FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


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

                  For the quarterly period ended June 30, 2001

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

          For the transition period from _____________ to _____________

                            Commission File Numbers:
                                   33-99736-01
                                   333-3526-01
                                  333-39365-01
                                  333-61394-01

                      TANGER PROPERTIES LIMITED PARTNERSHIP
             (Exact name of Registrant as specified in its Charter)

              NORTH CAROLINA                            56-1822494
      (State or other jurisdiction                   (I.R.S. Employer
    of incorporation or organization)               Identification No.)

       3200 Northline Avenue, Suite 360, Greensboro, North Carolina 27408
                    (Address of principal executive offices)
                                   (Zip code)

                                 (336) 292-3010
              (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




<PAGE>
                      TANGER PROPERTIES LIMITED PARTNERSHIP

                                      Index

                          Part I. Financial Information

                                                                    Page Number
Item 1.  Financial Statements (Unaudited)

  Statements of Operations
       For the three and six months ended June 30, 2001 and 2000        3

  Balance Sheets
       As of June 30, 2001 and December 31, 2000                        4

  Statements of Cash Flows
       For the six months ended June 30, 2001 and 2000                  5

  Notes to Financial Statements                                         6

Item 2.  Management's Discussion and Analysis of Financial
       Condition and Results of Operations                              9



                           Part II. Other Information

Item 1.  Legal proceedings                                             18

Item 6.  Exhibits and Reports on Form 8-K                              18

Signatures                                                             18




                                       2
<PAGE>

<TABLE>
<CAPTION>
                      TANGER PROPERTIES LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                      (In thousands, except per unit data)

                                                                      Three Months Ended            Six Months Ended
                                                                           June 30,                      June 30,
                                                                       2001        2000             2001         2000
----------------------------------------------------------------------------------------------------------------------
                                                                        (unaudited)                  (unaudited)
REVENUES
<S>                                                                <C>         <C>              <C>          <C>
  Base rentals                                                     $ 18,564    $ 17,962         $ 36,842     $ 35,420
  Percentage rentals                                                    499         551              850        1,004
  Expense reimbursements                                              7,701       7,384           15,272       14,347
  Other income                                                          557       1,393            1,077        2,336
----------------------------------------------------------------------------------------------------------------------
       Total revenues                                                27,321      27,290           54,041       53,107
----------------------------------------------------------------------------------------------------------------------
EXPENSES
  Property operating                                                  8,958       8,268           17,655       15,707
  General and administrative                                          2,016       1,866            4,085        3,627
  Interest                                                            7,658       6,937           15,291       13,599
  Depreciation and amortization                                       6,926       6,537           14,137       12,975
----------------------------------------------------------------------------------------------------------------------
       Total expenses                                                25,558      23,608           51,168       45,908
----------------------------------------------------------------------------------------------------------------------
Income before loss on sale of real estate
   and extraordinary item                                             1,763       3,682            2,873        7,199
Loss on sale of real estate                                             ---      (5,935)             ---       (5,935)
----------------------------------------------------------------------------------------------------------------------
Income (loss) before extraordinary item                               1,763      (2,253)           2,873        1,264
Extraordinary item - Loss on early extinguishment of debt               ---         ---             (180)         ---
----------------------------------------------------------------------------------------------------------------------
Net income (loss)                                                     1,763      (2,253)           2,693        1,264
Less applicable preferred unit distributions                           (443)       (467)            (885)        (933)
----------------------------------------------------------------------------------------------------------------------
Income (loss) available to common unitholders                         1,320      (2,720)           1,808          331
Income (loss) allocated to limited partners                           1,302      (2,683)           1,783          326
----------------------------------------------------------------------------------------------------------------------
Income (loss) allocated to general partner                             $ 18       $ (37)            $ 25          $ 5
======================================================================================================================

Basic earnings per common unit:
  Income (loss) before extraordinary item                             $ .12      $ (.25)           $ .18        $ .03
  Extraordinary item                                                    ---         ---             (.02)         ---
----------------------------------------------------------------------------------------------------------------------
  Net income (loss)                                                   $ .12      $ (.25)           $ .16        $ .03
======================================================================================================================

Diluted earnings per common unit:
  Income (loss) before extraordinary item                             $ .12      $ (.25)           $ .18        $ .03
  Extraordinary item                                                    ---         ---             (.02)         ---
----------------------------------------------------------------------------------------------------------------------
  Net income (loss)                                                   $ .12      $ (.25)           $ .16        $ .03
======================================================================================================================

Distributions paid per common unit                                    $ .61       $ .61           $ 1.22       $ 1.21
======================================================================================================================

The accompanying notes are an integral part of these financial statements.
</TABLE>

                                       3
<PAGE>

<TABLE>
<CAPTION>
                      TANGER PROPERTIES LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                                 (In thousands)

                                                                                     June 30,        December 31,
                                                                                       2001              2000
-----------------------------------------------------------------------------------------------------------------
                                                                                            (unaudited)
ASSETS
   Rental Property
<S>                                                                                  <C>                <C>
     Land                                                                            $ 59,858           $ 59,858
     Buildings, improvements and fixtures                                             533,823            505,554
     Developments under construction                                                      ---             19,516
-----------------------------------------------------------------------------------------------------------------
                                                                                      593,681            584,928
     Accumulated depreciation                                                        (135,472)          (122,365)
-----------------------------------------------------------------------------------------------------------------
     Rental property, net                                                             458,209            462,563
   Cash and cash equivalents                                                              200                632
   Deferred charges, net                                                               12,130              8,566
   Other assets                                                                        14,319             15,512
-----------------------------------------------------------------------------------------------------------------
        Total assets                                                                $ 484,858          $ 487,273
=================================================================================================================

LIABILITIES AND PARTNERS' EQUITY
Liabilities
   Debt
     Senior, unsecured notes                                                        $ 175,000          $ 150,000
     Mortgages payable                                                                177,823            135,313
     Term note, unsecured                                                                 ---             20,000
     Lines of credit                                                                    7,413             41,530
-----------------------------------------------------------------------------------------------------------------
                                                                                      360,236            346,843
   Construction trade payables                                                          6,251              9,784
   Accounts payable and accrued expenses                                               12,333             12,672
-----------------------------------------------------------------------------------------------------------------
        Total liabilities                                                             378,820            369,299
-----------------------------------------------------------------------------------------------------------------
Commitments
Partners' equity
   General partner                                                                      1,453              1,611
   Limited partners                                                                   105,187            116,363
   Accumulated other comprehensive loss                                                  (602)               ---
-----------------------------------------------------------------------------------------------------------------
        Total partners' equity                                                        106,038            117,974
-----------------------------------------------------------------------------------------------------------------
        Total liabilities and partners' equity                                      $ 484,858          $ 487,273
=================================================================================================================
The accompanying notes are an integral part of these financial statements.

