SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB

(Mark One)

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


For the quarter period ended:  September 30, 2003
                               ------------------



    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  000-13754
                        ---------


                            MAXUS REALTY TRUST, INC.
                          ---------------------------
        (Exact name of small business issuer as specified in its charter)

           Missouri                                 43-1339136
           --------                                 ----------
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
incorporation or organization)

                  104 Armour, North Kansas City, Missouri 64116
                  ---------------------------------------------
                    (Address of principal executive offices)

                                 (816)303-4500
                                 -------------
                (Trust's telephone number, including area code)


State the  number of shares  outstanding  of the  Trust's  sole  class of common
equity, $1.00 par value common stock, as of November 1, 2003: 1,238,737.









                                       1
<PAGE>



                                      INDEX


                                                                            Page
PART I -     FINANCIAL INFORMATION

ITEM 1.      FINANCIAL STATEMENTS:
             Consolidated Balance Sheets                                       3
             Consolidated Statements of Operations                             4
             Consolidated Statements of Cash Flows                             5

ITEM 2.      MANAGEMENT'S DISCUSSION AND ANALYSIS OR
             PLAN OF OPERATION                                                 9

ITEM 3.      CONTROLS AND PROCEDURES                                          17

PART II -    OTHER INFORMATION

ITEM 1.      LEGAL PROCEEDINGS                                                17
ITEM 2.      CHANGES IN SECURITIES AND USE OF PROCEEDS                        17
ITEM 3.      DEFAULTS UPON SENIOR SECURITIES                                  17
ITEM 4.      SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS              17
ITEM 5.      OTHER INFORMATION                                                17
ITEM 6.      EXHIBITS AND REPORTS ON FORM 8-K                                 18

SIGNATURES                                                                    19
EXHIBIT INDEX                                                                 20






                                       2
<PAGE>



PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                            MAXUS REALTY TRUST, INC.
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                                             September 30,        December 31,
                                                                                 2003                2002
                                                                              (Unaudited)
ASSETS:
Investment property
   Land                                                                $       2,174,000           2,174,000
   Buildings and improvements                                                 30,833,000          30,698,000
   Personal property                                                           1,977,000           1,795,000
                                                                            ------------        ------------
                                                                              34,984,000          34,667,000
   Less accumulated depreciation                                              (5,267,000)         (4,269,000)
                                                                            ------------        ------------
           Total investment property, net                                     29,717,000          30,398,000


Cash                                                                           3,340,000              85,000
Escrows and reserves                                                             870,000             885,000
Accounts receivable                                                              376,000             388,000
Prepaid expenses and other assets                                                240,000             224,000
Deferred expenses, less accumulated amortization                                 469,000             525,000
                                                                            ------------        ------------
           Total                                                              35,012,000          32,505,000
   Assets of property held for sale - discontinued operations                        ---           4,978,000
                                                                            ------------        ------------
           Total assets                                                $      35,012,000          37,483,000
                                                                            ============        ============


LIABILITIES AND SHAREHOLDERS' EQUITY:

Liabilities:
   Mortgage notes payable                                                 $   23,295,000          23,510,000
   Accounts payable, prepaid rent, and accrued expenses                          675,000             530,000
   Real estate taxes payable                                                     390,000             222,000
   Refundable tenant deposits                                                    132,000             160,000
                                                                            ------------        ------------
           Total                                                              24,492,000          24,422,000
   Liabilities of property held for sale - discontinued operations                 9,000           1,556,000
                                                                            ------------        ------------
           Total liabilities                                                  24,501,000          25,978,000
                                                                            ============        ============
Shareholders' equity:
   Common stock, $1 par value: authorized 5,000,000 shares
      1,239,000 and 1,230,000 shares issued and outstanding
      at September 30, 2003 and December 31, 2002, respectively                1,239,000           1,230,000
   Additional paid-in-capital                                                 17,279,000          17,194,000
   Distributions in excess of accumulated earnings                            (8,007,000)         (6,919,000)
                                                                            ------------        ------------
           Total shareholders' equity                                         10,511,000          11,505,000
                                                                            ------------        ------------
                                                                          $   35,012,000          37,483,000
                                                                            ============        ============
See accompanying notes to consolidated financial statements.

</TABLE>


                                       3
<PAGE>

                            MAXUS REALTY TRUST, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                       Three Months Ended                  Nine Months Ended
                                                     Sept. 30,     Sept. 30,             Sept. 30,    Sept. 30,
                                                        2003         2002                  2003         2002
Income
Revenues:
   Rental                                      $     1,309,000    1,370,000             4,095,000     4,134,000
   Other                                               160,000      142,000               413,000       372,000
                                                   -----------  -----------           -----------   -----------

           Total revenues                            1,469,000    1,512,000             4,508,000     4,506,000
                                                   -----------  -----------           -----------   -----------

Expenses:
   Depreciation and amortization                       352,000      356,000             1,055,000     1,050,000
   Repairs and maintenance, including common
      area maintenance                                 191,000      181,000               509,000       578,000
   Real estate taxes                                   109,000      100,000               326,000       306,000
   General and administrative                           68,000       75,000               221,000       222,000
   Utilities                                           103,000       87,000               280,000       257,000
   Property management fees - related parties           71,000       64,000               210,000       213,000
   Other operating expenses                            309,000      247,000               881,000       699,000
                                                   -----------  -----------           -----------   -----------
           Total operating expenses                  1,203,000    1,110,000             3,482,000     3,325,000
                                                   -----------  -----------           -----------   -----------

           Net operating income                        266,000      402,000             1,026,000     1,181,000
                                                   -----------  -----------           -----------   -----------

           Interest
                Interest income                        (14,000)      (2,000)              (17,000)       (8,000)
                Interest expense                       399,000      405,000             1,197,000     1,205,000
                                                   -----------  -----------           -----------   -----------
   Loss from continuing operations                    (119,000)      (1,000)             (154,000)      (16,000)
Income (loss) from discontinued operations
   including loss on disposal of $26,000 in 2003        (7,000)      58,000                (9,000)      188,000
                                                   -----------  -----------           -----------   -----------

           Net income (loss)                   $      (126,000)      57,000              (163,000)      172,000
                                                   ===========  ===========           ===========   ===========

Per share data (basic and diluted):
   Loss from continuing operations             $          (.09)         ---                  (.12)         (.01)
   Income (loss) from discontinued operations             (.01)         .05                  (.01)          .15
                                                   -----------  -----------           -----------   -----------

           Total                               $          (.10)         .05                  (.13)          .14
                                                   ===========  ===========           ===========   ===========

Distributions paid in current year             $           .25          .25                   .75           .75
                                                   ===========  ===========           ===========   ===========

   Weighted average shares outstanding               1,236,000    1,224,000             1,233,000     1,222,000
                                                   ===========  ===========           ===========   ===========

</TABLE>

See accompanying notes to consolidated financial statements.



