FORM 10-Q
                 QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10-Q



(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2001
                               -------------------------------------------------
 or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

For the transition period from                  to
                               ----------------    -----------------------------

Commission file Number                1-12286
                       ---------------------------------------------------------

                 Mid-Atlantic Realty  Trust
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)

            Maryland                                       52-1832411
--------------------------------                     -----------------------
(State or Other Jurisdiction of                          (I.R.S. Employer
Incorporation or Organization)                            Identification No.)


170 West Ridgely Road, Suite 300 - Lutherville, Maryland     21093
-------------------------------------------------------- --------------
(Address of Principal Executive Offices)                   (ZipCode)

Registrant's Telephone Number, Including Area Code       (410) 684-2000
                                                         --------------


--------------------------------------------------------------------------------
(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.

                         X   Yes        No
                      ------     ------


14,696,867 Common Shares were outstanding as of August 6, 2001.


                                       1

<PAGE>


                            MID-ATLANTIC REALTY TRUST
                                AND SUBSIDIARIES




Part I.   FINANCIAL INFORMATION


     Item 1.   CONSOLIDATED FINANCIAL STATEMENTS

                   CONSOLIDATED BALANCE SHEETS

                   CONSOLIDATED STATEMENTS OF OPERATIONS

                   CONSOLIDATED STATEMENTS OF CASH FLOWS

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

    Item 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK



Part II.  OTHER INFORMATION


    Item 1.    LEGAL PROCEEDINGS

    Item 2.    CHANGES IN SECURITIES AND USE OF PROCEEDS

    Item 3.    DEFAULTS UPON SENIOR SECURITIES

    Item 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

    Item 5.    OTHER INFORMATION

    Item 6.    EXHIBITS AND REPORTS ON FORM 8-K


                                       2
<PAGE>

<TABLE>


                                              MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
                                                      Consolidated Balance Sheets
<CAPTION>

                                                                                                             As of
                                                                                               June 30, 2001     December 31, 2000
------------------------------------------------------------------------------------------------------------------------------------
                                                                                                 (UNAUDITED)
<S>                                                                                      <C>                            <C>
ASSETS
Properties:
    Operating properties                                                                 $      428,413,540             400,319,243
    Less accumulated depreciation and amortization                                               75,771,192              70,435,693
                                                                                         ------------------------------------------
                                                                                                352,642,348             329,883,550
    Properties in development                                                                    11,448,909              29,590,613
    Properties held for development or sale                                                       3,587,610               3,587,610
                                                                                         ------------------------------------------
                                                                                                367,678,867             363,061,773

    Cash and cash equivalents                                                                     2,999,021                 109,686
    Notes and accounts receivable - tenants and other                                             1,877,653               2,689,573
    Prepaid expenses and deposits                                                                 1,540,038               2,991,645
    Deferred financing costs, net                                                                 2,006,684               2,227,931
                                                                                         ------------------------------------------
                                                                                         $      376,102,263             371,080,608
                                                                                         ==========================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
    Accounts payable and accrued expenses                                                $        6,811,539               7,332,902
    Notes payable                                                                                44,000,000              37,000,000
    Construction loans payable                                                                   20,579,065              20,258,948
    Mortgages payable                                                                           161,250,368             162,627,578
    Convertible subordinated debentures                                                           4,901,000              13,076,000
    Deferred income                                                                               1,088,083                 491,096
                                                                                         ------------------------------------------
                                                                                                238,630,055             240,786,524
                                                                                         ------------------------------------------
Minority interest in consolidated joint ventures                                                 36,112,367              36,608,643
                                                                                         ------------------------------------------

Shareholders'equity:
    Preferred shares of beneficial interest, $.01 par value, authorized
     2,000,000 shares, issued and outstanding, none
    Common shares of beneficial interest, $.01 par value, authorized
     100,000,000 shares, issued and outstanding 14,678,510 and 13,810,162 shares, respectively      146,785                 138,102
    Additional paid-in capital                                                                  134,263,506             125,088,309
    Distributions in excess of accumulated earnings                                             (33,050,450)            (31,540,970)
                                                                                         ------------------------------------------
                                                                                                101,359,841              93,685,441
                                                                                         ------------------------------------------
                                                                                         ------------------------------------------
                                                                                         $      376,102,263             371,080,608
                                                                                         ==========================================

See accompanying notes to consolidated financial statements.