</TABLE>

                                       4
<PAGE>

<TABLE>
<CAPTION>
                                       TANGER PROPERTIES LIMITED PARTNERSHIP
                                              STATEMENTS OF CASH FLOWS
                                                   (In thousands)
                                                                                                  Six Months Ended
                                                                                                       June 30,
                                                                                                  2001          2000
---------------------------------------------------------------------------------------------------------------------
                                                                                                     (Unaudited)
OPERATING ACTIVITIES
<S>                                                                                            <C>           <C>
  Net income                                                                                   $ 2,693       $ 1,264
  Adjustments to reconcile net income to net cash provided by
   operating activities:
     Depreciation and amortization                                                              14,137        12,975
     Amortization of deferred financing costs                                                      973           603
     Loss on early extinguishment of debt                                                          180           ---
     Loss on sale of real estate                                                                   ---         5,935
     Gain on sale of outparcels of land                                                            ---          (427)
     Straight-line base rent adjustment                                                            172           101
  Increase (decrease) due to changes in:
     Other assets                                                                                 (527)          460
     Accounts payable and accrued expenses                                                        (941)       (1,458)
---------------------------------------------------------------------------------------------------------------------
          Net cash provided by operating activites                                              16,687        19,453
---------------------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
  Additions to rental properties                                                               (12,256)      (13,062)
  Additions to deferred lease costs                                                             (1,064)       (1,378)
  Net proceeds from sale of real estate                                                            723         7,848
  Insurance proceeds from casualty losses                                                          ---         4,046
  Repayments from (advances to) officers                                                           645          (571)
---------------------------------------------------------------------------------------------------------------------
          Net cash used in investing activities                                                (11,952)       (3,117)
---------------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
  Cash distributions paid                                                                      (14,219)      (14,160)
  Proceeds from issuance of debt                                                               221,817        60,332
  Repayments of debt                                                                          (208,424)      (62,295)
  Additions to deferred financing costs                                                         (4,533)         (514)
  Proceeds from exercise of unit options                                                           192           ---
---------------------------------------------------------------------------------------------------------------------
          Net cash used in financing activities                                                 (5,167)      (16,637)
---------------------------------------------------------------------------------------------------------------------
Net decrease in cash and cash equivalents                                                         (432)         (301)
Cash and cash equivalents, beginning of period                                                     632           501
---------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period                                                         $ 200         $ 200
=====================================================================================================================

Supplemental schedule of non-cash investing activities:
     The  Operating  Partnership  purchases  capital  equipment and incurs costs
relating  to  construction  of  new  facilities,   including   tenant  finishing
allowances.  Expenditures included in construction trade payables as of June 30,
2001 and 2000 amounted to $6,251 and $12,720, respectively.

The accompanying notes are an integral part of these financial statements.
</TABLE>

                                       5
<PAGE>

                      TANGER PROPERTIES LIMITED PARTNERSHIP
                          NOTES TO FINANCIAL STATEMENTS
                                  June 30, 2000
                                   (Unaudited)

1. Business

Tanger Properties  Limited  Partnership (the "Operating  Partnership"),  a North
Carolina  limited  partnership,  develops,  owns  and  operates  factory  outlet
centers.  We  are  controlled  by  Tanger  Factory  Outlet  Centers,  Inc.  (the
"Company"),  a fully-integrated,  self-administered,  self-managed,  real estate
investment trust ("REIT") as the sole shareholder of our general partner, Tanger
GP Trust. Unless the context indicates otherwise, the terms "we", "our" and "us"
refer to the Operating  Partnership or the Operating Partnership and the Company
together, as the text requires.

2. Basis of Presentation

Our unaudited  Financial  Statements  have been prepared  pursuant to accounting
principles generally accepted in the United States of America and should be read
in  conjunction  with the Financial  Statements  and Notes thereto of our Annual
Report on Form 10-K for the year ended  December 31, 2000.  Certain  information
and note  disclosures  normally  included in  financial  statements  prepared in
accordance with accounting principles generally accepted in the United States of
America have been  condensed or omitted  pursuant to the Securities and Exchange
Commission's  ("SEC") rules and regulations,  although  management believes that
the disclosures are adequate to make the information presented not misleading.

The accompanying Financial Statements reflect, in the opinion of management, all
adjustments   necessary  for  a  fair  presentation  of  the  interim  financial
statements. All such adjustments are of a normal and recurring nature.

3. Development of Rental Properties

During  the  first  six  months  of 2001,  we added  70,600  square  feet to the
portfolio in San Marcos, Texas. In addition, we have approximately 26,500 square
feet of expansion space substantially  complete in San Marcos which is scheduled
to open during the remainder of 2001.

Commitments  to  complete   construction  of  the  expansions  to  the  existing
properties and other capital expenditure  requirements amounted to approximately
$114,000 at June 30, 2001.  Commitments  for  construction  represent only those
costs contractually required to be paid by us.

Interest costs capitalized  during the three months ended June 30, 2001 and 2000
amounted to $52,000 and  $121,000,  respectively,  and for the six months  ended
June 30, 2001 and 2000 amounted to $423,000 and $359,000, respectively.

4. Debt

On May 1, 2001,  we entered  into an eight  year  collateralized  loan with John
Hancock Life Insurance  Company for $19.45 million at a fixed rate of 7.98%. The
proceeds were used to reduce amounts outstanding under existing lines of credit.

