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

                                    FORM 10-Q

                                   (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.

                                       or

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

           For the transition period from ______________ to ______________

                        Commission File Number: 33-78866
                             ----------------------

                              MOA HOSPITALITY, INC.
             (Exact name of registrant as specified in its charter)

     Delaware                                        33-0166914
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                     Identification No.)
                             ----------------------

                           701 Lee Street, Suite 1000
                           Des Plaines, Illinois 60016
                                 (847) 803-1200
               (Address, including zip code, and telephone number,
                 including area code, of registrant's principal
                               executive offices)

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

         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

Number of shares of Common Stock, $.01 par value outstanding as of
December 20, 2000:      800,000


<PAGE>





                               INDEX TO FORM 10-Q

                                                                        Page

Part I      Financial Information

Item 1.     Financial Statements

            Condensed consolidated balance sheets -                       2
            June 30, 2000 (unaudited) and December 31, 1999.

            Condensed consolidated statements of operations -             3
            Three months ended June 30, 2000 and 1999 and
            Six months ended June 30, 2000 and 1999 (unaudited).

            Condensed consolidated statements of cash flows -             4
            Six months ended June 30, 2000 and 1999 (unaudited).

            Notes to condensed consolidated financial statements -        5
            June 30, 2000 (unaudited).


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

            General                                                       8

            Results of Operations                                         9

            Liquidity and Capital Resources                              15


Part II     Other Information

Item 1.     Legal Proceedings                                            16

Item 2.     Changes in Securities                                        16

Item 3.     Defaults upon Senior Securities                              16

Item 4.     Submission of Matters to a Vote of Security Holders          16

Item 5.     Other Information                                            16

Item 6.     Exhibits and Reports on Form 8-K                             16


Signatures                                                               17




<PAGE>


                         PART I - FINANCIAL INFORMATION

Item 1.               Financial Statements

                     MOA HOSPITALITY, INC. AND SUBSIDIARIES

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                        (In thousands, except share data)


                                                     June 30,     December 31,
                                                       2000          1999
                                                    -----------   ------------
                                                    (Unaudited)
ASSETS
 Current Assets:

 Cash and cash equivalents                          $    7,650    $     4,422
 Accounts receivable from property operations            1,654          1,814
 Operating supplies and prepaid expenses                 2,135          1,968
 Current portion of mortgage and notes receivable          666          1,608
                                                    -----------   ------------
 Total Current Assets                                   12,105          9,812
 Investment property:
  Operating properties,
  net of accumulated depreciation                      241,448        256,609
  Land held for development                              4,448          4,938
                                                    -----------   ------------
 Total investment property                             245,896        261,547
 Other Assets:
 Deposits and other assets                              13,362          5,532
 Mortgage and other notes receivable,
  less current portion                                  29,158         23,448
 Financing and other deferred costs, net of
  accumulated amortization of $12,256 in 2000
  and $9,104 in 1999                                    13,166         12,866
                                                    -----------   ------------
 Total Other Assets                                     55,686         41,846
                                                    -----------   ------------
    Total Assets                                    $  313,687    $   313,205
                                                    ===========   ============

LIABILITIES, MINORITY INTERESTS AND
 STOCKHOLDERS' EQUITY
 Current Liabilities:
 Trade accounts payable                             $    1,929    $     1,714
 Real estate taxes payable                               1,983          2,018
 Accrued interest payable                                3,683          2,713
 Other accounts payable and accrued expenses             7,663         10,194
 Other liabilities - tenant sites                       22,088         11,501
 Current portion of long-term debt                      29,800         13,154
                                                    -----------   ------------
 Total Current Liabilities                              67,146         41,294

 Net deferred tax liabilty                               2,561            105

 Long-term debt, less current portion:
 Mortgage and other notes payable                      195,130        211,525
 12% Senior Subordinated Notes, net of unamortized
  discount of $976 in 2000 and $1,401 in 1999           33,429         43,501
                                                    -----------   ------------
 Total Long-term debt, excluding current portion       228,559        255,026
                                                    -----------   ------------
 Total Liabilities                                     298,266        296,425
                                                    -----------   ------------

 Minority Interests                                      1,685          1,709
 Stockholders' equity:
 Common stock, $.01 par value, 1,500,000
  shares authorized; 800,000 shares issued
  and outstanding                                            8              8
 Additional paid-in capital                             15,294         15,294
 Retained earnings                                      (1,566)          (231)
                                                    -----------   ------------
 Total Stockholders' Equity                             13,736         15,071
                                                    -----------   ------------
    Total Liabilities and Stockholders' Equity      $  313,687    $   313,205
                                                    ===========   ============




     See accompanying notes to condensed consolidated financial statements.


<PAGE>


                     MOA HOSPITALITY, INC. AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                   (Unaudited, in thousands except share data)

<TABLE>
<CAPTION>

                                                   Three Months Ended             Six Months Ended
                                                        June 30                       June 30
                                                -------------------------    ---------------------------
                                                    2000          1999            2000          1999
                                                ----------    -----------    -----------     -----------
<S>                                             <C>           <C>            <C>             <C>
Revenues:
  Motel operating revenues                      $  15,325     $   26,740     $   29,984      $   47,716
  Lease revenues                                    2,618            401          4,512             630
  Vending revenues                                    257            263            480             447
  Other revenues                                      798            681          1,469           1,025
                                                ----------    -----------    -----------     -----------
Total revenues                                     18,998         28,085         36,445          49,818
Costs and expenses:
  Motel operating expenses                          8,105         14,647         17,771          28,024
  Marketing and royalty fees                        1,137          1,799          2,192           3,234
  General and administrative                        1,472          3,615          2,846           6,258
  Lease expenses                                       75             13            195              16
  Vending expenses                                    233            166            423             308
  Depreciation and amortization                     3,523          3,606          7,159           7,218
                                                ----------    -----------    -----------     -----------
Total direct expenses                              14,545         23,846         30,586          45,058
                                                ----------    -----------    -----------     -----------
Net operating income                                4,453          4,239          5,859           4,760
Interest expense                                    6,318          7,397         12,845          14,703
                                                ----------    -----------    -----------     -----------
Loss from operations                               (1,865)        (3,158)        (6,986)         (9,943)
Minority interests                                      3            (18)            24              (5)
Gain on sale of properties                            693          1,278          1,084           1,652
                                                ----------    -----------    -----------     -----------
Loss before income taxes
   and extraordinary item                          (1,169)        (1,898)        (5,878)         (8,296)
Income tax benefit                                   (455)          (657)        (2,288)         (3,147)
                                                ----------    -----------    -----------     -----------
Loss before extraordinary item                       (714)        (1,241)        (3,590)         (5,149)
Gain on early extinguishment of debt, net of
   applicable income taxes of $1,437                    -              -          2,255               -
                                                ----------    -----------    -----------     -----------
Net loss                                        $    (714)    $   (1,241)    $   (1,335)     $   (5,149)
                                                ==========    ===========    ===========     ===========