                                       4
<PAGE>


                            MAXUS REALTY TRUST, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>
                                                                                             Nine Months Ended
                                                                                         Sept.30,         Sept.30,
                                                                                           2003             2002
Cash flows from operating activities:
   Net income (loss)                                                               $    (163,000)          172,000
   Adjustments to reconcile net income (loss) to net
     cash provided by operating activities of continuing operations:
       (Income) loss from discontinued operations:                                         9,000          (188,000)
       Depreciation and amortization                                                   1,055,000         1,050,000
       Changes in accounts affecting operations:
           Accounts receivable                                                            12,000           (19,000)
           Prepaid expenses and other assets                                             (16,000)           59,000
           Escrows and reserves                                                           15,000          (427,000)
           Accounts payable and other liabilities                                        285,000           168,000
                                                                                     -----------       -----------
               Net cash provided by operating activities of continuing operations      1,197,000           815,000
               Net cash provided by operating activities of discontinued operations       20,000           455,000
                                                                                     -----------       -----------
               Net cash provided by operating activities                               1,217,000         1,270,000

Cash flows from investing activities:
       Capital expenditures                                                             (318,000)         (466,000)
                                                                                     -----------       -----------
               Net cash used in investing activities of continuing operations           (318,000)         (466,000)
               Net cash provided by (used in) investing activities
                    of discontinued operations                                         4,787,000           (85,000)
                                                                                     -----------       -----------
               Net cash provided by (used in) investing activities                     4,469,000          (551,000)

Cash flows from financing activities:
       Principal payments on mortgage notes payable                                     (215,000)         (204,000)
       Issuance of common stock                                                           94,000            86,000
       Distributions paid to shareholders                                               (925,000)         (916,000)
                                                                                     -----------       -----------
               Net cash used in financing activities of continuing operations         (1,046,000)       (1,034,000)
               Net cash provided by (used in) financing activities
                    of discontinued operations                                        (1,385,000)          235,000
                                                                                     -----------       -----------
               Net cash used in financing activities                                  (2,431,000)         (799,000)

               Net increase (decrease) in cash                                         3,255,000           (80,000)

Cash, beginning of period                                                                 85,000           200,000
                                                                                     -----------       -----------

Cash, end of period                                                                $   3,340,000           120,000
                                                                                     ===========       ===========

Supplemental disclosure of cash flow information -
   cash paid during the Nine-month period for interest (includes Atrium)           $   1,220,000         1,251,000
                                                                                     ===========       ===========
</TABLE>

See accompanying notes to consolidated financial statements






                                       5
<PAGE>


                            MAXUS REALTY TRUST, INC.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
           NINE MONTHS ENDED SEPTEMBER 30, 2003 AND SEPTEMBER 30, 2002
                                   (UNAUDITED)

(1) Summary of Significant Accounting Policies

Refer to the financial  statements  of Maxus Realty Trust,  Inc. (the "Trust" or
"Registrant")  for the year ended December 31, 2002,  which are contained in the
Trust's  Annual  Report on Form  10-KSB,  for a  description  of the  accounting
policies, which have been continued without change. Also, refer to the footnotes
to those statements for additional  details of the Trust's financial  condition.
The  details  in those  notes  have not  changed  except  as a result  of normal
transactions  in the  interim.  In the opinion of  management,  all  adjustments
(which include only normal  recurring  adjustments)  necessary to present fairly
the financial  position,  results of operations  and cash flows at September 30,
2003  and  for all  periods  presented  have  been  made.  The  results  for the
nine-month period ended September 30, 2003 are not necessarily indicative of the
results  which may be expected for the entire  year.  The  historical  financial
statements  as of  December  31,  2002 and for the three and nine month  periods
ended  September  30,  2002  have  been  reclassified  to  present  discontinued
operations.

Certain  reclassifications have been made to the prior period amounts to conform
to the current period presentation.

(2) Segment Reporting

The Trust  has two  reportable  operating  segments--apartments  and  commercial
buildings.  The Trust's  management  evaluates the  performance  of each segment
based on  profit  or loss from  operations  before  allocation  of  general  and
administrative  expenses,  unusual and  extraordinary  items, and interest.  The
accounting  policies  of the  segments  are the  same  as  those  of the  Trust.
Operations at the Atrium at Alpha  Business  Center (the "Atrium") are presented
separately in Note 3 below. The Atrium was classified as held for sale beginning
May 14, 2003 and was previously included in the commercial  segment.  The Atrium
was sold May 29, 2003.

Following is information  for each segment for the three months ended  September
30, 2003 and 2002:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                                    Total
                                                                                                    excluding
                                                               Commercial         Corporate         discontinued
September 30, 2003                         Apartments          buildings*          and other        operations
------------------                         ----------          ----------          ---------        ----------

Total revenues                            $ 1,235,000           234,000               ---           1,469,000
Income (loss) from continuing operations     (100,000)           36,000            (55,000)          (119,000)
Capital expenditures                          139,000               ---               ---             139,000
Depreciation and amortization                 291,000            61,000               ---             352,000
Interest expense                              306,000            93,000               ---             399,000

September 30, 2002
------------------

Total revenues                            $ 1,266,000           246,000               ---           1,512,000
Income (loss) from continuing operations       20,000            54,000           (75,000)             (1,000)
Capital expenditures                          177,000               ---               ---             177,000
Depreciation and amortization                 294,000            62,000               ---             356,000
Interest expense                              312,000            93,000               ---             405,000
</TABLE>

* Commercial buildings excludes discontinued operations at the Atrium.


