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 [Fee Required]
For the quarterly period ended            June 30, 2000
                                 -----------------------------------------------
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
    EXCHANGE ACT OF 1934
For the transition period from ______________________ to _____________________

(Amended by Exch Act Rel No. 312905.  Eff 4/26/93)

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)                           (Zip Code)

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


13,742,169 Common Shares were outstanding as of July 25, 2000.


                                       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>
<CAPTION>

                   MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
                           Consolidated Balance Sheets


                                                                                 As of
                                                                     June 30, 2000   December 31, 1999
------------------------------------------------------------------------------------------------------
                                                                      (UNAUDITED)

<S>                                                        <C>                            <C>
ASSETS
Properties:
     Operating properties                                  $           393,961,968         376,030,262
     Less accumulated depreciation and amortization                     65,169 804          60,097,298
                                                           -------------------------------------------
                                                                       328,792,164         315,932,964
     Properties in development                                          16,280,308           2,098,324
     Properties held for development or sale                             3,587,610           3,587,610
                                                           -------------------------------------------
                                                                       348,660,082         321,618,898

     Cash and cash equivalents                                           1,852,972             147,878
     Notes and accounts receivable - tenants and other                   1,898,483           2,160,417
     Prepaid expenses and deposits                                       1,426,581           2,637,405
     Deferred financing costs, net                                       2,178,223           2,006,063
                                                           -------------------------------------------
                                                           $           356,016,341         328,570,661
                                                           ===========================================

LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
     Accounts payable and accrued expenses                 $             6,285,680           6,399,153
     Notes payable                                                      54,000,000          27,500,000
     Construction loan payable                                           9,000,000           9,000,000
     Mortgages payable                                                 141,310,985         136,847,831
     Convertible subordinated debentures                                13,221,000          13,246,000
     Deferred income                                                       557,244             549,347
                                                           -------------------------------------------
                                                                       224,374,909         193,542,331
                                                           -------------------------------------------

Minority interest in consolidated joint ventures                        37,442,841          37,359,843
                                                           -------------------------------------------


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 13,742,169
       and 14,005,407 shares, respectively                                 137,422             140,054
     Additional paid-in capital                                        124,487,306         126,805,104
     Distributions in excess of accumulated earnings                   (30,426 137)        (29,276,671)
                                                           -------------------------------------------
                                                                        94,198,591          97,668,487
                                                           -------------------------------------------

                                                           -------------------------------------------
                                                           $           356,016,341         328,570,661
                                                           ===========================================

</TABLE>


See accompanying notes to consolidated financial statements.



                                       3
<PAGE>




                   MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
                      Consolidated Statements of Operations
                                   (UNAUDITED)



<TABLE>
<CAPTION>


                                                Six months ended June 30,              Three months ended June 30,
                                                2000                 1999                2000                 1999
----------------------------------------------------------------------------------------------------------------------

<S>                                          <C>                 <C>               <C>                      <C>
REVENUES:
     Rentals                                 $    23,575,476     22,061,953        $   12,134,822           11,146,875
     Tenant recoveries                             4,595,994      3,994,072             2,201,665            1,943,427
     Other                                           221,666        198,117               147,270              142,089
                                             ----------------------------------  -------------------------------------
                                                  28,393,136     26,254,142            14,483,757           13,232,391
                                             ----------------------------------  -------------------------------------
EXPENSES:
     Interest                                      7,922,573      6,717,151             4,080,108            3,484,558
     Depreciation and amortization
       of property and improvements                5,086,530      4,667,723             2,582,037            2,372,305
     Operating                                     5,996,721      5,543,157             2,890,737            2,722,692
     General and administrative                    1,473,012      1,338,102               770,155              639,040
                                             ----------------------------------  -------------------------------------
                                                  20,478,836     18,266,133            10,323,037            9,218,595
                                             ----------------------------------  -------------------------------------

EARNINGS FROM OPERATIONS
     BEFORE MINORITY INTEREST                      7,914,300      7,988,009             4,160,720            4,013,796

Minority Interest                                 (1,758,825)    (1,587,948)             (932,250)            (788,706)
                                             ----------------------------------  -------------------------------------

EARNINGS BEFORE EXTRAORDINARY GAIN                 6,155,475      6,400,061             3,228,470            3,225,090
                                             ----------------------------------  -------------------------------------

Extraordinary gain from early
  extinguishment of debt                             163,923              -               163,923                    -
                                             ----------------------------------  -------------------------------------

NET EARNINGS                                 $     6,319,398      6,400,061        $    3,392,393            3,225,090
                                             ==================================  =====================================


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

</TABLE>

See accompanying notes to consolidated financial statements.