                                       6
<PAGE>

On March 26, 2001,  we entered into a five year  collateralized  loan with Wells
Fargo  Bank for $24.0  million  at a  variable  rate of LIBOR  plus  1.75%.  The
proceeds were used to reduce amounts outstanding under existing lines of credit.
Additionally  on March 26, 2001,  we extended the maturity  date of our existing
$29.5 million term loan with Wells Fargo Bank from July 2005 to March 2006.

On February 9, 2001, we issued $100 million of 9.125% senior,  unsecured  notes,
maturing on February  15,  2008.  The net  proceeds of $97 million  were used to
repay all of the  outstanding  indebtedness  under our $75  million  8.75% notes
which were due March 11, 2001.  The net proceeds were also used to repay the $20
million LIBOR plus 2.25% term loan due January 2002 with Fleet National Bank and
Bank of America.  The interest rate swap  agreements  associated  with this loan
were  terminated  at a cost of  $295,200  which has been  included  in  interest
expense. In addition,  approximately  $180,000 of unamortized costs were written
off as an  extraordinary  item.  The  remaining  proceeds  were used for general
operating purposes.

At June 30, 2001, we had revolving  lines of credit with an unsecured  borrowing
capacity of $100 million,  of which $92.6  million was available for  additional
borrowings. During the first six months of 2001, we extended the maturity on two
$25 million lines of credit from June 30, 2002 to June 30, 2003.  Effective July
1, 2001,  we reduced our  borrowing  capacity on one of our lines of credit from
$25  million to $10  million,  thereby  reducing  our  overall  capacity  to $85
million. As of June 30, 2001 we had no borrowings under this line of credit.

5. Accounting Change - Derivative Financial Instruments

Effective  January  1,  2001,  we  adopted  Statement  of  Financial  Accounting
Standards  No.  133,   "Accounting   for  Derivative   Instruments  and  Hedging
Activities",  as amended by FAS 137 and FAS 138  (collectively,  "FAS 133"). The
cumulative effect of the change in accounting  principle related to the adoption
of FAS 133 resulted in the  recognition of a $299,500 loss to accumulated  other
comprehensive  income on the date of  adoption.  As discussed in Note 4, certain
interest rate swap agreements  were terminated  during the first quarter and the
other  comprehensive  loss totaling $146,700  recognized at adoption relating to
these agreements was reclassified to earnings. In accordance with the provisions
of FAS 133, our sole remaining  interest rate swap agreement has been designated
as a cash flow hedge and is carried on the balance sheet at fair value.  At June
30,  2001,  the fair value of the hedge is recorded as a liability  of $602,000.
For the three and six months ended June 30,  2001,  the change in the fair value
of the remaining  derivative  instrument  was recorded as a $14,000 and $449,000
loss,   respectively,   to  accumulated  other   comprehensive   income.   Total
comprehensive  income  for the three and six months  ended  June 30,  2001 is as
follows (in thousands):
<TABLE>
<CAPTION>
                                                                             Three Months Ended          Six Months Ended
                                                                                  June 30, 2001             June 30, 2001
                                                                            --------------------         ----------------
<S>                                                                                        <C>                        <C>
Net income                                                                          $ 1,763                    $ 2,693
  Other comprehensvie income (loss):
    Cummulative effect adjustment of FAS 133 adoption                                   ---                       (300)
    Reclassification to earnings on termination of cash flow hedge                      ---                        147
    Change in fair value of cash flow hedge                                             (14)                      (449)
-------------------------------------------------------------------------------------------------------------------------
Other comprehensive (loss)                                                              (14)                      (602)
-------------------------------------------------------------------------------------------------------------------------
Total comprehensive income                                                          $ 1,749                    $ 2,091
=========================================================================================================================
</TABLE>

                                       7
<PAGE>


6. Earnings Per Unit

The  following  table  sets  forth  a  reconciliation   of  the  numerators  and
denominators  in computing  earnings per unit in  accordance  with  Statement of
Financial Accounting Standards No. 128, Earnings Per Share (in thousands, except
per unit amounts):
<TABLE>
<CAPTION>
                                                                        Three Months Ended                 Six Months Ended
                                                                              June 30,                         June 30,
                                                                         2001         2000                2001         2000
----------------------------------------------------------------------------------------------------------------------------
Numerator:
<S>                                                                   <C>         <C>                  <C>          <C>
  Income (loss) before extraordinary item                             $ 1,763     $ (2,253)            $ 2,873      $ 1,264
  Less applicable preferred unit distributions                           (443)        (467)               (885)        (933)
----------------------------------------------------------------------------------------------------------------------------
  Income (loss) available to common unitholders -
    numerator for basic and diluted earnings per unit                 $ 1,320     $ (2,720)            $ 1,988        $ 331
----------------------------------------------------------------------------------------------------------------------------
Denominator:
  Basic weighted average common units                                  10,957       10,910              10,954       10,910
  Effect of outstanding unit options                                       22           41                  23           19
----------------------------------------------------------------------------------------------------------------------------
  Diluted weighted average common units                                10,979       10,951              10,977       10,929
----------------------------------------------------------------------------------------------------------------------------
Basic earnings per unit before extraordinary item                       $ .12       $ (.25)              $ .18        $ .03
============================================================================================================================
Diluted earnings per unit before extaordinary item                      $ .12       $ (.25)              $ .18        $ .03
----------------------------------------------------------------------------------------------------------------------------
</TABLE>

The computation of diluted earnings per unit before  extraordinary item excludes
options to purchase  common  units when the  exercise  price is greater than the
average market price of the common units for the period. The market price of the
common units is  considered  to be  equivalent to the market price of the common
shares of Tanger Factory Outlet  Centers,  Inc., the sole owner of the Operating
Partnership's general partner.  Options excluded totaled 1,192,000 and 1,456,000
for the three months ended June 30, 2001 and 2000,  respectively,  and 1,192,000
and 1,281,000 for the six months ended June 30, 2001 and 2000, respectively. The
assumed conversion of preferred units to common units as of the beginning of the
year would have been anti-dilutive

At June 30, 2001 and December 31, 2000, the ownership interests of the Operating
Partnership consisted of the following:
<TABLE>
<CAPTION>

                                                                   2001           2000
----------------------------------------------------------------------------------------
<S>                                                               <C>            <C>
Preferred units                                                   80,600         80,600
========================================================================================
Common units:
  General partner                                                150,000        150,000
  Limited partners                                            10,812,516     10,802,216
----------------------------------------------------------------------------------------
    Total                                                     10,962,516     10,952,216
----------------------------------------------------------------------------------------
</TABLE>

                                       8
<PAGE>
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
        of Operations.

