest rate on
the Acquisition Facility for the six months ended June 30, 2001 and 2000 was
LIBOR plus 100 basis points (which includes a 20 basis point facility fee in
2001).  As of August 10, 2001, the rate on the borrowings at Cabot Trust's
current credit rating is LIBOR plus 100 basis points.  At June 30, 2001 and
2000, the interest rate on outstanding borrowings was 4.87% and 7.69%,
respectively.  The Acquisition Facility is used to acquire and develop
properties and for working capital purposes.

Cabot L.P. assumed certain loans in connection with its formation, entered into
loan agreements during 1999 and 2000, and assumed certain loans in connection
with several real estate acquisitions, all secured by certain existing real
estate assets (collectively, the Mortgage Loans).  At June 30, 2001, the
Mortgage Loans totaled $242.1 million, have coupon interest rates ranging from
7.25% - 9.67% and are secured by properties with a net book value of $387.6
million.  Certain of the debt assumed in connection with the acquisition of
properties bears a coupon interest rate that differed from the fair market value
interest rate at the date of acquisition.  In accordance with generally accepted
accounting principles, such debt was recorded at fair market value and interest
expense was recorded in the accompanying consolidated condensed statements of
operations based on the fair market interest rate at the date of acquisition.

                                       10
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                 June 30, 2001



5. Earnings Per Unit

In accordance with SFAS No. 128, "Earnings Per Share", basic earnings per
partnership unit have been computed by dividing net income allocable to
partnership unitholders by the weighted average number of partnership units
outstanding during each of the periods ended June 30, 2001 and 2000.

Diluted earnings per partnership unit have been computed considering the
potentially dilutive effect of the exercise of Unit options and warrants granted
by Cabot L.P. and Cabot Trust. Basic and diluted earnings per partnership unit
were calculated as follows:

<TABLE>
<CAPTION>
                                                           Three Months Ended          Three Months Ended
                                                              June 30, 2001               June 30, 2000
                                                      ---------------------------    ---------------------
Basic:
<S>                                                     <C>                            <C>
Net Income Allocable to Partnership Unitholders               $  16,855,000                  $  13,971,000
                                                           ----------------               ----------------

Weighted Average Partnership Units                               43,669,000                     43,668,000
                                                           ----------------               ----------------
Basic Earnings per Partnership Unit                           $        0.39                  $        0.32
                                                           ================               ================

Diluted:
Net Income Allocable to Partnership Unitholders               $  16,855,000                  $  13,971,000
                                                           ----------------               ----------------
Weighted Average Partnership Units                               43,669,000                     43,668,000
Effect of Unit Options                                              110,000                         46,000
                                                           ----------------               ----------------
Weighted Average Partnership Units, as adjusted                  43,779,000                     43,714,000
                                                           ----------------               ----------------
Diluted Earnings per Partnership Unit                         $        0.39                  $        0.32
                                                           ================               ================
</TABLE>


<TABLE>
<CAPTION>
                                                            Six Months Ended            Six Months Ended
                                                              June 30, 2001               June 30, 2000
                                                      ---------------------------    ---------------------
Basic:
<S>                                                     <C>                            <C>
Net Income Allocable to Partnership Unitholders               $  33,789,000                  $  27,664,000
                                                           ----------------               ----------------

Weighted Average Partnership Units                               43,669,000                     43,668,000
                                                           ----------------               ----------------
Basic Earnings per Partnership Unit                           $        0.77                  $        0.63
                                                           ================               ================

Diluted:
Net Income Allocable to Partnership Unitholders               $  33,789,000                  $  27,664,000
                                                           ----------------               ----------------

Weighted Average Partnership Units                               43,669,000                     43,668,000
Effect of Unit Options                                              106,000                         45,000
                                                           ----------------               ----------------
Weighted Average Partnership Units, as adjusted                  43,775,000                     43,713,000
                                                           ----------------               ----------------
Diluted Earnings per Partnership Unit                         $        0.77                  $        0.63
                                                           ================               ================
</TABLE>

                                       11
<PAGE>

                       CABOT INDUSTRIAL PROPERTIES, L.P.

