SECURITIES AND EXCHANGE COMMISSION
                                  Washington, D.C. 20549


                                          FORM 10-Q

                          QUARTERLY REPORT PURSUANT TO SECTION 13 OR
                         15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
                                For the quarterly period ended
                                         June 30, 2000


                                           0-16690
                                 (Commission File Number)

                             ML MEDIA OPPORTUNITY PARTNERS, L.P.
            (Exact name of registrant as specified in its governing instruments)

                                         Delaware
                      (State or other jurisdiction of organization)

                                        13-3429969
                            (IRS Employer Identification No.)

                               Two World Financial Center

                                       14th Floor
                             New York, New York 10281-6114

                 (Address of principal executive offices) (Zip Code)

                 Registrant's telephone number, including area code:
                                      (212) 236-6577

                                           N/A
-------------------------------------------------------------------------------
Former name, former address and former fiscal year if changed since last report


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No .

<PAGE>
                         ML Media Opportunity Partners, L.P.

                           Part 1 - Financial Information.


Item 1.   Financial Statements.

                                   TABLE OF CONTENTS


Consolidated Balance Sheets as of June 30, 2000 (Unaudited) and December 31,
     1999 (Unaudited)

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

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

Consolidated Statements of Changes in Partners' Capital for the six months ended
     June 30, 2000 (Unaudited)

Notes to Consolidated Financial Statements for the six months ended June 30,
     2000 (Unaudited)



<PAGE>
<TABLE>
<CAPTION>
                                 ML MEDIA OPPORTUNITY PARTNERS, L.P.
                    CONSOLIDATED BALANCE SHEETS AS OF JUNE 30, 2000 (UNAUDITED)
                                  AND DECEMBER 31, 1999 (UNAUDITED)


                                                       Notes     June 30, 2000          December 31, 1999
                                                       -----     -------------          -----------------
<S>                                                    <C>       <C>                    <C>
ASSETS:

Cash and cash equivalents                                        $  10,907,540          $      10,613,295
Interest and other receivables                                          82,921                     70,734
                                                                 -------------          -----------------
                                                                 $  10,990,461          $      10,684,029
TOTAL ASSETS                                                     =============          =================


LIABILITIES AND PARTNERS' CAPITAL:
Liabilities:
   Accounts payable and accrued liabilities                      $   2,347,789          $       2,277,592
                                                                 -------------          -----------------
                                                                     2,347,789                  2,277,592
Total Liabilities                                                -------------          -----------------

   Commitments and contingencies
                                                         2,3

Partners' Capital:

General Partner:
Capital contributions, net of offering expense                       1,019,428                  1,019,428

Additional capital contributions                           2        32,353,510                 31,417,939
Transfer from General Partner
   to Limited partners                                     2       (32,266,695)               (31,340,480)
Cumulative cash distributions                                         (362,496)                  (362,496)
Cumulative loss                                                       (636,828)                  (629,835)
                                                                 -------------           ----------------
                                                                       106,919                    104,556
                                                                 -------------           ----------------
Limited partners:
Capital contributions, net of offering expenses
  112,147.1 Units of Limited Partnership                           100,914,316                100,914,316
   Interest)

Transfer from General Partner
   to Limited partners                                     2        32,266,695                 31,340,480
Tax allowance cash distribution                                     (2,040,121)                (2,040,121)
Other cumulative cash distributions                                (59,559,029)                59,559,029)
Cumulative loss                                                    (63,046,108)                62,353,765)
                                                                 -------------           ----------------
                                                                     8,535,753                  8,301,881
Total Partners' Capital                                          -------------           ----------------
                                                                     8,642,672                  8,406,437
                                                                 -------------           ----------------
TOTAL LIABILITIES AND PARTNERS' CAPITAL                          $  10,990,461           $     10,684,029
                                                                 =============           ================




</TABLE>


See Notes to Consolidated Financial Statements (Unaudited).

