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

            [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
                                       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 No. 1-13080

                              GROVE PROPERTY TRUST
             (Exact name of registrant as specified in its charter)

            Maryland                                     06-1391084
            --------                                     ----------
 (State or other jurisdiction                 (IRS Employer Identification No.)
of incorporation or organization)

598 Asylum Avenue, Hartford, Connecticut                        06105
----------------------------------------                        -----
(Address of Principal Executive Offices)                      (Zip Code)

                                 (860) 246-1126
                                 --------------
                (Issuer's Telephone Number, including area code)

      Securities registered pursuant to Section 12(b) of the Exchange Act:

     Title of Each Class:             Name of Each Exchange on Which Registered:
     --------------------             ------------------------------------------
Common Shares of Beneficial Interest,           American Stock Exchange
        $.01 par value

      Securities registered pursuant to Section 12(g) of the Exchange Act:
                                      None

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 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports),  and (2) has been subject to such filing requirements for
the past 90-days.

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

The number of Common Shares of Beneficial  Interest  outstanding  as of July 31,
2000 was 8,301,604.



                                       1
<PAGE>


                              GROVE PROPERTY TRUST

                                    Form 10-Q
                                      Index


                                                                            Page
                                                                            ----

PART I:   FINANCIAL INFORMATION                                                3

Item 1:   Consolidated Financial Statements (unaudited)                        3

          Consolidated Balance Sheets as of June 30, 2000
          and December 31, 1999                                                3

          Consolidated Statements of Income for the Three
          Months Ended June 30, 2000 and 1999                                  4

          Consolidated Statements of Income for the Six
          Months Ended June 31, 2000 and 1999                                  5

          Consolidated Statements of Cash Flows for the
          Six Months Ended June 30, 2000 and 1999                              6

          Notes to Consolidated Financial Statements                           7

Item 2:   Management's Discussion and Analysis of Financial
          Condition and Results of Operations                                 11

Item 3:   Quantitative and Qualitative Disclosures About
          Market Risk                                                         15


PART II:  OTHER INFORMATION                                                   16

Item 1:   Legal Proceedings                                                   16

Item 2:   Change in Securities and Use of Proceeds                            16

Item 3:   Defaults upon Senior Securities                                     16

Item 4:   Submission of Matters to a Vote of Security Holders                 16

Item 5:   Other Information                                                   16

Item 6:   Exhibits and Reports on Form 8-K                                    17

Signatures                                                                    18



                                       2
<PAGE>


<TABLE>
                              GROVE PROPERTY TRUST
                           CONSOLIDATED BALANCE SHEETS
                    (Dollars in thousands, except par value)
                                   (Unaudited)

<CAPTION>
                                                                    June 30, 2000      December 31, 1999
                                                                    -------------      -----------------

                                                    ASSETS
                                                    ------
<S>                                                                    <C>                 <C>
Real estate assets:
     Land ...................................................          $  50,808           $  45,770
     Buildings and improvements .............................            298,954             266,432
     Furniture, fixtures and equipment ......................              4,665               3,972
                                                                       ---------           ---------
                                                                         354,427             316,174
     Less accumulated depreciation ..........................            (22,786)            (17,639)
                                                                       ---------           ---------
       Net real estate assets ...............................            331,641             298,535
Real estate held for sale ...................................               --                 2,671
Cash and cash equivalents ...................................             19,612              12,733
Due from affiliates .........................................                111                 112
Deferred charges, net of accumulated amortization
     of $374 and 229, respectively ..........................              7,990               1,714
Other assets ................................................              2,120               1,432
                                                                       ---------           ---------
  Total assets ..............................................          $ 361,474           $ 317,197
                                                                       =========           =========

                                     LIABILITIES AND SHAREHOLDERS' EQUITY
                                     ------------------------------------
Liabilities:
     Mortgage notes payable (including  fair value step up of
       $7,855 and $8,164, respectively) .....................          $ 213,777           $ 180,290
     Revolving credit facility ..............................             29,100              15,300
     Accounts payable, accrued expenses and other liabilities              6,598              11,377
     Acquisition notes payable ..............................              3,905               4,675
     Distributions payable ..................................              2,199               2,177
     Security deposits ......................................              3,956               3,394
     Due to affiliates ......................................                 80                  78
                                                                       ---------           ---------
  Total liabilities .........................................            259,615             217,291
Minority interest in the Operating Partnership ..............             32,266              32,231
Shareholders' equity:
     Preferred shares, $.01 par value per share,
       1,000,000 shares authorized; no shares
       issued or outstanding ................................               --                  --
     Common shares, $.01 par value per share,
       34,000,000 shares authorized; 8,296,661 and 8,197,141
       shares issued and outstanding, respectively ..........                 83                  82
     Additional paid-in capital .............................             76,766              75,968
     Distributions in excess of earnings ....................             (7,256)             (8,375)
                                                                       ---------           ---------
  Total shareholders' equity ................................             69,593              67,675
                                                                       ---------           ---------
  Total liabilities and shareholders' equity ................          $ 361,474           $ 317,197
                                                                       =========           =========
</TABLE>