</TABLE>
                                       3


<PAGE>

<TABLE>


                                              MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
                                                 Consolidated Statements of Operations
                                                             (UNAUDITED)
<CAPTION>
                                                           Three months ended June 30,            Six months ended June 30,
                                                             2001               2000              2001                2000
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                    <C>                      <C>                <C>               <C>
REVENUES:
    Minimum rents                                      $    12,366,616          11,875,530         24,609,892        22,976,350
    Percentage rents                                           256,875             259,292            592,716           599,126
    Tenant recoveries                                        2,518,903           2,201,665          4,970,368         4,595,994
    Other                                                      129,203             147,270            212,461           221,666
                                                       -----------------------------------   ----------------------------------
                                                            15,271,597          14,483,757         30,385,437        28,393,136
                                                       -----------------------------------   ----------------------------------
EXPENSES:
    Interest                                                 4,362,712           4,080,108          8,718,715         7,922,573
    Depreciation and amortization
     of property and improvements                            2,741,217           2,582,037          5,374,922         5,086,530
    Operating                                                3,288,164           2,890,737          6,379,884         5,996,721
    General and administrative                                 729,315             770,155          1,540,031         1,473,012
                                                       -----------------------------------   ---------------------------- -----
                                                            11,121,408          10,323,037         22,013,552        20,478,836
                                                       -----------------------------------   ----------------------------------
EARNINGS FROM OPERATIONS
    BEFORE MINORITY INTEREST                                 4,150,189           4,160,720          8,371,885         7,914,300
Minority Interest                                             (888,729)           (932,250)        (1,815,761)       (1,758,825)
                                                       -----------------------------------   ----------------------------------
EARNINGS BEFORE EXTRAORDINARY GAIN                           3,261,460           3,228,470          6,556,124         6,155,475
                                                       -----------------------------------   ----------------------------------
Extraordinary gain from early extinguishment of debt                               163,923                  -           163,923
                                                       -----------------------------------   ----------------------------------
NET EARNINGS                                           $     3,261,460           3,392,393   $      6,556,124         6,319,398
                                                       ===================================   ==================================

NET EARNINGS PER SHARE - BASIC:
Earnings before extraordinary gain                     $          0.22                0.23   $           0.46              0.44
Extraordinary gain from early extinguishment of debt                 -                0.01                  -              0.01
                                                       -----------------------------------   ----------------------------------
Net earnings                                           $          0.22                0.24   $           0.46              0.45
                                                       ===================================   ==================================
NET EARNINGS PER SHARE - DILUTED:
Earnings before extraordinary gain                     $          0.22                0.23   $           0.45              0.44
Extraordinary gain from early extinguishment of debt                                  0.01                  -              0.01
                                                       -----------------------------------   ----------------------------------
Net earnings                                           $          0.22                0.24   $           0.45              0.45
                                                       ===================================   ==================================

See accompanying notes to consolidated financial statements.
</TABLE>

                                       4

<PAGE>
<TABLE>


                                              MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
                                                 Consolidated Statements of Cash Flows
                                                             (UNAUDITED)
<CAPTION>

                                                                                         Six months ended June 30,
                                                                                         2001                  2000
            ------------------------------------------------------------------------------------------------------------------
            <S>                                                                 <C>        <C>                   <C>
            CASH FLOWS FROM OPERATING ACTIVITIES:
               Net earnings                                                     $          6,556,124             6,319,398
               Adjustments to reconcile net earnings to net
                 cash provided by operating activities:
                  Extraordinary gain from early extinguishment of debt                             -              (163,923)
                  Depreciation and amortization                                            5,374,922             5,086,530
                  Minority interest in earnings, net                                       1,815,761             1,758,825
                  Amortization of deferred financing costs                                   257,010               186,664
                  Changes in operating assets and liabilities:
                    Decrease in assets                                                     2,263,527             1,472,758
                    Increase (decrease) in liabilities                                        75,624              (105,576)
                 Other, net                                                                  101,284               194,327
                                                                                ------------------------------------------
                 Total adjustments                                                         9,888,128             8,429,605
                                                                                ------------------------------------------
                      NET CASH PROVIDED BY OPERATING ACTIVITIES                           16,444,252            14,749,003
                                                                                ------------------------------------------
            CASH FLOWS FROM INVESTING ACTIVITIES:
               Acquisitions of and additions to properties                                (9,838,518)          (26,081,779)
               Payments to minority partners                                              (1,791,459)           (2,075,828)
                                                                                ------------------------------------------
                      NET CASH USED IN INVESTING ACTIVITIES                              (11,629,977)          (28,157,607)
                                                                                ------------------------------------------
            CASH FLOWS FROM FINANCING ACTIVITIES:
               Proceeds from notes payable                                                46,000,000            54,600,000
               Principal payments on notes payable                                       (39,000,000)          (28,100,000)
               Proceeds from mortgages payable                                                     -             7,070,000
               Principal payments on mortgages payable                                    (1,377,210)           (8,005,098)
               Deferred interest on construction loans payable                               320,117                     -
               Deferred financing costs                                                     (106,511)             (347,445)
               Proceeds from exercise of share options                                       304,268                     -
               Shares repurchased                                                                  -            (2,634,895)
               Dividends paid                                                             (8,065,604)           (7,468,864)
                                                                                ------------------------------------------
                      NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES                    (1,924,940)           15,113,698
                                                                                ------------------------------------------
            NET INCREASE IN CASH AND CASH EQUIVALENTS                                      2,889,335             1,705,094