Loss per common share:
 Loss before extraordinary item                 $   (0.89)    $    (1.55)    $    (4.49)     $    (6.44)
 Extraordinary item                                     -              -           2.82               -
                                                ----------    -----------    -----------     -----------
 Net loss per common share (basic and diluted)  $   (0.89)    $    (1.55)    $    (1.67)     $    (6.44)
                                                ==========    ===========    ===========     ===========

Weighted average number of
  common shares outstanding                       800,000        800,000        800,000         800,000
                                                ==========    ===========    ===========     ===========

</TABLE>


    See accompanying notes to condensed consolidated financial statements.


<PAGE>


                     MOA HOSPITALITY, INC. AND SUBSIDIARIES

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (Unaudited, in thousands)

<TABLE>
<CAPTION>

                                                               Six Months Ended
                                                                   June 30
                                                            -----------------------
                                                               2000         1999
                                                            ----------   ----------
<S>                                                         <C>          <C>
Cash flows used in operating activities:
  Net loss                                                  $  (1,335)   $  (5,149)
  Adjustments to reconcile net loss to cash used in
    operating activities:
  Depreciation, amortization and accretion of
    discount on notes                                           7,227        7,411
  Minority interests of others in net loss
    from operations                                               (24)           5
  Deferred income taxes                                         2,456        1,121
  Gain on early extinguishment of debt                         (3,692)           -
  Gain on sale of properties                                   (1,084)      (1,652)
  Change in assets and liabilities:
  (Increase) decrease in assets:
      Accounts receivable                                         159         (772)
      Operating supplies, prepaid expenses,
        deposits and other assets                              (8,547)     (12,056)
    Increase (decrease) in liabilities:
        Accounts payable and accrued expenses                   1,858          (17)
        Accrued interest payable                                  970           17
                                                            ----------   ----------
Net cash used in operating activities                          (2,012)     (11,092)
Cash flows provided by (used in) investing activities:
  Acquisition and development of investment properties         (1,096)      (4,303)
  Refurbishment of investment properties                       (2,706)      (4,054)
  Net proceeds from sale of investment properties               7,241        6,397
  Cash restricted for refurbishment of properties                (544)       1,456
  Collections on mortgage and other notes receivable            2,858          277
                                                            ----------   ----------
Net cash provided by (used in) investing activities             5,753         (227)
Cash flows provided by (used in) financing activities:
  Proceeds from notes payable                                  11,979       37,948
  Repayment of notes payable                                  (11,728)     (35,398)
  Distributions to minority interests                               -            -
  Deferred financing costs                                       (764)      (1,623)
                                                            ----------   ----------
Net cash provided by (used in) financing activities              (513)         927
                                                            ----------   ----------
Net increase (decrease) in cash and cash equivalents            3,228      (10,392)
Cash and cash equivalents at beginning of period                4,422       19,582
                                                            ----------   ----------
Cash and cash equivalents at end of period                  $   7,650    $   9,190
                                                            ==========   ==========

Supplementary disclosure of cash flow information:

  Cash paid during the period for interest                  $  11,768    $  14,483
                                                            ==========   ==========
  Cash paid (net of refunds received) during the
      period for income taxes                               $     159    $     656
                                                            ==========   ==========
</TABLE>

 See  accompanying  notes to  condensed  consolidated  financial statements.


<PAGE>




                     MOA HOSPITALITY, INC. AND SUBSIDIARIES

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                  June 30, 2000
                                   (Unaudited)

1.  Basis of Presentation

         The accompanying  unaudited  interim condensed  consolidated  financial
statements have been prepared in accordance with generally  accepted  accounting
principles for interim  financial  information and with the instructions to Form
10-Q and Article 10 of Regulation S-X.  Accordingly,  they do not include all of
the  information  and  footnotes  required  by  generally  accepted   accounting
principles for complete financial statements. In the opinion of management,  all
adjustments   (consisting  only  of  normal  recurring  adjustments)  considered
necessary for a fair presentation have been included.  Operating results for the
six-month  period  ended June 30,  2000 are not  necessarily  indicative  of the
results that may be expected for the year ended  December 31, 2000.  For further
information,  refer  to the  consolidated  financial  statements  and  footnotes
thereto included in MOA  Hospitality,  Inc. and  Subsidiaries'  Annual Report on
Form  10-K for the year  ended  December  31,  1999.  The  terms  "MOA"  and the
"Company"   mean  MOA   Hospitality,   Inc.   and  its   subsidiaries.   Certain
reclassifications  of  prior-period  amounts  have  been  made to  conform  with
current-period presentation,  which have not changed operations or stockholders'
equity.

2.  Divestitures and Leasing Activities

         In January  through June 2000,  the Company  leased  twenty-six  of its
operating  properties to third party  operators  under terms similar to previous
operating leases executed by the Company.

         In January  through  June 2000,  the  Company  sold six of its  lodging
facilities for  approximately  $14.5 million  consisting of $8.0 million of cash
and $6.5 million in notes receivable. Four properties were sold for a gain of $1
million.  The  other  two  properties  were  sold  at a loss  in the  amount  of
$1,156,000  that was  previously  recorded at  December  31, 1999 as part of the
impairment loss provision. The company also sold a vacant parcel of land for its
carrying value.