<PAGE>
<TABLE>
<CAPTION>

                                                               ML MEDIA OPPORTUNITY PARTNERS, L.P.
                                                              CONSOLIDATED STATEMENTS OF OPERATIONS
                                                                FOR THE THREE AND SIX MONTHS ENDED
                                                                    JUNE 30, 2000 (UNAUDITED)
                                                                  AND JUNE 30, 1999 (UNAUDITED)

                                                     Three Months                                     Six Months
                                                   ----------------                                 --------------

                                        June 30, 2000           June 30, 1999           June 30, 2000          June 30, 1999
                                        -------------           -------------           -------------          -------------
<S>                                     <C>                     <C>                     <C>                    <C>
Interest and other income               $     158,770           $     114,873           $     300,515          $     224,092
Partnership Operating Expenses:
   Professional fees and other                 49,124                  59,364                  64,280                183,641
   Services provided by the                   467,786                 461,199                 935,571                922,398
     General Partner                     ------------           -------------           -------------          -------------
                                              516,910                 520,563                 999,851              1,106,039
                                        -------------           -------------           -------------          -------------
NET LOSS                                $    (358,140)          $    (405,690)          $    (699,336)              (881,947)
                                        =============           =============           =============          =============
Per Unit of Limited Partnership
   Interest:

NET LOSS                                $       (3.16)          $       (3.58)          $       (6.17)         $       (7.79)
                                        =============           =============           =============          =============
Number of Units                             112,147.1               112,147.1               112,147.1              112,147.1
                                        =============           =============           =============          =============

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                               ML MEDIA OPPORTUNITY PARTNERS, L.P.
                              CONSOLIDATED STATEMENTS OF CASH FLOWS

                      FOR THE SIX MONTHS ENDED JUNE 30, 2000 (UNAUDITED)
                                AND JUNE 30, 1999 (UNAUDITED)


                                                                                       2000                            1999
                                                                                  -------------                   ------------
<S>                                                                               <C>                             <C>

Cash flows from operating activities:

Net loss                                                                          $    (699,336)                  $   (881,947)

Adjustments to reconcile net loss
  to net cash provided by operating activities:

    Services provided by the General Partner                                            935,571                        922,398


    Changes in operating assets and liabilities:

        Interest and other receivables                                                  (12,187)                        (1,381)

        Other assets                                                                          -                         89,191

        Accounts payable and accrued liabilities
                                                                                         70,197                         96,909
                                                                                  -------------                  -------------
Net cash provided by operating activities                                               294,245                        225,170
                                                                                  -------------                  -------------
Net increase in cash and cash equivalents
                                                                                        294,245                        225,170
Cash and cash equivalents at beginning of year                                       10,613,295                     10,152,858
                                                                                  -------------                  -------------
Cash and cash equivalents at end of period
                                                                                  $  10,907,540                  $  10,378,028
                                                                                  =============                  =============

</TABLE>

See Notes to Consolidated Financial Statements (Unaudited).


<PAGE>
<TABLE>
<CAPTION>
                                 ML MEDIA OPPORTUNITY PARTNERS, L.P.
                               CONSOLIDATED STATEMENTS OF CHANGES
                                      IN PARTNERS' CAPITAL
                          FOR THE SIX MONTHS ENDED JUNE 30, 2000 (UNAUDITED)


                                                                  General            Limited
                                                                  Partner            Partners              Total
                                                                -----------        ------------         -----------
<S>                                                             <C>                <C>                  <C>

Partners' Capital as of January 1, 2000                         $   104,556       $   8,301,881         $ 8,406,437

Net loss                                                             (6,993)           (692,343)           (699,336)

Additional capital contributions                                    935,571                   -             935,571

Transfer from General Partner to Limited partners                  (926,215)            926,215                   -
                                                                -----------        ------------         -----------
Partners' Capital as of June 30, 2000                           $   106,919        $  8,535,753         $ 8,642,672
                                                                ===========        ============         ===========

</TABLE>

See Notes to Consolidated Financial Statements (Unaudited).
<PAGE>

                                 ML MEDIA OPPORTUNITY PARTNERS, L.P.
                              NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                               FOR THE SIX MONTHS ENDED JUNE 30, 2000
                                            (UNAUDITED)


1.   ORGANIZATION AND BASIS OF PRESENTATION

     ML Media Opportunity Partners,  L.P. (the "Partnership") was formed and the
Certificate of Limited  Partnership was filed under the Delaware Revised Uniform
Limited Partnership Act on June 23, 1987. Operations commenced on March 23, 1988
with the first  closing  of the sale of units of  limited  partnership  interest
("Units").  Subscriptions  for an aggregate of 112,147.1 Units were accepted and
are now outstanding.