The  following  discussion  should be read in  conjunction  with the  unaudited,
Financial Statements appearing elsewhere in this report.  Historical results and
percentage  relationships set forth in the unaudited,  Statements of Operations,
including  trends that might appear,  are not  necessarily  indicative of future
operations.

The  discussion  of  our  results  of  operations  reported  in  the  unaudited,
Statements of  Operations  compares the three and six months ended June 30, 2001
with the three and six months ended June 30, 2000. Certain  comparisons  between
the  periods  are made on a  percentage  basis as well as on a weighted  average
gross  leasable  area  ("GLA")  basis,  a  technique  which  adjusts for certain
increases or decreases  in the number of centers and  corresponding  square feet
related to the  development,  acquisition,  expansion or  disposition  of rental
properties.  The computation of weighted average GLA,  however,  does not adjust
for  fluctuations in occupancy that may occur subsequent to the original opening
date.

Cautionary Statements

Certain statements made below are forward-looking  statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. We intend for such  forward-looking
statements  to be  covered by the safe  harbor  provisions  for  forward-looking
statements  contained in the Private  Securities Reform Act of 1995 and included
this  statement  for  purposes of complying  with these safe harbor  provisions.
Forward-looking statements,  which are based on certain assumptions and describe
our future plans, strategies and expectations, are generally identifiable by use
of the words "believe", "expect", "intend", "anticipate", "estimate", "project",
or similar expressions.  You should not rely on forward-looking statements since
they involve known and unknown risks, uncertainties and other factors which are,
in some cases,  beyond our control and which could materially  affect our actual
results, performance or achievements.  Factors which may cause actual results to
differ materially from current expectations include, but are not limited to, the
following:

-    general  economic  and local  real  estate  conditions  could  change  (for
     example,  our tenant's  business may change if the economy  changes,  which
     might  effect  (1) the  amount of rent they pay us or their  ability to pay
     rent to us, (2) their demand for new space,  or (3) our ability to renew or
     re-lease a significant amount of available space on favorable terms);

-    the laws and  regulations  that apply to us could change (for  instance,  a
     change in the tax laws that apply to REITs could result in unfavorable  tax
     treatment for us);

-    availability and cost of capital (for instance, financing opportunities may
     not be available to us, or may not be available to us on favorable terms);

-    our  operating  costs may increase or our costs to construct or acquire new
     properties  or expand our  existing  properties  may increase or exceed our
     original expectations.

General Overview

At June 30, 2001, we owned 29 centers in 20 states  totaling 5.3 million  square
feet of GLA compared to 29 centers in 20 states totaling 5.0 million square feet
of GLA at June 30,  2000.  Since  June 30,  2000,  we have  expanded  3 centers,
increasing GLA by approximately 284,000 square feet.

During  the  first  six  months  of 2001,  we added  70,600  square  feet to the
portfolio in San Marcos, TX. Currently, we have an additional 26,500 square feet
of expansion space substantially  complete in San Marcos, TX, which is scheduled
to open during the remainder of 2001.


                                       9
<PAGE>

A summary of the  operating  results for the three and six months ended June 30,
2001  and  2000 is  presented  in the  following  table,  expressed  in  amounts
calculated on a weighted average GLA basis.
<TABLE>
<CAPTION>
                                                                       Three Months Ended            Six Months Ended
                                                                               June 30,                     June 30,
                                                                         2001        2000            2001        2000
----------------------------------------------------------------------------------------------------------------------
<S>                       <C>                                           <C>         <C>             <C>         <C>
GLA open at end of period (000's)                                       5,306       5,021           5,306       5,021
Weighted average GLA (000's) (1)                                        5,294       5,176           5,274       5,171
Outlet centers in operation                                                29          29              29          29
Centers sold                                                              ---           2             ---           2
Centers expanded                                                            1         ---               1         ---
States operated in at end of period                                        20          20              20          20
Occupancy percentage at end of period                                     94%         95%             94%         95%

Per square foot
Revenues
  Base rentals                                                         $ 3.51      $ 3.47          $ 6.99      $ 6.85
  Percentage rentals                                                      .09         .11             .16         .19
  Expense reimbursements                                                 1.45        1.43            2.90        2.77
  Other income                                                            .11         .27             .20         .45
----------------------------------------------------------------------------------------------------------------------
     Total revenues                                                      5.16        5.28           10.25       10.26
----------------------------------------------------------------------------------------------------------------------
Expenses
  Property operating                                                     1.69        1.60            3.35        3.04
  General and administrative                                              .38         .36             .77         .70
  Interest                                                               1.45        1.34            2.90        2.63
  Depreciation and amortization                                          1.31        1.26            2.68        2.51
----------------------------------------------------------------------------------------------------------------------
     Total expenses                                                      4.83        4.56            9.70        8.88
----------------------------------------------------------------------------------------------------------------------
Income before loss on sale of real estate
  and extraordinary item                                                $ .33       $ .72           $ .55      $ 1.38
======================================================================================================================

(1)  GLA weighted by months of operations.  GLA is not adjusted for fluctuations
     in occupancy which may occur subsequent to the original opening date.
</TABLE>

RESULTS OF OPERATIONS

Comparison  of the three  months  ended June 30, 2001 to the three  months ended
June 30, 2000

Base rentals increased $602,000,  or 3%, in the 2001 period when compared to the
same  period  in 2000.  The  increase  is  primarily  due to the  effect  of the
expansions  discussed in the General  Overview  above since June 30, 2000.  Base
rent per weighted  average GLA  increased by $.04 per square foot from $3.47 per
square foot in the three  months ended June 30, 2000 to $3.51 per square foot in
the three  months  ended June 30,  2001.  The increase is due to the sale of the
Lawrence, Kansas and McMinnville,  Oregon centers in June 2000 which had a lower
average base rent per square foot compared to the portfolio average.

