<PAGE>   1
                     U.S. Securities and Exchange Commission
                              Washington, DC 20549
                                   Form 10-QSB


(Mark One)

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

                 For the quarterly period ended June 30, 2000.

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

                 For the transition period from _____ to _____.

                        COMMISSION FILE NUMBER 000-22719
                                               ---------

                  PHYSICIAN HEALTHCARE PLAN OF NEW JERSEY, INC.
          (Name of small business issuer as specified in its charter.)

<TABLE>
<S>                                          <C>
                 New Jersey                     22-3273637
      (State or other jurisdiction of        (I.R.S. Employer
       incorporation or organization)        Identification No.)
</TABLE>



c/o The Pace Group, Inc., 202 Courtney Lane, McKinney, Texas 75070
       (Address of principal executive offices)                   (zip code)

Issuer's telephone number:    c/o (972) 562-3979
                              ------------------

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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
                                                             ---  ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of June 30, 2000 there were 4,629
shares of Common Stock outstanding.


Transitional Small Business Disclosure Format (Check one):  Yes         No X
                                                                ----      ----







                                     PAGE 1
<PAGE>   2


                              Index to Form 10-QSB


<TABLE>
<CAPTION>
                                                                                       PAGE
                                                                                       ----
<S>                                                                                    <C>
Part I - Financial Information                                                           3


      Item 1.     Financial Statements

               Statements of Net Assets in Liquidation as of
               June 30, 2000 and December 31, 1999                                       3

               Statements of Changes in Net Assets in Liquidation
               For the Six Months Ended June 30, 2000 and 1999                           4

               Statements of Changes in Net Assets in Liquidation
               for the Three Months Ended June 30, 2000 and 1999                         5

                Notes to Financial Statements                                            6


      Item 2.     Management's Plan of Operations                                        8


Part II - Other Information                                                              9

      Item 1.     Legal Proceedings                                                      9

      Item 2.     [Omitted]                                                             10

      Item 3.     [Omitted]                                                             10

      Item 4.     [Omitted]                                                             10
      Item 5.     [Omitted]                                                             10

      Item 6.     Exhibits and Reports on Form 8-K                                     E-1
</TABLE>




                                     PAGE 2
<PAGE>   3


Part I - Financial Information

Item 1.     Financial Statements

                  PHYSICIAN HEALTHCARE PLAN OF NEW JERSEY, INC.
                     STATEMENTS OF NET ASSETS IN LIQUIDATION



<TABLE>
<CAPTION>
                                                 June 30           December 31
                                                    2000              1999
                                                (unaudited)
                                                -----------      ---------------
<S>                                             <C>              <C>
ASSETS

      Cash                                          $77,776          $294,443
      Investments                                 4,446,231         4,299,014
      Other                                          72,084            71,810



LIABILITIES

      Accounts Payable                              $83,600          $200,399
      Due to Management Company                       7,525            14,000
      Other Liabilities                              76,256            76,256
                                                  ---------         ---------
                Net Assets in Liquidation        $4,428,710        $4,374,612
                                                  =========         =========
</TABLE>


                             See accompanying notes.



                                     PAGE 3
<PAGE>   4


                  PHYSICIAN HEALTHCARE PLAN OF NEW JERSEY, INC.
               STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION


<TABLE>
<CAPTION>
                                                                   For the Six Months Ended
                                                            June 30, 2000           June 30, 1999
                                                            -------------           -------------
<S>                                                          <C>                    <C>
Net Assets in Liquidation at Beginning of
     Period:                                                 $ 4,374,612             $ 5,022,113

     Investment Income                                           106,103                 155,491
     Net change in unrealized (losses)gains on investments        15,468                 (76,063)
     General and Administrative                                  (67,473)               (217,010)
                                                             -----------             -----------
     Net (loss) income for the period                             54,098                (137,582)
                                                             ===========             ===========

     Net Assets in Liquidation at End of Period:             $ 4,428,710             $ 4,884,531
                                                             ===========             ===========

                 Net (loss) income per Common Share          $        12             $       (30)
                                                             ===========             ===========

                 Weighted Average Number of Shares                 4,629                   4,629
                                                             ===========             ===========
</TABLE>

                             See accompanying notes.



