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

                        Quarterly or Transitional Report

                      U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                    For the quarterly period ended June 30, 2000


[ ] 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 0-14578

       HCW PENSION REAL ESTATE FUND LIMITED  PARTNERSHIP  (Exact name
         of small business issuer as specified in its charter)

         Massachusetts                                      04-2825863
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

                          55 Beattie Place, P.O. Box 1089
                        Greenville, South Carolina 29602

                      (Address of principal executive offices)

                                 (864) 239-1000

                           (Issuer's telephone number)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes X No___

                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

a)

                  HCW PENSION REAL ESTATE FUND LIMITED PARTNERSHIP

                                  BALANCE SHEET

                                   (Unaudited)

                          (in thousands, except unit data)

                                  June 30, 2000
<TABLE>
<CAPTION>

Assets

<S>                                                           <C>               <C>
   Cash and cash equivalents                                                 $  465
   Receivables and deposits                                                     235
   Other assets                                                                  51
   Investment property:
     Land                                                     $  621
     Buildings and related personal property                   9,756
                                                              10,377
     Less accumulated depreciation                            (5,038)         5,339
                                                                            $ 6,090

Liabilities and Partners' (Deficit) Capital
Liabilities

   Accounts payable                                                         $     8
   Tenant security deposit liabilities                                          103
   Accrued property taxes                                                       390
   Other liabilities                                                             64

Partners' (Deficit) Capital

   General partner                                            $ (132)
   Limited partners (15,698 units issued and
     outstanding)                                              5,657          5,525
                                                                            $ 6,090

                   See Accompanying Notes to Financial Statements
</TABLE>

b)

                  HCW PENSION REAL ESTATE FUND LIMITED PARTNERSHIP

                            STATEMENTS OF OPERATIONS

                                   (Unaudited)

                          (in thousands, except unit data)
<TABLE>
<CAPTION>



                                     Three Months Ended           Six Months Ended
                                          June 30,                    June 30,
                                     2000          1999          2000          1999
Revenues:                                       (restated)                  (restated)
<S>                                <C>          <C>          <C>            <C>
  Rental income                    $   386      $   369      $   848        $   801
  Other income                          59           40           95             78
       Total revenues                  445          409          943            879

Expenses:
  Operating                            173          149          294            276
  General and administrative            85           82          151            153
  Depreciation                         141          120          279            230
  Property taxes                        67           68          134            136
       Total expenses                  466          419          858            795
(Loss) income from continuing
  operations                           (21)         (10)          85             84
Income (loss) from
  discontinued operations                3          (54)          16            (99)

       Net (loss) income           $   (18)     $   (64)     $   101        $   (15)

Net (loss) income allocated
  to general partner (2%)          $    --      $    (1)     $     2        $    --
Net (loss) income allocated
  to limited partners (98%)            (18)         (63)          99            (15)
                                   $   (18)     $   (64)     $   101        $   (15)
Per limited partnership unit:
(Loss) income from continuing
  operations                       $ (1.34)     $  (.64)     $  5.29        $  5.22
(Loss) income from
  discontinued operations          $   .19      $ (3.37)     $  1.02        $ (6.18)
                                   $ (1.15)     $ (4.01)     $  6.31        $  (.96)

Distributions per limited
  partnership unit                 $ 34.33      $    --      $141.80        $    --

                   See Accompanying Notes to Financial Statements
</TABLE>

c)

                  HCW PENSION REAL ESTATE FUND LIMITED PARTNERSHIP

                STATEMENT OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
                                   (Unaudited)

                          (in thousands, except unit data)

<TABLE>
<CAPTION>


                                     Limited
                                   Partnership    General      Limited
                                      Units       Partner      Partners      Total

<S>                                   <C>           <C>        <C>          <C>
Original capital contributions        15,698       $   --      $15,698      $15,698

Partners' (deficit) capital at
   December 31, 1999                  15,698       $ (110)     $ 7,784      $ 7,674

Distributions paid to partners            --          (24)      (2,226)      (2,250)

Net income for the six months
   ended June 30, 2000                    --            2           99          101

Partners' (deficit) capital
   at June 30, 2000                   15,698       $ (132)     $ 5,657      $ 5,525

                   See Accompanying Notes to Financial Statements
</TABLE>

d)

                  HCW PENSION REAL ESTATE FUND LIMITED PARTNERSHIP

                            STATEMENTS OF CASH FLOWS

                                   (Unaudited)

                                   (in thousands)

<TABLE>
<CAPTION>

                                                                  Six Months Ended
                                                                        June 30,