                                       4
<PAGE>


<TABLE>
<CAPTION>

                   MID-ATLANTIC REALTY TRUST AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows



                                                                                  Six months ended June 30,
                                                                                     2000            1999
----------------------------------------------------------------------------------------------------------


<S>                                                                          <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net earnings                                                            $   6,319,398       6,400,061
     Adjustments to reconcile net earnings to net
       cash provided by operating activities:
         Extraordinary gain from early extinguishment of debt                     (163,923)              -
         Depreciation and amortization                                           5,086,530       4,667,723
         Minority interest in earnings, net                                      1,758,825       1,587,948
         Amortization of deferred financing costs                                  186,664         136,310
         Changes in operating assets and liabilities:
           Decrease in assets                                                    1,472,758       1,485,535
           Decrease in liabilities                                                (105,576)       (443,681)
        Other, net                                                                 194,327         137,831
                                                                             -----------------------------
        Total adjustments                                                        8,429,605       7,571,666
                                                                             -----------------------------
               NET CASH PROVIDED BY OPERATING ACTIVITIES                        14,749,003      13,971,727
                                                                             -----------------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Acquisitions of and additions to properties                               (26,081,779)    (12,366,352)
     Payments to minority partners                                              (2,075,828)     (1,798,584)
                                                                             -----------------------------
               NET CASH USED IN INVESTING ACTIVITIES                           (28,157,607)    (14,164,936)
                                                                             -----------------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from notes payable                                                54,600,000      28,000,000
     Principal payments on notes payable                                       (28,100,000)    (17,900,000)
     Proceeds from mortgages payable                                             7,070,000      11,600,000
     Principal payments on mortgages payable                                    (8,005,098)    (10,750,326)
     Proceeds from construction loans payable                                            -          64,988
     Additions to deferred financing costs                                        (347,445)       (846,000)
     Shares repurchased                                                         (2,634,895)     (2,014,003)
     Dividends paid                                                             (7,468,864)     (7,466,037)
     Other, net                                                                          -             (29)
                                                                             -----------------------------
               NET CASH PROVIDED BY FINANCING ACTIVITIES                        15,113,698         688,593
                                                                             -----------------------------

               NET INCREASE IN CASH AND CASH EQUIVALENTS                         1,705,094         495,384

CASH AND CASH EQUIVALENTS, beginning of period                                     147,878         611,107
                                                                             -----------------------------

CASH AND CASH EQUIVALENTS, end of period                                     $   1,852,972       1,106,491
                                                                             =============================

SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
     Conversion of subordinated debentures, net of deferred
       financing costs                                                       $      24,586        132,025
     Mortgages payable assumed                                                   5,562,175              -
     Operating Partnership Units issued                                      $     400,000      1,379,908
                                                                             =============================


</TABLE>

See accompanying notes to consolidated financial statements.




                                       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 35 operating shopping centers,  29 of
which are wholly owned by the Company and six in which the Company has ownership
interests ranging from 50% to 93%, as well as other commercial  properties.  The
Company owns seven undeveloped parcels of land totaling approximately 147 acres,
which  it is  holding  for  development  or  sale.  The  Company  also  owns two
properties currently under development, Waverly Woods in Howard County, Maryland
and Security Square in Baltimore County,  Maryland.  These development  projects
will be  grocery-anchored  community  centers  upon  completion.
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 80% of the Units at June 30, 2000.

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 1999 annual report on Form 10-K.
The consolidated balance sheet as of June 30, 2000, the consolidated  statements
of  operations  for the six and three month periods ended June 30, 2000 and June
30, 1999 and the consolidated statements of cash flows for the six month periods
ended June 30, 2000 and June 30, 1999, 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, 2000 are not necessarily  indicative of
the operating results for the full year.