                                     PAGE 4
<PAGE>   5


                  PHYSICIAN HEALTHCARE PLAN OF NEW JERSEY, INC.
               STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                     For the Three Months Ended
                                                                     June 30, 2000  June 30, 1999
                                                                     -------------  -------------

<S>                                                                   <C>           <C>
     Net Assets in Liquidation at Beginning of Period                 $ 4,376,883    $ 5,041,374

     Investment Income                                                     59,012         83,010
     Net change in unrealized (losses) gains on investments                21,503        (34,312)
     General and administrative expenses                                  (28,688)      (205,541)
                                                                      -----------    -----------
     Net (loss) income for the period                                      51,827       (156,843)
                                                                      ===========    ===========

     Net Assets in Liquidation at End of Period:                      $ 4,428,710    $ 4,884,531
                                                                      ===========    ===========

                 Net Income/(Loss) per Common Share                   $        11    $       (34)
                                                                      ===========    ===========

                 Weighted Average Number of Shares                          4,629          4,629
                                                                      ===========    ===========
</TABLE>

                             See accompanying notes.



                                     PAGE 5
<PAGE>   6


                  PHYSICIAN HEALTHCARE PLAN OF NEW JERSEY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2000
                                   (UNAUDITED)

1. UNAUDITED FINANCIAL STATEMENTS

The financial information as of June 30, 2000 and for the six month and three
month periods ended June 30, 2000 and June 30, 1999 included herein is
unaudited. Such information includes all adjustments, consisting of a normal and
recurring nature, which in the opinion of management, are necessary for a fair
presentation of the Company's Statements of Net Assets in Liquidation and
Statements of Changes in Net Assets in Liquidation in accordance with accounting
principles generally accepted in the United States. Such information should be
read in conjunction with Management's Plan of Operation included herein and the
Notes to Financial Statements included in the Company's Annual Report on Form
10-KSB for the year ended December 31, 1999. The interim results are not
necessarily indicative of the results for the full fiscal year.

2. LIQUIDATION BASIS OF ACCOUNTING

As a result of the sale of its operations to Horizon Healthcare of New Jersey,
Inc. ("Horizon") on December 19, 1997, the Company changed from a going-concern
basis of accounting to a liquidation basis of accounting effective December 31,
1997.

The Statements of Net Assets in Liquidation at December 31, 1999 and June 30,
2000 do not distinguish between current and long-term balances as would be
reflected if such statements had been prepared on a going-concern basis.

3. SALE OF GROUP CONTRACTS AND PROVIDER AGREEMENTS

On December 19, 1997, the Company consummated the transfer and assignment of
certain provider and subscriber contracts constituting its HMO and PPO
operations (the "Transaction") to Horizon (the "Purchaser"), a health
maintenance organization affiliated with Blue Cross Blue Shield of New Jersey,
Inc. The Company received a cash payment of $1,839,300 as consideration for that
transfer and assignment.

Although the Company has sold its operations to Horizon, the Company remains
responsible for the payment of claims incurred prior to the December 19, 1997
date of the closing of the Transaction with Horizon. The Company's liability for
claims payments after December 19, 1998, the first anniversary of the
Transaction, is limited to claims asserted by a claimant for services prior to
December 19, 1997 and previously acknowledged or otherwise known to the Company.
Any other claims liability was assumed by the Purchaser effective December 19,
1998. In early 1999, the Company completed payment of claims incurred prior to
December 19, 1997. In early 2000, Horizon notified the Company that it believes
the Company is responsible for approximately $30,000 of claims because they were
incurred prior to December 19, 1997. The Company believes it has no
responsibility for these claims because they were reported to the Company after
December 19, 1998 and that they are Horizon's responsibility pursuant to the
agreements entered into in connection with the transaction. The Company expects
that it will surrender its Certificate of Authority ("COA") to New Jersey
insurance regulators at such time as the regulators approve, based on the
regulators' determination that the Company has satisfied all of its liabilities,
which is expected to occur some time in 2001. After such surrender, it is



                                     PAGE 6
<PAGE>   7

expected that the Company will be dissolved and assets remaining, if any, after
satisfaction of the Company's liabilities will be distributed to shareholders.
Amounts distributed in respect of each outstanding share of the Company's common
stock are expected to be substantially lower than the purchase price paid for
such shares. However, the Company is unable to determine the final amount that
would be available for distribution. Dissolution would require additional
shareholder action.

4. MANAGEMENT AGREEMENT

Pursuant to a Management Services Agreement dated December 19, 1997, and amended
on July 16, 1999, the Company has engaged Horizon as its management company to
provide a substantial portion of the Company's management and administrative
services. The company pays Horizon an hourly fee of $75 for services rendered to
PHPNJ. The agreement can be terminated by either PHPNJ or Horizon, with or
without cause, provided that the terminating party has furnished not less than
thirty (30) days prior written notice of such termination to the other party.
For the six months ended June 30, 2000 and 1999 the Company incurred
approximately $20,000 and $102,000 respectively related to this arrangement.