                                                                  2000        1999
Cash flows from operating activities:

<S>                                                              <C>         <C>
  Net income (loss)                                              $ 101       $   (15)
  Adjustments to reconcile net income (loss) to net cash
   provided by operating activities:
   Depreciation                                                     279          372
   Change in accounts:
     Receivables and deposits                                       211          (20)
     Other assets                                                   (26)         (11)
     Accounts payable                                               (89)          (4)
     Tenant security deposit liabilities                            (16)          (5)
     Accrued property taxes                                         135           64
     Other liabilities                                              (51)         (11)

       Net cash provided by operating activities                    544          370

Cash flows used in investing activities:

  Property improvements and replacements                            (25)        (189)

Cash flows used in financing activities:

  Distributions to partners                                      (2,250)        (400)

Net decrease in cash and cash equivalents                        (1,731)        (219)

Cash and cash equivalents at beginning of period                  2,196        1,354

Cash and cash equivalents at end of period                       $ 465       $ 1,135

                   See Accompanying Notes to Financial Statements
</TABLE>

e)
                  HCW PENSION REAL ESTATE FUND LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS

                                   (Unaudited)

Note A - Basis of Presentation

The accompanying  unaudited financial statements of HCW Pension Real Estate Fund
Limited  Partnership (the  "Partnership" or "Registrant")  have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information  and  with the  instructions  to Form  10-QSB  and  Item  310(b)  of
Regulation  S-B.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial  statements.  The General  Partner of the  Partnership  is HCW General
Partner  Ltd.,  whose sole general  partner is IH, Inc. (the  "Managing  General
Partner").  In the opinion of the  Managing  General  Partner,  all  adjustments
(consisting  of  normal  recurring  accruals)  considered  necessary  for a fair
presentation  have been included.  Operating results for the three and six month
periods ended June 30, 2000, are not necessarily  indicative of the results that
may be expected  for the fiscal  year  ending  December  31,  2000.  For further
information, refer to the financial statements and footnotes thereto included in
the  Partnership's  Annual  Report on Form  10-KSB  for the  fiscal  year  ended
December 31, 1999.

Certain  reclassifications  have been made to the 1999 information to conform to
the 2000 presentation.

Note B - Transfer of Control

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment  Investment and Management Company  ("AIMCO"),  a publicly
traded real estate investment trust, with AIMCO being the surviving  corporation
(the "Insignia Merger").  As a result, AIMCO acquired 100% ownership interest in
the Managing General Partner. The Managing General Partner does not believe that
this  transaction  has had or will have a  material  effect on the  affairs  and
operations of the Partnership.

Note C - Transactions with Affiliated Parties

The  Partnership  has no employees  and is  dependent  on the  Managing  General
Partner  and  its  affiliates  for  the  management  and  administration  of all
Partnership  activities.  The  Partnership  Agreement  provides  for (i) certain
payments to affiliates for services and (ii)  reimbursement  of certain expenses
incurred by affiliates on behalf of the Partnership.  The following transactions
with the Managing General Partner and/or its affiliates were incurred during the
six months ended June 30, 2000 and 1999:

                                                                  2000      1999
                                                                  (in thousands)

 Property management fees (included in operating expenses)        $ 50      $ 47
 Asset management fees (included in general and
   administrative expenses)                                         71        71
 Reimbursement for services of affiliates (included in
   general and administrative expenses)                             21        24

During the six months ended June 30, 2000 and 1999,  affiliates  of the Managing
General  Partner  were  entitled  to  receive  5% of  gross  receipts  from  the
Registrant's  residential  property for providing property management  services.
The Registrant paid to such affiliates approximately $50,000 and $47,000 for the
six months ended June 30, 2000 and 1999, respectively.

An affiliate of the Managing  General Partner  received  reimbursement  of asset
management fees amounting to approximately $71,000 for both the six months ended
June 30, 2000 and 1999.

An  affiliate  of  the  Managing  General  Partner  received   reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $21,000 and
$24,000 for the six months ended June 30, 2000 and 1999, respectively.

AIMCO and its affiliates  currently own 4,159 limited  partnership  units in the
Partnership  representing  26.494% of the  outstanding  units. A number of these
units were acquired  pursuant to tender offers made by AIMCO or its  affiliates.
It is possible  that AIMCO or its  affiliates  will make one or more  additional
offers to acquire  additional limited  partnership  interests in the Partnership
for cash or in exchange for units in the operating  partnership of AIMCO.  Under
the  Partnership  Agreement,  unitholders  holding a  majority  of the Units are
entitled  to take action  with  respect to a variety of matters.  When voting on
matters,  AIMCO would in all  likelihood  vote the Units it acquired in a manner
favorable  to the  interest of the  Managing  General  Partner  because of their
affiliation with the Managing General Partner.