                                       6
<PAGE>


(2) Segment Reporting - Continued

Following is  information  for each segment for the nine months ended  September
30, 2003 and 2002:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>
                                                                                                     Total
                                                                                                     excluding
                                                               Commercial          Corporate         discontinued
September 30, 2003                          Apartments         buildings*           and other        operations
------------------                          ----------         ----------           ---------        ----------

Total revenues                             $ 3,788,000           720,000                  ---         4,508,000
Income (loss) from continuing operations       (68,000)          122,000             (208,000)         (154,000)
Capital expenditures                           318,000               ---                  ---           318,000
Depreciation and amortization                  873,000           182,000                  ---         1,055,000
Interest expense                               921,000           276,000                  ---         1,197,000
Assets                                      26,561,000         5,123,000            3,328,000        35,012,000

September 30, 2002
------------------

Total revenues                             $ 3,789,000           717,000                  ---         4,506,000
Income (loss) from continuing operations        81,000           125,000             (222,000)          (16,000)
Capital expenditures                           466,000               ---                  ---           466,000
Depreciation and amortization                  870,000           180,000                  ---         1,050,000
Interest expense                               927,000           278,000                  ---         1,205,000
Assets                                      27,497,000         5,381,000               96,000        32,974,000
</TABLE>

* Commercial buildings excludes discontinued operations at the Atrium.

(3) Property Disposition

The Trust follows the provisions of Statement of Financial  Accounting Standards
No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets" ("SFAS
144"), which addresses financial  accounting and reporting for the impairment or
disposal  of  long-lived  assets.  This  statement   supersedes  SFAS  No.  121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets To
Be Disposed of, ("SFAS 121") and establishes a single accounting model, based on
the framework  established in SFAS 121, for long-lived  assets to be disposed of
by sale.  The  Trust  has  reclassified  its  Consolidated  Balance  Sheet as of
December 31, 2002 and its  Consolidated  Statements of Operations  for the three
and nine months  ended  September  30, 2002 and  Consolidated  Statement of Cash
Flows for the nine months ended  September 30, 2002 in compliance  with SFAS 144
to reflect  discontinued  operations of the Atrium, which was classified as held
for sale on May 14, 2003 and was sold on May 29, 2003. This reclassification has
no impact on the Trust's net income or net income per share.  This  property was
previously included in the commercial segment.

On May 29, 2003, the Trust sold the Atrium to an unrelated third party. The sale
resulted in a net book loss of $26,000 and provided approximately  $3,500,000 in
net sale proceeds, after the payoff of the related line of credit secured by the
Atrium.  The table below  presents the pro forma  results of  operations  of the
Trust as if the sale of  investment  property  had  occurred  at January 1, 2002
(unaudited):
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                        Three Months Ended:                   Nine Months Ended:
                                                     Sept. 30,      Sept. 30,              Sept. 30,      Sept. 30,
                                                       2003           2002                   2003           2002

Total revenue                                   $   1,469,000      1,512,000              4,508,000      4,506,000

Depreciation and amortization                         352,000        356,000              1,055,000      1,050,000
Repairs and maintenance, including
   common area maintenance                            191,000        181,000                509,000        578,000
Real estate taxes                                     109,000        100,000                326,000        306,000
General and administrative                             68,000         75,000                221,000        222,000

                                       7
<PAGE>

Utilities                                             103,000         87,000                280,000        257,000
Property management fees - related parties             71,000         64,000                210,000        213,000
Other                                                 309,000        247,000                881,000        699,000
                                                   ----------     ----------             ----------     ----------
     Total expenses                                 1,203,000      1,110,000              3,482,000      3,325,000
                                                   ----------     ----------             ----------     ----------

Net operating income                                  266,000        402,000              1,026,000      1,181,000
                                                   ----------     ----------             ----------     ----------

           Interest
                Interest income                       (14,000)        (2,000)               (17,000)        (8,000)
                Interest expense                      399,000        405,000              1,197,000      1,205,000
                                                   ----------     ----------             ----------     ----------
Net loss                                       $     (119,000)        (1,000)              (154,000)       (16,000)
                                                   ==========     ==========             ==========     ==========

Net loss per share (basic and diluted)         $         (.09)           ---                   (.12)          (.01)
                                                   ==========     ==========             ==========     ==========
</TABLE>

This pro forma information does not purport to be indicative of the results that
actually would have been obtained if the transactions  had actually  occurred at
the beginning of 2002, and is not intended to be a projection of future results.

Condensed  financial  information for the rental property classified as held for
sale is below.


                             DISCONTINUED OPERATIONS
                                    (ATRIUM)
                           BALANCE SHEETS (UNAUDITED)
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                             September 30,        December 31,
                                                                                 2003                 2002
ASSETS:
Investment property
   Land                                                                $             ---             823,000
   Buildings and improvements                                                        ---           8,597,000
                                                                              ----------          ----------
                                                                                     ---           9,420,000

   Less accumulated depreciation                                                     ---          (4,538,000)
                                                                              ----------          ----------
           Total investment property                                                 ---           4,882,000

Cash                                                                                 ---              38,000
Accounts receivable                                                                  ---              32,000
Prepaid expenses and other assets                                                    ---               1,000
Deferred expenses, less accumulated amortization                                     ---              25,000
                                                                              ----------          ----------
           Total assets                                                $             ---           4,978,000
                                                                              ==========          ==========


LIABILITIES AND SHAREHOLDERS' EQUITY:

Liabilities:
   Mortgage notes payable                                              $             ---           1,385,000
   Accounts payable, prepaid rent, and accrued expenses                            9,000             171,000
                                                                              ----------          ----------
   Total liabilities                                                               9,000           1,556,000
                                                                              ----------          ----------

Shareholders' equity - accumulated earnings                                       (9,000)          3,422,000
                                                                              ----------          ----------
           Total liabilities and shareholder's equity:                 $             ---           4,978,000
                                                                              ==========          ==========
</TABLE>

                                       8
<PAGE>



                             DISCONTINUED OPERATIONS
                                     ATRIUM
                             STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                   Three Months Ended:                       Nine Months Ended:
                                                Sept. 30,          Sept. 30,            Sept. 30,          Sept. 30,
                                                  2003               2002                 2003               2002

Total revenue                              $       ---             311,000              478,000            971,000

Depreciation and amortization                      ---              81,000              117,000            234,000
Repairs and maintenance, including
   common area maintenance                       7,000              56,000              121,000            184,000
Real estate taxes                                  ---              56,000               92,000            167,000
Property management fees                           ---              (4,000)              18,000             25,000
Utilities                                          ---              30,000               56,000             87,000
Other                                              ---              17,000               33,000             41,000
                                            ----------          ----------           ----------         ----------
    Total expenses                               7,000             236,000              437,000            738,000
                                            ----------          ----------           ----------          ---------

    Net operating income                        (7,000)             75,000               41,000            233,000
                                            ----------          ----------           ----------          ---------

    Interest expense                               ---              17,000               24,000             45,000
                                            ----------          ----------           ----------         ----------

Net income (loss) before loss on sale           (7,000)             58,000               17,000            188,000
                                            ----------          ----------           ----------         ----------