         In July through  November 30, 2000,  the Company  leased an  additional
eight of its lodging  facilities to third party operators under terms similar to
previous operating leases executed by the Company.

         In July through  November 30, 2000, the Company sold one of its lodging
facilities for cash of  approximately  $4.0 million and a gain of  approximately
$0.7 million.

3. Mortgage and Other Notes Payable

                  In January  2000,  the Company  borrowed $1.7 million at prime
plus .5% with monthly principal payments of $212,500 due October 1, 2000.

                  In February 2000, the Company issued a promissory  note in the
amount of $460,000 for a parcel of land in Cody,  WY bearing no interest and due
July 15, 2000.

                  In March 2000,  the Company  repurchased  an additional  $10.5
million of the 12% Senior  Subordinated  Notes from an  affiliate  for a pre-tax
gain of $3.7  million.  As part of the  transaction  the Company  assumed a $4.4
million  margin  account loan with an annual  interest rate of 9% and recorded a
$1.4 million adjustment to income taxes payable to the parent.

                  In April 2000, the Company  borrowed  $2,100,000 at 9.25% with
monthly principal and interest  payments of $19,408 due in seven years,  secured
by one property in Merrimack, New Hampshire.

                  In May 2000, the Company borrowed $3,300,000 at 10.5% for four
years with monthly principal and interest payments of $84,491.
<PAGE>

4. Income Taxes

         Income tax expense  differs  from the amounts  computed by applying the
U.S. federal income tax rate of 34% to income before income taxes principally as
a result of state income taxes.

5. Contingencies

                  The  Company is involved  in various  other legal  proceedings
arising in the ordinary  course of  business.  The Company does not believe that
any of these  actions,  either  individually  or in the  aggregate,  will have a
material  adverse  effect on the  Company's  business,  results of operations or
financial condition.

                  The Company remains contingently liable on a $2.3 million note
arising  from a sale of a motel in 1997 in a  transaction  where  the  purchaser
assumed an existing mortgage loan secured by the property.


<PAGE>
6. Segments

                  As  of  June  30,  2000  the  Company,  directly  and  through
subsidiaries, owned 120 lodging facilities in 39 states. The Company owns a 100%
interest in all but two of its properties. The Company operates fifty-one of its
motels and leases  sixty-nine of its motels to third party  tenants  pursuant to
operating leases.  The Company  separately  evaluates the performance of each of
its motels.
<TABLE>
<CAPTION>

                                                     Three months ended              Six months ended
                                                           June 30                       June 30
                                                  -----------------------       --------------------------
                                                     2000          1999            2000            1999
                                                  ---------    ----------       ----------      ----------
<S>                                               <C>          <C>              <C>             <C>
Motel operations:
  Motel operating revenue:
    Room revenues                                 $ 14,315     $  25,283        $  27,900       $  45,029
    Ancillary motel revenues                         1,010         1,457            2,084           2,687
                                                  ---------    ----------       ----------      ----------
       Total motel operating revenues               15,325        26,740           29,984          47,716
  Motel costs and expenses:
    Motel operating expenses                         8,105        14,647           17,771          28,024
    Marketing and royalty fees                       1,137         1,799            2,192           3,234
    Depreciation and amortization                    1,981         3,073            4,323           6,301
                                                  ---------    ----------       ----------      ----------
       Total motel direct expenses                  11,223        19,519           24,286          37,559
                                                  ---------    ----------       ----------      ----------
                                                     4,102         7,221            5,698          10,157
Lease Operations
   Lease  revenues                                   2,618           401            4,512             630
   Lease  expenses                                      75            13              195              16
   Depreciation and amortization                     1,312           253            2,376             438
                                                  ---------    ----------       ----------      ----------
                                                     1,231           135            1,941             176
Vending Operations
   Vending  revenues                                   257           263              480             447
   Vending  expenses                                   233           166              423             308
   Depreciation and amortization                        49           132               96             184
                                                  ---------    ----------       ----------      ----------
                                                       (25)          (35)             (39)            (45)
Corporate Operations
  Other revenues                                       798           681            1,469           1,025
  General and administrative expenses:
    Management Company Operations                    1,159         3,178            2,260           5,575
    Construction/Acquisition and Divestiture           224           320              379             440
    Vending - general and administrative                89           117              207             243
                                                  ---------    ----------       ----------      ----------
      Total general and administrative expenses      1,472         3,615            2,846           6,258
Depreciation and amortization                          181           148              364             295
                                                  ---------    ----------       ----------      ----------
                                                      (855)       (3,082)          (1,741)         (5,528)
                                                  ---------    ----------       ----------      ----------
Net operating income                                 4,453         4,239            5,859           4,760
  Interest expense                                   6,318         7,397           12,845          14,703
                                                  ---------    ----------       ----------      ----------
Loss from operations                                (1,865)       (3,158)          (6,986)         (9,943)
  Minority interests                                     3           (18)              24              (5)
  Gain on sale of properties                           693         1,278            1,084           1,652
                                                  ---------    ----------       ----------      ----------
Loss before income taxes
   And extraordinary item                           (1,169)       (1,898)          (5,878)         (8,296)
Income tax benefit                                    (455)         (657)          (2,288)         (3,147)
                                                  ---------    ----------       ----------      ----------
Loss before extraordinary item                        (714)       (1,241)          (3,590)         (5,149)
  Gain on early extinguishment of debt                   -             -            2,255               -
                                                  ---------    ----------       ----------      ----------
Net Loss                                          $   (714)    $  (1,241)       $  (1,335)      $  (5,149)
                                                  =========    ==========       ==========      ==========
Total Assets:
Motel Operations                                                                $ 161,416       $ 266,721
Lease Operations                                                                  108,162          22,691
Corporate and other                                                                44,109          52,603
                                                                                ----------      ----------
                                                                                $ 313,687       $ 342,015
                                                                                ==========      ==========
</TABLE>