Percentage  rentals,  which represent revenues based on a percentage of tenants'
sales volume above predetermined  levels (the "breakpoint"),  decreased $52,000,
and on a weighted  average  GLA basis,  decreased  $.02 per square  foot in 2001
compared to 2000.

                                       10
<PAGE>

Expense reimbursements, which represent the contractual recovery from tenants of
certain  common  area  maintenance,   insurance,   property  tax,   promotional,
advertising and management expenses generally  fluctuates  consistently with the
reimbursable   property  operating   expenses  to  which  it  relates.   Expense
reimbursements,  expressed  as a  percentage  of  property  operating  expenses,
decreased  from  89% in 2000 to 86% in 2001  primarily  as a  result  of  higher
operating  costs  and  other  non-reimbursable  expenses  and a 1%  decrease  in
occupancy rate for the 2001 period compared to the 2000 period.

Other income  decreased  $836,000 in 2001 compared to 2000  primarily due to the
recognition  in the 2000  period  of gains on sale of land  outparcels  totaling
$427,000  and the  recognition  of $493,000 of business  interruption  insurance
proceeds  relating to the  Stroud,  Oklahoma  center  which was  destroyed  by a
tornado in May 1999.

Property operating expenses increased by $690,000,  or 8%, in the 2001 period as
compared to the 2000 period and, on a weighted average GLA basis, increased $.09
per square  foot from $1.60 to $1.69.  The  increases  are the result of certain
increases  in real estate tax  assessments  and higher  common area  maintenance
expenses.

General and administrative  expenses  increased by $150,000,  or 8%, in the 2001
period as compared to the 2000 period and, as a  percentage  of total  revenues,
were approximately 7% of total revenues in both the 2001 and 2000 periods.

Interest  expense  increased  $721,000 during the 2001 period as compared to the
2000  period.  Our  strategy  to  replace  short-term,  variable  rate debt with
long-term,  fixed rate debt and extend our average debt  maturities has resulted
in an  overall  higher  interest  rate on  outstanding  debt.  Depreciation  and
amortization per weighted  average GLA increased  slightly from $1.26 per square
foot in the 2000  period to $1.31 per  square  foot in the 2001  period due to a
higher mix of tenant finishing allowances included in buildings and improvements
which are depreciated over shorter lives (i.e. over lives generally ranging from
3 to 10 years as opposed to other  construction costs which are depreciated over
lives ranging from 15 to 33 years).

Comparison  of the six months  ended June 30, 2001 to the six months  ended June
30, 2000

Base rentals increased $1.4 million,  or 4%, in the 2001 period when compared to
the same  period in 2000.  The  increase is  primarily  due to the effect of the
expansions  completed since June 30, 2000, as mentioned in the General  Overview
above. Base rent per weighted average GLA increased by $.14 per square foot from
$6.85 per square foot in the six months  ended June 30, 2000 to $6.99 per square
foot in the six months ended June 30,  2001.  The increase is due to the sale of
the Lawrence,  Kansas and  McMinnville,  Oregon centers in June 2000 which had a
lower average base rent per square foot compared to the portfolio average.

Percentage  rentals,  which represent revenues based on a percentage of tenants'
sales volume above predetermined levels (the "breakpoint"),  decreased $154,000,
and on a weighted  average  GLA basis,  decreased  $.03 per square  foot in 2001
compared to 2000. For the first six months of 2001,  reported  same-store sales,
defined as the weighted  average  sales per square foot  reported by tenants for
stores open since  January 1, 2000,  decreased by 3% when  compared to the first
six months of 2000. This comparison was significantly  impacted by severe winter
weather during the first quarter of 2001, particularly at our centers located in
the  northeast  and the  effect of the San  Marcos  expansion  on that  center's
existing-store  sales.  Reported  same-space sales for the rolling twelve months
ended June 30,  2001,  defined as the  weighted  average  sales per square  foot
reported  in  space  open  for the  full  duration  of each  comparison  period,
increased 3% to $286,  reflecting  the continued  success of the our strategy to
re-merchandise selected centers by replacing low volume tenants with high volume
tenants.

                                       11
<PAGE>

Expense reimbursements, which represent the contractual recovery from tenants of
certain  common  area  maintenance,   insurance,   property  tax,   promotional,
advertising and management expenses generally  fluctuates  consistently with the
reimbursable   property  operating   expenses  to  which  it  relates.   Expense
reimbursements,  expressed  as a  percentage  of  property  operating  expenses,
decreased  from  91% in 2000 to 87% in 2001  primarily  as a  result  of  higher
operating  costs  and  other  non-reimbursable  expenses  and a 1%  decrease  in
occupancy rate for the 2001 period compared to the 2000 period.

Other income  decreased  $1.3 million in 2001 compared to 2000  primarily due to
the  recognition in 2000 of gains on sale of land outparcels  totaling  $427,000
and the  recognition  of $985,000 of business  interruption  insurance  proceeds
relating to the Stroud,  Oklahoma center which was destroyed by a tornado in May
1999.

Property  operating  expenses  increased  by $1.9  million,  or 12%, in the 2001
period as compared  to the 2000  period  and,  on a weighted  average GLA basis,
increased $.31 per square foot from $3.04 to $3.35. The increases are the result
of certain  increases  in real  estate tax  assessments  and higher  common area
maintenance expenses.

General and  administrative  expenses  increased  $458,000,  or 13%, in the 2001
period as compared to the 2000 period and, as a  percentage  of total  revenues,
general  and  administrative  expenses  were  approximately  8% and 7% of  total
revenues in 2001 and 2000, respectively.