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
                                 June 30, 2001



Approximately 5 million and 4 million options, which have been granted, are
excluded from the above calculations of diluted earnings per partnership unit
for the three and six months ended June 30, 2001 and 2000, respectively,
since the impact of consideration of these options was anti-dilutive. In
addition, 750,000 warrants granted in connection with the establishment of a
joint venture were excluded from the above calculation for the both the three
and six months ended June 30, 2001 since the impact of consideration of these
warrants was anti-dilutive.


6.  Joint Venture Activity

Cabot L.P. and its affiliates have entered into joint venture agreements
(collectively, the Joint Ventures) with three institutional partners targeted
towards investment in industrial multi-tenant and workspace properties and
development of bulk distribution properties.  Cabot L.P. and its affiliates
entered into a joint venture agreement with J.P. Morgan Partners (formerly Chase
Capital Partners) on April 12, 2000.  Cabot L.P. subsequently entered into joint
venture agreements with GE Capital Real Estate (GE) on September 5, 2000 and
Teachers Insurance and Annuity Association - College Retirement Fund (TIAA-CREF)
on November 16, 2000.  In connection with the formation of the joint venture
with GE, Cabot Trust issued stock warrants to purchase 750,000 Common Shares to
GE at an exercise price of $27.00 per share for a term of five years, which had
an estimated fair value of approximately $550,000 at the time of issuance.  As
of June 30, 2001, the investors have committed approximately $211 million in
equity to the Joint Ventures of which 20% has or will be funded by Cabot L.P. or
its affiliates. As of June 30, 2001, the Joint Ventures had acquired 25
industrial properties at a cost of approximately $92 million and comprising
approximately 1.4 million square feet, had one 573,000 square foot project
currently under development and stabilized two other properties that were under
development, totaling approximately 640,000 square feet.

Cabot L.P. earned, in the aggregate, approximately $695,000 in acquisition,
development and asset management fees from the Joint Ventures during the six
months ended June 30, 2001.  In addition, Cabot L.P. earned income of
approximately $351,000 from the Joint Ventures, which are accounted for under
the equity method of accounting.  These amounts are included in Earnings and
Fees from Joint Ventures and Advisory Clients in the accompanying consolidated
condensed statement of operations.

As of June 30, 2001, Cabot L.P. and its affiliates provided financing to the
Joint Ventures in the form of notes receivable totaling $8,018,000.  These notes
are expected to be repaid from the proceeds of the Joint Ventures' third party
financing.  During the six months ended June 30, 2001, Cabot L.P. and its
affiliates earned $277,000 of interest income from these notes receivable.

                                       12
<PAGE>

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

The statements contained in this discussion and elsewhere in this report that
are not historical facts are forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934.  These forward-looking statements are based on current
expectations, estimates and projections about the industry and markets in which
Cabot L.P. operates, management's beliefs and assumptions made by management.
Words such as "expects", "anticipates", "intends", "plans", "believes", "seeks",
"estimates", and variations of such words and similar expressions are intended
to identify such forward-looking statements.  Such forward-looking statements
are not guarantees of future performance and involve risks and uncertainties.
Therefore, actual outcomes and results may differ materially from what is
expressed or suggested by such forward-looking statements.  Cabot L.P.
undertakes no obligation to update publicly any forward-looking statements,
whether as a result of new information, future events or otherwise.  Cabot
L.P.'s operating results depend primarily on income from industrial properties,
which may be affected by various factors, including changes in national and
local economic conditions, competitive market conditions, uncertainties and
costs related to and the imposition of conditions on receipt of governmental
approvals and costs of material and labor, all of which may cause actual results
to differ materially from what is expressed herein.  Capital and credit market
conditions, which affect Cabot L.P.'s cost of capital, also influence operating
results.

Introduction

Cabot L.P. is an internally managed, fully integrated real estate company,
focused on serving a variety of industrial space users in the country's
principal commercial markets.  Cabot L.P. owns and operates a diversified
portfolio of bulk distribution, multi-tenant distribution and "workspace" (light
industrial, R&D and similar facilities) properties throughout the United States.
As of June 30, 2001, Cabot L.P. owned 363 industrial properties.  Cabot L.P.
also owns 20% equity interests in and provides acquisition, development, asset
and property management services to three joint ventures (the Joint Ventures),
which invest in and develop industrial properties.