See notes to consolidated financial statements



                                       3
<PAGE>



<TABLE>
                              GROVE PROPERTY TRUST
                        CONSOLIDATED STATEMENTS OF INCOME
                      (In thousands, except per share data)
                                   (Unaudited)


<CAPTION>
                                                                 For the Three Months Ended June 30,
                                                                        2000             1999
                                                                        ----             ----

<S>                                                                   <C>              <C>
Revenues:
    Rental income ..........................................          $16,455          $15,615
    Property management income-affiliates ..................               26               91
    Other property related income ..........................              256              184
    Interest income ........................................              201              134
                                                                      -------          -------
        Total revenues .....................................           16,938           16,024
                                                                      -------          -------

Expenses:
    Property operating expenses ............................            5,872            5,819
    Real estate taxes ......................................            1,364            1,453
    Interest expense .......................................            3,886            3,448
    Depreciation ...........................................            2,642            2,515
    Amortization ...........................................               80               56
    General and administrative .............................              574            1,170
                                                                      -------          -------
        Total expenses .....................................           14,418           14,461
                                                                      -------          -------

         Income before minority interests ..................            2,520            1,563

Minority interest in consolidated partnerships .............             --                 23

Minority interest in Operating Partnership .................              801              485
                                                                      -------          -------

           Net income ......................................          $ 1,719          $ 1,055
                                                                      =======          =======

Net income per common share - basic ........................          $  0.21          $  0.12
                                                                      =======          =======

Net income per common share - diluted ......................          $  0.20          $  0.12
                                                                      =======          =======

Weighted average number of common shares outstanding - basic            8,269            8,510
Effect of stock options ....................................              276              154
                                                                      -------          -------
Weighted average number of shares outstanding - diluted ....            8,545            8,664
                                                                      =======          =======
</TABLE>

See notes to consolidated financial statements.


                                       4
<PAGE>


<TABLE>
                              GROVE PROPERTY TRUST
                        CONSOLIDATED STATEMENTS OF INCOME
                      (In thousands, except per share data)
                                   (Unaudited)

<CAPTION>
                                                                       For the Six Months Ended June 30,
                                                                            2000             1999
                                                                            ----             ----

<S>                                                                       <C>              <C>
Revenues:
    Rental income ..............................................          $31,979          $30,868
    Property management income- affiliates .....................               61              140
    Other property related income ..............................              398              358
    Interest income ............................................              367              280
                                                                          -------          -------
        Total revenues .........................................           32,805           31,646
                                                                          -------          -------

Expenses:
    Property operating expenses ................................           11,691           11,905
    Real estate taxes ..........................................            2,710            2,863
    Interest expense ...........................................            7,510            6,848
    Depreciation ...............................................            5,164            4,948
    Amortization ...............................................              155              120
    General and administrative .................................            1,094            2,105
                                                                          -------          -------
        Total expenses .........................................           28,324           28,789
                                                                          -------          -------

         Income before gain on sales of property, minority
           interests and extraordinary item ....................            4,481            2,857

Gain on sales of property ......................................            1,533             --
                                                                          -------          -------

         Income before minority interests and extraordinary item            6,014            2,857

Minority interest in consolidated partnerships .................             --                 42

Minority interest in Operating Partnership .....................            1,921              869
                                                                          -------          -------

         Income before extraordinary item ......................            4,093            1,946

Extraordinary income related to debt extinguishment, net .......             --                226
                                                                          -------          -------

           Net income ..........................................          $ 4,093          $ 2,172
                                                                          =======          =======

Income before extraordinary item per common share - basic ......          $  0.50          $  0.23
                                                                          =======          =======

Extraordinary item per common share - basic ....................          $  0.00          $  0.02
                                                                          =======          =======

Net income per common share - basic ............................          $  0.50          $  0.25
                                                                          =======          =======

Income before extraordinary item per common share - diluted ....          $  0.48          $  0.23
                                                                          =======          =======

Extraordinary item per common share - diluted ..................          $  0.00          $  0.02
                                                                          =======          =======

Net income per common share - diluted ..........................          $  0.48          $  0.25
                                                                          =======          =======

Weighted average number of common shares outstanding - basic ...            8,243            8,576
Effect of stock options ........................................              235              119
                                                                          -------          -------
Weighted average number of shares outstanding - diluted ........            8,478            8,695
                                                                          =======          =======
</TABLE>

See notes to consolidated financial statements.