Loss on sale                                       ---                 ---              (26,000)               ---
                                            ----------          ----------           ----------         ----------
Net income (loss)                          $    (7,000)             58,000               (9,000)           188,000
                                            ==========          ==========           ==========         ==========

Net income (loss) per share                $      (.01)               0.05                 (.01)              0.15
                                            ==========          ==========           ==========         ==========
</TABLE>


ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

FORWARD LOOKING STATEMENTS

This section includes "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. All statements,  other than statements of historical facts, included in
this section and located  elsewhere in this Form 10-QSB  regarding the prospects
of our  industry  and our  prospects,  plans,  financial  position  and business
strategy may constitute forward-looking statements. In addition, forward-looking
statements generally can be identified by the use of forward-looking terminology
such as "may," "will," "expect,"  "intend,"  "estimate,"  "anticipate,"  "plan,"
"foresee," "believe" or "continue" or the negatives of these terms or variations
of them or  similar  terminology.  Although  we  believe  that the  expectations
reflected in these  forward-looking  statements are  reasonable,  we can give no
assurance  that these  expectations  will prove to have been  correct.  All such
forward-looking  statements are subject to certain risks and uncertainties  that
could cause actual results to differ  materially from those  contemplated by the
relevant  forward-looking  statement.  Important factors that could cause actual
results to differ materially from our expectations  include,  among others:  (i)
the ability to retain key tenants, (ii) general economic,  business,  market and
social  conditions,  (iii)  trends in the real estate  investment  market,  (iv)
projected  leasing and sales, (v)  competition,  (vi) inflation and (vii) future
prospects for the Trust.  Readers are urged to consider these factors  carefully
in evaluating the  forward-looking  statements.  All subsequent written and oral
forward-looking  statements  attributable  to us or persons acting on our behalf
are expressly  qualified in their entirety by these cautionary  statements.  The
forward-looking  statements included herein are made only as of the date of this
Form 10-QSB,  and we do not  undertake any  obligation  to release  publicly any
revisions to such forward-looking  statements to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated events.


                                       9
<PAGE>


CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions that affect amounts  reported in the  accompanying  Consolidated
Financial Statements.  The most significant  assumptions and estimates relate to
revenue  recognition,   depreciable  lives  of  investment   property,   capital
expenditures,  properties  held  for  sale,  and  the  valuation  of  investment
property.  Application of these assumptions requires the exercise of judgment as
to future uncertainties and, as a result, actual results could differ from these
estimates.

Revenue Recognition

Lease  agreements are accounted for as operating  leases,  and rentals from such
leases are  reported  as  revenues  ratably  over the terms of the  leases.  The
recognition  of scheduled  rent  increases on a  straight-line  basis results in
recognition of a receivable. Such receivable was $386,000 at September 30, 2003.

The Trust  believes this  receivable  will be  collectable  over the life of the
lease. If the lease was terminated,  the receivable could become  uncollectable,
since the receivable  represents  future cash  earnings,  the Trust believes the
risk is immaterial.

Investment Property Useful Lives

The Trust is required to make  subjective  assessments as to the useful lives of
its  properties for the purposes of determining  the amount of  depreciation  to
reflect on an annual basis with respect to those  properties.  These assessments
have a direct impact on the Trust's net income.

Buildings and  improvements are depreciated over their estimated useful lives of
27.5 to 35 years on a straight-line  basis.  Tenant improvements are depreciated
over the term of the  lease  on a  straight-line  basis.  Personal  property  is
depreciated  over its estimated  useful life ranging from 5 to 7 years using the
straight-line method.

Capital Expenditures

For reporting  purposes,  the Trust  capitalizes all carpet,  flooring,  blinds,
appliance and HVAC replacements.  The Trust expenses all other expenditures that
total less than $10,000.  Expenditures over $10,000 and expenditures  related to
contracts over $10,000 are evaluated  individually for  capitalization.  Repairs
and  maintenance  are charged to expense as incurred.  Additions and betterments
are capitalized.

Classification of Properties

The Trust is required to make  subjective  assessments  as to whether a property
should be classified  as "Held for Sale" under the  provisions of SFAS 144. SFAS
144  contains  certain  criteria  that must be met in order for a property to be
classified as held for sale, including: management commits to a plan to sell the
asset;  the asset is available for immediate sale in its present  condition;  an
active  program to locate a buyer has been  initiated;  the sale of the asset is
probable and transfer of the asset is expected to qualify for  recognition  as a
sale within one year; the asset is being  actively  marketed for sale at a price
that is reasonable in relation to its current fair value;  and actions  required
to complete the plan indicate that it is unlikely  that  significant  changes to
the plan will be made or that the plan will be withdrawn.

Management  believes that a property should not be classified as "Held for Sale"
until a contract for the sale of a property has been  executed,  all  inspection
periods have passed and any earnest deposit becomes  non-refundable and the only
pending  item to  complete  the sale is the  passage of time.  Until this point,
management believes that there may be actions required to complete the plan that
may result in changes to or  termination of the plan, and therefore the property
should not be classified as "Held for Sale" under SFAS 144.

The classification of a property as held for sale can have a significant impact,
in certain  situations in  determining  whether a property's  carrying  value is
impaired under SFAS 144.

                                       10
<PAGE>

Impairment of Investment Property Values

The Trust is required to make  subjective  assessments  as to whether  there are
impairments in the value of its investment properties. Management's estimates of
impairment  in the value of  investment  properties  have a direct impact on the
Trust's net income.

The Trust  follows  the  provisions  of SFAS No.  144.  The Trust  assesses  the
carrying  value  of  its  long-lived   asset  whenever   events  or  changes  in
circumstances  indicate that the carrying amount of the underlying asset may not
be  recoverable.  Certain factors that may occur and indicate that an impairment
may exist include, but are not limited to: significant underperformance relative
to projected future operating results;  significant changes in the manner of the
use of the asset; and significant adverse industry or market economic trends. If
an  indicator  of  possible  impairment  exists,  a property  is  evaluated  for
impairment by a comparison of the carrying amount of a property to the estimated
undiscounted future cash flows expected to be generated by the property.  If the
carrying  amount of a property  exceeds  its  estimated  future cash flows on an
undiscounted  basis,  an impairment  charge is recognized by the amount by which
the  carrying  amount of the  property  exceeds the fair value of the  property.
Management  estimates fair value of its properties based on projected discounted
cash flows using a discount rate  determined  by  management to be  commensurate
with the risk inherent in the Trust.