Results of Operations

Quarter Ended June 30, 2001 compared with Quarter Ended June 30, 2000

Net income allocable to partnership unitholders for the quarter ended June 30,
2001 totaled $16.9 million or $0.39 per unit, compared with $14.0 million or
$0.32 per unit for the quarter ended June 30, 2000. The 2001 results include a
gain on sale of real estate of $1.5 million. There were no sales of property
during the quarter ended June 30, 2000. After consideration of the impact of the
gain on sale of property in 2001, the increase in net income allocable to
partnership unitholders in 2001 of approximately $1.4 million is primarily due
to increased income related to acquisitions, development properties placed into
service, additional income generated by the company's properties and fees from
and income generated by the Joint Ventures offset by the operations of
properties disposed of, increased depreciation and amortization, interest
expense and increased income allocable to preferred unitholders.

Rental revenues were $56.0 million, including tenant reimbursements of $9.0
million, for the quarter ended June 30, 2001, compared with $52.2 million,
including tenant reimbursements of $7.2 million, for the quarter ended June 30,
2000.  Total rental revenue of $49.9 million and $48.8 million was generated

                                       13
<PAGE>

in 2001 and 2000, respectively, by the properties owned as of April 1, 2000,
and still owned as of June 30, 2001, excluding properties held for sale, (the
Quarterly Baseline Properties) and total rental revenue of $5.7 million and $1.6
million in 2001 and 2000, respectively, was generated by the properties acquired
or developed subsequent to March 31, 2000. The remainder of total rental revenue
relates to properties held for sale and properties sold in 2001 and 2000. The
growth in rental revenue for the Quarterly Baseline Properties is primarily
attributable to rental increases for new leases, extensions and renewals.

The operating margin (the ratio of total revenues minus property operating and
property tax expenses to total revenues) remained unchanged at 79% for the
quarters ended June 30, 2001 and 2000.

Depreciation and amortization related to real estate assets totaled $10.7
million and $10.4 million for the quarters ended June 30, 2001 and 2000,
respectively.  The increase reflects the acquisition of real estate assets, the
placement of development properties into service, and additional deferred lease
acquisition costs offset by decreased depreciation related to properties sold
and Assets Held for Sale.

Interest expense of $11.5 million for the quarter ended June 30, 2001 represents
interest incurred on $200.0 million of unsecured debt issued in May 1999, an
additional $55.0 million of unsecured debt issued in September 2000, borrowings
under Cabot L.P.'s Acquisition Facility and an average of $243.6 million of
secured debt, net of $1,027,000 of interest capitalized to development projects.
Interest expense of $10.6 million for the quarter ended June 30, 2000 represents
interest incurred on $200.0 million of unsecured debt issued in May 1999,
borrowings under Cabot L.P.'s Acquisition Facility and an average of $172.2
million of secured debt, net of $900,000 of interest capitalized to development
projects.

General and administrative expense increased by $297,000, to $2.5 million for
the quarter ended June 30, 2001.  The increase is primarily due to an increase
in personnel to manage the acquisition, development, asset management and
financing activity resulting from the increase in the number of Cabot L.P.'s
properties from 350 to 363 at the end of each period.  As a percentage of rental
revenues, general and administrative expense increased to 4.5% at June 30, 2001
from 4.3% at June 30, 2000.

Interest and other income, which consists primarily of interest earned on Cabot
L.P.'s invested cash balances and advances to the Joint Ventures, as well as
earnings of Cabot Advisors, increased to $870,000 from $471,000 for the quarter
ended June 30, 2001, compared to the quarter ended June 30, 2000.  The increase
is primarily due to fees earned from development of property and interest income
earned on the proceeds received from the sales of property anticipated to be
used to acquire additional real estate assets (related proceeds to be reinvested
are included within Other Assets on the consolidated condensed balance sheet).

Earnings and Fees from Joint Ventures and Advisory Clients consists of
acquisition, development and asset management fees of $174,000 earned from Joint
Venture arrangements for which Cabot L.P. performs services, and earnings from
Joint Ventures accounted for under the equity method of $266,000 for the quarter
ended June 30, 2001.  During the quarter ended June 30, 2000, Cabot L.P. earned
acquisition, development and asset management fees of $178,000 from its Joint
Venture arrangements and recorded earnings from Joint Ventures in the amount of
$20,000.  The increase in earnings from Joint Ventures is primarily due to an
increase in the number of properties owned by the Joint Ventures, which
increased from four to 28 at the end of each period.