            CASH AND CASH EQUIVALENTS, beginning of period                                   109,686               147,878
                                                                                ------------------------------------------
            CASH AND CASH EQUIVALENTS, end of period                            $          2,999,021             1,852,972
                                                                                ------------------------------------------
            SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
               Conversion of subordinated debentures, net of deferred
                 financing costs                                                $          8,077,255                24,586
               Conversion of Operating Partnership Units                                     520,578                     -
               Operating Partnership Units issued                                                  -               400,000
               Mortgages payable assumed                                                           -             5,562,175
                                                                                ==========================================

See accompanying notes to consolidated financial statements.

</TABLE>

                                       5
<PAGE>

                            MID-ATLANTIC REALTY TRUST
                   Notes To Consolidated Financial Statements
                                   (UNAUDITED)

Organization

Mid-Atlantic  Realty  Trust  was  incorporated  June  29,  1993,  and  commenced
operations effective with the completion of its initial public share offering on
September  11,  1993.  Mid-Atlantic  Realty  Trust  qualifies  as a real  estate
investment trust ("REIT") for Federal income tax purposes.  As used herein,  the
term "MART" or the "Company"  refers to  Mid-Atlantic  Realty Trust and entities
owned or controlled by MART,  including MART Limited Partnership (the "Operating
Partnership").

Description of Business

The Company is a fully  integrated,  self-administered  real  estate  investment
trust which owns, acquires, develops,  redevelops,  leases and manages primarily
neighborhood or community  shopping centers in the Middle Atlantic region of the
United States.

The Company has an equity interest in 38 operating shopping centers, 33 of which
are wholly  owned by the Company  and five in which the  Company  has  interests
ranging  from 50% to 93%, as well as other  commercial  properties.  The Company
also owns  approximately  81 acres of undeveloped  land parcels  varying in size
from three to thirty-four  acres. All of MART's interests in properties are held
directly or indirectly by, and all of its operations  relating to the properties
are conducted through, the Operating Partnership. Subject to certain conditions,
units of  partnership  interest in the  Operating  Partnership  ("Units") may be
exchanged  by the  limited  partners  for cash or, at the  option  of MART,  the
obligation may be assumed by MART and paid either in cash or in common shares of
beneficial  interest in MART on a one-for-one basis. MART controls the Operating
Partnership as the sole general partner, and owns approximately 81% of the Units
at June 30, 2001.

Consolidated Financial Statements

The  accompanying  consolidated  financial  statements  have  been  prepared  in
accordance with the  instructions for Form 10-Q and,  therefore,  do not include
all of the information necessary for a fair presentation of financial condition,
results of  operations  and cash flows in  accordance  with  generally  accepted
accounting  principles.  The financial  statements  have been prepared using the
accounting  policies described in the Company's 2000 annual report on Form 10-K.
The consolidated balance sheet as of June 30, 2001, the consolidated  statements
of  operations  for the three and six month periods ended June 30, 2001 and June
30, 2000 and the consolidated statements of cash flows for the six month periods
ended June 30, 2001 and 2000 have been prepared by the Company without audit. 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 have been included.  The results of operations for the
period  ended June 30,  2001 are not  necessarily  indicative  of the  operating
results for the full year.  Certain  amounts for 2000 have been  reclassified to
conform to the presentation in 2001.

Segment Information

The Company's only reportable segment is Shopping Centers. This segment includes
the operation and  management of shopping  center  properties,  and revenues are
derived  primarily  from rents and  services to tenants.  These  properties  are
managed  separately  from the other property types owned by the Company  because
they require different operating  strategies and management  expertise.