In addition, effective August 1, 1997, the Company engaged The Pace Group, Inc.
("Pace") to provide certain management transition services and certain corporate
financial and reporting assistance not otherwise provided by the Purchaser.

5. COMMITMENTS AND CONTINGENCIES

The Company is a defendant in an action entitled Benjamin Levine, M.D. v.
Physician Healthcare Plan of New Jersey, docket number DC-2841-98, filed in
Superior Court of New Jersey Law Division, Special Civil Part, Mercer County.
The Plaintiff sought to recover $10,000 together with interest and litigation
costs from the Defendants for redemption of stock. On August 14, 1998, the Court
issued a summary judgement to dismiss the action. In November 1998, the
Plaintiff filed an appeal. The court held a hearing on April 4, 2000 and issued
a decision on May 15, 2000 denying Dr. Levine's appeal. On May 18, 2000 Dr.
Levine submitted a Motion for Reconsideration. On May 24, 2000 the Company filed
an Order denying the Notice of Motion filed by Dr. Levine. On June 2, 2000 the
Court rejected Dr. Levine's Motion for Reconsideration. On June 6, 2000 Dr.
Levine filed a Notice of Petition for Certification to the New Jersey Supreme
Court and subsequently on July 14, 2000 submitted a brief requesting a hearing.
The Company filed a brief in opposition to Dr. Levine's request that the New
Jersey Supreme Court hear the appeal. Although not entitled to a reply under the
current procedure, on July 28, 2000 Dr. Levine submitted a letter brief in
response to the Company's brief in opposition. A decision is pending with the
New Jersey Supreme Court regarding Dr. Levine's Petition for Certification. The
Company believes that it has excellent defenses, which it intends to pursue
vigorously.

As of June 30, 2000, the Company's investments include restricted assets of
approximately $566,000 on deposit with the State of New Jersey for solvency
protection.



                                     PAGE 7
<PAGE>   8


ITEM 2.

MANAGEMENT'S PLAN OF OPERATIONS

The following discussion should be read in conjunction with the Financial
Statements and the Notes thereto provided herein.

The Company sold its operations to the Purchaser on December 19, 1997, following
the December 9, 1997 shareholder meeting at which the sale was approved, and has
continued efforts through 2000 year to date to wind down operations. As a
result, effective December 31, 1997, the Company changed its basis of accounting
from a going-concern basis to a liquidation basis. During the six months ended
June 30, 2000, management activities have been limited to continuing the
Company's payment of existing liabilities, stewardship of remaining assets, and
maintaining compliance as appropriate in reporting to applicable regulatory
agencies.

Although the Company has sold its operations to Horizon, the Company remained
responsible for the payment of claims incurred prior to the December 19, 1997
date of the closing of the transaction with Horizon. The Company's liability for
claims payments after December 19, 1998, the first anniversary of the
Transaction, is limited to claims asserted by a claimant for services prior to
December 19, 1997 and previously acknowledged or otherwise known to the Company.
Any other claims liability will be assumed by the Purchaser effective December
19, 1998. As of December 31, 1999, that liability had been paid out. Any claims
for services provided after December 19, 1997 or any claims for services
provided prior to December 19, 1997, but first discovered after December 19,
1998, are the responsibility of Horizon. Subsequent to December 31, 1999,
Horizon notified the Company that it believes the Company is responsible for
approximately $30,000 of claims because they were incurred prior to December 19,
1997. The Company believes it has no responsibility for these claims because
they were reported to the Company after December 19, 1998 and that they are
Horizon's responsibility. The Company expects that it will surrender its COA to
New Jersey insurance regulators at such time as the regulators approve, based on
the regulators' determination that the Company has satisfied its liabilities.
The Company has ongoing discussions with the New Jersey insurance regulators to
reach agreement on the most expeditious way to surrender the COA. It is
anticipated that the Company will reach agreement with the New Jersey insurance
regulators on this process sometime in 2001 and surrender the COA at such point.

In 2000 the Company was assessed for its additional share of the cost of the New
Jersey Small Employer Benefit Plan. The assessment was the result of the
reconciliation of the New Jersey Small Employer Benefit Plan based on 1998
premiums. While additional assessments may be made in the future, the Company is
currently unable at this time to estimate the applicability or amount of any
such assessment on the company.




Changes in Net Assets

The increase in net assets in liquidation for the six months ended June 30, 2000
was $54,098 as compared to a decrease of $137,582 for the six month period ended
June 30, 1999. The $54,098 increase in net assets for the six month period ended
June 30, 2000 primarily represents investment income of approximately $106,000
and approximately $15,000 in unrealized investment gains offset by



                                     PAGE 8
<PAGE>   9

general and administrative expenses and professional services of approximately
$67,000. Payment of general and administration expenses and professional
services are made from cash resulting in a decrease in the cash account. While
professional fees associated with this wind-down have decreased over the last
few quarters it is expected these will increase during the dissolution process.