                                       14
<PAGE>

During the quarter ended June 30, 2001, Cabot L.P. sold four properties, which
resulted in a net Gain on Sale of Real Estate of $1.5 million.  There were no
sales of property during the quarter ended June 30, 2000.

Dividends accruable to preferred unitholders, totaled $5.3 million and $4.9
million for the quarters ended June 30, 2001 and June 30, 2000, respectively.
The increase in net income allocable to preferred unitholders is due to the
issuance of additional Cumulative Redeemable Perpetual Preferred Equity.

Six Months Ended June 30, 2001 compared with the Six Months Ended June 30, 2000

Net income allocable to partnership unitholders for the six months ended June
30, 2001 totaled $33.8 million or $0.77 per unit, compared with $27.7 million or
$0.63 per unit for the six months ended June 30, 2000. The 2001 results include
a gain on sale of real estate of $2.4 million, but there were no significant
gains or losses on sales during the six months ended June 30, 2000. After
consideration of the impact of the gain on sale of property in 2001, the
increase in net income allocable to partnership unitholders in 2001 of
approximately $3.7 million is primarily due to increased income related to
acquisitions, development properties placed into service, additional income
generated by the company's properties (including a significant increase in
termination payments -- see below for further discussion) and fees from and
income generated by the Joint Ventures offset by the operations of properties
disposed of, increased depreciation and amortization, interest expense, and
increased income allocable to preferred unitholders.

Rental revenues were $112.4 million, including tenant reimbursements of $17.7
million, for the six months ended June 30, 2001, compared with $102.0 million,
including tenant reimbursements of $14.2 million, for the six months ended June
30, 2000.  Total rental revenue of $95.6 million and $93.2 million was generated
in 2001 and 2000, respectively, by the properties owned as of January 1, 2000,
and still owned as of June 30, 2001, excluding properties held for sale, (the
Baseline Properties) and total rental revenue of $15.2 million and $5.0 million
in 2001 and 2000, respectively, was generated by the properties acquired or
developed subsequent to December 31, 1999.  The remainder of total rental
revenue relates to properties held for sale and properties sold in 2001 and
2000.  The growth in rental revenue for Baseline Properties is primarily
attributable to rental increases for new leases, extensions and renewals and an
increase of approximately $850,000 in termination payments, due primarily to a
significant termination payment earned during the six months ended June 30,
2001.

The operating margin (the ratio of total revenues minus property operating and
property tax expenses to total revenues) remained unchanged at 79% for the six
months ended June 30, 2001 and 2000.

Depreciation and amortization related to real estate assets totaled $20.8
million and $20.2 million for the six months ended June 30, 2001 and 2000,
respectively.  The increase reflects the acquisition of real estate assets, the
placement of development properties into service, and additional deferred lease
acquisition cost offset by decreased depreciation related to properties sold and
Assets Held for Sale.

Interest expense of $23.2 million for the six months ended June 30, 2001
represents interest incurred on $200.0 million of unsecured debt issued in May
1999, an additional $55.0 million of unsecured debt issued in September 2000,
borrowings under Cabot L.P.'s Acquisition Facility and an average of $244.2
million of secured debt, net of $1.9 million of interest capitalized to
development projects.  Interest expense of $20.0 million for the six months
ended June 30, 2000 represents interest incurred on

                                       15
<PAGE>

$200.0 million of unsecured debt issued in May 1999, borrowings under Cabot
L.P.'s Acquisition Facility and an average of $169.9 million of secured debt,
net of $1.8 million of interest capitalized to development projects.

General and administrative expense increased by $481,000, to $5.2 million for
the six months ended June 30, 2001.  The increase is primarily due to an
increase in personnel to manage the acquisition, development, asset management
and financing activity resulting from the increase in the number of Cabot L.P.'s
properties from 350 to 363 at the end of each period.  As a percentage of rental
revenues, general and administrative expense remained unchanged at 4.6% for the
each of the six months ended June 30, 2001 and 2000.

Interest and other income, which consists primarily of interest earned on Cabot
L.P.'s invested cash balances and advances to the Joint Ventures, as well as
earnings of Cabot Advisors, increased to $1.2 million from $765,000 for the six
months ended June 30, 2001, compared to the six months ended June 30, 2000.  The
increase is primarily due to interest income from financing provided by Cabot
L.P. to the Joint Ventures, fees earned from development of property and
interest income earned on the proceeds received from the sales of property
anticipated to be used to acquire additional real estate assets (related
proceeds to be reinvested are included within Other Assets on the consolidated
condensed balance sheet).