Segment  operating  results are  measured and  assessed  based on a  performance
measure known as Funds from Operations  ("FFO").  FFO is defined as net earnings
(computed  in  accordance  with  generally  accepted   accounting   principles),
excluding cumulative effects of changes in accounting principles,  extraordinary
items and gains or losses from sales of operating properties,  plus depreciation
and amortization,  and after adjustments to record  unconsolidated  partnerships
and joint ventures on the same basis. FFO is not a measure of operating  results
or cash flows from  operating  activities  as  measured  by  generally  accepted
accounting  principles,  is not necessarily indicative of cash available to fund
cash  needs and  should  not be  considered  an  alternative  to cash flows as a
measure of liquidity.

                                       6
<PAGE>

<TABLE>
                                                    MID-ATLANTIC REALTY TRUST
                                      Notes To Consolidated Financial Statements - Continued
                                                          (UNAUDITED)

Operating results for the segments are summarized as follows for the three month periods ended June 30, 2001 and June 30, 2000:


<CAPTION>


                                                              Three months ended June 30,
                                                     2001                                        2000
-----------------------------------------------------------------------------------------------------------------------
                                     Shopping          All                         Shopping        All
                                     Centers          Other           Total         Centers       Other         Total
-----------------------------------------------------------------------------------------------------------------------
<S>                          <C>                      <C>          <C>           <C>             <C>         <C>
Revenues                     $       14,704,321       567,276      15,271,597    13,975,433      508,324     14,483,757
Expenses, exclusive of
    depreciation and
    amortization of property
    and improvements                  8,154,394       225,797       8,380,191     7,527,511      213,489      7,741,000
Minority Interest                       879,425         9,304         888,729       933,077         (827)       932,250
                             ------------------------------------------------------------------------------------------
FFO                          $        5,670,502       332,175       6,002,677     5,514,845      295,662      5,810,507
                             ==========================================================================================

A reconciliation of FFO reported above to earnings from operations in the financial statements is summarized as follows:
</TABLE>

                                        Three months ended June 30,
                                        2001                 2000
-----------------------------------------------------------------------
Operating results:
      FFO                     $          6,002,677          5,810,507
      Depreciation and
      amortization of
      property and
      improvements                       2,741,217          2,582,037
                              ---------------------------------------
Earnings from operations      $          3,261,460          3,228,470
                              =======================================

Operating  results for the segments are  summarized as follows for the six month
periods ended June 30, 2001 and June 30, 2000:


<TABLE>
<CAPTION>


                                                                 Six months ended June 30,
                                                     2001                                        2000
----------------------------------------------------------------------------------------------------------------------
                                    Shopping          All                        Shopping         All
                                     Centers         Other           Total        Centers        Other         Total
----------------------------------------------------------------------------------------------------------------------
<S>                          <C>                     <C>           <C>          <C>              <C>        <C>
Revenues                     $      29,298,858       1,086,579     30,385,437   27,385,359       1,007,777  28,393,136
Expenses, exclusive of
    depreciation and
    amortization of property
    and improvements                16,199,939         438,691     16,638,630   14,970,606       421,700    15,392,306
Minority Interest                    1,796,673          19,088      1,815,761    1,762,929        (4,104)    1,758,825
                             -----------------------------------------------------------------------------------------
FFO                          $      11,302,246         628,800     11,931,046   10,651,824       590,181    11,242,005
                             =========================================================================================

</TABLE>

                                       7
<PAGE>

                            MID-ATLANTIC REALTY TRUST
             Notes to Consolidated Financial Statements - Continued
                                  (UNAUDITED)

A  reconciliation  of FFO  reported  above to earnings  from  operations  in the
financial statements is summarized as follows:


                                           Six months ended June 30,
                                         2001                     2000
-----------------------------------------------------------------------
Operating results:
      FFO                     $        11,931,046            11,242,005
      Depreciation and
      amortization of
      property and
      improvements                      5,374,922             5,086,530
                              -----------------------------------------
Earnings from operations      $         6,556,124             6,155,475
                              =========================================

Earnings  Per Share  Basic  earnings  per share  ("EPS") is computed by dividing
earnings  available to common  shareholders  by the weighted  average  number of
common shares outstanding. Diluted EPS is computed after adjusting the numerator
and  denominator  of the basic EPS  computation  for the effects of all dilutive
potential common shares  outstanding  during the period. The dilutive effects of
convertible  securities  are computed  using the  "if-converted"  method and the
dilutive  effects of options,  warrants and their  equivalents  (including fixed
awards and nonvested  shares issued under  share-based  compensation  plans) are
computed using the "treasury stock" method.