For the six months ended June 30, 2000, the Company incurred general and
administrative costs of $67,473 as compared to $217,010 for the six months ended
June 30, 1999. In 2000 and 1999, such costs and expenses related to the limited
management activities of the Company including, but not limited to, costs and
expenses incurred related to management, legal, and accounting. While
professional fees associated with this wind-down have decreased over the last
few quarters it is expected these will increase during the dissolution process.
See Note 4 of the Notes to Financial Statements for June 30, 2000.

Financial Condition

As of June 30, 2000 the Company had approximately $4.5 million in
cash and cash equivalents and investments in U.S. Treasury obligations compared
to approximately $4.6 million as of December 31, 1999. Management believes
sufficient liquid funds are available to satisfy any remaining liabilities
likely to occur in the near future (including, without limitation, costs and
expenses related to the anticipated administration of liquidation such as
management fees, legal fees, insurance, accounting fees, printing expenses, and
shareholder communication expenses).

As of June 30, 2000 the company reported approximately $91,000 in accounts
payable related to various service providers. As of June 30, 2000 the company
reported approximately $76,000 in other liabilities which were composed of
unclaimed checks.

The Company has not made any liquidating distributions since assuming a
liquidation status and does not anticipate a future distribution until such time
as outstanding liabilities are confirmed as extinguished. Additionally, the New
Jersey Department of Banking and Insurance and Department of Health and Senior
Services must approve the surrender of the Company's COA as a precondition for
any such liquidating distributions.

The discussion in this Quarterly Report contains certain forward-looking
statements that involve risks and uncertainties, such as statements of the
Company's plans, objectives, expectations and intentions. The statements should
not be regarded as a representation by the Company that the expectations or
plans of the Company will be achieved. Actual results or events could differ
materially from those discussed herein. Factors that could cause or contribute
to such differences include, but are not limited to, the effect of requirements
imposed by regulatory agencies and the returns on the Company's investments.


PART II - OTHER INFORMATION

ITEM 1.

The Company is a defendant in an action entitled Benjamin Levine, M.D. v.
Physician Healthcare Plan of New Jersey, docket number DC-2841-98, filed in
Superior Court of New Jersey Law Division, Special Civil Part, Mercer County.
The Plaintiff sought to recover $10,000 together with interest and litigation
costs from the Defendants for redemption of stock. On August 14, 1998, the




                                     PAGE 9
<PAGE>   10

Court issued a summary judgement to dismiss the action. In November 1998, the
Plaintiff filed an appeal The court conducted a hearing on April 4, 2000 and
issued a decision on May 15, 2000 denying Dr. Levine's appeal. On May 18, 2000
Dr. Levine submitted a Motion for Reconsideration. On May 24, 2000 the Company
filed a request for an order denying the Notice of Motion filed by Dr. Levine.
On June 2, 2000 the Court rejected Dr. Levine's Motion for Reconsideration. On
June 6, 2000 Dr. Levine filed a Notice of Petition for Certification to the New
Jersey Supreme Court and subsequently on July 14, 2000 submitted a brief
requesting a hearing. The Company filed a brief in opposition to Dr. Levine's
request that the New Jersey Supreme Court hear the appeal. Although not entitled
to a reply under the current procedure, on July 28, 2000 Dr. Levine submitted a
letter brief in response to the Company's brief in opposition. A decision is
pending with the New Jersey Supreme Court regarding Dr. Levine's petition for
Certification. The Company believes that it has excellent defenses, which it
intends to pursue vigorously.

ITEM 2. [Omitted]

ITEM 3. [Omitted.]

ITEM 4. [Omitted.]

ITEM 5. [Omitted]

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) EXHIBITS

Reference is made to the Index of Exhibits hereinafter contained on Page E-1.

(b) REPORTS ON FORM 8-K.

No reports on Form 8-K were filed during the quarter for which this report on
Form 10-QSB is being filed.