Earnings and Fees from Joint Ventures and Advisory Clients consists of
acquisition, development and asset management fees of $910,000 earned from Joint
Venture arrangements as well as from third party clients for which Cabot L.P.
performs services, and earnings from Joint Ventures accounted for under the
equity method of $351,000 for the six months ended June 30, 2001.  During the
six months ended June 30, 2000, Cabot L.P. earned acquisition, development and
asset management fees of $178,000 from its Joint Venture arrangements and
recorded earnings from Joint Ventures in the amount of $20,000.  The increase in
earnings and fees from Joint Ventures is primarily due to an increase in the
number of properties owned by the Joint Ventures, which increased from four to
28 at the end of each period.

During the six months ended June 30, 2001, Cabot L.P. sold seven properties
resulting in a net Gain on Sale of Real Estate of $2.4 million.  There were no
significant sales during the six months ended June 30, 2000.

Dividends accruable to preferred unitholders, totaled $10.6 million and $9.1
million for the six months ended June 30, 2001 and June 30, 2000, respectively.
The increase in net income allocable to preferred unitholders is primarily due
to the issuance of additional Cumulative Redeemable Perpetual Preferred Equity.


Capital Resources and Liquidity

Cabot L.P. intends to rely on cash provided by operations, unsecured and secured
borrowings from institutional sources and public debt as its primary sources of
funding for acquisition, development, joint venture investment and expansion and
renovation of properties.  Cabot L.P. may also consider equity financing when
such financing is available on attractive terms.  Cabot L.P. also expects
acquisitions to be funded from reinvestment of proceeds from sales of property
via tax-free exchanges under Section 1031 of the Internal Revenue Code.

                                       16
<PAGE>

On September 7, 2000, Cabot L.P. established a Medium Term Note program eligible
to issue up to $200 million of notes payable.  On September 12, 2000, Cabot L.P.
issued $40 million of notes payable with a coupon interest rate of 8.5% due
September 15, 2010.  On September 18, 2000, Cabot L.P. issued an additional $15
million of notes payable with an 8.2% coupon interest rate, due September 15,
2005.

As of June 30, 2001, Cabot L.P. had issued an aggregate of $245 million of
Cumulative Redeemable Perpetual Preferred Units in seven separate transactions
in 1999 and 2000.  The net proceeds from these transactions were $238.2 million,
which were used to pay down outstanding balances under the Acquisition Facility.
These Cumulative Redeemable Perpetual Preferred Units are callable by Cabot L.P.
at par on or after the fifth anniversary of their respective issuance dates.

On October 24, 2000, Cabot L.P. obtained a $325 million unsecured line of credit
facility replacing its previous $325 million credit facility that was to mature
in March 2001.  The credit facility matures in October 2003 and has a one-year
extension option and a $50 million expansion option.  The credit facility also
includes certain financial and nonfinancial covenants.  Cabot Trust is a
guarantor of the facility.   The rate on the borrowings at Cabot Trust's current
credit rating is LIBOR plus 100 basis points. The Acquisition Facility is used
to fund property acquisitions, development activities, building expansions,
tenant leasing costs and for other general corporate purposes.  Cabot L.P.
believes cash flow from operations not distributed to Unitholders will be
sufficient to cover tenant allowances and costs associated with renewal or
replacement of current tenants as their leases expire and recurring non-
incremental revenue generating capital expenditures.

As of June 30, 2001, Cabot L.P. had $242.1 million of fixed rate debt secured by
properties, $171.0 million of unsecured borrowings under its Acquisition
Facility, $255.0 million of unsecured debt and a 36.9% debt-to-total market
capitalization ratio.  The debt-to-total market capitalization ratio is
calculated based on Cabot L.P.'s total consolidated debt as a percentage of the
sum of the market value of its outstanding Partnership Units and the liquidation
value of Perpetual Preferred Units and total debt at June 30, 2001.