                                       5
<PAGE>


<TABLE>
                              GROVE PROPERTY TRUST
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (Dollars in thousands)
                                   (Unaudited)

<CAPTION>
                                                                     For the Six Months Ended June 30,
                                                                         2000               1999
                                                                         ----               ----

<S>                                                                   <C>                <C>
Operating Activities:
Net income .................................................          $  4,093           $  2,172
Adjustments to reconcile net income to net cash provided
     by operating activities:
         Depreciation and amortization .....................             5,320              5,068
         Extraordinary item related to debt extinguishment .              --                 (226)

         Minority interests ................................             1,921                911
         Non-cash compensation expense .....................                81                 60
         Gain on sale of property ..........................            (1,533)              --
         Other non-cash items ..............................                19               --
Change in other assets .....................................              (687)              (393)
Change in accounts payable, accrued expenses, other
     liabilities and security deposits .....................            (4,586)            (1,206)
                                                                      --------           --------
Net cash provided by operating activities ..................             4,628              6,386
                                                                      --------           --------

Investing activities:
     Purchase of partnership interests .....................              --               (1,231)
     Additions to real estate assets .......................           (16,743)            (5,129)
     Proceeds from sale of property, net of closing costs ..             4,194               --
     Deferred charges ......................................              --                   (1)
                                                                      --------           --------
         Net cash used in investing activities .............           (12,549)            (6,361)
                                                                      --------           --------

Financing activities:
     Net proceeds from mortgage notes payable ..............            14,868              8,668
     Net borrowings under revolving credit facility ........            13,800              7,400
     Equity offering costs .................................              --                  (11)
     Repayment of mortgage notes payable ...................            (2,890)           (12,161)
     Borrowings from affiliates, net .......................                 2                232
     Financing costs .......................................            (6,422)              (441)
     Proceeds from exercise of stock options ...............              --                   18
     Repurchase of common shares ...........................              (207)            (1,654)
     Dividends and distributions paid ......................            (4,351)            (4,293)
                                                                      --------           --------
         Net cash provided by (used in) financing activities            14,868             (2,242)
                                                                      --------           --------

Net change in cash and cash equivalents ....................             6,879             (2,217)
Cash and cash equivalents, beginning of period .............            12,733             15,262
                                                                      --------           --------
Cash and cash equivalents, end of period ...................          $ 19,612           $ 13,045
                                                                      ========           ========

Supplemental Information:
     Cash paid for interest ................................          $  7,354           $  6,782
     Reclassification of real state assets to held for sale           $   --             $  9,136
     Assumed mortgage notes ................................          $ 21,510           $   --
</TABLE>

See notes to consolidated financial statements.


                                       6
<PAGE>

                              GROVE PROPERTY TRUST

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                  June 30, 2000

1.   BASIS OF PRESENTATION
--------------------------

     The financial statements are presented on a consolidated basis. Included in
     the  Company's  financial  statements  are the  accounts  of the  Operating
     Partnership and various property partnerships.  Properties are owned either
     directly  by the  Operating  Partnership  or are owned by  various  limited
     partnerships or limited  liability  companies that in turn are wholly owned
     by the Operating Partnership. All significant intercompany transactions are
     eliminated in consolidation.

     The  accompanying  interim  financial  statements have been prepared by the
     Company's  management in accordance  with accounting  principles  generally
     accepted in the United States for interim  financial  information  and with
     the rules and regulations of the Securities and Exchange Commission. In the
     opinion of management,  the interim financial  statements  presented herein
     reflect  all  adjustments  of a normal  and  recurring  nature,  which  are
     necessary to fairly state the interim financial statements.  The results of
     operations for the interim  period ended June 30, 2000 are not  necessarily
     indicative of the results that may be expected for the year ending December
     31, 2000. These financial statements should be read in conjunction with the
     Company's  audited  financial  statements and the notes thereto included in
     the Company's  Annual  Report on Form 10-K for the year ended  December 31,
     1999.

2.   MORTGAGE NOTES PAYABLE
---------------------------

     Total mortgage notes payable  consist of the following at June 30, 2000 (in
     thousands):

       Amortizing mortgage notes                      $     150,777
       Interest only first mortgage note                     63,000
                                                      -------------
                                                      $     213,777
                                                      =============

     The contractual  principal amount  outstanding of mortgage notes payable is
     $205.9 million. The book value of approximately $44.6 million of amortizing
     mortgage  notes,  assumed  with  above  average  market  interest  rates in
     conjunction  with the  McNeil  Portfolio  acquisition,  have been  adjusted
     upward by approximately $7.9 million to reflect the fair value of the notes
     at the Company's estimated market interest rate of 7.0%.

     The  amortizing  mortgage notes have fixed interest rates between 6.19% and
     12.47%.  These  notes  mature  between  the  years  2000  and  2031 and are
     collateralized  by thirty-two of the properties with an aggregate  carrying
     amount of  approximately  $193.1  million as of June 30,  2000.  Certain of
     these notes are  partially  guaranteed  by certain  executive  officers and
     shareholders  of the  Company.  During  the  second  quarter,  the  Company
     received  second mortgage  financing on six  properties,  with net proceeds
     totaling  approximately  $8.3 million,  and a face amount of  approximately
     $14.8  million.  The  average  interest  rate on the face amount of the new
     second  mortgages  is 7.4% and the  weighted  average  maturity  of the new
     second mortgages is 7.4 years.

     The interest only first mortgage note requires monthly payments of interest
     at an effective fixed interest rate of 6.71% and matures in 2008. This note
     is collateralized by seventeen properties with an aggregate carrying amount
     of approximately $86.1 million as of June 30, 2000.