                                    PAGE 10
<PAGE>   11

INDEX TO EXHIBITS

<TABLE>
<CAPTION>
EXHIBIT NO.      EXHIBIT

<S>               <C>
      3.1         Amended and restated Certificate of Incorporation
                  (incorporated by reference to Exhibit 3.1 to the Registrant's
                  Registration Statement on Form SB-2)

      3.2         Amended and restated By-Laws (incorporated by reference to
                  Exhibit 3.2 to the Registrant's Registration Statement on Form
                  SB-2)

      4.1         Secondary Offering Prospectus, as approved by the Securities
                  Exchange Commission on November 9, 1995, detailing rights of
                  security holders (incorporated by reference to the
                  Registrant's Registration Statement on Form SB-2)

     10.1         Physician Participation Agreement with Registrant, and
                  amendment thereto (incorporated by reference to the
                  Registrant's Annual Report on Form 10-KSB for the year ended
                  December 31, 1995)

     10.2         Hospital Letter of Agreement with Registrant (incorporated by
                  reference to Exhibit 10.2 to the Registrant's Registration
                  Statement on Form SB-2)

     10.3         Hospital Participation Agreement with Registrant (incorporated
                  by reference to Exhibit 10.3 to the Registrant's Form 8-K
                  filed on December 29, 1997)

     10.4         Revised Management Agreement by and between Medical Group
                  Management, Inc. and the Registrant (incorporated by reference
                  to Exhibit 10.8 to the Registrant's Registration Statement on
                  Form SB-2)

     10.5         Capital Management Agreement between New England Asset
                  Management and Registrant (incorporated by reference to
                  Exhibit 10.9 to the Registrant's Registration Statement on
                  Form SB-2)

     10.6         Letter of Intent between Acordia of Southern California and
                  Medical Group Management, Inc. (incorporated by reference to
                  Exhibit 10.10 to the Registrant's Registration Statement on
                  Form SB-2)

     10.7         Lease for Registrant's facility (incorporated by reference to
                  Exhibit 10.11 to the Registrant's Registration Statement on
                  Form SB-2)

     10.8         Assignment and Assumption of Lease Agreement dated February
                  11, 1997 (incorporated by reference to Exhibit 10.8 in the
                  Registrant's Registration Statement Form SB-2)

     10.9         Agreement between the Registrant and Medigroup of New Jersey,
                  Inc. dated as of June 26, 1997 (incorporated by reference to
                  Exhibit 10.9 to the Registrant's Form 10-QSB for quarter ended
                  September 30, 1997)
</TABLE>

                                      E-1
<PAGE>   12

<TABLE>
<S>               <C>
     10.10        Management Services Agreement between the Registrant and
                  Medigroup of New Jersey, Inc. dated as of June 26, 1997
                  (incorporated by reference to Exhibit 10.9 to the Registrant's
                  Form 10-QSB for quarter ended June 30, 1997)

     10.11        Termination and Release Agreement by and between Medical Group
                  Management, Inc. and Physician Healthcare Plan of New Jersey,
                  Inc., dated as of July 31, 1997 (incorporated by reference to
                  Exhibit 10.11 to the Registrant's Form 10-QSB for quarter
                  ended September 30, 1997)

     10.12        Letter Agreement between Medigroup of New Jersey, Inc. and
                  Physician Healthcare Plan of New Jersey., dated as of August
                  26, 1977, relating to the sale of certain fixed assets
                  (incorporated by reference to Exhibit 10.12 to the
                  Registrant's Form 10-QSB for quarter ended September 30, 1997)

     10.13        Services Agreement between The Pace Group, Inc. and Physician
                  Healthcare Plan of New Jersey, Inc., dated as of August 1,
                  1997 (incorporated by reference to Exhibit 10.13 to the
                  Registrant's Form 10-QSB for quarter ended September 30, 1997)

     10.14        Agreement between Medigroup of New Jersey, Inc. and Physician
                  Healthcare Plan of New Jersey, Inc., dated July 25, 1997,
                  relating to the use of certain computer equipment
                  (incorporated by reference to Exhibit 10.14 to the
                  Registrant's Form 10-QSB for quarter ended September 30, 1997)

     10.15        Management Services Agreement dated as of December 19, 1997
                  between Physician Healthcare Plan of New Jersey, Inc. and
                  Medigroup of New Jersey, Inc. (incorporated by reference to
                  Exhibit 99.3 to the Registrant's Form 8-K filed December 29,
                  1997)
</TABLE>


                                   SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                  PHYSICIAN HEALTHCARE PLAN OF NEW JERSEY, INC.

                  BY:  /S/    JOSEPH BILLOTTI, M.D.
                       ----------------------------
                        Joseph Billotti, M.D.
                                Chairman

  /S/ Russell F. Mohawk
-----------------------
Russell F. Mohawk
      Senior Consultant of The Pace Group, Inc.
      (Acting in the capacity of Principal Accounting Officer and Principal
      Financial Officer of the Registrant)

                            DATED: /April 17, 2001






                                      E-2