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>



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

<TABLE>
<CAPTION>

Operating  results for the segments are  summarized as follows for the six month periods ended June 30, 2000 and June 30, 1999:


                                                                           Six months ended June 30,
                                                              2000                                             1999
------------------------------------------------------------------------------------------------------------------------------------
                                             Shopping          All                           Shopping           All
                                              Centers         Other           Total          Centers           Other      Total
------------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                   <C>             <C>              <C>             <C>          <C>
Revenues                              $     27,385,359      1,007,777       28,393,136       25,196,523      1,057,619    26,254,142

Expenses, exclusive of                      14,970,606        421,700       15,392,306       13,214,070        384,340    13,598,410
     depreciation and
     amortization of property
     and improvements
Minority Interest                            1,762,929         (4,104)       1,758,825        1,587,256            692     1,587,948
                                      ----------------------------------------------------------------------------------------------
FFO                                   $      10,651,824       590,181       11,242,005       10,395,197        672,587    11,067,784
                                      ==============================================================================================


</TABLE>

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


                                               Six months ended June 30,
                                              2000                  1999
---------------------------------------------------------------------------
Operating results:
     FFO                             $     11,242,005            11,067,784
     Depreciation and
       amortization of
       property and
       improvements                         5,086,530             4,667,723
                                     --------------------------------------

Earnings from operations             $      6,155,475             6,400,061
                                     ======================================


<TABLE>
<CAPTION>

Operating results for the segments are summarized as follows for the three month periods ended June 30, 2000 and June 30, 1999:


                                                                          Three months ended June 30,
                                                              2000                                             1999
------------------------------------------------------------------------------------------------------------------------------------
                                             Shopping          All                           Shopping           All
                                              Centers         Other           Total          Centers           Other      Total
------------------------------------------------------------------------------------------------------------------------------------
<S>                                   <C>                   <C>             <C>              <C>             <C>          <C>
Revenues                              $   13,975,433         508,324        14,483,757       12,688,448      543,943     13,232,391


Expenses, exclusive of                     7,527,511         213,489         7,741,000        6,649,181      197,109      6,846,290
     depreciation and
     amortization of property
     and improvements
Minority Interest                            933,077            (827)          932,250          787,735          971        788,706
                                       ---------------------------------------------------------------------------------------------
FFO                                   $    5,514,845         295,662         5,810,507        5,251,532      345,863      5,597,395
                                       =============================================================================================

</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:


                           Three months ended June 30,
                           2000                  1999
------------------------------------------------------

Operating results:
     FFO                   $  5,810,507     5,597,395
     Depreciation and
       amortization of
       property and
       improvements           2,582,037     2,372,305
                           --------------------------

Earnings from operations   $  3,228,470     3,225,090
                           ==========================


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,
                                                                                2000          1999             2000           1999
------------------------------------------------------------------------------------------------------------------------------------

<S>                                                                       <C>               <C>             <C>           <C>
Numerator:
   Earnings before extraordinary gain                                     $    6,155,475     6,400,061       3,228,470    3,225,090
      Dividends on unvested restricted share awards                             (137,322)     (147,437)        (69,456)     (75,405)
                                                                          -----------------------------      -----------------------
   Numerator for basic earnings per share--
    earnings available to common shareholders                                  6,018,153     6,252,624       3,159,014    3,149,685
      Interest on subordinated debentures                                        538,252       563,600         268,014      280,259
                                                                          ----------------------------       -----------------------
   Numerator for diluted earnings per share--
     earnings available to common shareholders                            $    6,556,405     6,816,224       3,427,028    3,429,944
                                                                          ============================       =======================

Denominator:(1)
   Denominator for basic earnings per share--
     weighted average shares outstanding                                      13,534,722    14,087,355      13,503,848   14,038,843

   Effect of dilutive securities:
      Debentures                                                               1,260,228     1,313,905       1,261,084    1,313,909
      Unvested portion of restricted share awards and share options                2,424        20,241           2,279       26,811
                                                                          ----------------------------      ------------------------
   Denominator for diluted earnings per share--
     adjusted weighted average shares                                         14,797,374    15,421,501      14,767,211   15,379,563
                                                                          ============================      ========================


</TABLE>

(1) Effects of potentially  dilutive securities are presented only in periods in
which  they  are  dilutive.  At June  30,  2000,  the  convertible  subordinated
debentures,  if converted,  would produce an additional 1,259,143 shares and the
Units, if exchanged, would produce an additional 3,407,240 shares.