The following table sets forth information  relating to the computation of basic
and diluted earnings per share:

<TABLE>
<CAPTION>
                                                                              Six months ended June 30,  Three months ended June 30,
                                                                                 2001         2000            2001          2000
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>             <C>              <C>          <C>
Numerator:
   Earnings before extraordinary gain                                       $  6,556,124     6,155,475       3,261,460    3,228,470
    Dividends on unvested restricted share awards                               (140,762)     (137,322)        (70,680)     (69,456)
                                                                            --------------------------      -----------------------
   Numerator for basic earnings per share--earnings available to
      common shareholders                                                      6,415,362     6,018,153       3,190,780    3,159,014
    Interest on subordinated debentures                                          342,787       538,252          87,923      268,014
                                                                            --------------------------      -----------------------
   Numerator for diluted earnings per share-eamings available to
      common shareholders                                                      6,758,149     6,556,405       3,278,703    3,427,028
                                                                            ==========================      =======================
Denominator: (1)
   Denominator for basic earnings per share--weighted average
      shares outstanding                                                      13,948,758    13,534,722      14,214,916   13,503,848
   Effect of dilutive securities:
    Debentures                                                                   927,113     1,260,228         669,431    1,261,084
    Unvested portion of restricted share awards and share options                 91,940         2,424          87,732        2,279
                                                                            --------------------------      -----------------------
   Denominator for diluted earnings per share--adjusted weighted
      average shares                                                          14,967,811    14,797,374      14,972,079   14,767,211
                                                                            ==========================      =======================

(1) Effects of potentially  dilutive securities are presented only in periods in
which  they  are  dilutive.  At June  30,  2001,  the  convertible  subordinated
debentures,  if converted,  would produce an additional  466,762  shares and the
Units, if exchanged, would produce an additional 3,339,099 shares.

</TABLE>

                                       8
<PAGE>

                            MID-ATLANTIC REALTY TRUST
             Notes To Consolidated Financial Statements - Continued
                                   (UNAUDITED)


Convertible Subordinated Debentures

Effective  September 11, 1993,  the Company  issued  $60,000,000  of convertible
subordinated  debentures  at  7.625%  scheduled  to mature  in  September  2003.
Interest on the debentures is paid  semi-annually  on March 15 and September 15.
The debentures are convertible, unless previously redeemed, at any time prior to
maturity into common shares of beneficial  interest of the Company at $10.50 per
share,  subject to certain adjustments.  The balance of the debentures,  at June
30, 2001, of $4,901,000,  if fully converted,  would produce  additional 466,762
shares.  The debentures are redeemable by the Company at any time at 100% of the
principal  amount thereof,  together with accrued  interest.  The debentures are
subordinate to all mortgages payable.



                                       9

<PAGE>

Part I. FINANCIAL INFORMATION
ITEM 2.


                            MID-ATLANTIC REALTY TRUST
                      Management's Discussion And Analysis
                Of Financial Condition And Results Of Operations

The following  discussion  and analysis of operating  results covers each of the
Company's  business  segments for the three and six month periods ended June 30,
2001 and June 30, 2000.
     Management  believes that a segment  analysis  provides the most  effective
means of  understanding  the  business.  Segment  data are  reported  using  the
accounting   policies  followed  by  the  Company  for  internal   reporting  to
management. These policies are the same as those used for external reporting.

Portfolio Changes

The operating results of shopping center  properties are affected  significantly
by acquisition and disposition  transactions  and openings of newly developed or
redeveloped  properties.  Information  related to shopping center  acquisitions,
dispositions and  developments/redevelopments  completed during 2001 and 2000 is
summarized in the following table:


                                             Transaction or
Property                                     Opening Date
-------------------------------------------------------------

Acquisitions
------------

Fullerton Plaza Shopping Center              March 2000
Stonehedge Square Shopping Center            February 2000

Development/Redevelopment
-------------------------

Waverly Woods Shopping Center                March 2001
Security Square Shopping Center              February 2001
Burke Town Plaza Shopping Center             December 2000
Glen Burnie Village Shopping Center          November 2000
Rosedale Plaza Shopping Center               August 2000

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

Shopping Center Properties

Operating results are summarized as follows (in thousands):
<TABLE>
<CAPTION>

                                                                                          Three months ended June 30,
                                                                                             2001               2000
----------------------------------------------------------------------------------------------------------------------
<S>                                                                                    <C>                     <C>
Revenues                                                                               $     14,704            13,975
Operating and interest expenses, exclusive of depreciation and amortization                   8,154             7,527
Depreciation and amortization                                                                 2,625             2,468
Minority interest                                                                               879               933
                                                                                       ------------------------------
Earnings from operations                                                               $      3,046             3,047
                                                                                       ==============================
</TABLE>


     Revenues from shopping centers  increased by $729,000 in 2001 due primarily
to the operations of the  acquisitions  and  development/redevelopment  projects
opened in 2001 and 2000 ($1,014,000) and other net rental and occupancy changes.