<PAGE>




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


CERTAIN  STATEMENTS UNDER THE CAPTION  "MANAGEMENT'S  DISCUSSION AND ANALYSIS OF
FINANCIAL  CONDITION  AND RESULTS OF  OPERATIONS,"  CONSTITUTE  "FORWARD-LOOKING
STATEMENTS" WITHIN THE MEANING OF THE PRIVATE  SECURITIES  LITIGATION REFORM ACT
OF 1995  AND AS  SUCH,  SPEAK  ONLY AS OF THE DATE  MADE.  SUCH  FORWARD-LOOKING
STATEMENTS  INVOLVE KNOWN AND UNKNOWN RISKS AND  UNCERTAINTIES AND OTHER FACTORS
WHICH MAY CAUSE THE ACTUAL  RESULTS,  PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY
TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS,  PERFORMANCE OR ACHIEVEMENTS
EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING  STATEMENTS.  SUCH FACTORS INCLUDE,
AMONG  OTHERS,  THE  FOLLOWING:  THE  COMPANY'S  ABILITY  TO  OBTAIN  FINANCING,
COMPETITION,  INTEREST  RATE  FLUCTUATIONS,  OR GENERAL  BUSINESS  AND  ECONOMIC
CONDITIONS.

THIS  DISCUSSION  SHOULD  BE READ IN  CONJUNCTION  WITH  THE  INTERIM  CONDENSED
CONSOLIDATED  HISTORICAL  FINANCIAL  STATEMENTS  OF THE  COMPANY  AND THE  NOTES
THERETO INCLUDED ELSEWHERE HEREIN. THE SUPPLEMENTAL HISTORICAL OPERATING RESULTS
PRESENTED  BELOW FOR THE THREE AND SIX MONTHS  ENDED JUNE 30, 2000 AND 1999 HAVE
BEEN PREPARED ON THE SAME BASIS AS THE INTERIM CONDENSED CONSOLIDATED HISTORICAL
FINANCIAL STATEMENTS AND, IN THE OPINION OF THE COMPANY, INCLUDE ALL ADJUSTMENTS
(CONSISTING  ONLY OF NORMAL RECURRING  ADJUSTMENTS)  NECESSARY TO PRESENT FAIRLY
THE INFORMATION SET FORTH THEREIN.

General

         MOA operates  principally in the economy limited service segment of the
lodging industry.  As a result, its average room rates tend to be lower than the
average  room rates of full  service  lodging  facilities.  However,  due to the
limited  nature of the public space and ancillary  services  provided by limited
service  motels,  the  Company's  expenses  tend to be lower  than those of full
service lodging facilities. The profitability of the lodging industry in general
is  significantly  dependent upon room rental rates and occupancy  rates. Due to
the fixed nature of a relatively high portion of the Company's expenses, changes
in either room rates or  occupancy  rates result in  significant  changes in the
operating profit of the Company's motels.


<PAGE>

Three Months Ended June 30, 2000 Compared to the Three Months Ended
June 30, 1999

     The following  chart  presents  certain  historical  operating  results and
statistics  discussed  herein  and is  being  provided  as a  supplement  to the
condensed consolidated financial statements presented elsewhere herein. (certain
of the 1999 numbers have been reclassified to conform to the 2000 presentation):

 <TABLE>
<CAPTION>
                                                    Supplemental Operating Results and Statistics
                                               ------------------------------------------------------------
                                                                       (unaudited)
                                                                Three Months Ended June 30
                                               ------------------------------------------------------------
                                                 Motels Owned        Acquisitions/
                                                 Both Periods        Divestitures          Consolidated
                                               ------------------  ------------------  --------------------
                                                 2000      1999      2000      1999       2000       1999
                                               --------  --------  --------  --------  ---------  ---------
                                                        (dollars in thousands, except Other data)
<S>                                            <C>       <C>       <C>       <C>       <C>        <C>
Motel operations:
  Motel operating revenues:
    Room revenues                              $13,439   $13,248   $   876   $12,035   $ 14,315   $ 25,283
    Ancillary motel revenues                       962       867        48       590      1,010      1,457
                                               --------  --------  --------  --------  ---------  ---------
      Total motel operating revenues            14,401    14,115       924    12,625     15,325     26,740
  Motel costs and expenses:
    Motel operating expenses                     7,053     6,791     1,052     7,856      8,105     14,647
    Marketing and royalty fees                   1,045       932        92       867      1,137      1,799
    Depreciation and amortization                1,506     1,422       475     1,651      1,981      3,073
                                               --------  --------  --------  --------  ---------  ---------
      Total motel direct expenses                9,604     9,145     1,619    10,374     11,223     19,519
                                               --------  --------  --------  --------  ---------  ---------
                                               $ 4,797   $ 4,970   $  (695)  $ 2,251      4,102      7,221
                                               ========  ========  ========  ========

Lease operations:
Lease revenues                                                                            2,618        401
Lease expenses                                                                               75         13
Depreciation and amortization                                                             1,312        253
                                                                                       ---------  ---------
                                                                                          1,231        135
Vending operations:
Vending revenues                                                                            257        263
Vending expenses                                                                            233        166
Depreciation and amortization                                                                49        132
                                                                                       ---------  ---------
                                                                                            (25)       (35)
Corporate operations:
  Other revenues, net                                                                       798        681

  General and administrative expenses:
    Management Company Operations                                                         1,159      3,178
    Construction/Acquisition
        and Divestiture                                                                     224        320
    Vending general and administrative                                                       89        117
                                                                                       ---------  ---------
      Total general and administrative expenses                                           1,472      3,615
  Depreciation and amortization                                                             181        148
                                                                                       ---------  ---------
                                                                                           (855)    (3,082)
                                                                                       ---------  ---------
Net operating income                                                                   $  4,453   $  4,239
                                                                                       =========  =========