     Media Opportunity  Management  Partners (the "General  Partner") is a joint
venture,  organized as a general  partnership under the laws of the State of New
York, between RP Opportunity  Management,  L.P. ("RPOM"),  a limited partnership
under  Delaware law, and ML Opportunity  Management  Inc.  ("MLOM"),  a Delaware
corporation and an indirect wholly-owned subsidiary of Merrill Lynch & Co., Inc.
The General  Partner was formed for the purpose of acting as general  partner of
the  Partnership.  The General  Partner's  total  initial  capital  contribution
amounted to  $1,132,800  which  represents 1% of the total  Partnership  capital
contributions.

     Pursuant  to the terms of the  Amended and  Restated  Agreement  of Limited
Partnership (the "Partnership Agreement"), the General Partner is liable for all
general   obligations  of  the  Partnership  to  the  extent  not  paid  by  the
Partnership.  The limited  partners  are not liable for the  obligations  of the
Partnership in excess of the amount of their contributed capital.

     The Partnership was formed to acquire,  finance,  hold,  develop,  improve,
maintain, operate, lease, sell, exchange, dispose of and otherwise invest in and
deal with media  businesses  and direct and indirect  interests  therein.  As of
September  22,  1997,  with the  closing  of the sale of MV  Technology  Limited
("MVT"),  the Partnership disposed of its last Media Business (as defined in the
Partnership  Agreement).  As a  result,  as of  September  22,  1998  (one  year
following  the  disposition  of  its  last  Media  Business),  pursuant  to  the
Partnership Agreement,  the Partnership is in dissolution and its only remaining
activity is to wind up its affairs,  which  includes  providing for or resolving
its  remaining   obligations  and   contingencies,   and  making  a  final  cash
distribution, if any, to its partners.

     The  accompanying  unaudited  financial  statements  have been  prepared in
accordance with generally accepted  accounting  principles for interim financial
information.  They do not  include all  information  and  footnotes  required by
generally accepted accounting principles for complete financial  statements.  In
the  opinion of the  General  Partner,  the  financial  statements  include  all
adjustments   necessary  to  reflect  fairly  the  financial   position  of  the
Partnership  as of June 30, 2000 and the results of  operations,  cash flows and
partners'  capital of the  Partnership for the interim  periods  presented.  All
adjustments are of a normal recurring nature.  The results of operations for the
six months ended June 30, 2000 are not  necessarily  indicative of the results
of operations for the entire year.

     Additional  information,  including  the  audited  year end 1999  Financial
Statements  and  the  Significant   Accounting  Policies,  is  included  in  the
Partnership's  filing on Form 10-K for the year ended  December 31, 1999 on file
with the Securities and Exchange Commission.


2.   Liquidity and Summary of Investment Status


        As of June 30, 2000, the Partnership had $10,907,540 in cash and cash
equivalents.

     As of June  30,  2000,  the  Partnership's  obligations  and  contingencies
relating to its former investments  amounted to approximately  $1.7 million,  in
the  aggregate,  and are recorded as a liability in the financial  statements of
the  Partnership.  The General Partner intends to resolve these  obligations and
contingencies as soon as practicable.

     The General  Partner  currently  anticipates  that the  pendency of certain
litigation,  as described  below,  related  claims against the  Partnership  for
indemnification,  other costs and expenses related to such  litigation,  and the
involvement  of  management,  will  adversely  affect  (a)  the  timing  of  the
termination  of the  Partnership,  (b)  the  amount  of  proceeds  which  may be
available for  distribution,  and (c) the timing of the  distribution to limited
partners of any net proceeds that remain after  resolving such  obligations  and
contingencies.

     Pursuant to an amendment to the Partnership Agreement dated March 24, 1997,
the Partnership's  obligation to pay a Partnership Management Fee and a Property
Management  Fee for 1996  and  subsequent  periods  was  terminated.  Therefore,
although  the General  Partner  continues  to provide  services on behalf of the
Partnership, the Partnership did not pay for these services and will not pay for
such services in the future.  However,  in accordance  with  generally  accepted
accounting principles,  for financial reporting purposes, amounts equal to these
services for the three and six months ended June 30, 2000 of $467,786 and
$935,571 respectively,  and for the three and six months  ended June 30, 1999 of
$461,199 and $922,398,  respectively have been treated in the accompanying
statements of operations  as an expense  with a  corresponding  increase in
General  Partner's capital due to the capital  contributions  for services
provided by the General Partner. In conjunction with the General Partner's
capital increase,  a transfer was made to the limited  partners' capital for the
limited partners' share (99%) of the capital contribution of such services.
The foregoing expense and capital transfer  have no effect on the capital of the
limited  partners or the General Partner.