     Operating   and  interest   expenses   (exclusive   of   depreciation   and
amortization) for shopping center  properties  increased by $627,000 in 2001 due
primarily to the acquisitions and development/redevelopment projects referred to
above ($359,000). Depreciation and amortization expense increased by $157,000 in
2001 due primarily to the  acquisitions and  development/redevelopment  projects
referred to above.

                                       10
<PAGE>
<TABLE>

                                                  MID-ATLANTIC REALTY TRUST
                                            Management's Discussion And Analysis
                                Of Financial Condition And Results Of Operations - Continued

All Other Properties

Operating results are summarized as follows (in thousands):


<CAPTION>
                                                                                            Three months ended June 30,
                                                                                               2001               2000
-----------------------------------------------------------------------------------------------------------------------
<S>                                                                                   <C>                         <C>
Revenues                                                                               $         567              508
Operating and interest expenses, exclusive of depreciation and amortization                      226              214
Depreciation and amortization                                                                    116              114
Minority interest                                                                                  9               (1)
                                                                                       ------------------------------
Earnings from operations                                                               $         216              181
                                                                                       ==============================
</TABLE>

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

Shopping Center Properties

Operating results are summarized as follows (in thousands):

<TABLE>
<CAPTION>
                                                                                            Six months ended June 30,
                                                                                             2001               2000
---------------------------------------------------------------------------------------------------------------------
<S>                                                                                    <C>                     <C>
Revenues                                                                               $     29,299            27,385
Operating and interest expenses, exclusive of depreciation and amortization                  16,200            14,971
Depreciation and amortization                                                                 5,146             4,853
Minority interest                                                                             1,797             1,763
                                                                                       ------------------------------
Earnings from operations                                                               $      6.156             5,798
                                                                                       ==============================

</TABLE>

     Revenues  from  shopping  centers  increased  by  $1,914,000  in  2001  due
primarily to the operations of the properties  acquired in 2000 ($295,000),  the
acquisitions  and  development/redevelopment  projects  opened  in 2001 and 2000
($1,470,000) and other net rental and occupancy changes.

     Operating   and  interest   expenses   (exclusive   of   depreciation   and
amortization) for shopping center properties increased by $1,229,000 in 2001 due
to the acquisitions  and  development/redevelopment  projects  referred to above
($439,000) and other increases in operating and interest expenses.  Depreciation
and  amortization  expense  increased  by $293,000 in 2001 due  primarily to the
acquisitions and development/redevelopment projects referred to above.


All Other Properties

Operating results are summarized as follows (in thousands):
<TABLE>
<CAPTION>
                                                                                         Six months ended June 30,
                                                                                          2001               2000
--------------------------------------------------------------------------------------------------------------------
<S>                                                                                    <C>                   <C>
Revenues                                                                               $  1,086              1,008
Operating and interest expenses, exclusive of depreciation and amortization                 439                421
Depreciation and amortization                                                               228                233
Minority interest                                                                            19                 (4)
                                                                                       ----------------------------
Earnings from operations                                                               $    400                358
                                                                                       ===========================
</TABLE>
                                       11
<PAGE>
                            MID-ATLANTIC REALTY TRUST
                      Management's Discussion And Analysis
          Of Financial Condition And Results Of Operations - Continued

Funds from Operations

The Company uses a supplemental  performance  measure along with net earnings to
report  its  operating  results.  This  measure  is  referred  to as Funds  from
Operations  ("FFO").  FFO is defined by the National  Association of Real Estate
Investment  Trusts,  Inc.  (NAREIT) as net earnings  computed in accordance with
generally accepted accounting principles (GAAP), excluding cumulative effects of
changes in  accounting  principles,  extraordinary  items and gains or losses on
sales of properties,  plus depreciation and amortization,  and after adjustments
to record unconsolidated  partnerships and joint ventures on the same basis. FFO
does not represent  cash flows from  operations  as defined by GAAP.  FFO is not
indicative that cash flows are adequate to fund all cash needs and should not be
considered  as an  alternative  to cash  flows as a measure  of  liquidity.  The
Company's FFO may not be comparable to the FFO of other REIT's  because they may
not use the current  NAREIT  definition  or they may  interpret  the  definition
differently.