Note D - Discontinued Operation

Highland  Professional Tower was the last commercial  property in the commercial
segment of the  Partnership.  Due to the sale of this property in December 1999,
the  results  of this  property  have been  classified  as "Income  (loss)  from
discontinued operations" for the three and six month periods ended June 30, 2000
and 1999. Revenues of this property were approximately $214,000 and $430,000 for
the three and six months  ended June 30,  1999.  Income from  operations  of the
property was  approximately  $3,000 for the three months ended June 30, 2000 and
there was a loss of  approximately  $54,000 for the three  months ended June 30,
1999. Income from operations of this property was approximately  $16,000 for the
six months ended June 30, 2000 and there was a loss of approximately $99,000 for
the six months ended June 30, 1999.

Note E - Distributions

During the six months ended June 30,  2000,  the  Partnership  declared and paid
distributions  of  approximately  $2,250,000  (approximately  $2,226,000  to the
limited  partners  or  $141.80  per  limited  partnership  unit)  consisting  of
approximately  $1,177,000 of cash from operations  (approximately  $1,153,000 to
the limited partners or $73.45 per limited  partnership  unit) and approximately
$1,073,000 to the limited partners from the sale of Highland  Professional Tower
($68.35 per limited partnership unit). A distribution payable from operations of
approximately $400,000 (approximately $392,000 to the limited partners or $24.97
per limited  partnership unit) was recorded on December 31, 1998 and was paid on
January 20, 1999.

Note F - Segment Information

Description  of the types of products  and  services  from which the  reportable
segment derives its revenues:

The Partnership had two reportable segments: residential property and commercial
property.  The  Partnership's  residential  property  segment  consists  of  one
apartment complex in Carbondale, Illinois. The Partnership rents apartment units
to tenants for terms that are typically  twelve months or less.  The  commercial
property segment  consisted of a professional  office building located in Kansas
City,  Missouri.  On December 30, 1999,  the  commercial  property,  held by the
Partnership,  was sold to an unrelated party. Therefore,  the commercial segment
is reflected as discontinued  operations (see "Note D - Discontinued  Operation"
for further discussion).

Measurement of segment profit or loss:

The  Partnership  evaluates  performance  based on segment  profit (loss) before
depreciation. The accounting policies of the reportable segments are the same as
those of the Partnership as described in the Partnership's Annual Report on Form
10-KSB for the year ended December 31, 1999.

Factors management used to identify the enterprise's reportable segment:

The  Partnership's  reportable  segments  consist of investment  properties that
offer different products and services.  The reportable segments are each managed
separately  as they  provide  services  with  different  types of  products  and
customers.

Segment information for the three and six months ended June 30, 2000 and 1999 is
shown  in  the  tables  below  (in  thousands).   The  "Other"  column  includes
Partnership administration related items and income and expense not allocated to
the reportable segments.

<TABLE>
<CAPTION>

 Three Months Ended June 30, 2000   Residential   Commercial      Other       Totals
                                                 (discontinued)
<S>                                     <C>           <C>           <C>        <C>
Rental income                           $ 386         $  --         $ --       $ 386
Other income                               55            --            4          59
Depreciation                              141            --           --         141
General and administrative
  expense                                  --            --           85          85
Income from discontinued
  operations                               --             3           --           3
Segment profit (loss)                      60             3          (81)        (18)
</TABLE>

<TABLE>
<CAPTION>

  Six Months Ended June 30, 2000   Residential   Commercial       Other        Totals
                                                (discontinued)
<S>                                   <C>            <C>           <C>          <C>
 Rental income                        $  848         $  --         $  --        $ 848
 Other income                             82            --            13           95
 Depreciation                            279            --            --          279
 General and administrative
   expense                                --            --           151          151
 Income from discontinued
   operations                             --            16            --           16
 Segment profit (loss)                   223            16          (138)         101
 Total assets                          6,018            --            72        6,090
 Capital expenditures                     25            --            --           25
</TABLE>

<TABLE>
<CAPTION>

 Three Months Ended June 30, 1999   Residential   Commercial     Other       Totals
                                                 (discontinued)
<S>                                    <C>            <C>         <C>         <C>
Rental income                          $  369         $ --        $  --       $ 369
Other income                               33           --            7          40
Depreciation                              120           --           --         120
General and administrative
  expense                                  --           --           82          82
Loss from discontinued
  operations                               --          (54)          --         (54)
Segment profit (loss)                      65          (54)         (75)        (64)
</TABLE>