3.   ACQUISITION NOTES PAYABLE
------------------------------

     In  conjunction  with the  purchase  of the McNeil  Portfolio,  the Company
     agreed to issue additional OP units and pay cash (together the "Acquisition
     Notes  Payable")  to certain  continuing  partners in the event that any of
     certain  McNeil  Portfolio  properties  were  converted  to a  market  rate
     property.  During the second quarter of 2000, the Company paid $0.5 million
     ($0.1  million in cash and $0.4 million in OP units) of  Acquisition  Notes
     Payable.


                                       7
<PAGE>


4.   SHAREHOLDERS' EQUITY
-------------------------

     The following table outlines the 2000 activity in the Operating Partnership
equity accounts:

<TABLE>
<CAPTION>
                                                                                                  Limited
                                                                              Company's          Partners'
                                                                              Operating          Operating
                                                                             Partnership        Partnership
                                                                                Units              Units
                                                                             ----------         ----------

<S>                                                                           <C>                <C>
     Outstanding at December 31, 1999 ................................        8,197,141          3,903,936
     Common  Units exchanged January 2000 through June 2000 ..........           87,789            (87,789)
     Common Shares repurchased January 2000 through June 2000 ........          (16,249)              --
     Common Shares issued pursuant to employee stock compensation plan           27,980               --
     May 2000 Acquisition Notes Payable ..............................             --               30,435
                                                                             ----------         ----------
     Outstanding at June 30, 2000 ....................................        8,296,661          3,846,582
                                                                             ==========         ==========
         Ownership Percentage ........................................               68%                32%
                                                                             ==========         ==========
</TABLE>

     Common Shares have been reserved for future issuance as follows:

          Common Units not owned by the Company (see above)..       3,846,582
          Stock options issued and outstanding...............       1,057,784
          Additional stock options issuable..................         351,355
                                                                  -----------
                                                                    5,255,721
                                                                  ===========

5.    SUBSEQUENT EVENT
----------------------

     On  July  17,  2000,  the  Company  announced  that it had  entered  into a
     definitive  agreement  and  plan  of  merger  with  ERP  Operating  Limited
     Partnership.  Holders of Grove common shares will receive $17.00 (cash) per
     share  upon  closing  less  an  amount  (not  to  exceed  $3.5  million  or
     approximately  $0.29 per share)  that may be  expended  by Grove to resolve
     certain  potential  liabilities.  Holders  of  units in  Grove's  operating
     partnership  will have the option of  receiving  cash in the same amount as
     received by Grove shareholders or 0.3696 of a unit (as similarly  adjusted,
     if necessary) in ERP Operating Limited  Partnership.  As part of the merger
     agreement,  certain Grove executives will acquire Grove's retail properties
     at the merger  closing  for  approximately  $21.7  million,  including  the
     assumption of approximately $7.5 million of debt. As The merger is expected
     to close during the fourth quarter of 2000.

6.   ACQUISITION OF ROLLING GREEN PORTFOLIO
-------------------------------------------

     During the second quarter of 2000, the Company  purchased three  properties
     located in Massachusetts  including 912 apartments for approximately  $33.5
     million.  The purchase  price included a $12.0 million cash payment and the
     assumption of mortgage debt totaling $21.5 million. The cash portion of the
     purchase was funded with the Company's  revolving  credit facility and cash
     on hand.  The assumed  mortgage debt has a weighted  average fixed interest
     rate of 7.9% and a weighted average maturity of 20.8 years.

7.   SEGMENT REPORTING
----------------------

     The following table presents  information  about reported segment profit or
     loss  and  segment  assets.  The  Residential  segment  consists  of  5,839
     apartment  units,  the  Subsidized  Residential  segment  consists of 1,231
     apartment units,  and the Retail segment consists of approximately  129,900
     square feet. The Company does not allocate income taxes or unusual items to
     segments.  In addition,  not all segments  have  significant  noncash items
     other  than  depreciation  and  amortization  in  reporting  profit or loss
     (dollars in thousands):

<TABLE>
<CAPTION>
                                                   Three Months Ended June 30, 2000
                                                   --------------------------------

                                                       Subsidized
                                        Residential    Residential      Retail          Total
                                        -----------    -----------      ------          -----

<S>                                      <C>            <C>            <C>            <C>
     Revenues ....................       $ 12,555       $  3,636       $    651       $ 16,842
     Interest Expense ............       $  2,530       $    633       $    153       $  3,316
     Depreciation and amortization       $  2,071       $    384       $    148       $  2,603
     Segment Profit ..............       $  2,922       $  1,088       $    178       $  4,188
     Segment Assets ..............       $276,389       $ 61,029       $ 18,818       $356,236
     FFO .........................       $  4,958       $  1,472       $    322       $  6,752
</TABLE>


                                       8
<PAGE>

<TABLE>
<CAPTION>

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

                                                       Subsidized
                                        Residential    Residential      Retail          Total
                                        -----------    -----------      ------          -----