FFO was  $11,931,000  and $11,242,000 for the six months ended June 30, 2001 and
2000, respectively. The reasons for significant changes in revenues and expenses
comprising FFO by segment are described above.


Liquidity and Capital Resources

The Company had cash and cash equivalents of $2,999,021 at June 30, 2001.

     Net cash provided by operating  activities was  $16,444,000 and $14,749,000
for the six months  ended June 30,  2001 and 2000,  respectively.  The change in
cash provided by operating  activities was due in part to the factors  discussed
above in the comparisons of operating results. The level of net cash provided by
operating  activities  is also affected by the timing of receipt of revenues and
the payment of operating and interest expenses.

     Net  cash  used  in  investing   activities  decreased  by  $16,528,000  to
$11,630,000  in  2001  from  $28,158,000  in  2000.  The  Company  acquired  two
properties  for  approximately  $10,000,000  in  2000.  There  were no  property
acquisitions in 2001. The decrease in cash used in investing activities was also
attributable to lower levels of development and redevelopment activity in 2001.

     Net cash used by financing  activities  was $1,925,000 in 2001 and net cash
provided by financing  activities was $15,114,000 in 2000.  Financing activities
provided  cash in 2000 due  primarily  to greater use of credit line  borrowings
($19,500,000),  primarily to finance  property  acquisitions and development and
redevelopment  activity.  The  effect  of  higher  credit  line  borrowings  was
partially offset by share repurchases ($2,635,000) in 2000.

Cautionary Disclosure Relating to Forward Looking Statements

Statements made in this document  include forward looking  statements  under the
federal securities laws. Statements that are not historical in nature, including
the words "anticipate," "estimate," "should," "expect," "believe," "intend," and
similar expressions are intended to identify forward looking  statements.  While
these  statements  reflect the  Company's  good faith  beliefs  based on current
expectations,  estimates and projections about (among other things) the industry
and the markets in which the Company operates, they are not guarantees of future
performance,  involve known and unknown risks and uncertainties that could cause
actual  results  to  differ   materially  from  those  in  the  forward  looking
statements,  and  should not be relied  upon as  predictions  of future  events.
Factors which could impact future results  include (among other things)  general
economic  conditions,  local real estate  conditions,  oversupply  of  available
space, financial condition of tenants, timely ability to lease or re-lease space
upon favorable economic terms,  agreements with anchor tenants,  interest rates,
availability of financing, competitive factors, and similar considerations.  The
Company  disclaims  any  obligation  to  publicly  update or revise any  forward
looking  statement,  whether as a result of new  information,  future  events or
otherwise.  For a discussion of risks and uncertainties  that could cause actual
results  to differ  materially  from  those  contained  in the  forward  looking
statements, see "Risk Factors" filed as Exhibit 99.1 to the Company's Form 10-K.

Item 3.  Quantitative and Qualitative  Disclosures about Market Risk- There have
been no material changes in the Company's market risk information since December
31, 2000.

                                       12
<PAGE>

Part II. OTHER INFORMATION


Item 1. Legal  Proceedings - In the ordinary course of business,  the Company is
involved in legal proceedings.  However, there are no material legal proceedings
pending against the Company.

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 - The Annual Meeting
of Shareholders  was held on May 11, 2001.  Elected to serve as trustees for the
ensuing year and until the election and  qualification of their successors were:
David F. Benson, Marc P. Blum, Robert A. Frank, LeRoy E. Hoffberger,  F. Patrick
Hughes, M. Ronald Lipman and Daniel S. Stone.

<TABLE>
<CAPTION>

Matter Voted Upon                              For                  Against                     Withheld
-----------------                              ---                  -------                     --------
<S>     <C>                                 <C>                     <C>                         <C>
a.  Election of Trustees:

         David F. Benson                    12,959,293                 -                         29,365
         Marc P. Blum                       12,959,171                 -                         29,487
         Robert A. Frank                    12,960,671                 -                         27,987
         LeRoy E. Hoffberger                12,957,215                 -                         31,443
         F. Patrick Hughes                  12,961,053                 -                         27,605
         M. Ronald Lipman                   12,960,853                 -                         27,805
         Daniel S. Stone                    12,956,571                 -                         27,987

b.  Proposal  to approve the appointment
of KPMG LLP as the independent certified
public accountants of MART for the fiscal
year ending December 31, 2001:              12,952,524               24,067                      12,067
</TABLE>


Because the matters  voted upon at the meeting  required  the approval of only a
majority of the votes cast at the  meeting,  votes  withheld,  abstentions,  and
broker non-votes had no effect upon the ultimate outcome of the vote.