DESCRIPTION OF BUSINESS

The Trust invests in income-producing real properties,  primarily apartments and
commercial  buildings.  As of  September  30,  2003  the  Trust's  portfolio  is
comprised of:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                       SQUARE
                                        FEET/
PROPERTY                              # UNITS             TYPE           LOCATION              PURCHASE DATE

ACI Worldwide, Inc. (formerly          70,000        Single Tenant       Omaha, NE             January, 1986
Applied Communications, Inc.)                        Office
("ACI")

Forest Park Apartments                    110        Apartments          Kansas City, MO       August, 2000
("Forest Park")
(f.k.a. North Winn)

King's Court Apartments                    82        Apartments          Olathe, KS            August, 2001
("King's Court")

Chalet Apartments - I and II              234        Apartments          Topeka, KS            September, 2001
 ("Chalet")

The Landings Apartments                   154        Apartments          Little Rock, AR       September, 2001
(the "Landings")

Barrington Hills Apartments               232        Apartments          Little Rock, AR       November, 2001
("Barrington Hills")
</TABLE>

ACI,  Forest Park, the Landings,  Chalet and  Barrington  Hills are owned by the
following limited liability companies that are directly owned by the Registrant:
ACI Financing,  L.L.C., North Winn Acquisition,  L.L.C.,  Landings  Acquisition,
L.L.C.,  Chalet  I  Acquisition,  L.L.C.,  Chalet  II  Acquisition,  L.L.C.  and
Barrington Hills Acquisition, L.L.C.

Maxus  Properties,  Inc.,  an affiliate  of the  Registrant,  provides  property
management services for each of the Trust's real properties.


                                       11
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Cash and  escrows and  reserves as of  September  30, 2003 were  $4,210,000,  an
increase of  $3,240,000  from the balance of  $970,000  at  December  31,  2002.
Escrows and reserves  includes  $870,000 at  September  30, 2003 and $885,000 at
December 31, 2002, held in escrow and reserves by various lenders, which are not
readily available for current disbursement.  The primary reason for the increase
in cash was the sale of the Atrium, which generated approximately  $3,500,000 in
net cash  proceeds  after the payoff of the  related  line of  credit.  Net cash
provided by operating  activities of continuing  operations  for the  nine-month
period  ended  September  30, 2003 was  $1,197,000  compared to $815,000 for the
nine-month  period ended  September 30, 2002.  The increase was primarily due to
funding of escrow  balances  of  $427,000  in 2002.  Net cash used in  investing
activities  of continuing  operations  was $318,000 and $466,000 for the periods
ended September 30, 2003 and 2002, respectively, and consisted solely of capital
expenditures.  Capital  expenditures in 2003 consisted primarily of $161,000 for
replacements  of carpet,  flooring,  HVAC,  appliances  and  blinds,  along with
various  other  property  replacements,  upgrades  and  tenant  improvements  of
$157,000 with $43,000 at North Winn, $45,000 at King's Court, and $59,000 at The
Landings  representing  the  largest  expenditures.  Net cash used in  financing
activities of continuing  operations  was  $1,046,000 in 2003 and  $1,034,000 in
2002,  including  distributions  paid totaling  $925,000 in 2003 and $916,000 in
2002.

Net cash provided by operations of  discontinued  operations was $20,000 in 2003
and $455,000 in 2002. Net cash provided by investing  activities of discontinued
operations  was  $4,787,000  in 2003 and net cash used was $85,000 in 2002.  The
cash provided by investing activities in 2003 relates primarily to cash provided
by the sale  proceeds of the Atrium (net of costs of the sale) offset by capital
expenditures of $74,000 at the Atrium. Net cash used in financing  activities of
discontinued  operations was  $1,385,000,  which was used to pay off the line of
credit  secured by the Atrium after its sale in May 2003. In 2002,  $235,000 was
provided by financing operations of discontinued operations, which represents an
increase in the line of credit in 2002.

<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

Contractual Obligations and Commercial Commitments

                                 Balance at             Interest                       Due
                             September 30, 2003           Rate

ACI                             4,178,000                 8.63%                  August 1, 2010

Forest Park                     1,902,000                 4.91%                  September 1, 2007

King's Court                    2,209,000                 5.69%                  November 1, 2026

Chalet I                        4,000,000                 6.59%                  October 1, 2008

Chalet II                       1,510,000                 6.535%                 October 1, 2008

The Landings                    3,738,000                 7.66%                  September 1, 2007

Barrington Hills                5,758,000                 6.035%                 July 1, 2029
                               ----------

Total                        $ 23,295,000
                               ==========

</TABLE>

Reference is also made to Note 2 of Notes to Financial  Statements  incorporated
by reference in the Trust's  Annual Report on Form 10-KSB for a  description  of
mortgage indebtedness secured by the Trust's real property investments.

Management  believes  the Trust's  current  cash  position  and the  properties'
ability  to  provide  operating  cash  flows  should  enable  the  Trust to fund
anticipated operating and capital expenditures in 2003. Tenant improvement costs
at the Atrium were $74,000 in 2003.  Projected capital improvement  expenditures
of approximately  $215,000 were planned at Barrington  Hills in 2003,  primarily
for painting the complex,  with the majority of the expenditures  expected to be
reimbursed  from reserves held by lender.  Management  has  determined  that the
painting will not be contracted in 2003, therefore projected capital improvement
expenditures at Barrington are now less than $30,000. There were also $59,000 of
landscaping capital improvements at the Landings. Except for the items mentioned

                                       12
<PAGE>

management  does not  anticipate  any  material  capital  improvement  operating
expenditures  at any one property in 2003.  However,  the Trust will continue to
evaluate  opportunities  for the  acquisition  of investment  properties and may
incur  material  capital  expenditures  in  connection  with  these  acquisition
opportunities. The Trust's ability to acquire investment properties and to incur
material capital expenditures if desirable opportunities arise will be dependent
on the Trust's ability to obtain suitable  financing on reasonable terms to fund
the acquisitions.

Management  does not  believe  the risk of  changes  in  operations  that  would
adversely  impact cash flow from  operating  activities  is a material  risk. As
leases expire,  they are expected to be replaced or renewed in the normal course
of business over a reasonable period of time.

The Board of  Trustees  voted to approve  the  listing of the Atrium and the ACI
building,  and  subsequently  a  listing  agreement  was  entered  into for each
property. The Atrium was sold May 29, 2003 to an unrelated third party. The sale
price  was  $5,117,500  and net  proceeds,  after  the  payoff  of the  Atrium's
$1,385,000  line  of  credit  and  payment  of  related   closing  costs,   were
approximately  $3,500,000.  The current market may not support the listing price
for the ACI building, and no guarantee can be made as to whether or not the sale
of the ACI building will occur in the near future.