3.   Legal Proceedings

     On August 29,  1997,  a purported  class  action was  commenced in New York
Supreme  Court,  New York  County,  on behalf  of the  limited  partners  of the
Partnership, against the Partnership, the General Partner, the General Partner's
two  partners,  MLOM and RPOM,  Merrill  Lynch & Co.,  Inc.  and Merrill  Lynch,
Pierce,  Fenner & Smith Incorporated  ("Merrill Lynch"). The action concerns the
Partnership's  payment of certain  management  fees and  expenses to the General
Partner and the payment of certain purported fees to an affiliate of RPOM.

     Specifically,  the plaintiffs  allege breach of the Partnership  Agreement,
breach of fiduciary duties and unjust  enrichment by the General Partner in that
the General Partner allegedly: (1) improperly failed to return to plaintiffs and
the alleged class members certain uninvested capital contributions in the amount
of $18.5 million (less certain reserves),  (2) improperly paid itself management
fees in the amount of $18.3 million,  and (3) improperly paid Multivision  Cable
TV Corp.,  an affiliate of RPOM,  supposedly  duplicative  management fees in an
amount in excess  of $6  million.  In  addition,  plaintiffs  assert a claim for
quantum  meruit,  supposedly  seeking credit for, and counsel fees based on, the
benefit  received by the limited  partners as a result of the voluntary  payment
made by  Merrill  Lynch to the  Partnership  in March  1997,  in the  amount  of
approximately $23 million,  representing  management fees, certain expenses, and
interest paid by the Partnership to the General Partner since 1990.

     With respect to Merrill Lynch & Co., Inc.,  Merrill  Lynch,  MLOM and RPOM,
plaintiffs  claim that these defendants aided and abetted the General Partner in
the alleged breach of the Partnership Agreement and in the alleged breach of the
General  Partner's  fiduciary  duties.  Plaintiffs seek, among other things,  an
injunction barring defendants from paying themselves management fees or expenses
not  expressly   authorized  by  the  Partnership   Agreement,   an  accounting,
disgorgement  of the  alleged  improperly  paid  fees and  expenses,  return  of
uninvested  capital  contributions,  counsel fees, and compensatory and punitive
damages.  Defendants believe that they have good and meritorious defenses to the
action,  and vigorously  deny any wrongdoing with respect to the alleged claims.
Defendants moved to dismiss the complaint and each claim for relief therein.  On
March 3, 1999, the New York Supreme Court issued an order  granting  defendants'
motion and dismissing plaintiffs' complaint in its entirety,  principally on the
grounds that the claims are  derivative  and  plaintiffs  lack standing to bring
suit because they failed to make a pre-litigation demand on the General Partner.
On  June 8,  2000,  the New  York  Supreme  Court,  Appellate  Division  - First
Department  issued a Decision  and  Order,  unanimously  affirming  the New York
Supreme Court's  dismissal of the  plaintiffs'  complaint in its entirety. On
June 13, 2000,  the New York Supreme  Court denied plaintiffs' motion to clarify
or modify the Court's March 3, 1999 order. On June 23,  2000,  planitiffs  filed
a motion for  reargument  with  respect to certain portions of the Appellate
Division's Decision and Order.  Defendants have served papers in opposition to
this motion, and are awaiting a decision.

     The  Partnership  Agreement  provides for  indemnification,  to the fullest
extent  provided  by law,  for any  person  or  entity  named  as a party to any
threatened,  pending  or  completed  lawsuit  by  reason of any  alleged  act or
omission  arising out of such person's  activities as a General Partner or as an
officer,  director or  affiliate of either  RPOM,  MLOM or the General  Partner,
subject to specified  conditions.  In connection with the purported class action
noted   above,   the   Partnership   has   received   notices  of  requests  for
indemnification  from  the  following  defendants  named  therein:  the  General
Partner, MLOM, RPOM, Merrill Lynch & Co., Inc., and Merrill Lynch. For the three
and six months  ended June 30,  2000,  the  Partnership  incurred  approximately
$43,000  and   $54,000,   respectively,   for  legal  costs   relating  to  such
indemnification.  For  the  three  and six  months  ended  June  30,  1999,  the
Partnership incurred approximately $53,000 and $81,000,  respectively, for legal
costs  relating  to  such  indemnification.  Such  cumulative  costs  amount  to
approximately $568,000 through June 30, 2000.