Cabot L.P. and its affiliates have entered into joint venture agreements
(collectively, the Joint Ventures) with three institutional partners targeted
towards investment in industrial multi-tenant and workspace properties and
development of bulk distribution properties.  Cabot L.P. and its affiliates
entered into joint ventures with J.P. Morgan Partners (formerly Chase Capital
Partners) on April 12, 2000.  Cabot L.P. subsequently entered into joint venture
agreements with GE Capital Real Estate (GE) on September 5, 2000 and Teachers
Insurance and Annuity Association - College Retirement Fund   (TIAA-CREF) on
November 16, 2000.  Stock warrants with an estimated value of approximately
$550,000 were issued to GE in connection with the formation of the Joint
Ventures.  As of June 30, 2001, these ventures had acquired 25 industrial
properties at a cost of approximately $92 million and comprising approximately
1.4 million square feet, had one 573,000 square foot project currently under
development and stabilized two other properties that were under development,
totaling approximately 640,000 square feet. As of June 30, 2001, the investors
have committed approximately $211 million in equity to the ventures of which 20%
has or will be funded by Cabot L.P.

In the normal course of operations, as of August 10, 2001, Cabot L.P. has
entered into commitments to purchase approximately $22 million of additional
real estate assets for its own account. Cabot L.P. has also entered into
agreements to sell additional buildings, which are included in Assets Held for
Sale on Cabot L.P.'s consolidated condensed balance sheet as of June 30, 2001.
Because a number of conditions

                                       17
<PAGE>

must be met prior to closing, it is uncertain as to whether these transactions
will actually be consummated.

Cash and cash equivalents totaled $3.6 million at June 30, 2001.  Cash provided
by operating activities for the six months ended June 30, 2001, was $58.1
million.


Ratio of Earnings to Fixed Charges

We have computed the ratios of earnings to fixed charges and preferred
distributions by dividing income from continuing operations, plus fixed charges,
plus amortization of capitalized interest, plus distributed income of equity
investees, less earnings of equity investees, less interest capitalized, by
fixed charges.  Fixed charges consist of interest costs, whether expensed or
capitalized, the interest component of rental expense and amortization of debt
premiums, discounts and issuance costs and preferred distributions.

The ratio of earnings to fixed charges was 1.88X for the three months ended June
30, 2001 compared to 1.80X for the three months ended June 30, 2000.  The
increase is primarily due to increased income related to acquisitions, the
placement of development properties into service, additional income generated by
Cabot L.P.'s properties, fees and income generated by the Joint Ventures and the
gain on sale of property, offset by the operations of properties disposed of, an
increase in income allocable to preferred unitholders and an increase in
interest expense and depreciation and amortization as discussed in the "Results
of Operations" above.

The ratio of earnings to fixed charges was 1.88X for the six months ended June
30, 2001 compared to 1.83X for the six months ended June 30, 2000.  The increase
is primarily due to increased income related to acquisitions, the placement of
development properties into service, additional income generated by Cabot L.P.'s
properties (including a significant increase in termination payments), fees and
income generated by the Joint Ventures and the gain on sale of property, offset
by the operations of properties disposed of, an increase in income allocable to
preferred unitholders and an increase in interest expense and depreciation and
amortization as discussed in the "Results of Operations" above.

                                       18
<PAGE>

ITEM 3.  QUANTITATIVE DISCLOSURES ABOUT MARKET RISK

Cabot L.P.'s exposure to market risk has not changed materially from its
exposure at December 31, 2000.

                                       19
<PAGE>

                           PART II. OTHER INFORMATION



Item 1.    Legal Proceedings
             Not Applicable

Item 2.    Changes in Securities and Use of Proceeds
             Not Applicable

Item 3.    Defaults Upon Senior Securities
             Not Applicable

Item 4.    Submission of Matters to a Vote of Security Holders
             Not Applicable

Item 5.    Other Information
             Not Applicable

Item 6.    Exhibits and Reports on Form 8-K
             None

                                       20
<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized as of the 13th day of August 2001.


                                     CABOT INDUSTRIAL PROPERTIES, L.P.
                                     ---------------------------------
                                     Registrant

                                     By CABOT INDUSTRIAL TRUST
                                     Its general partner


 August 13, 2001                     /s/ Neil E. Waisnor
------------------------             -------------------
        Date                         Neil E. Waisnor
                                     Senior Vice President-Finance, Treasurer,
                                     Secretary


 August 13, 2001                     /s/ Robert E. Patterson
------------------------             -----------------------
        Date                         Robert E. Patterson
                                     President

                                       21