<S>                                      <C>            <C>            <C>            <C>
     Revenues ....................       $ 11,785       $  3,508       $    667       $ 15,960
     Interest Expense ............       $  1,957       $    800       $     72       $  2,829
     Depreciation and amortization       $  1,946       $    362       $    145       $  2,453
     Segment Profit ..............       $  2,947       $  1,051       $    319       $  4,317
     Segment Assets ..............       $244,166       $ 54,596       $ 19,148       $317,910
     FFO .........................       $  4,871       $  1,413       $    461       $  6,745
</TABLE>


<TABLE>
<CAPTION>
                                                   Six Months Ended June 30, 2000
                                                   ------------------------------

                                                       Subsidized
                                        Residential    Residential      Retail          Total
                                        -----------    -----------      ------          -----

<S>                                      <C>            <C>            <C>            <C>
     Revenues ....................       $ 24,168       $  7,187       $  1,299       $ 32,654
     Interest Expense ............       $  4,913       $  1,276       $    307       $  6,496
     Depreciation and amortization       $  4,034       $    763       $    295       $  5,092
     Segment Profit ..............       $  6,966       $  2,027       $    387       $  9,380
     Gain on sales of property ...       $  1,533       $      0       $      0       $  1,533
     Segment Assets ..............       $276,389       $ 61,029       $ 18,818       $356,236
     FFO .........................       $  9,393       $  2,790       $    674       $ 12,857
</TABLE>


<TABLE>
<CAPTION>
                                                   Six Months Ended June 30, 1999
                                                   ------------------------------

                                                       Subsidized
                                        Residential    Residential      Retail          Total
                                        -----------    -----------      ------          -----

<S>                                      <C>            <C>            <C>            <C>
     Revenues ....................       $ 23,198       $  6,962       $  1,327       $ 31,487
     Interest Expense ............       $  3,896       $  1,606       $    142       $  5,644
     Depreciation and amortization       $  3,834       $    718       $    288       $  4,840
     Segment Profit ..............       $  5,417       $  1,960       $    622       $  7,999
     Extraordinary income ........       $      0       $    324       $      0       $    324
     Segment Assets ..............       $244,166       $ 54,596       $ 19,148       $317,910
     FFO .........................       $  9,213       $  2,679       $    906       $ 12,798
</TABLE>



     The following  presentation  is the  reconciliation  of reportable  segment
     revenues,  profit, FFO, assets and other significant items to the Company's
     consolidated totals (in thousands):

<TABLE>
<CAPTION>
                                               For the Three Months Ended  For the Six Months Ended
                                                        June 30,                   June 30,

                                                    2000         1999         2000         1999
                                                    ----         ----         ----         ----
     Revenues
     --------

<S>                                               <C>          <C>          <C>          <C>
     Total revenues for reportable segments       $16,842      $15,960      $32,654      $31,487
     Other revenues .......................            96           64          151          159
                                                  -------      -------      -------      -------
     Total consolidated revenues ..........       $16,938      $16,024      $32,805      $31,646
                                                  =======      =======      =======      =======
</TABLE>


                                       9
<PAGE>


<TABLE>
<CAPTION>
                                                For the Three Months Ended    For the Six Months Ended
                                                         June 30,                     June 30,
                                                   2000          1999           2000           1999
                                                   ----          ----           ----           ----
<S>                                             <C>            <C>            <C>            <C>
     Profit or Loss
     --------------

     Total profit for reportable segments       $  4,188       $  4,317       $  9,380       $  7,999
     Other loss .........................         (1,668)        (2,754)        (3,366)        (5,142)
                                                --------       --------       --------       --------
     Income before extraordinary item and
       minority interests ...............       $  2,520       $  1,563       $  6,014       $  2,857
                                                ========       ========       ========       ========
     FFO
     ---

     FFO for reportable segments ........       $  6,752       $  6,745       $ 12,857       $ 12,798
     Other FFO ..........................         (1,668)        (2,754)        (3,366)        (5,143)
                                                --------       --------       --------       --------
     FFO before minority interests ......       $  5,084       $  3,991       $  9,491       $  7,655
                                                ========       ========       ========       ========
</TABLE>



                                                      June 30,         June 30,
                                                        2000             1999
                                                      -------          --------
     Assets
     ------

     Total assets for reportable segments           $  356,236       $   317,910
     Other assets                                        5,238             7,580
                                                    ----------       -----------
     Total consolidated assets                      $  361,474       $   325,490



<TABLE>
<CAPTION>
                                       For the Three Months Ended  For the Six Months Ended
                                               June 30,                   June 30,

                                           2000         1999         2000         1999
                                           ----         ----         ----         ----

<S>                                       <C>          <C>          <C>          <C>
     Other Significant Items

     Interest expense
       Segment Totals .............       $3,316       $2,829       $6,496       $5,644
       Non-segment ................          570          619        1,014        1,204
                                          ------       ------       ------       ------
      Consolidated Totals .........       $3,886       $3,448       $7,510       $6,848
                                          ======       ======       ======       ======
      Depreciation and amortization
       Segment Totals .............       $2,603       $2,453       $5,092       $4,840
         Non-segment ..............          119          118          227          228
                                          ------       ------       ------       ------
         Consolidated Totals ......       $2,722       $2,571       $5,319       $5,068
                                          ======       ======       ======       ======