<TABLE>
<CAPTION>

  Six Months Ended June 30, 1999    Residential   Commercial     Other       Totals
                                                 (discontinued)
<S>                                    <C>           <C>         <C>         <C>
Rental income                          $  801         $ --        $  --      $  801
Other income                               62           --           16          78
Depreciation                              230           --           --         230
General and administrative
  expense                                  --           --          153         153
Loss from discontinued
  operations                               --          (99)          --         (99)
Segment profit (loss)                     221          (99)        (137)        (15)
Total assets                            6,199        4,939          634      11,772
Capital expenditures                      173           16           --         189
</TABLE>


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

The  matters  discussed  in this Form  10-QSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions,   competitive  and  regulatory   matters,   etc.)  detailed  in  the
disclosures  contained  in this  Form  10-QSB  and the  other  filings  with the
Securities and Exchange Commission made by the Registrant from time to time. The
discussion of the  Registrant's  business and results of  operations,  including
forward-looking  statements  pertaining  to such  matters,  does not  take  into
account the effects of any changes to the  Registrant's  business and results of
operation.  Accordingly,  actual  results  could  differ  materially  from those
projected in the forward-looking  statements as a result of a number of factors,
including those identified herein.

The Partnership's  investment property consists of one apartment complex located
in  Carbondale,  Illinois.  The average  occupancy  of the  property for the six
months ended June 30, 2000 and 1999 was 86% and 79%, respectively.  The Managing
General Partner attributes the increase in occupancy at Lewis Park Apartments to
increased marketing efforts and to increased enrollment at the local university.

Results of Operations

The Partnership realized net income of approximately $101,000 for the six months
ended June 30, 2000 compared to a net loss of approximately  $15,000 for the six
months ended June 30, 1999. The Partnership realized a net loss of approximately
$18,000  during the three months  ended June 30, 2000  compared to a net loss of
approximately  $64,000 for the three months ended June 30, 1999. The increase in
net income for the six month period and decrease in net loss for the three month
period  is  primarily  attributable  to  the  sale  of  the  Partnership's  last
commercial property,  Highland Professional Tower, in December 1999 as discussed
below.

Excluding the results of  discontinued  operations,  the  Partnership had income
from  continuing  operations of  approximately  $85,000 for the six months ended
June 30, 2000,  compared to approximately  $84,000 for the six months ended June
30, 1999. For the three months ended June 30, 2000, the  Partnership  had a loss
of approximately  $21,000 from continuing operations and a loss of approximately
$10,000 for the comparable  period in 1999. The slightly  increase in income for
the six months ended June 30, 2000 from  continuing  operations is primarily due
to an  increase  in  total  revenues  largely  offset  by an  increase  in total
expenses.  The  increase  in loss for the three  months  ended June 30,  2000 is
primarily due to an increase in total expenses  partially  offset by an increase
in total revenues.

Total  revenues  increased for the three and six months ended June 30, 2000, due
to an increase in rental and other  income.  Rental  income  increased due to an
increase  in  occupancy  and  increased  average  rental  rates  at  Lewis  Park
Apartments.  Other income  increased due to an increase in interest  income as a
result of higher  average  cash  balances in interest  bearing  accounts  and an
increase in application fees at Lewis Park.

Total expenses increased for the three and six months ended June 30, 2000 due to
an  increase  in  depreciation  and  operating  expenses.  Depreciation  expense
increased due to capital  improvements  completed  during the past twelve months
that are now being depreciated. Operating expenses increased primarily due to an
increase  in  expenses  associated  with  administrative  expense  at Lewis Park
Apartments.  Administrative  expenses  increased  due to credit  collection  and
eviction costs and payroll bonuses.

Included  in general and  administrative  expense at both June 30, 2000 and 1999
are management  reimbursements to the Managing General Partner allowed under the
Partnership  Agreement.  In addition,  costs  associated  with the quarterly and
annual  communications  with  investors and  regulatory  agencies and the annual
audit required by the Partnership Agreement are also included.

Highland  Professional Tower was the last commercial  property in the commercial
segment of the  Partnership.  Due to the sale of this property in December 1999,
the  results  of this  property  have been  classified  as "Income  (loss)  from
discontinued operations" for the three and six month periods ended June 30, 2000
and 1999. Revenues of this property were approximately $214,000 and $430,000 for
the three and six months  ended June 30,  1999.  Income from  operations  of the
property was  approximately  $3,000 for the three months ended June 30, 2000 and
there was a loss of  approximately  $54,000 for the three  months ended June 30,
1999. Income from operations of this property was approximately  $16,000 for the
six months ended June 30, 2000 and there was a loss of approximately $99,000 for
the six months ended June 30, 1999.