Insurance

Industry wide,  insurance rates continue to rise. In 2002, the Trust experienced
rate  increases  upon the renewal of  insurance  policies on its  properties  of
approximately  30%  or  $44,000  on an  annualized  basis  due  to a  continuing
tightening  of risk  underwriting.  Insurance  rates  in 2003  increased  33% or
$59,000 on an annualized  basis.  Management  believes the Trust will be able to
absorb future increases in insurance rates and eventually  expects to pass these
expenses on to tenants through increased rents.

RESULTS OF OPERATIONS

The  results of  operations  for the Trust's  properties  for the three and nine
months ended September 30, 2003 and 2002 are detailed in the schedule below.

Funds from Operations

The white paper on Funds from  Operations  approved by the board of governors of
NAREIT  defines  Funds  from  Operations  as  net  income  (loss)  (computed  in
accordance with GAAP), excluding gains (or losses) from sales of property,  plus
property  related  depreciation  and  amortization,  and after  adjustments  for
unconsolidated  partnerships and joint ventures.  Adjustments for unconsolidated
partnerships  and joint ventures are calculated to reflect Funds from Operations
on the same  basis.  In 1999,  NAREIT  clarified  the  definition  of Funds from
Operations to include non-recurring events, except for those that are defined as
"extraordinary  items" under GAAP and gains and losses from sales of depreciable
operating property. In 2002, NAREIT clarified that Funds from Operations related
to assets held for sale,  sold or otherwise  transferred and included in results
of discontinued  operations should continue to be included in consolidated Funds
from Operations.

The Trust  computes  Funds from  Operations  in accordance  with the  guidelines
established  by the white  paper,  which may  differ  from the  methodology  for
calculating  Funds  from  Operations   utilized  by  other  equity  REITs,  and,
accordingly, may not be comparable to such other REITs. Funds from Operations do
not represent  amounts  available for management's  discretionary use because of
needed capital replacement or expansion, debt service obligations, distributions
or other  commitments and  uncertainties.  Funds from  Operations  should not be
considered as an alternative to net income  (determined in accordance with GAAP)
as an  indication  of the Trust's  financial  performance  or to cash flows from
operating  activities  (determined in accordance  with GAAP) as a measure of the
Trust's  liquidity,  nor is it indicative of funds available to fund the Trust's
cash needs including its ability to make distributions. The Trust believes Funds
from  Operations is helpful to investors as a measure of the  performance of the
Trust  because,  along  with cash  flows from  operating  activities,  financing
activities and investing activities, it provides investors with an understanding
of the  ability  of the  Trust  to incur  and  service  debt  and  make  capital
expenditures.  In the table below,  revenue,  expenses,  net income and property
related  depreciation and amortization  were determined in accordance with GAAP.
The  addition of  property  related  depreciation  and  amortization  to and the
exclusion of the loss on sale from net income results in Funds from  Operations,
which is not determined in accordance with GAAP.


                                       13
<PAGE>
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


       Funds From Operations
                                                      Three Months Ended                     Nine Months Ended
                                                   Sept. 30,       Sept. 30,             Sept. 30,       Sept. 30,
                                                     2003             2002                  2003           2002

       Net income (loss)                           (126,000)         57,000              (163,000)       172,000
       Property related depreciation
          and amortization (1)                      341,000         427,000             1,139,000      1,201,000
       Loss on sale                                     ---             ---                26,000            ---
                                                  ---------       ---------             ---------      ---------
       Funds from operations                   $    215,000         484,000             1,002,000      1,373,000
                                                  =========       =========             =========      =========
</TABLE>

(1) Depreciation and amortization of the Atrium is included in this amount.

Comparison of Consolidated Results From Continuing Operations

For the three and nine  month  periods  ended  September  30,  2003 the  Trust's
consolidated revenues from continuing operations were $1,469,000 and $4,508,000,
respectively.  Revenues  decreased  $43,000 (2.8%) and increased  $2,000 for the
three and  nine-month  periods ended  September 30, 2003 as compared to the same
periods  ended  September  30,  2002,  respectively. Increases  in income at The
Landings  and  Barrington  Hills were offset by a decrease in revenue at Chalet,
causing  revenue for the nine- month period to be consistent  with the same time
period in 2002.

For the three and nine  month  periods  ended  September  30,  2003 the  Trust's
consolidated  operating expenses from continuing  operations were $1,203,000 and
$3,482,000,  respectively. Expenses increased $93,000 (8.4%) and $157,000 (4.7%)
for the three and nine-month periods ended September 30, 2003 as compared to the
same periods ended  September 30, 2002. The increase in  consolidated  operating
expenses for the nine-month  period is  attributable  to a $182,000  increase in
other operating expenses offset by a $69,000 decrease in repairs and maintenance
expense. The increase in other operating expenses was due primarily to increases
in insurance rates of $61,000,  along with increased  office and payroll expense
of $25,000 and increased leasing expenses of $28,000 (primarily at Chalet).

The net loss from  continuing  operations  for the three and nine month  periods
ended  September 30, 2003 was  ($119,000) or ($.09) per share and  ($154,000) or
($.12)  per  share,  respectively.  The net loss for the  three  and nine  month
periods ended September 30, 2002 was ($1,000) and ($16,000) or ($.01) per share,
respectively.

Cash and  escrows and  reserves as of  September  30, 2003 were  $4,210,000,  an
increase of  $3,240,000  from the balance of  $970,000  at  December  31,  2002.
Escrows and reserves  includes  $870,000 at  September  30, 2003 and $885,000 at
December 31, 2002, held in escrow and reserves by various lenders, which are not
readily available for current disbursement.  The primary reason for the increase
in cash was the sale of the Atrium, which generated approximately  $3,500,000 in
net cash  proceeds  after the payoff of the  related  line of  credit.  Net cash
provided by operating  activities of continuing  operations  for the  nine-month
period  ended  September  30, 2003 was  $1,197,000  compared to $815,000 for the
nine-month  period ended  September 30, 2002.  The increase was primarily due to
funding of escrow  balances  of  $427,000  in 2002.  Net cash used in  investing
activities  of continuing  operations  was $318,000 and $466,000 for the periods
ended September 30, 2003 and 2002, respectively, and consisted solely of capital
expenditures.  Capital  expenditures in 2003 consisted primarily of $161,000 for
replacements  of carpet,  flooring,  HVAC,  appliances  and  blinds,  along with
various  other  property  replacements,  upgrades  and  tenant  improvements  of
$157,000 with $43,000 at North Winn, $45,000 at King's Court, and $59,000 at The
Landings  representing  the  largest  expenditures.  Net cash used in  financing
activities of continuing  operations  was  $1,045,000 in 2003 and  $1,034,000 in
2002,  including  distributions  paid totaling  $925,000 in 2003 and $916,000 in
2002.