Interest  expense  increased  $1.7 million during the 2001 period as compared to
the 2000 period.  Our strategy to replace  short-term,  variable  rate debt with
long-term,  fixed rate debt and extend our average debt  maturities has resulted
in an overall higher interest rate on outstanding  debt. Also,  $295,200 paid to
terminate certain interest rate swap agreements during the first quarter of 2001
contributed to the increase in interest  expense.  Depreciation and amortization
per weighted  average GLA increased  $.17 from $2.51 per square foot in the 2000
period to $2.68 per square foot in the 2001 period due to a higher mix of tenant
finishing   allowances   included  in  buildings  and  improvements   which  are
depreciated  over shorter lives (i.e. over lives generally  ranging from 3 to 10
years as opposed to other  construction  costs which are depreciated  over lives
ranging from 15 to 33 years).

The extraordinary loss recognized in the 2001 period represents the write-off of
unamortized  deferred financing costs related to debt that was extinguished with
a portion of the February  2001 bond  offering  proceeds  prior to its scheduled
maturity.

LIQUIDITY AND CAPITAL RESOURCES

Net cash  provided by operating  activities  was $16.7 million and $19.5 million
for the six months ended June 30, 2001 and 2000,  respectively.  The decrease in
cash  provided  by  operating  activities  is due  primarily  to an  increase in
interest  expense  in 2001 when  compared  to 2000.  Net cash used in  investing
activities   was  $12.0   million  and  $3.1  million   during  2001  and  2000,
respectively.  Net cash used was lower in 2000 primarily due to the $4.0 million
received in insurance proceeds relating to the Stroud,  Oklahoma center and $7.8
million  received in net  proceeds  for the sale of our centers in Lawrence  and
McMinnville.  Net cash used in  financing  activities  decreased to $5.2 million
during the first six  months of 2001 from  $16.6  million in 2000 due to the net
issuance  of  $13.3  million  in  long-term  debt in the  2001  period  versus a
repayment of $2.0  million in the 2000  period,  offset by $4.5 million used for
deferred financing costs mainly related to the February 2001 bond offering.

During the quarter,  we added 70,600 square feet to the portfolio in San Marcos,
TX. In addition, we currently have approximately 26,500 square feet of expansion
space substantially  complete in San Marcos that is scheduled to open during the
remainder of 2001. Commitments to complete construction of the expansions to the
existing  properties  and other  capital  expenditure  requirements  amounted to
approximately  $114,000 at June 30, 2001. Commitments for construction represent
only those costs contractually required to be paid by us.

                                       12
<PAGE>

Future Developments

We are in the  permitting  and  leasing  stages for the  development  of up to a
400,000 square foot outlet center in Myrtle Beach,  South Carolina.  This center
is being developed by Tanger-Warren Development, LLC ("Tanger-Warren"),  a joint
venture  that was formed in August 2000 to identify,  acquire and develop  sites
for us. Based on anticipated  successful  permitting and pre-leasing,  we expect
stores to begin opening in late 2002.

We have an option to purchase the retail  portion of a site at the Bourne Bridge
Rotary in Cape Cod, Massachusetts.  Based on tenant demand, we plan to develop a
new 250,000  square foot outlet  center.  The entire site will contain more than
750,000 square feet of mixed-use  entertainment,  retail, office and residential
community  built  in the  style  of a Cape Cod  Village.  Obtaining  appropriate
approvals from local and state planning authorities for the project continues to
be a challenge that currently prohibits us from estimating store openings.

The  developments  or expansions  that we have planned or anticipated may not be
started or completed  as  scheduled,  or may not result in accretive  funds from
operations.  In  addition,  we regularly  evaluate  acquisition  or  disposition
proposals  and engage  from time to time in  negotiations  for  acquisitions  or
dispositions.  We may also enter into letters of intent for the purchase or sale
of  properties.  Any  prospective  acquisition  or  disposition  that  is  being
evaluated or which is subject to a letter of intent may not be  consummated,  or
if consummated, may not result in accretive funds from operations.

Financing Arrangements

On May 1, 2001,  we entered  into an eight  year  collateralized  loan with John
Hancock Life Insurance  Company for $19.45 million at a fixed rate of 7.98%. The
proceeds were used to reduce amounts outstanding under existing lines of credit.

On March 26, 2001,  we entered into a five year  collateralized  loan with Wells
Fargo  Bank for $24.0  million  at a  variable  rate of LIBOR  plus  1.75%.  The
proceeds were used to reduce amounts outstanding under existing lines of credit.
Additionally  on March 26, 2001,  we extended the maturity  date of our existing
$29.5 million term loan with Wells Fargo Bank from July 2005 to March 2006.

On February 9, 2001, we issued $100 million of 9.125% senior,  unsecured  notes,
maturing on February  15,  2008.  The net  proceeds of $97 million  were used to
repay all of the  outstanding  indebtedness  under our $75  million  8.75% notes
which were due March 11, 2001.  The net proceeds were also used to repay the $20
million LIBOR plus 2.25% term loan due January 2002 with Fleet National Bank and
Bank of America.  The interest rate swap  agreements  associated  with this loan
were  terminated  at a cost of  $295,200  which has been  included  in  interest
expense. In addition,  approximately  $180,000 of unamortized costs were written
off as an  extraordinary  item.  The  remaining  proceeds  were used for general
operating purposes.

We intend to retain the ability to raise  additional  capital,  including public
debt as described above, to pursue attractive investment  opportunities that may
arise  and to  otherwise  act in a  manner  that we  believe  to be in our  best
interest and our partners' interests. We maintain revolving lines of credit that
provide for unsecured  borrowings up to $100 million, of which $92.6 million was
available  for  additional  borrowings  at June 30,  2001.  During the first six
months of 2001, we extended the maturity on two $25 million lines of credit from
June 30, 2002 to June 30, 2003. Effective July 1, 2001, we reduced our borrowing
capacity on one of our lines of credit from $25 million to $10 million,  thereby
reducing  our overall  capacity to $85 million.  As of June 30, 2001,  we had no
borrowings under this line of credit.