</TABLE>

                                       10
<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

Results of Operations
---------------------

Results of  operations of the Company for the six months ended June 30, 2000 and
--------------------------------------------------------------------------------
1999.
-----

Total revenues increased $1.2 million to $32.8 million from $31.6 million during
the six months ended June 30, 2000, as compared to the  corresponding  period in
1999.  The  increase is  primarily  due to the  operations  of three  properties
acquired  during  the  second  quarter of 2000,  increases  in rental  rates and
occupancy  and  increased  earnings on escrow  accounts  offset by a decrease in
revenues  due to the sale of  residential  apartment  communities  in the  first
quarter of 2000 and the fourth quarter of 1999.

The weighted  average  monthly  rental rate increased to $820 for the six months
ended June 30,  2000 from $783 for the same period in 1999.  Economic  occupancy
increased to an aggregate weighted average occupancy of 96.8% for the six months
ended June 30, 2000 from an aggregate  weighted  average  occupancy of 95.8% for
the same period in 1999.

Property  operating  expenses decreased $0.2 million to $11.7 million from $11.9
million  during  the  six  months  ended  June  30,  2000,  as  compared  to the
corresponding period in 1999. The decrease is primarily due to the operations of
the sold properties, and lower snow removal costs, offset by higher payroll.

Real estate taxes  decreased  $0.2 to $2.7 million from $2.9 million  during the
six months ended June 30, 2000, as compared to the corresponding period in 1999.
The decrease is due primarily to the sold properties.

Interest expense increased $0.7 million to $7.5 million from $6.8 million during
the six months ended June 30, 2000, as compared to the  corresponding  period in
1999.  The  increase is  primarily  due to new  mortgage  debt  assumed from the
property acquisitions in 2000 and mortgage debt obtained in the third quarter of
1999.

General and administrative  expenses decreased $1.0 million to $1.1 million from
$2.1  million  during the six months  ended June 30,  2000,  as  compared to the
corresponding  period in 1999. This decrease is primarily due to the decrease in
costs associated with the executive stock bonus plan.

Depreciation and  amortization  increased $0.2 million to $5.3 million from $5.1
million  during  the  six  months  ended  June  30,  2000,  as  compared  to the
corresponding period in 1999.

The Company's income before minority  interests and extraordinary item increased
$3.1 million to $6.0 million from $2.9 million  during the six months ended June
30,  2000,  as compared to the  corresponding  period in 1999.  The  increase is
primarily due to the gain from the sale of two  properties in 2000 and increased
rental rates and occupancy.

Results of  operations  of the Company for the three  months ended June 30, 2000
--------------------------------------------------------------------------------
and 1999.
---------

Total revenues increased $0.9 million to $16.9 million from $16.0 million during
the three months ended June 30, 2000, as compared to the corresponding period in
1999.  The increase is primarily due to the  operations of new  acquisitions  in
2000,  increases in rental rates and occupancy and increased  earnings on escrow
accounts.

The  properties  experienced  an  increase  in rental  rates and an  increase in
occupancy.  The weighted  average monthly rental rates increased to $824 for the
three months ended June 30, 2000 from $791 for the same period in 1999. Economic
occupancy  increased to an aggregate weighted average occupancy of 96.7% for the
three months ended June 30, 2000 from an aggregate weighted average occupancy of
95.9% for the same period in 1999.

Property  operating  expenses  increased  $0.1 million to $5.9 million from $5.8
million  during  the three  months  ended  June 30,  2000,  as  compared  to the
corresponding period in 1999.

Real estate  taxes  decreased  $0.1  million to $1.4  million  from $1.5 million
during the three months ended June 30,  2000,  as compared to the  corresponding
period in 1999.  The decrease is due primarily to the sale of two  properties in
the first quarter of 2000 and four properties in the fourth quarter of 1999.

Interest expense increased $0.5 million to $3.9 million from $3.4 million during
the three months ended June 30, 2000, as compared to the corresponding period in
1999.  The  increase is  primarily  due to new  mortgage  debt  assumed from the
property acquisitions in 2000 and mortgage debt obtained in the third quarter of
1999.


                                       11
<PAGE>


General and administrative  expenses decreased $0.6 million to $0.6 million from
$1.2 million  during the three  months  ended June 30, 2000,  as compared to the
corresponding  period in 1999. The decrease is due primarily to the  elimination
of the executive stock bonus plan.

Depreciation and  amortization  increased $0.1 million to $2.7 million from $2.6
million  during  the three  months  ended  June 30,  2000,  as  compared  to the
corresponding  period  in  1999.  This  increase  is  related  to  the  property
acquisitions in 2000.