Net cash provided by operations of  discontinued  operations was $20,000 in 2003
and $455,000 in 2002. Net cash provided by investing  activities of discontinued
operations  was  $4,787,000  in 2003 and net cash used was $85,000 in 2002.  The
cash provided by investing activities in 2003 relates primarily to cash provided
by the sale  proceeds of the Atrium (net of costs of the sale) offset by capital
expenditures of $74,000 at the Atrium. Net cash used in financing  activities of
discontinued  operations was  $1,385,000,  which was used to pay off the line of
credit  secured by the Atrium after its sale in May 2003. In 2002,  $235,000 was
provided by financing operations of discontinued operations, which represents an
increase in the line of credit in 2002.


                                       14
<PAGE>

Comparison of Results from Continuing Operations by Segment

For the three and nine month periods ended September 30, 2003,  revenues for the
Trust's  Commercial  Building Segment  (excluding the Atrium)  decreased $12,000
(4.9%) and  increased  $3,000  (.4%)  respectively  as compared to the same time
periods last year.  This  increase in the revenue for the  nine-month  period is
primarily due to an increase in CAM reimbursement of $6,000 over prior year.

For both the three and nine month periods ended September 30, 2003, expenses for
the Commercial Buildings Segment (excluding the Atrium) increased $6,000.

For the three and nine month periods ended September 30, 2003,  revenues for the
Apartments  Segment decreased  $31,000 (2.4%) and $1,000,  respectively from the
periods ended September 30, 2002.

For the three and nine month periods ended September 30, 2003,  expenses for the
Apartments  Segment increased $89,000 (7.1%) and $148,000 (4.0%),  respectively,
primarily  as a result of increased  other  operating  expenses of $171,000,  of
which $61,000 represents an increase in insurance expense.

Comparison of Results of Discontinued Operations

For the three and nine month periods ended September 30, 2003, revenue decreased
$311,000  and $493,000  respectively  as compared to the same periods last year.
This decrease is primarily due to 2003 representing five months of operations as
compared to nine in 2002,  combined  with a decrease  in 2003 CAM  reimbursement
compared to 2002.

For the  three  and nine  month  periods  ended  September  30,  2003,  expenses
decreased  $229,000  and $301,000  respectively  as compared to the same periods
last year. This decrease is due primarily to 2003  representing only five months
of operations, compared to nine in 2002.

Net cash provided by operations of  discontinued  operations was $20,000 in 2003
and $455,000 in 2002. Net cash provided by investing  activities of discontinued
operations  was  $4,787,000  in 2003 and net cash used was $85,000 in 2002.  The
cash provided by investing activities in 2003 relates primarily to cash provided
by the sale  proceeds of the Atrium (net of costs of the sale) offset by capital
expenditures of $74,000 at the Atrium. Net cash used in financing  activities of
discontinued  operations was  $1,385,000,  which was used to pay off the line of
credit  secured by the Atrium after its sale in May 2003. In 2002,  $235,000 was
provided by financing operations of discontinued operations, which represents an
increase in the line of credit in 2002.

Occupancy

The occupancy levels at September 30 were as follows:
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                           OCCUPANCY LEVELS AT SEPTEMBER 30,
                                                              2003                  2002

         The Atrium                                            N/A                   76%
         ACI                                                  100%                  100%
         Forest Park                                           88%                   95%
         King's Court                                          96%                   93%
         Chalet                                                93%                   99%
         The Landings                                          92%                   95%
         Barrington Hills                                      91%                   94%
</TABLE>

The Atrium was sold May 29, 2003.

The ACI building has a single tenant  occupying 100% of the building.  The lease
expires  in August  2008.  Recently,  the parent  company  of the single  tenant
restated  its  consolidated   financial  statements.   In  connection  with  the
restatement of its financial statements,  the Securities and Exchange Commission
has issued a formal order of private  investigation  and class  action  lawsuits
have  been  publicly  announced  against  the  parent company and certain of its


                                       15
<PAGE>

former and present  officers and directors.  The lawsuits  allege  violations of
securities laws on the grounds that certain of the parent company's Exchange Act
reports and press releases  contained  untrue  statements of material  facts, or
omitted to state facts necessary to make the statements  therein not misleading.
Derivative  action lawsuits have also been filed on behalf of the parent company
against certain named officers and directors of the parent  company.  The parent
company has publicly  reported that if it were to lose any of these  lawsuits or
if they were not settled on favorable terms, the judgment or settlement may have
a  material  adverse  effect  on the  parent  company's  consolidated  financial
position,  results of operations  and cash flows.  The Trust is monitoring  this
litigation closely, but is unable at this time to determine what impact, if any,
the  investigation  and these lawsuits will have on the tenant's ability to meet
its  payment  obligations  under its lease  with the Trust.  The  balance of the
receivable  due from ACI to the  Trust  was  $386,000  at  September  30,  2003,
comprised of recognition of scheduled rent increases on a straight-line basis.

At Forest Park,  occupancy of 88% on September  30, 2003 reflects the decline in
market  conditions  in the north Kansas City market with heavy  concessions  and
rent reductions.  Average  occupancy in this sub market is 90%. King's Court has
maintained  above market  occupancy during the summer leasing season by offering
discounted  rents on select units and a lowered  deposit.  Occupancy  was 96% on
September  30, 2003.  The  management  anticipates  a decrease in the  occupancy
during  the next few months due to the number of units on notice and the lack of
traffic to fill vacancies in the Olathe market.  The Olathe,  Kansas area market
occupancy  rates were  averaging 88% according to the Apartment  Guide with most
properties  lowering rents and increasing  concessions  for new move-ins to fill
vacant units before winter.  Chalet Apartments in Topeka, Kansas ended the month
of September with an occupancy of 93%, which is slightly better than the current
market. The concessions are still strong in Topeka and rental rates have dropped
overall.  The major  source of move outs  continues  to be home  purchases.  The
Landings in Little Rock  experienced  a stable  third  quarter,  with an average
occupancy of 92%. The  concessions in this market are minimal  compared to other
areas of the country.  Barrington Hills, also in Little Rock,  Arkansas remained
steady at the lower 90's in occupancy to end the third  quarter.  This  reflects
the Little  Rock market at this time.  The  occupancy  in the area has  dropped,
however heavy concessions are not yet being used.