                                       13
<PAGE>

During the second  quarter,  the Operating  Partnership  and the Company amended
their joint shelf  registration  statements  for the ability to issue up to $200
million  in debt and $200 in equity  securities.  We may also  consider  selling
certain properties that do not meet our long-term investment criteria as well as
outparcels  on existing  properties  to generate  capital to reinvest into other
attractive  investment  opportunities.  Based on cash  provided  by  operations,
existing  credit  facilities,   ongoing   negotiations  with  certain  financial
institutions,  the February  2001 bond  offering and funds  available  under the
shelf registration, we believe that we have access to the necessary financing to
fund the planned capital expenditures during 2001.

At  June  30,  2001,   approximately  51%  of  our  outstanding  long-term  debt
represented  unsecured  borrowings  and  approximately  59% of our  real  estate
portfolio was  unencumbered.  The average  interest  rate,  including  loan cost
amortization, on average debt outstanding for the six months ended June 30, 2001
was 8.9%.

We  anticipate  that  adequate  cash will be available to fund our operating and
administrative  expenses,  regular debt service obligations,  and the payment of
dividends in accordance with REIT  requirements in both the short and long term.
Although  we  receive  most  of  our  rental   payments  on  a  monthly   basis,
distributions  to shareholders  are made quarterly and interest  payments on the
senior,  unsecured notes are made  semi-annually.  Amounts  accumulated for such
payments will be used in the interim to reduce the outstanding  borrowings under
the  existing  lines of credit or invested in  short-term  money market or other
suitable  instruments.  Certain  of our debt  agreements  limit the  payment  of
distributions  such that  distributions  will not exceed  funds from  operations
("FFO"),  as defined in the  agreements,  for the prior fiscal year on an annual
basis or 95% of FFO on a cumulative basis from the date of the agreement.

On July 12, 2001, our Board of Trustees  declared a $.61 cash  distribution  per
common unit payable on August 15, 2001 to each  unitholder of record on July 31,
2001.  The  Board of  Trustees  of the  general  partner  also  declared  a cash
distribution  of $.5496 per  preferred  unit  payable on August 15, 2001 to each
preferred unitholder of record on July 31, 2001.

Market Risk

We are exposed to various  market risks,  including  changes in interest  rates.
Market risk is the potential  loss arising from adverse  changes in market rates
and prices,  such as interest rates.  We do not enter into  derivatives or other
financial instruments for trading or speculative purposes.

We negotiate  long-term fixed rate debt instruments and enter into interest rate
swap  agreements  to manage our  exposure to interest  rate  changes.  The swaps
involve the exchange of fixed and variable  interest  rate  payments  based on a
contractual  principal  amount and time  period.  Payments  or  receipts  on the
agreements are recorded as adjustments to interest expense. At June 30, 2001, we
had an  interest  rate swap  agreement  effective  through  January  2003 with a
notional  amount of $25  million.  Under this  agreement,  we receive a floating
interest  rate based on the 30 day LIBOR index and pay a fixed  interest rate of
5.97%.  This swap effectively  changes our payment of interest on $25 million of
variable  rate  debt to fixed  rate  debt for the  contract  period at a rate of
7.72%.

The fair value of the interest  rate swap  agreement  represents  the  estimated
receipts or payments that would be made to terminate the agreement.  At June 30,
2001, we would have paid approximately $602,000 to terminate the agreement. A 1%
decrease  in the 30 day LIBOR  index  would  increase  the amount  paid by us by
$383,000 to  approximately  $985,000.  The fair value is based on dealer quotes,
considering current interest rates.

The fair market  value of fixed  interest  rate debt is subject to market  risk.
Generally,  the fair market value of fixed  interest  rate debt will increase as
interest  rates fall and decrease as interest  rates rise.  The  estimated  fair
value of our total debt at June 30,  2001 was $359.0  million  and the  recorded
value was $360.2 million.  A 1% increase from prevailing  interest rates at June
30, 2001 would result in a decrease in fair value of total debt by approximately
$13.2 million.  Fair values were  determined  from quoted market  prices,  where
available,  using current  interest  rates  considering  credit  ratings and the
remaining terms to maturity.

                                       14
<PAGE>

New Accounting Pronouncements

The Financial  Accounting Standards Board ("FASB") issued Statement of Financial
Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging
Activities",  as amended by FAS 137 and FAS 138, (collectively,  "FAS 133"). FAS
133 was effective for all fiscal  quarters of all fiscal years  beginning  after
June 15, 2000; accordingly, we adopted FAS 133 on January 1, 2001. Upon adoption
on January 1, 2001,  we recorded a cumulative  effect  adjustment of $300,000 in
other  comprehensive  income  (loss).  At June 30, 2001 in  accordance  with the
provisions of FAS 133, our sole interest rate swap agreement has been designated
as a cash flow hedge and is carried on the balance sheet at fair value.  At June
30, 2001, the fair value of the hedge is recorded as a liability of $602,000.

The FASB also issued  Statement of Financial  Accounting  Standards Nos. 141 and
142,  "Business  Combinations"  ("FAS 141") and "Goodwill  and Other  Intangible
Assets" ("FAS 142"),  respectively  on June 29, 2001.  The provisions of FAS 141
apply to all business  combinations  initiated  after June 30, 2001.  FAS 142 is
required to be adopted  beginning  January 1, 2002. We currently do not have any
assets identified as either goodwill or intangible assets.

During 2000, the American Institute of Certified Public Accountants'  Accounting
Standards  Executive  Committee  issued an exposure draft  Statement of Position
("SOP") regarding the  capitalization  of costs associated with property,  plant
and equipment. Under the proposed SOP, all property, plant and equipment related
costs would be expensed unless the costs are directly identifiable with specific
projects and general and administrative and overhead costs which are not payroll
or payroll related and not directly  related to the project would be expensed as
incurred.  The expected  effective date of the final SOP is expected in 2002 and
currently we are evaluating the effects it may have on our results of operations
and financial position.