The Company's  income before minority  interests  increased $0.9 million to $2.5
million  from $1.6  million  during the three  months  ended June 30,  2000,  as
compared to the  corresponding  period in 1999. The increase is due to increased
rental rates and occupancy  offset by a decrease in income from  properties sold
in the first quarter of 2000 and the fourth quarter of 1999.

Same Community Analysis
-----------------------

For the six months and three months ended June 30, 2000 and 1999.
-----------------------------------------------------------------

Total Same Community Operations
-------------------------------

The following table summarizes total same community operations:

<TABLE>
<CAPTION>
                                           For the Three Months            For The Six Months Ended
                                             Ended June 30,           %            June 30,           %
                                            2000         1999      Change      2000        1999     Change
                                            ----         ----      ------      ----        ----     ------
<S>                                       <C>         <C>           <C>     <C>         <C>           <C>
Average number of apartments                 6,162       6,144      0.3%      6,159       6,140       0.3%
Economic Occupancy                           97.6%       97.2%      0.4%      97.6%       96.7%       0.8%
Average monthly rental rate per unit      $    837    $    794      5.4%    $   829     $   787       5.3%
Revenues (millions)                       $  15.33    $  14.34      6.9%    $ 30.26     $ 28.33       6.8%
Operating expenses (millions)             $   5.70    $   5.51      3.4%    $ 11.45     $ 11.14       2.8%
                                          -----------------------------------------------------------------
   Net operating income (millions)        $   9.63        8.82    $ 9.1%    $ 18.81     $ 17.19       9.4%
                                          =================================================================
</TABLE>

In the first six months of 2000,  total same  community  operations  included 55
apartment  communities  (6,163 units, 47% in Massachusetts,  41% in Connecticut,
and 12% in Rhode  Island)  owned by the  Company  since the  beginning  of 1999.
Revenues  increased  primarily  due to increases in rental rates and  occupancy.
Operating  expenses  increased  primarily  due to higher  payroll  and  property
insurance offset by lower utilities and snow removal costs.

In the second  quarter,  total same community  operations  included 55 apartment
communities (6,163 units, 47% in Massachusetts,  41% in Connecticut,  and 12% in
Rhode  Island) owned by Grove since the  beginning of 1999.  Revenues  increased
primarily  due to increases in rental rates and  occupancy.  Operating  expenses
increased primarily due to higher payroll and property insurance offset by lower
snow removal..

Eastern Massachusetts and Rhode Island Same Community Operations
----------------------------------------------------------------

The  following  table  summarizes  eastern  Massachusetts  and Rhode Island Same
Community operations:

<TABLE>
<CAPTION>
                                         For the Three Months               For the Six Months Ended
                                            Ended June 30,           %              June 30,             %
                                           2000        1999       Change        2000         1999      Change
                                           ----        ----       ------        ----         ----      ------
<S>                                       <C>         <C>          <C>        <C>          <C>          <C>
Average number of apartments                 3,287       3,287     0.0%          3,287       3,287      0.3%
Economic Occupancy                           98.1%       98.1%     0.0%          98.3%       97.4%      1.0%
Average monthly rental rate per unit      $    894    $    842     6.2%       $    883     $   833      6.0%
Revenues (millions)                       $   8.85    $   8.24     7.4%       $  17.45     $ 16.25      7.4%
Operating expenses (millions)             $   3.08    $   3.00     2.5%       $   6.21     $  6.11      1.5%
                                        ---------------------------------------------------------------------
Net operating income (millions)           $   5.77    $   5.23     10.2%      $  11.24     $ 10.14     10.9%
                                        =====================================================================
</TABLE>

In the six  months,  eastern  Massachusetts  and  Rhode  Island  same  community
operations  included  28  apartment  communities  (3,287  units,  76% in eastern
Massachusetts, and 24% in Rhode Island) owned by the Company since the beginning
of 1999.  Revenues  increased  primarily  due to  increases  in rental rates and
occupancy. Operating expenses increased primarily due to higher payroll, repairs
and  maintenance,  and  marketing  and  advertising  offset by lower  utilities,
eviction costs, and snow removal costs.


                                       12
<PAGE>



In the second  quarter,  Eastern  Massachusetts  and Rhode Island same community
operations  included  28  apartment  communities  (3,287  units,  76% in Eastern
Massachusetts,  and 24% in Rhode  Island)  owned by Grove since the beginning of
1999. Revenues increased  primarily due to increases in rental rates.  Operating
expenses increased primarily due to higher payroll, repairs and maintenance, and
marketing and advertising offset by lower eviction costs.