Other data:
Number of motels at period end (5)                  50        50         1        67         51        117
Number of rooms at period end (5)                4,421     4,424        70     4,811      4,491      9,235
Occupancy percentage (5)                         68.99%    70.82%    75.26%    68.89%     69.08%     68.53%
ADR (1) (5)                                    $ 48.41   $ 46.43   $ 48.04   $ 38.52   $  48.40   $  42.85
REVPAR (2) (5)                                 $ 35.79   $ 35.04   $ 37.26   $ 27.84   $  35.81   $  31.06
Net operating income margin (3)                                                           23.44%     15.09%
Net motel revenue margin (4) (5)                 46.90%    50.59%    43.39%    32.42%     42.49%     40.72%
</TABLE>

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

(1) ADR represents room revenues divided by the total number of rooms occupied.
(2) REVPAR represents total motel operating revenues divided by the total number
    of rooms  available.
(3) Net operating  income margin  represents net operating income divided by
    total motel operating revenues plus lease revenues plus vending revenues
    plus corporate other revenues.
(4) Net motel revenue margin represents total motel operating revenues less
    motel operating expenses and marketing and royalty fees, divided by motel
    room revenues.
(5) At June 30, 2000 and for the three  months then ended,  excludes  amounts
    related to the sixty-nine motels which are leased to third party tenants.


<PAGE>





         Total revenues consist principally of motel operating  revenues.  Motel
operating  revenues are derived from room rentals and ancillary  motel  revenues
such as charges to guests for food and beverage service, long distance telephone
calls, and fax machine use. Lease revenues are derived from properties leased to
third parties.  Vending  revenues are derived from vending  machines used in the
motels and also vending machines placed in non owned  locations.  Other revenues
include  interest  income,  and  other  miscellaneous   income.  Total  revenues
decreased  to  $18,998,000  for the  three  months  ended  June  30,  2000  from
$28,085,000  for the three months ended June 30, 1999, a decrease of  $9,087,000
or 32.4% primarily as a result of the leasing activity of the Company. As lessor
of 69 motels at June 30, 2000 the  Company  records  rental  income and does not
reflect the gross revenues and expenses of operating these motels.

         Motel revenues decreased to $15,325,000 for the three months ended June
30, 2000 from  $26,740,000  for the three months ended June 30, 1999, a decrease
of $11,415,000 or 42.7%. The motel revenues for motels owned during both periods
increased  approximately  $286,000 which was offset by a decrease of $11,701,000
in motel revenues for motels  acquired and divested  since April 1, 1999.  Motel
revenues for motels owned during both periods  increased  2.0%.  The increase in
motel revenues for motels owned during both periods was attributable principally
to an increase in the average daily rate  ("ADR").  The ADR for the motels owned
during both periods increased to $48.41 for the three months ended June 30, 2000
from $46.43 for the three months  ended June 30,  1999,  an increase of $1.98 or
4.3%. Revenue per available room ("REVPAR") for motels owned during both periods
increased to $35.79 for the three months ended June 30, 2000 from $35.04 for the
three months ended June 30, 1999, an increase of $0.75 or 2.1%. The acquired and
divested  motels had an  occupancy  percentage  of 75.26%,  an ADR of $48.04 and
REVPAR of $37.26 for the three months ended June 30, 2000.

         Motel operating expenses include payroll and related costs,  utilities,
repairs and maintenance,  property taxes, insurance,  linens and other operating
supplies.  Motel operating expenses decreased to $8,105,000 for the three months
ended June 30, 2000 from $14,647,000 for the three months ended June 30, 1999, a
net  decrease  of  $6,542,000  or 44.7%.  Motel  operating  expenses  for motels
acquired and divested  since April 1, 1999 decreased to $1,052,000 for the three
months ended June 30, 2000 from  $7,856,000  for the three months ended June 30,
1999, a decrease of $6,804,000 or 86.6%. The decrease was partially offset by an
increase of $262,000 or 3.9% in the costs of  operating  the motels owned during
both periods.  The cost of operating motels owned during both periods  increased
to $7,053,000  for the three months ended June 30, 2000 from  $6,791,000 for the
three months ended June 30, 1999. The increase in operating costs is principally
due to  increased  labor  and  related  costs and an  increase  in  repairs  and
maintenance  expenditures.  Motel  operating  expenses as a percentage  of motel
revenues  decreased to 52.9% for the three months ended June 30, 2000 from 54.8%
for the  three  months  ended  June 30,  1999.  Motel  operating  expenses  as a
percentage of motel  revenues for the motels owned in both periods  increased to
49.0% for the three  months  ended June 30, 2000 from 48.1% for the three months
ended June 30, 1999.

         Marketing and royalty fees include media advertising,  billboard rental
expense,  advertising fund contributions and royalty charges paid to franchisors
and other related  marketing  expenses.  Marketing and royalty fees decreased to
$1,137,000  for the three  months  ended June 30, 2000 from  $1,799,000  for the
three months ended June 30, 1999, a decrease of $662,000 or 36.8%. The marketing
and royalty fees for motels owned  during both periods  increased to  $1,045,000
for the three  months  ended June 30, 2000 from  $932,000  for the three  months
ended June 30,  1999,  an increase of  $113,000 or 12.1%.  For the motels  owned
during both periods, marketing and royalty fees as a percentage of room revenues
increased  to 7.8% for the three  months  ended June 30,  2000 from 7.0% for the
three months ended June 30, 1999. The increase in marketing and royalty fees for
motels owned in both periods are principally due additional marketing efforts to
maintain or increase the occupancy percentage.
<PAGE>

         Lease  operations  increased to  $1,231,000  for the three months ended
June 30,  2000 from  $135,000  for the three  months  ended  June 30,  1999,  an
increase of $1,096,000,  which results from an increase to 69 leased  properties
with an asset value of  $108,162,000  at June 30, 2000  compared  with 13 leased
properties with an asset value of $22,691,000 at June 30, 1999.