                                       15
<PAGE>

Funds from Operations

We believe that for a clear  understanding of our historical  operating results,
FFO should be  considered  along with net income as presented  in the  unaudited
financial statements included elsewhere in this report. FFO is presented because
it is a widely  accepted  financial  indicator  used by  certain  investors  and
analysts to analyze and compare one equity real estate investment trust ("REIT")
with another on the basis of operating performance.  FFO is generally defined as
net income (loss),  computed in accordance  with generally  accepted  accounting
principles, before extraordinary items and gains (losses) on sale of depreciable
operating properties, plus depreciation and amortization uniquely significant to
real  estate.  We caution  that the  calculation  of FFO may vary from entity to
entity  and as such  our  presentation  of FFO may not be  comparable  to  other
similarly titled measures of other reporting  companies.  FFO does not represent
net  income  or cash flow from  operations  as  defined  by  generally  accepted
accounting  principles and should not be considered an alternative to net income
as an  indication  of  operating  performance  or to cash from  operations  as a
measure of liquidity.  FFO is not necessarily indicative of cash flows available
to fund distributions to unitholders and other cash needs.

Below is a  calculation  of FFO for the three and six months ended June 30, 2001
and 2000 as well as actual cash flow and other data for those respective periods
(in thousands):
<TABLE>
<CAPTION>
                                                                          Three Months Ended                  Six Months Ended
                                                                               June 30,                          June 30,
                                                                         2001           2000              2001            2000
-------------------------------------------------------------------------------------------------------------------------------
Funds from Operations:
<S>                                                                   <C>           <C>                <C>             <C>
  Net income (loss)                                                   $ 1,763       $ (2,253)          $ 2,693         $ 1,264
  Adjusted for:
    Extraordinary item - loss on early extinguishment of debt             ---            ---               180             ---
    Depreciation and amortization uniquely significant to real estate   6,860          6,475            13,982          12,853
    Loss on sale of real estate                                           ---          5,935               ---           5,935
-------------------------------------------------------------------------------------------------------------------------------
       Funds from operations (1)                                      $ 8,623       $ 10,157          $ 16,855        $ 20,052
===============================================================================================================================
Weighted average units outstanding (2)                                 11,705         11,720            11,704          11,697
===============================================================================================================================
Cash flows provided by (used in):
  Operating activities                                                                                $ 16,687        $ 19,453
  Investing activities                                                                                 (11,952)         (3,117)
  Financing activities                                                                                  (5,167)        (16,637)
__________________

(1)  Includes $427 in gains on sales of outparcels of land for the three and six
     months  ended  June 30,  2000 and  $493 and $985 in  business  interruption
     proceeds for the three and six months ended June 30, 2000, respectively.
(2)  Assumes the preferred units and unit options are converted to common units.

</TABLE>

                                       16
<PAGE>

Economic Conditions and Outlook

The majority of our leases contain provisions designed to mitigate the impact of
inflation.  Such provisions  include clauses for the escalation of base rent and
clauses enabling us to receive  percentage rentals based on tenants' gross sales
(above  predetermined  levels, which we believe often are lower than traditional
retail industry  standards) that generally  increase as prices rise. Most of the
leases  require the tenant to pay their share of  property  operating  expenses,
including common area maintenance,  real estate taxes, insurance and advertising
and  promotion,  thereby  reducing  exposure to increases in costs and operating
expenses resulting from inflation.

While  factory  outlet  stores  continue  to  be a  profitable  and  fundamental
distribution channel for brand name manufacturers,  some retail formats are more
successful than others. As typical in the retail industry,  certain tenants have
closed,  or will close,  certain stores by terminating  their lease prior to its
natural  expiration  or as a result of filing for  protection  under  bankruptcy
laws.

As of January 1, 2001, approximately 29% of our lease portfolio was scheduled to
expire during the next two years.  Approximately 675,000 square feet of space is
up for renewal  during 2001 and  approximately  868,000 square feet will come up
for  renewal  in 2002.  If we are  unable  to  successfully  renew or  release a
significant  amount of this space on favorable  economic terms, the loss in rent
could have a material adverse effect on our results of operations.

As of June 30, 2001, we have renewed  approximately  450,000 feet, or 67% of the
square feet scheduled to expire in 2001. The existing tenants have renewed at an
average base rental rate approximately 8% higher than the expiring rate. We also
have  re-tenanted  163,000  feet of vacant  space during the first six months of
2001 at an 8%  increase  in the  average  base  rental  rate from that which was
previously charged.

As of June 30, 2001,  our centers were 94% occupied  compared to 95% occupied as
of June 30, 2000.  Consistent  with our long-term  strategy of  re-merchandising
centers,  we will  continue  to hold space off the market  until an  appropriate
tenant is  identified.  While we  believe  this  strategy  will add value to our
centers in the long-term,  it may reduce our average  occupancy rate in the near
term.

                                       17
<PAGE>

                           PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Neither the Operating  Partnership nor its general partner is presently involved
in any material  litigation nor, to their knowledge,  is any material litigation
threatened  against the  Operating  Partnership  or its  general  partner or its
properties,  other than routine  litigation  arising in the  ordinary  course of
business and which is expected to be covered by the liability insurance.

Item 6. Exhibits and Reports on Form 8-K

          (a)  Exhibits

               10.1 The  senior  indenture,  dated as of March  1,  1996,  among
                    Tanger Properties  Limited  Partnership,  as Issuer,  Tanger
                    Factory Outlet Centers, Inc., as Guarantor, and State Street
                    Bank  and  Trust  Company,   as  Trustee,   incorporated  by
                    reference to Form 8-K dated January 31, 2001.

          (b)  Reports on Form 8-K

               None

                                   SIGNATURES

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


                         TANGER PROPERTIES LIMITED PARTNERSHIP

                         By:       Tanger GP Trust, its general partner


                         By:       /s/  FRANK C. MARCHISELLO, JR.
                                   -------------------------------
                                   Frank C. Marchisello, Jr.
                                   Treasurer



DATE:  August 14, 2001


                                       18
<PAGE>