                                       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, 2000, of $13,221,000, if fully converted, would produce additional 1,259,143
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 six and three month periods ended June 30,
2000 and June 30, 1999.
     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 2000 and 1999 is
summarized in the following table:


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

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

Fullerton Plaza                            March 2000
Stonehedge Square                          February 2000
Saucon Valley                              March 1999

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

Harford Mall                               December 1999
Arundel Plaza                              March 1999




Comparison of six months ended June 30, 2000 to six months ended June 30, 1999

Shopping Center Properties

Operating results are summarized as follows (in thousands):


<TABLE>
<CAPTION>
                                                                              Six months ended June 30,
                                                                                   2000         1999
                                                                              -------------------------

<S>                                                                           <C>               <C>
Revenues                                                                      $   27,385        25,197
Operating and interest expenses, exclusive of depreciation and amortization       14,971        13,214
Depreciation and amortization                                                      4,853         4,434
Minority interest                                                                  1,763         1,587
                                                                              ------------------------
Earnings from operations                                                      $    5,798         5,962
                                                                              ========================
</TABLE>


     Revenues  from  shopping  centers  increased  by  $2,188,000  in 2000,  due
primarily  to the  operations  of the  properties  acquired  in  2000  and  1999
($1,064,000),  the redevelopment  projects ($1,122,000) and other net rental and
occupancy changes.

    Operating and interest expenses (exclusive of depreciation and amortization)
for shopping center properties  increased by $1,757,000 in 2000 due primarily to
the acquisitions and redevelopments referred to above ($1,200,000). Depreciation
and  amortization  expense  increased  by $419,000 in 2000 due  primarily to the
acquisitions and redevelopments referred to above.



                                       10
<PAGE>



                            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):

<TABLE>
<CAPTION>
                                                                             Six months ended June 30,
                                                                                2000          1999
                                                                             -------------------------
<S>                                                                          <C>              <C>
Revenues                                                                     $  1,008         1,057
Operating and interest expenses, exclusive of depreciation and amortization       421           384
Depreciation and amortization                                                     233           234
Minority interest                                                                  (4)            1
                                                                             -------------------------
Earnings from operations                                                     $    358           438
                                                                             =========================
</TABLE>

<TABLE>
<CAPTION>

Comparison  of three  months  ended June 30, 2000 to three months ended June 30, 1999

Shopping Center Properties

Operating results are summarized as follows (in thousands):


                                                                             Three months ended June 30,
                                                                                2000          1999
                                                                             ---------------------------
<S>                                                                          <C>              <C>
Revenues                                                                     $  13,975        12,688
Operating and interest expenses, exclusive of depreciation and amortization      7,527         6,649
Depreciation and amortization                                                    2,468         2,254
Minority interest                                                                  933           787
                                                                             ---------------------------
Earnings from operations                                                     $   3,047         2,998
                                                                             ===========================

</TABLE>


     Revenues  from  shopping  centers  increased  by  $1,287,000  in 2000,  due
primarily  to the  operations  of the  properties  acquired  in  2000  and  1999
($533,000),  the  redevelopment  projects  ($441,000)  and other net  rental and
occupancy changes including a $460,000 settlement payment received from a former
tenant that is in bankruptcy.

    Operating and interest expenses (exclusive of depreciation and amortization)
for shopping  center  properties  increased by $878,000 in 2000 due primarily to
the acquisitions and redevelopments  referred to above ($543,000).  Depreciation
and  amortization  expense  increased  by $214,000 in 2000 due  primarily to the
acquisitions and redevelopments referred to above.

All Other Properties

Operating results are summarized as follows (in thousands):

<TABLE>
<CAPTION>
                                                                             Three months ended June 30,
                                                                                2000          1999
                                                                             ---------------------------
<S>                                                                          <C>              <C>

Revenues                                                                     $  508           544
Operating and interest expenses, exclusive of depreciation and amortization     214           198
Depreciation and amortization                                                   114           118
Minority interest                                                                (1)            1
                                                                             ---------------------------
Earnings from operations                                                     $   181          227
                                                                             ===========================
</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),  excluding  cumulative  effects of
changes in  accounting  principles,  extraordinary  items and gains or losses on
sales of operating  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.

FFO was  $11,242,000  and $11,068,000 for the six months ended June 30, 2000 and
1999, respectively. The reasons for significant changes in revenues and expenses
comprising FFO by segment are described above.

In 1999, NAREIT clarified the definition of FFO to address diversity in practice
with  respect  to  the  treatment  of  nonrecurring  items.  Under  the  revised
definition,  FFO  includes  all  nonrecurring  items  that are  included  in net
earnings,  except  for gains and  losses  from  sales of  depreciable  operating
properties  and items that are defined as  extraordinary  items under GAAP.  The
clarified   definition  was  effective   January  1,  2000  and  was  applicable
retroactively. It did not change the Company's calculation of FFO.