As part of the ongoing  business plan of the  Partnership,  the Managing General
Partner  monitors the rental market  environment of its  investment  property to
assess the feasibility of increasing rents,  maintaining or increasing occupancy
levels and protecting the Registrant from increases in expenses. As part of this
plan, the Managing  General Partner attempts to protect the Partnership from the
burden of  inflation-related  increases  in  expenses  by  increasing  rents and
maintaining a high overall  occupancy  level.  However,  due to changing  market
conditions  which  can  result  in the  use of  rental  concessions  and  rental
reductions to offset softening market conditions, there is no guarantee that the
Managing General Partner will be able to sustain such a plan.

Liquidity and Capital Resources

At June 30, 2000, the Partnership had cash and cash equivalents of approximately
$465,000 as compared to approximately $1,135,000 at June 30, 1999. Cash and cash
equivalents decreased approximately $1,731,000 from the Partnership's year ended
December 31, 1999,  due to  approximately  $2,250,000  of cash used in financing
activities  and  approximately  $25,000  of cash used in  investing  activities,
partially  offset  by  approximately  $544,000  of cash  provided  by  operating
activities. Cash used in financing activities consisted of distributions paid to
the  partners.   Cash  used  in  investing   activities  consisted  of  property
improvements  and  replacements.  The  Partnership  invests its working  capital
reserves in money market accounts.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures required at the property to adequately maintain the physical assets
and other operating needs of the Partnership and to comply with Federal,  state,
and local legal and regulatory  requirements.  Capital  improvements planned for
the Partnership's property are detailed below.

Lewis Park Apartments

During  the  six  months  ended  June  30,  2000,  the   Partnership   completed
approximately   $25,000  of  capital  improvements  at  Lewis  Park,  consisting
primarily  of  cabinet  replacements  and carpet  and vinyl  replacement.  These
improvements were funded from operating cash flow. The Partnership has evaluated
the capital  improvement  needs of the  property  for the year 2000.  The amount
budgeted is approximately $81,000, consisting primarily of air conditioning unit
replacements, cabinet replacements, appliance replacements, and carpet and vinyl
replacement.  Additional  improvements  may be considered and will depend on the
physical  condition  of  the  property  as  well  as  replacement  reserves  and
anticipated cash flow generated by the property.

The additional  capital  expenditures will be incurred only if cash is available
from operations or from Partnership  reserves.  To the extent that such budgeted
capital improvements are completed,  the Partnership's  distributable cash flow,
if any, may be adversely affected at least in the short term.

The Partnership's  current assets are thought to be sufficient for any near-term
needs (exclusive of capital improvements) of the Partnership.

During the six months ended June 30,  2000,  the  Partnership  declared and paid
distributions  of  approximately  $2,250,000  (approximately  $2,226,000  to the
limited  partners  or  $141.80  per  limited  partnership  unit)  consisting  of
approximately  $1,177,000 of cash from operations  (approximately  $1,153,000 to
the limited partners or $73.45 per limited  partnership  unit) and approximately
$1,073,000 to the limited partners from the sale of Highland  Professional Tower
($68.35 per limited partnership unit). A distribution payable from operations of
approximately $400,000 (approximately $392,000 to the limited partners or $24.97
per limited  partnership unit) was recorded on December 31, 1998 and was paid on
January 20, 1999. The Partnership's distribution policy is reviewed on an annual
basis. Future cash distributions will depend on the levels of net cash generated
from  operations,  the  availability  of cash  reserves,  and the timing of debt
financing  and/or property sale.  There can be no assurance,  however,  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital  improvements to permit additional  distributions to its partners during
the remainder of 2000 or subsequent periods.

                           PART II - OTHER INFORMATION

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  Exhibit 27, Financial Data Schedule, is filed as an exhibit to
                  this report.

            b) Reports on Form 8-K filed during the quarter ended June 30, 2000:

                  None.

                                   SIGNATURES

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

                               HCW PENSION REAL ESTATE FUND LIMITED PARTNERSHIP


                                    By:   HCW General Partner, Ltd.,
                                          the General Partner

                                    By: IH, Inc.,

                                          the Managing General Partner

                                    By:   /s/Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President

                                    By:   /s/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President
                                          and Controller

                                    Date: August 14, 2000