<PAGE>

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


Liquidity and Capital Resources.

As of June 30, 2000, Registrant had $10,907,540 in cash and cash equivalents.

     Pursuant to the Amended and Restated Agreement of Limited  Partnership (the
"Partnership  Agreement"),  Registrant is in dissolution  and its only remaining
activity is to wind up its affairs,  which  includes  providing for or resolving
its remaining obligations and contingencies (see below), and making a final cash
distribution,  if any,  to its  partners.  As of  June  30,  2000,  Registrant's
obligations and  contingencies  relating to its former  investments  amounted to
approximately $1.7 million,  in the aggregate,  and are recorded as a liability
in the  financial  statements  of  Registrant.  The General  Partner  intends to
resolve these obligations and contingencies as soon as practicable.  However, as
a result of outstanding  litigation  (see below),  Registrant has  experienced a
delay in its liquidation.

     Registrant's  ongoing cash needs will be to fund its  existing  obligations
and costs in connection with the liquidation of Registrant, as well as providing
for costs and expenses  related to the purported class action lawsuit  described
below. Media Opportunity  Management  Partners (the "General Partner") currently
anticipates  that the pendency of such litigation,  as described below,  related
claims against Registrant for indemnification,  other costs and expenses related
to such litigation, and the involvement of management, will adversely affect (a)
the timing of the  termination of  Registrant,  (b) the amount of proceeds which
may be available for distribution, and (c) the timing of the distribution to the
limited   partners  of  any  net  proceeds  that  remain  after  resolving  such
obligations and contingencies.

     Pursuant to an amendment to the  Partnership  Agreement  (the  "Amendment")
dated March 24, 1997,  Registrant's  obligation to pay a Partnership  Management
Fee  and  a  Property  Management  Fee  for  1996  and  subsequent  periods  was
terminated.  Therefore,  although  the  General  Partner  continues  to  provide
services on behalf of Registrant,  Registrant did not pay for these services and
will not pay for such  services  in the  future.  However,  in  accordance  with
generally accepted accounting  principles,  for financial reporting purposes, an
amount equal to these  services for the three and six months ended June 30, 2000
of $467,786 and $935,571, respectively,  has been  treated  in the  accompanying
statements of operations as an expense with a corresponding  increase in General
Partner's capital due to the capital  contributions for services provided by the
General Partner.  In conjunction with the General Partner's capital increase,  a
transfer  was made to the limited  partners'  capital for the limited  partners'
share (99%) of the capital contribution of such services.  The foregoing expense
and capital  transfer  have no effect on the capital of the limited  partners or
the General Partner.

     On August 29,  1997,  a purported  class  action was  commenced in New York
Supreme Court, New York County, on behalf of the limited partners of Registrant,
against Registrant,  the General Partner, the General Partner's two partners, ML
Opportunity  Management  Inc.  ("MLOM")  and  RP  Opportunity  Management,  L.P.
("RPOM"),  Merrill Lynch & Co., Inc. and Merrill Lynch,  Pierce,  Fenner & Smith
Incorporated  ("Merrill  Lynch").  The action concerns  Registrant's  payment of
certain  management  fees and expenses to the General Partner and the payment of
certain purported fees to an affiliate of RPOM.

     Specifically,  the plaintiffs  allege breach of the Partnership  Agreement,
breach of fiduciary duties and unjust  enrichment by the General Partner in that
the General Partner allegedly: (1) improperly failed to return to plaintiffs and
the alleged class members certain uninvested capital contributions in the amount
of $18.5 million (less certain reserves),  (2) improperly paid itself management
fees in the amount of $18.3 million,  and (3) improperly paid Multivision  Cable
TV Corp.,  an affiliate of RPOM,  supposedly  duplicative  management fees in an
amount in excess  of $6  million.  In  addition,  plaintiffs  assert a claim for
quantum  meruit,  supposedly  seeking credit for, and counsel fees based on, the
benefit  received by the limited  partners as a result of the voluntary  payment
made  by  Merrill   Lynch  to  Registrant  in  March  1997,  in  the  amount  of
approximately $23 million,  representing  management fees, certain expenses, and
interest paid by Registrant to the General Partner since 1990.