         Vending  operations  increased to ($25,000)  for the three months ended
June 30,  2000 from  ($35,000)  for the three  months  ended June 30,  1999,  an
increase of $10,000 or 28.6 %

                  Corporate general and  administrative  expenses are segregated
by the  Company  into  three  separate  areas:  Management  Company  Operations,
Construction/Acquisition  and  Divestiture  Division  and  Vending  general  and
administrative.  Included in the  Management  Company  Operations,  which is the
division  responsible for the motel  operations,  are the costs  associated with
training, marketing, purchasing,  administrative support, property related legal
and accounting  costs. The major  components of these costs are salaries,  wages
and  related  expenses,  travel,  rent and other  administrative  expenses.  The
general  and  administrative  expenses  for the  Management  Company  Operations
decreased $2,019,000 to $1,159,000 for the three months ended June 30, 2000 from
$3,178,000  for the three months ended June 30, 1999, a decrease of 63.5%.  This
is due primarily to the reduction of corporate staff and the settlement of prior
litigation as disclosed in the 1999 10K. The general and administrative expenses
associated  with  Construction/Acquisition  and Divestiture  Division  decreased
$96,000  from  $320,000 for the three months ended June 30, 1999 to $224,000 for
the three  months  ended  June 30,  2000.  Vending  general  and  administrative
expenses  decreased  $28,000 to $89,000 for the three months ended June 30, 2000
from $117,000 for the three months ended June 30, 1999. As a percentage of total
motel   operating   revenues,   Management   Company   Operations   general  and
administrative  expenses  were 7.6% for the three months ended June 30, 2000 and
11.9% for the three months ended June 30, 1999.

         Depreciation  and  amortization  decreased to $3,523,000  for the three
months ended June 30, 2000 from  $3,606,000  for the three months ended June 30,
1999, a net decrease of $83,000 or 2.3%. .

         Net operating income increased to $4,453,000 for the three months ended
June 30, 2000 from  $4,239,000  for the three  months  ended June 30,  1999,  an
increase  of  $214,000  or 5.0%.  Net  operating  income as a  percent  of total
revenues was 23.4% for the three months ended June 30, 2000 as compared to 15.1%
for the three months ended June 30, 1999.

         Interest  expense  decreased to  $6,318,000  for the three months ended
June 30,  2000 from  $7,397,000  for the three  months  ended June 30,  1999,  a
decrease of  $1,079,000.  The decrease in interest  expense is reflective of the
lower average amount of outstanding borrowings during the second quarter of 2000
as compared to the second quarter 1999.

         Gain on sale of properties  amounted to $1,278,000 for the three months
ended June 30, 1999 compared to $693,000 for the  respective  period in 2000. In
four unrelated transactions, three properties were sold for $6.2 million in cash
and $2.5 million in notes  receivable  and a vacant  parcel of land was sold for
cost during the quarter ending June 30, 2000.

         Net loss decreased to $714,000 for the three months ended June 30, 2000
from a net loss of $1,241,000 for the three months ended June 30, 1999.


<PAGE>


Six Months Ended June 30, 2000 Compared to the Six Months Ended June 30, 1999

     The following  chart  presents  certain  historical  operating  results and
statistics  discussed  herein  and is  being  provided  as a  supplement  to the
condensed consolidated financial statements presented elsewhere herein. (certain
of the 1999 numbers have been reclassified to conform to the 2000 presentation):

 <TABLE>
<CAPTION>
                                                    Supplemental Operating Results and Statistics
                                              --------------------------------------------------------------
                                                                       (unaudited)
                                                                Six Months Ended June 30
                                              --------------------------------------------------------------
                                                Motels Owned        Acquisitions/
                                                Both Periods        Divestitures           Consolidated
                                              -----------------   ------------------    --------------------
                                                2000     1999       2000      1999         2000       1999
                                              -------- --------   --------  --------    ---------  ---------
                                                        (dollars in thousands, except Other data)
<S>                                           <C>      <C>        <C>       <C>         <C>        <C>
Motel operations:
  Motel operating revenues:
    Room revenues                             $23,717  $22,891    $ 4,183   $22,138     $ 27,900   $ 45,029
    Ancillary motel revenues                    1,924    1,733        160       954        2,084      2,687
                                              -------- --------   --------  --------    ---------  ---------
      Total motel operating revenues           25,641   24,624      4,343    23,092       29,984     47,716
  Motel costs and expenses:
    Motel operating expenses                   13,565   12,995      4,206    15,029       17,771     28,024
    Marketing and royalty fees                  1,830    1,629        362     1,605        2,192      3,234
    Depreciation and amortization               3,097    2,870      1,226     3,431        4,323      6,301
                                              -------- --------   --------  --------    ---------  ---------
      Total motel direct expenses              18,492   17,494      5,794    20,065       24,286     37,559
                                              -------- --------   --------  --------    ---------  ---------
                                              $ 7,149  $ 7,130    $(1,451)  $ 3,027        5,698     10,157
                                              ======== ========   ========  ========

Lease operations:
Lease revenues                                                                             4,512        630
Lease expenses                                                                               195         16
Depreciation and amortization                                                              2,376        438
                                                                                        ---------  ---------
                                                                                           1,941        176
Vending operations:
Vending revenues                                                                             480        447
Vending expenses                                                                             423        308
Depreciation and amortization                                                                 96        184
                                                                                        ---------  ---------
                                                                                             (39)       (45)
Corporate operations:
  Other revenues, net                                                                      1,469      1,025

  General and administrative expenses:
    Management Company Operations                                                          2,260      5,575
    Construction/Acquisition
        and Divestiture                                                                      379        440
    Vending general and administrative                                                       207        243
                                                                                        ---------  ---------
      Total general and administrative expenses                                            2,846      6,258
  Depreciation and amortization                                                              364        295
                                                                                        ---------  ---------
                                                                                          (1,741)    (5,528)
                                                                                        ---------  ---------
Net operating income                                                                    $  5,859   $  4,760
                                                                                        =========  =========

Other data:
Number of motels at period end (5)                 50       50          1        67           51        117
Number of rooms at period end (5)               4,421    4,424         70     4,811        4,491      9,235
Occupancy percentage (5)                        63.75%   63.74%     62.73%    60.02%       63.74%     61.71%
ADR (1) (5)                                   $ 46.23  $ 44.81    $ 47.94   $ 38.42     $  46.25   $  41.42
REVPAR (2) (5)                                $ 31.86  $ 30.72    $ 31.12   $ 24.05     $  36.68   $  27.09
Net operating income margin (3)                                                            16.08%      9.55%
Net motel revenue margin (4) (5)                43.19%   43.68%     27.44%    29.17%       35.92%     36.55%
</TABLE>

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

(1) ADR represents room revenues divided by the total number of rooms occupied.
(2) REVPAR represents total motel operating revenues divided by the total number
    of rooms  available.
(3) Net operating income margin represents net operating income divided by total
    motel operating revenues plus lease revenues plus vending revenues plus
    corporate other revenues.
(4) Net motel revenue margin represents total motel operating revenues less
    motel operating expenses and marketing and royalty fees, divided by motel
    room revenues.
(5) At June 30,  2000 and for the six months  then  ended,  excludes  amounts
    related to the sixty-nine motels which are leased to third party tenants.