                                       13


<PAGE>


Item 5.  Other Information -
Summary Financial Data

The following  sets forth summary  financial data which has been prepared by the
Company without audit.  Management believes the following data should be used as
a supplement to the historical statements of operations. The data should be read
in conjunction  with the historical  financial  statements and the notes thereto
for MART.

<TABLE>

                                              MID-ATLANTIC REALTY TRUST

                                               Summary Financial Data
                                 (in thousands, except share data and per share data)
<CAPTION>

                                                          Three months ended June 30,              Six months ended June 30,
                                                         ------------------------------           ---------------------------
                                                            2001              2000                 2001              2000
                                                         ------------------------------           ---------------------------
<S>                                                      <C>                     <C>              <C>                  <C>
  Revenues                                               $     15,272            14,484              30,385            28,393
                                                         ------------------------------      --------------------------------

  Net earnings                                           $      3,262             3,393               6,556             6,319
                                                         ------------------------------      --------------------------------
                                                         ------------------------------      --------------------------------
  Net earnings per share - basic                         $       0.22              0.24                0.46              0.45
                                                         ------------------------------      --------------------------------
                                                         ------------------------------      --------------------------------
  Net earinings per share - diluted                      $       0.22              0.24                0.45              0.45
                                                         ------------------------------      --------------------------------
  Total assets                                                                               $      376,102           356,016
  Indebtedness -
  Total mortgages, convertible debentures, construction
     loans, notes and loans payable                                                          $      230,730           217,532
                                                         ------------------------------      --------------------------------
  Funds from Operations (FFO) - (1)                      $      6,003             5,811              11,931            11,242
                                                         ------------------------------      --------------------------------
  Net cash flow:
     Provided by operating activities                    $      7,046             8,162              16,444            14,749
     Used in investing activities                        $     (3,185)          (10,529)            (11,630)          (28,158)
     Provided (used) by financing activities             $       (977)            3,064              (1,925)           15,114
                                                         ------------------------------      --------------------------------
  Cash dividends paid per share                          $       0.28              0.27                0.57              0.54
                                                         ------------------------------      --------------------------------
  Weighted average number of shares outstanding - EPS:
     Basic                                                 14,214,916        13,503,848          13,948,758        13,534,722
     Diluted                                               14,972,079        14,767,211          14,967,811        14,797,374
                                                         ------------------------------      --------------------------------

  RECONCILIATION OF NET EARNINGS TO FFO

  Net earnings                                           $      3,262            3,393                6,556             6,319
  Depreciation                                                  2,741            2,582                5,375             5,087
  Extraordinary gain from early extinguishment of debt             -              (164)                   -              (164)
                                                         -----------------------------       --------------------------------
  FFO                                                    $      6,003            5,811               11,931            11,242
                                                         -----------------------------       --------------------------------

</TABLE>



(1) The Company believes that Funds from Operations (FFO) provides  relevant and
meaningful information about its operating performance that is necessary,  along
with net earnings,  for an  understanding of its operating  results.  Funds from
operations  is defined by the  National  Association  of Real Estate  Investment
Trusts,  Inc.  (NAREIT) as net earnings  (computed in accordance  with generally
accepted  accounting  principles),  excluding  cumulative  effects of changes in
accounting  principles,  extraordinary  items  and  gains or  losses on sales of
properties, plus depreciation and amortization,  and after adjustments to record
unconsolidated  partnerships  and joint ventures on the same basis. FFO does not
represent cash flows from operations as defined by generally accepted accounting
principles  (GAAP).  FFO is not indicative  that cash flows are adequate to fund
all cash needs and should not be considered as an alternative to cash flows as a
measure of  liquidity.  The  Company's  FFO may not be  comparable to the FFO of
other REIT's because they may not use the current NAREIT  definition or they may
interpret the definition differently.

                                       14

<PAGE>


Item 6.  Exhibits and Reports on Form 8-K

         Form 8-K filed August 6, 2001 reporting selected financial information.


                                       15

<PAGE>


                   MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
                                   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.






                                  MID-ATLANTIC REALTY TRUST AND
                                  SUBSIDIARIES
                                  (Registrant)



Date:    08/06/01                 /s/ F. Patrick Hughes
     ------------------------     ----------------------------------------
                                  F. Patrick Hughes
                                  President and Chief Executive Officer







Date:    08/06/01                 /s/ Janice C. Robinson
     ------------------------     ----------------------------------------
                                  Janice C. Robinson
                                  Vice President and Controller