     With respect to Merrill Lynch & Co., Inc.,  Merrill  Lynch,  MLOM and RPOM,
plaintiffs  claim that these defendants aided and abetted the General Partner in
the alleged breach of the Partnership Agreement and in the alleged breach of the
General  Partner's  fiduciary  duties.  Plaintiffs seek, among other things,  an
injunction barring defendants from paying themselves management fees or expenses
not  expressly   authorized  by  the  Partnership   Agreement,   an  accounting,
disgorgement  of the  alleged  improperly  paid  fees and  expenses,  return  of
uninvested  capital  contributions,  counsel fees, and compensatory and punitive
damages.  Defendants believe that they have good and meritorious defenses to the
action,  and vigorously  deny any wrongdoing with respect to the alleged claims.
Defendants moved to dismiss the complaint and each claim for relief therein.  On
March 3, 1999, the New York Supreme Court issued an order  granting  defendants'
motion and dismissing plaintiffs' complaint in its entirety,  principally on the
grounds that the claims are  derivative  and  plaintiffs  lack standing to bring
suit because they failed to make a pre-litigation demand on the General Partner.
On  June 8,  2000,  the New  York  Supreme  Court,  Appellate  Division  - First
Department  issued a Decision  and  Order,  unanimously  affirming  the New York
Supreme Court's  dismissal of the  plaintiffs'  complaint in its entirety.
On June 13, 2000,  the New York Supreme  Court denied plaintiffs' motion to
clarify or modify the Court's March 3, 1999 order. On June 23,  2000,
plaintiffs  filed a motion for  reargument  with  respect to certain portions of
the Appellate Division's Decision and Order.  Defendants have served papers in
opposition to this motion, and are awaiting a decision.

     The  Partnership  Agreement  provides for  indemnification,  to the fullest
extent  provided  by law,  for any  person  or  entity  named  as a party to any
threatened,  pending  or  completed  lawsuit  by  reason of any  alleged  act or
omission  arising out of such person's  activities as a General Partner or as an
officer,  director or  affiliate of either  RPOM,  MLOM or the General  Partner,
subject to specified  conditions.  In connection with the purported class action
noted above,  Registrant  has received  notices of requests for  indemnification
from the following  defendants named therein:  the General Partner,  MLOM, RPOM,
Merrill Lynch & Co., Inc., and Merrill Lynch. For the three and six months ended
June  30,  2000,   Registrant  incurred   approximately   $43,000  and  $54,000,
respectively,  for legal costs relating to such  indemnification.  For the three
and six months  ended June 30,  1999,  the  Partnership  incurred  approximately
$53,000  and   $81,000,   respectively,   for  legal  costs   relating  to  such
indemnification.  Such cumulative costs amount to approximately $568,000 through
June 30, 2000.

Forward Looking Information

     In  addition  to  historical   information  contained  or  incorporated  by
reference  in  this  report  on  Form  10-Q,  Registrant  may  make  or  publish
forward-looking statements about management expectations,  strategic objectives,
business  prospects,   anticipated  financial  performance,  and  other  similar
matters.  In  order  to  comply  with the  terms  of the  safe  harbor  for such
statements  provided by the Private  Securities  Litigation  Reform Act of 1995,
Registrant  notes  that a  variety  of  factors,  many of which are  beyond  its
control, affect its operations,  performance, business strategy, and results and
could  cause  actual  results  and  experience  to  differ  materially  from the
expectations  expressed in these statements.  These factors include, but are not
limited to, the effect of changing  economic  and market  conditions,  trends in
business  and finance  and in investor  sentiment,  the level of  volatility  of
interest  rates,  the impact of current,  pending,  and future  legislation  and
regulation  both in the United States and  throughout  the world,  and the other
risks and  uncertainties  detailed in this Form 10-Q.  Registrant  undertakes no
responsibility to update publicly or revise any forward-looking statements.

Results of Operations.

Three months ended June 30, 2000 and 1999.