<PAGE>




         Total revenues decreased  $13,373,000 to $36,445,000 for the six months
ended June 30, 2000 from  $49,818,000  for the six months ended June 30, 1999 or
26.8% primarily as a result of the leasing activity of the Company. As lessor of
69  motels at June 30,  2000 the  Company  records  rental  income  and does not
reflect the gross revenues and expenses of operating these motels.

         Motel revenues  decreased to $29,984,000  for the six months ended June
30, 2000 from  $47,716,000 for the six months ended June 30, 1999, a decrease of
$17,732,000  or 37.2%.  The motel room  revenues  for motels  owned  during both
periods increased  approximately $826,000 or 3.6% which was offset by a decrease
of  $17,955,000  for acquired and divested  motels,  since January 1, 1999.  The
increase in motel revenues for motels owned during both periods was attributable
principally  to an increase in the average daily rate  ("ADR").  The ADR for the
motels owned  during both  periods  increased to $46.23 for the six months ended
June 30, 2000 from $44.81 for the six months ended June 30, 1998, an increase of
$1.42 or 3.2%. The occupancy percentage increased from 63.74% for the six months
ended June 30, 1999 to 63.75% for the six months ended June 30, 1999. The REVPAR
for motels  owned  during both  periods  increased  to $31.86 for the six months
ended  June 30,  2000 from  $30.72 for the six months  ended June 30,  1999,  an
increase of $1.14 or 3.7%.

         Motel operating expenses include payroll and related costs,  utilities,
repairs and maintenance,  property taxes, insurance,  linens and other operating
supplies.  Motel operating  expenses decreased to $17,771,000 for the six months
ended June 30, 2000 from  $28,024,000  for the six months ended June 30, 1999, a
net decrease of $10,253,000 or 36.6%.  The cost of operating motels owned during
both  periods  increased to  $13,565,000  for the six months ended June 30, 2000
from $12,995,000 for the six months ended June 30, 1999, an increase of $570,000
or 4.4%. Motel operating expenses for motels acquired and divested since January
1, 1999  decreased  to  $4,206,000  for the six months  ended June 30, 2000 from
$15,029,000 for the six months ended June 30, 1999. Motel operating  expenses as
a percentage of motel revenues  increased to 59.2% for the six months ended June
30,  2000 from 58.7% for the six months  ended June 30,  1999.  Motel  operating
expenses as a percentage of motel  revenues for the motels owned in both periods
increased to 52.9% for the six months ended June 30, 2000 from 52.8% for the six
months ended June 30, 1999.

         Marketing and royalty fees include media advertising,  billboard rental
expense,  advertising fund contributions and royalty charges paid to franchisers
and other related  marketing  expenses.  Marketing and royalty fees decreased to
$2,192,000  for the six months ended June 30, 2000 from  $3,234,000  for the six
months ended June 30, 1999, a decrease of $1,042,000 or 32.2%. The marketing and
royalty fees for motels owned during both periods  increased to  $1,830,000  for
the six months ended June 30, 2000 from $1,629,000 for the six months ended June
30,  1999,  an increase of $201,000 or 12.3%.  For the motels  owned during both
periods,  marketing and royalty fees as a percentage of room revenues  increased
to 7.7% for the six  months  ended  June 30,  2000 from 7.1% for the six  months
ended June 30, 1999, an increase of 8.5%.  The decrease in marketing and royalty
fees is attributable to a reduction in franchise fees due to the decline in room
revenues on which most such fees are based and a reduction  in rates for certain
contractual  franchise  fees due to the number of motels  either  sold or leased
subsequent to June 30, 1999.  Marketing and royalty fees for motels acquired and
divested  since  January 1, 1999  decreased to $362,000 for the six months ended
June 30, 2000 from $1,605,000 for the six months ended June 30, 1999.

         Lease operations  increased to $1,941,000 for the six months ended June
30, 2000 from  $176,000 for the six months  ended June 30, 1999,  an increase of
$1,765,000, which results from an increase to 69 leased properties with an asset
value of $108,162,000  at June 30, 2000 compared with 13 leased  properties with
an asset value of $22,691,000 at June 30, 1999.

         Vending operations increased to ($39,000) for the six months ended June
30, 2000 from  ($45,000)  for the six months ended June 30, 1999, an increase of
$6,000 or 13.3 %
<PAGE>

         Corporate  general and  administrative  expenses are  segregated by the
Company into three separate areas:  Management Company Operations,  Construction
and  Development  and  Vending  general  and  administrative.  Included  in  the
Management Company Operations,  which is the division  responsible for the motel
operations,  are the costs  associated  with  training,  marketing,  purchasing,
administrative  support,  property related legal and accounting costs. The major
components of these costs are salaries, wages and related expenses, travel, rent
and other administrative  expenses. The general and administrative  expenses for
the Management  Operations decreased $3,315,000 to $2,260,000 for the six months
ended June 30, 2000 from  $5,575,000  for the six months  ended June 30, 1999, a
decrease of 59.5%. This is due primarily to the reduction of corporate staff and
the settlement of prior litigation as disclosed in the 1999 10K. The general and
administrative  expenses associated with Construction and Development  decreased
$61,000 from $440,000 for the six months ended June 30, 1999 to $379,000 for the
six months  ended June 30, 2000.  Vending  general and  administrative  expenses
decreased  $36,000  to  $207,000  for the six months  ended  June 30,  2000 from
$243,000 for the six months ended June 30, 1999.  As a percentage of total motel
operating revenues,  Management  Operations general and administrative  expenses
was 7.5% for the six  months  ended  June 30,  2000 and 11.7% for the six months
ended June 30, 1999.