MARKET RISK

The Trust has  considered  the provision of Financial  Reporting  Release No. 48
"Disclosure of Accounting  Policies for  Derivative  Financial  Instruments  and
Derivative Commodity Instruments, and Disclosure of Quantitative and Qualitative
Information  about Market Risk  Inherent in  Derivative  Financial  Instruments,
Other Financial Instruments and Derivative Commodity Instruments". The Trust had
no holdings of derivative  financial or commodity  instruments  at September 30,
2003.

The Trust does not believe  that it has any material  exposure to interest  rate
risk.  The debt on the ACI  building is at a fixed rated of 8.63% and matures in
2010;  the debt on King's Court is at a fixed rate of 5.69% and matures in 2026;
the debt on the  Landings is at a fixed rate of 7.66% and  matures in 2007;  the
debt on Chalet is at fixed  rates of 6.59% and 6.535% and  matures in 2008;  and
the debt on Barrington  Hills is at a fixed rate of 6.035%,  is repriced in 2009
and matures in 2029. The debt on Forest Park is variable.  The current  interest
rate on Forest  Park is 4.91%.  The debt on Forest Park  matures in 2007.  A 100
basis point  increase in the variable  rate debt on an annual basis would impact
net income by approximately $19,000.

INFLATION

The  effects  of  inflation  did not have a  material  impact  upon the  Trust's
operations in the period ended September 30, 2003, or in fiscal 2002.

OFF-BALANCE SHEET ARRANGEMENTS

The Partnership does not have any "off-balance sheet arrangements" as defined in
Item 303 (c) of Regulations S-B promulgated under the Securities Exchange Act of
1934, as amended.


                                       16
<PAGE>


ITEM 3:  CONTROLS AND PROCEDURES

An evaluation of the Trust's  disclosure  controls and procedures (as defined in
Rule 13a-15(e) of the Securities  Exchange Act of 1934 (the "Exchange  Act")) as
of  September  30,  2003,  was  carried out under the  supervision  and with the
participation of the Trust's Chief Executive  Officer,  Chief Financial  Officer
and several other members of the Trust's  senior  management.  The Trust's Chief
Executive  Officer  and  Chief  Financial  Officer  concluded  that the  Trust's
disclosure  controls and  procedures  as  currently  in effect are  effective in
ensuring  that the  information  required  to be  disclosed  by the Trust in the
reports  it files or  submits  under the  Exchange  Act is (i)  accumulated  and
communicated to the Trust's  management  (including the Chief Executive  Officer
and Chief Financial Officer) in a timely manner,  and (ii) recorded,  processed,
summarized  and reported  within time  periods  specified in the SEC's rules and
forms. There have been no changes in the Trust's internal control over financial
reporting  (as defined in Rule  13a-15(f)  of the  Exchange  Act) that  occurred
during the quarter ended September 30, 2003, that have materially  affected,  or
are reasonably  likely to materially  affect,  the Trust's internal control over
financial reporting.

The  Trust   intends  to   continually   review  and  evaluate  the  design  and
effectiveness  of its  disclosure  controls  and  procedures  and to improve its
controls and procedures  over time and to correct any  deficiencies  that it may
discover in the future.  The goal is to ensure that senior management has timely
access to all material  financial and non-financial  information  concerning the
Trust's business.  While the Trust believes the present design of its disclosure
controls  and  procedures  is  effective  to  achieve  its goal,  future  events
affecting its business may cause the Trust to modify its disclosure controls and
procedures.


PART II    OTHER INFORMATION


ITEM 1.    LEGAL PROCEEDINGS

           None


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

           On  November 10, 2003,  the Board of Trustees of the Trust declared a
           cash dividend  of $0.25 per share payable to the holders of record on
           November 30, 2003 of the Trust's $1.00 par value, common  stock.  The
           Board  anticipates  that  the  dividend  will be paid on December 22,
           2003. The  Trust's Board  of  Trustees  intends, subject to continued
           performance  and  availability of sufficient funds, to declare a $.25
           per share cash dividend each quarter, at least in the near future.


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<PAGE>


ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

           (a)  Exhibits

                See Exhibits Index on Page 20


           (b)  Reports on Form 8-K

                On  August 12, 2003, the Registrant filed an amendment to Item 7
                of  its  Form  8-K filed on June 2, 2003 to include the required
                financial  statements  and pro forma information relating to the
                sale  of the Atrium at Alpha Business Center, an office building
                located in Bloomington, MN.






                                       18
<PAGE>



SIGNATURES

In accordance with the requirements of the Securities  Exchange Act of 1934, the
Registrant  caused  this  report to be signed on its behalf by the  undersigned,
there unto duly authorized.

                                          MAXUS REALTY TRUST, INC.

Date: November 10, 2003             By:   /s/ Danley K. Sheldon
                                          ---------------------
                                          Danley K. Sheldon
                                          President and Chief Executive Officer
                                          Trustee

Date: November 10, 2003             By:   /s/ John W. Alvey
                                          ---------------------
                                          John W. Alvey
                                          Vice President
                                          Chief Financial and Accounting Officer







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<PAGE>




EXHIBIT INDEX

Exhibit
Number            Description

3.1               Articles of Incorporation dated June 12, 1984, as amended, are
                  incorporated  by  reference to Exhibit 3.1 to the Registrant's
                  Quarterly Report  on Form 10-Q for the quarter ended March 31,
                  2000, as  filed  pursuant  to Rule 13a-13 under the Securities
                  Exchange Act of 1934 (File No. 000-13754).

3.2               Bylaws of  the  Registrant,  as  amended,  are incorporated by
                  reference  to  Exhibit  3.2,  to  the  Registrant's  Quarterly
                  Report on  Form  10-QSB  for the quarter  ended June 30, 2003,
                  as  filed   pursuant  to  Rule  13a-13  under  the  Securities
                  Exchange Act of 1934 (File No. 0000-13754).

31.1              Certification  of  the  Chief  Executive  Officer  Pursuant to
                  Section 302 of the Sarbanes-Oxley Act of 2002

31.2              Certification  of  the  Chief  Financial  Officer  Pursuant to
                  Section 302 of the Sarbanes-Oxley Act of 2002

32.1              Certification  of  the  Chief  Executive  Officer  Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002.

32.2              Certification  of  the  Chief  Financial  Officer  Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002.






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