   Registrant generated a net loss of approximately $358,000 in the three months
ended June 30, 2000,  which was  comprised  of services  provided by the General
Partner of approximately $468,000 and  professional  fees and other  expenses of
approximately  $49,000,  partially  offset  by  interest  and  other  income  of
approximately $159,000.

     Registrant  generated  a net loss of  approximately  $406,000  in the three
months ended June 30,  1999,  which was  comprised  of services  provided by the
General  Partner of  approximately  $462,000,  and  professional  fees and other
expenses of approximately $59,000, partially offset by interest and other income
of approximately $115,000.

     The decrease in net loss of  approximately  $48,000 from the 1999 period is
primarily  attributable  to a decrease in  professional  fees and an increase in
interest  income due to higher  cash  balances  at the  Parent  level and higher
interest rates for the 2000 period,  partially offset by an increase in services
provided by the General Partner

     Registrant's  net  income,  excluding  services  provided  by  the  General
Partner, due to the termination of Registrant's obligation to pay for management
fees since 1996, was  approximately  $110,000 and $56,000,  for the three months
ended June 30, 2000 and 1999, respectively.

Six months ended June 30, 2000 and 1999.

     Registrant generated a net loss of approximately  $699,000 in the first six
months of 2000, which was comprised of services  provided by the General Partner
of  approximately $936,000  and   professional   fees  and  other  expenses  of
approximately  $64,000,  partially  offset  by  interest  and  other  income  of
approximately $301,000.

     Registrant generated a net loss of approximately  $882,000 in the first six
months of 1999, which was comprised of services  provided by the General Partner
of  approximately   $922,000  and  professional   fees  and  other  expenses  of
approximately  $184,000,  partially  offset  by  interest  and  other  income of
approximately $224,000.

     The decrease in net loss of approximately  $183,000 from the 1999 period is
primarily  attributable to a decrease in  professional  fees and other expenses,
including wind up costs incurred in 1999, and an increase in interest income due
to higher cash  balances at the Parent level and higher  interest  rates for the
2000 period, partially offset by an increase in services porvided by the General
Partner.

     Registrant's net income excluding services provided by the General Partner,
due to the  termination of  Registrant's  obligation to pay for management  fees
since 1996,  was  approximately  $236,000 and $40,000,  for the six months ended
June 30, 2000 and 1999, respectively.

Item 3. Quantitative and Qualitative Disclosure About Market Risk


     As of June 30, 2000, Registrant maintains a portion of its cash equivalents
in financial instruments with original maturities of three months or less. These
financial  instruments  are subject to interest  rate risk,  and will decline in
value if interest rates increase. A significant increase or decrease in interest
rates would not have a material effect on Registrant's financial position.

PART II - OTHER INFORMATION.

Item 1.  Legal Proceedings.

     On August 29,  1997,  a purported  class  action was  commenced in New York
Supreme Court, New York County, on behalf of the limited partners of Registrant,
against  Registrant,  the General Partner,  the General  Partner's two partners,
MLOM and RPOM,  Merrill Lynch & Co., Inc. and Merrill Lynch. The action concerns
Registrant's  payment of certain  management  fees and  expenses  to the General
Partner and the payment of certain purported fees to an affiliate of RPOM.

     Specifically,  the plaintiffs  allege breach of the Partnership  Agreement,
breach of fiduciary duties and unjust  enrichment by the General Partner in that
the General Partner allegedly: (1) improperly failed to return to plaintiffs and
the alleged class members certain uninvested capital contributions in the amount
of $18.5 million (less certain reserves),  (2) improperly paid itself management
fees in the amount of $18.3 million,  and (3) improperly paid Multivision  Cable
TV Corp.,  an affiliate of RPOM,  supposedly  duplicative  management fees in an
amount in excess  of $6  million.  In  addition,  plaintiffs  assert a claim for
quantum  meruit,  supposedly  seeking credit for, and counsel fees based on, the
benefit  received by the limited  partners as a result of the voluntary  payment
made  by  Merrill   Lynch  to  Registrant  in  March  1997,  in  the  amount  of
approximately $23 million,  representing  management fees, certain expenses, and
interest paid by Registrant to the General Partner since 1990.