         Depreciation  and  amortization  decreased  to  $7,159,000  for the six
months ended June 30, 2000 from  $7,218,000  for the three months ended June 30,
1999, a net decrease of $59,000 or 0.8%.

         Net operating  income  increased to $5,859,000 for the six months ended
June 30,  2000 from  $4,760,000  for the six  months  ended  June 30,  1999,  an
increase of  $1,099,000  or 23.1%.  This is a result of a decrease in management
company  operations  expenses of $3,316,000  and in an increase of $1,765,000 in
lease  operations.  Net motel  revenues for motels  acquired and divested  since
January 1, 1999 decreased $6,684,000. Net operating income as a percent of total
revenues  was 16.1% for the six months  ended June 30,  2000 as compared to 9.6%
for the six months ended June 30, 1999.

         Interest expense decreased to $12,845,000 for the six months ended June
30, 2000 from  $14,703,000 for the six months ended June 30, 1999, a decrease of
$1,858,000.  The decrease in interest expense is reflective of the lower average
amount of outstanding  borrowings  during the six months ending June 30, 2000 as
compared to the six months ending June 30, 1999.

         Gain on sale of properties  amounted to  $1,652,000  for the six months
ended June 30, 1999 compared to  $1,084,000  for the period ended June 30, 1998.
In six unrelated transactions, six properties were sold for $7.9 million in cash
and $6.5 million in notes receivable,  also a vacant parcel of land was sold for
cost during the six months ended June 30, 2000.

         Net loss decreased to $1,335,000 for the six months ended June 30, 2000
from a net loss of $5,149,000  for the six months ended June 30, 1999  primarily
as a  result  of an  increase  of  $1,099,000  in net  operating  income  and an
extraordinary  gain net of tax of $2,255,000 on  extinguishment  of a portion of
the subordinated notes payable.
<PAGE>

Liquidity and Capital Resources

         The  Company's  primary  uses of its  capital  resources  include  debt
service,   capital   expenditures  and  working  capital.  In  addition,   on  a
discretionary  basis,  the  Company  utilizes  its  capital  resources  for  the
development and acquisition of motel properties.

                The  Company's   debt  service   requirements   consist  of  the
obligation  to  make  interest  and  principal   payments  on  its   outstanding
indebtedness.

                  In January  2000,  the Company  borrowed $1.7 million at prime
plus .5% with monthly principal payments of $212,500 due October 1, 2000.

                  In March 2000,  the Company  repurchased  an additional  $10.5
million of the 12% Senior Subordinated Notes from an affiliate for a net gain of
$3.7million.  As part of the  transaction  the  Company  assumed a $4.4  million
margin account liability with an annual interest rate of 9% paid monthly and due
on demand.

                  In April 2000, the Company  borrowed  $2,100,000 at 9.25% with
monthly principal and interest  payments of $19,408 due in seven years,  secured
by one property in Merrimack, New Hampshire.

                  In May 2000, the Company borrowed $3,300,000 at 10.5% for four
years with monthly principal and interest payments of $84,491.

                The Company  believes it has or will be able to obtain  adequate
resources to meet its near-term maturing debt and other obligations.

         The Company's  capital  expenditure  requirements  principally  include
capital  improvements and refurbishment of its lodging facilities as part of its
ongoing operating strategy to provide  well-maintained  facilities.  The Company
made  capital  expenditures   (exclusive  of  acquisitions  and  development  of
properties)  of $2,706,000 and $4,054,000 for the six months ended June 30, 2000
and 1999,  respectively.  In  addition,  as of June 30,  2000,  the  Company had
$2,395,000 of cash restricted for future  refurbishment of motel properties,  in
accordance with certain debt agreements.  Management is not aware of any unusual
required level of future capital expenditures necessary to maintain its existing
properties.

         For the six  months  ended  June 30,  2000,  cash and cash  equivalents
increased $3,228,000. This increase consisted of $4,653,000 of funds provided by
investing  activities  and  $513,000 of funds used in financing  activities  and
$2,012,000 of funds used in operations.  Net investing  activities of $5,753,000
include:  $1,096,000  of cash  utilized  for motel  development  and  $2,706,000
expended on refurbishment of existing properties,  offset by $10,099,000 of cash
provided from the sale of investment  properties and collections on mortgage and
other notes  receivable  and a change in cash  restricted for  refurbishment  of
$544,000.  Cash  used in  financing  activities  includes:  $11,728,000  of cash
utilized to repay indebtedness; and $764,000 of cash used for deferred financing
costs and other items offset by $11,979,000 from proceeds from notes payable.


<PAGE>




                           PART II - OTHER INFORMATION



Item 1.  Legal Proceedings

         The  Company is involved in various  legal  proceedings  arising in the
ordinary  course of  business.  The Company  does not believe  that any of these
actions,  either individually or in the aggregate,  will have a material adverse
effect on the Company's business,  results of operations or financial condition.
See Note 5 of the Notes to the Condensed Consolidated Financial Statements.

Item 2.  Changes in Securities

         Not Applicable

Item 3.  Defaults upon Senior Securities

         Not Applicable

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

         Not Applicable

Item 5.  Other Information

         Not Applicable

Item 6.  Exhibits and Reports on Form 8-K

         (a) Exhibits:

         Not Applicable

         (b) Reports on Form 8-K:

         Not Applicable


<PAGE>




                                                     SIGNATURES

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

                                          MOA HOSPITALITY, INC.




December 20, 2000                 By:    /s/  Kurt M. Mueller
                                  -------------------------------------
                                  Kurt M. Mueller
                                  President and Chief Financial Officer


December 20, 2000                 By:    /s/   Blane P. Evans
                                  -------------------------------------
                                  Blane P. Evans
                                  Secretary and Treasurer