Liquidity and Capital Resources
The Company had cash and cash equivalents of $1,852,972 at June 30, 2000.

      Net cash provided by operating  activities was $14,913,000 and $13,972,000
in the six months  ended June 30,  2000 and 1999,  respectively.  The changes in
cash  provided  by  operating  activities  were  due  primarily  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  by  investing  activities  increased  by  $13,993,000  to
$28,158,000 in 2000 from  $14,165,000 in 1999. The increase was due primarily to
higher levels of acquisitions and development activity.

      Net  cash  used  by  financing  activities  increased  by  $14,261,000  to
$14,950,000  in 2000 from $689,000 in 1999.  The increase was primarily a result
of increased net credit line  borrowings  of  $16,400,000  primarily  related to
financing development and acquisition activity.

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, 1999.


                                       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 - 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 12, 2000.  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
-----------------                                           ---             -------      --------
a.  Election of Trustees:
<S>                                                      <C>                   <C>        <C>

         David F. Benson                                 12,993,650            -          54,225
         Marc P. Blum                                    12,992,830            -          55,045
         Robert A. Frank                                 12,997,041            -          50,834
         LeRoy E. Hoffberger                             12,986,390            -          61,485
         F. Patrick Hughes                               12,994,961            -          52,914
         M. Ronald Lipman                                12,996,489            -          51,386
         Daniel S. Stone                                 12,999,835            -          48,040


b.  Proposal  to approve the appointment
of KPMG LLP as the independent certified
public accountants of MART for the fiscal
year ending December 31, 2000:                           12,993,030            -          21,252

</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.


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.



                                       13
<PAGE>


<TABLE>
<CAPTION>
                                                  MID-ATLANTIC REALTY TRUST
                                                    Summary Financial Data
                                     (In thousands, except share data and per share data)

                                                                   Six Months                         Three Months
                                                                 Ended June 30,                      Ended June 30,
                                                             ----------------------            --------------------------
                                                                   2000        1999                 2000            1999
                                                             ----------------------            --------------------------

<S>                                                          <C>              <C>                  <C>             <C>
Revenues                                                     $    28,393      26,254               14,484          13,232
                                                             -----------------------           --------------------------

Net earnings                                                 $     6,319       6,400                3,393           3,225
                                                             -----------------------           --------------------------
Net earnings per share - basic & diluted                     $      0.45        0.44                 0.24            0.22
                                                             -----------------------           --------------------------
Total assets                                                 $   356,016     328,641

Indebtedness -
   Total mortgages, convertible debentures, construction
    loans, notes and loans payable                           $   217,532     177,547
                                                             -----------------------           --------------------------

Funds from Operations (FFO) - (1)                            $    11,242      11,068                5,811           5,597
                                                             -----------------------           --------------------------

Net cash flow:
    Provided by operating activities                         $    14,749      13,972                8,162           7,121
    Used in investing activities                             $   (28,158)    (14,165)             (10,529)         (3,856)
    Provided by financing activities                         $    15,114         689                3,064          (3,365)
                                                             -----------------------           --------------------------

Cash dividends paid per share                                $      0.54        0.52                 0.27            0.26
                                                             -----------------------           --------------------------

Weighted average number of shares outstanding - EPS:
    Basic                                                     13,534,722  14,087,355           13,503,848      14,038,843
    Diluted                                                   14,797,374  15,421,501           14,767,211      15,379,563
                                                             -----------------------           --------------------------

RECONCILIATION OF NET EARNINGS TO FFO

Net earnings                                                 $     6,319       6,400                3,393           3,225
Depreciation                                                       5,087       4,668                2,582           2,372
Extraordinary gain from early extinguishment of debt                (164)          -                 (164)              -
                                                             -----------------------            -------------------------
FFO                                                          $    11,242      11,068                5,811           5,597
                                                             =======================            =========================

</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
Trust,  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.


Item 6.  Exhibits and Reports on Form 8-K - None


                                       14
<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:  8/1/00                              /s/ F. Patrick Hughes
       -------                             -------------------------------------
                                           F. Patrick Hughes
                                           President and Chief Executive Officer







Date:  8/1/00                             /s/Janice C. Robinson
       -------                            --------------------------------------
                                          Janice C. Robinson
                                          Vice President and Controller


                                       15
<PAGE>