     With respect to Merrill Lynch & Co., Inc.,  Merrill  Lynch,  MLOM and RPOM,
plaintiffs  claim that these defendants aided and abetted the General Partner in
the alleged breach of the Partnership Agreement and in the alleged breach of the
General  Partner's  fiduciary  duties.  Plaintiffs seek, among other things,  an
injunction barring defendants from paying themselves management fees or expenses
not  expressly   authorized  by  the  Partnership   Agreement,   an  accounting,
disgorgement  of the  alleged  improperly  paid  fees and  expenses,  return  of
uninvested  capital  contributions,  counsel fees, and compensatory and punitive
damages.  Defendants believe that they have good and meritorious defenses to the
action,  and vigorously  deny any wrongdoing with respect to the alleged claims.
Defendants moved to dismiss the complaint and each claim for relief therein.  On
March 3, 1999, the New York Supreme Court issued an order  granting  defendants'
motion and dismissing plaintiffs' complaint in its entirety,  principally on the
grounds that the claims are  derivative  and  plaintiffs  lack standing to bring
suit because they failed to make a pre-litigation demand on the General Partner.
On  June 8,  2000,  the New  York  Supreme  Court,  Appellate  Division  - First
Department  issued a Decision  and  Order,  unanimously  affirming  the New York
Supreme Court's  dismissal of the plaintiffs' complaint in its entirety. On June
13, 2000,  the New York Supreme  Court denied plaintiffs' motion to clarify or
modify the Court's March 3, 1999 order. On June 23,  2000,  plaintiffs  filed a
motion for  reargument  with  respect to certain portions of the Appellate
Division's Decision and Order.  Defendants have served papers in opposition to
this motion, and are awaiting a decision.

     The  Partnership  Agreement  provides for  indemnification,  to the fullest
extent  provided  by law,  for any  person  or  entity  named  as a party to any
threatened,  pending  or  completed  lawsuit  by  reason of any  alleged  act or
omission  arising out of such person's  activities as a General Partner or as an
officer,  director or  affiliate of either  RPOM,  MLOM or the General  Partner,
subject to specified  conditions.  In connection with the purported class action
noted above,  Registrant  has received  notices of requests for  indemnification
from the following  defendants named therein:  the General Partner,  MLOM, RPOM,
Merrill Lynch & Co., Inc., and Merrill Lynch. For the three and six months ended
June  30,   2000,   Registrant   incurred   approximately $43,000  and  $54,000,
respectively, for legal costs relating to such indemnification.  Such cumulative
costs amount to approximately $568,000 through June 30, 2000.

Registrant is not aware of any other material legal proceedings.

Item 2.  Changes in Securities and Use of Proceeds.

         None

Item 3.  Defaults Upon Senior Securities.

         None

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

         None

Item 5.  Other Information.

         None

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

                A). Exhibits:

                    Exhibit #                      Description

                    27.                            Financial Data Schedule

                B). Reports on Form 8-K

                    None

<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.


                                     ML MEDIA OPPORTUNITY PARTNERS, L.P.

                                     By:  Media Opportunity Management Partners
                                                     General Partner

                                     By:  RP Opportunity Management, L.P.
                                                     General Partner

                                     By:  IMP Opportunity Management Inc.



Dated: August 14, 2000                /s/ I. Martin Pompadur
                                     --------------------------------------
                                         I. Martin Pompadur
                                         Director and President
                                        (principal executive officer
                                         of the Registrant)

Dated: August 14, 2000                /s/ Elizabeth McNey Yates
                                     --------------------------------------
                                         Elizabeth McNey Yates
                                         Executive Vice President



<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.


                                     ML MEDIA OPPORTUNITY PARTNERS, L.P.

                                     By:  Media Opportunity Management Partners
                                                     General Partner

                                     By:  ML Opportunity Management, Inc.



Dated: August 14, 2000                /s/ Kevin K. Albert
                                     ------------------------------------------
                                          Kevin K. Albert
                                          Director and President

Dated: August 14, 2000                /s/ James V. Caruso
                                     ------------------------------------------
                                          James V. Caruso
                                          Director and Executive Vice President

Dated: August 14, 2000                /s/ Michael A. Giobbe
                                     ------------------------------------------
                                          Michael A. Giobbe
                                          Director and Vice President

Dated: August 14, 2000                /s/ Sandhya Rana
                                     ------------------------------------------
                                          Sandhya Rana
                                          Vice President and Treasurer
                                         (principal accounting officer and
                                          principal financial officer
                                          of Registrant)