Connecticut and Western Massachusetts Same Community Operations

The following table summarizes Connecticut and western Massachusetts operations:
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                           For the Three Months               For the Six Months Ended
                                              Ended June 30,           %              June 30,             %
                                              2000       1999       Change        2000         1999      Change
                                              ----       ----       ------        ----         ----      ------
<S>                                         <C>        <C>           <C>        <C>          <C>          <C>
Average number of apartments                   2,875      2,857      0.6%          2,872        2,853     0.7%
Economic Occupancy                             96.9%      96.1%      0.9%          96.5%        95.9%     0.6%
Average monthly rental rate per unit        $    772   $    739      4.5%       $    767     $    735     4.4%
Revenues (millions)                         $   6.48   $   6.10      6.3%       $  12.81     $  12.09     6.0%
Operating expenses (millions)               $   2.62   $   2.51      4.5%       $   5.24     $   5.03     4.3%
                                          --------------------------------------------------------------------
Net operating income (millions)             $   3.86   $   3.59      7.5%       $   7.56     $   7.06     7.2%
                                          ====================================================================
</TABLE>

In the first six months,  Connecticut and western  Massachusetts  same community
operations  included 27 apartment  communities  (2,869 units, 87% in Connecticut
and 13% in western  Massachusetts)  owned by the Company  since the beginning of
1999. Revenues increased primarily due to increases in rental rates,  occupancy,
and the  purchase  of  condominiums  at  three  properties.  Operating  expenses
increased  primarily due to higher  payroll and  insurance  offset by lower snow
removal costs.

In the second  quarter,  Connecticut  and western  Massachusetts  same community
operations  included 27 apartment  communities  (2,876 units, 87% in Connecticut
and 13% in western  Massachusetts)  owned by Grove since the  beginning of 1999.
Revenues increased  primarily due to increases in rental rates,  occupancy,  and
the purchase of condominiums at three properties.  Operating  expenses increased
primarily due to higher payroll and insurance.

Liquidity and Capital Resources
-------------------------------

Cash and cash  equivalents  totaled  $19.6  million  as of June  30,  2000.  The
Company's  ratio of long-term  debt including the Revolving  Credit  Facility to
total  market  capitalization  on June 30, 2000 was 54.4% based on total  market
capitalization of $432.4 million.  Market capitalization was based on 12,143,243
Common Units and Common  Shares,  valued at $16.25 per  share/unit  (the closing
price on June 30,  2000),  plus  $235.0  million  of  long-term  debt  including
borrowings under the Revolving Credit Facility and excluding the fair value step
up of $7.9 million.

During the second quarter, the Company received second mortgage financing on six
properties,  with net proceeds totaling  approximately $8.3 million,  and a face
amount of  approximately  $14.8 million.  The average  interest rate on the face
amount of the new second  mortgages is 7.4% and the weighted average maturity of
the new second mortgages is 7.4 years. In addition,  the Company assumed debt in
connection with the acquisition of properties described below.

On June 15, 2000, the Company  declared an $0.18 per share  dividend,  which was
paid on July 14, 2000. The dividends  declared  during the period  resulted in a
42.9% pay out of funds from operations for the three months ended June 30, 2000.

Acquisition  notes  payable are  obligations  related to three McNeil  Portfolio
properties  to pay  additional  cash and  issue  additional  Common  Units  when
apartment  units are converted to market rate units.  In 1998,  the mortgages on
the three  properties were modified to allow for each property to convert 80% of
its units to market rate units.

During 1998, the Board of Trust Managers authorized the Company to repurchase up
to 400,000  Common  Shares.  In the first  quarter  of 1999,  the Board of Trust
Managers  authorized the Company to purchase up to an additional  500,000 Common
Shares. In the third quarter of 1999, the Board of Trust Managers authorized the
Company to purchase up to an  additional  500,000  Common  Shares.  Purchases of
Common Shares and Common Units  presented for redemption  which are redeemed for
cash are being  funded  from  operating  cash flow and the  Company's  Revolving
Credit Facility.  Since beginning its share repurchase  program and through June
30, 2000,  the Company has redeemed  457,689 Common Units for cash at an average
price of $11.33 per unit and  repurchased  881,176  Common  Shares at an average
price of $11.42 per share.


                                       13
<PAGE>



The Company intends to meet its short-term  liquidity  requirements through cash
flow provided by operations and borrowings  under the Revolving Credit Facility.
The Company considers its ability to generate cash to be adequate and expects it
to continue to be adequate to meet operating  requirements  and pay  shareholder
dividends  in  accordance  with REIT  requirements.  The  Company  may use other
sources of capital to finance additional acquisitions including, but not limited
to, the selling of properties, the selling of additional equity interests in the
Company, non-distributed funds from operations, the issuance of debt securities,
funds from the Revolving Credit Facility, and exchanging Common Shares or Common
Units for properties or interests in properties.

Acquisitions/Dispositions
-------------------------

The  Company  regularly  evaluates   properties  for  possible   acquisition  or
disposition.  Individual  properties may be acquired  through direct purchase of
the property or through the purchase of the entity  owning such property and may
be made for cash or securities of the Company or the Operating  Partnership.  In
connection with any acquisition,  the Company may incur additional indebtedness.
If the  Company  acquires  or  disposes of any  property,  such  acquisition  or
disposition  could  have  a  significant  effect  on  the  Company's   financial
condition, results of operations or cash flows.

During the second  quarter  of 2000,  the  Company  purchased  three  properties
located in  Massachusetts  including  912  apartments  for  approximately  $33.5
million.  The  purchase  price  included a $12.0  million  cash  payment and the
assumption  of mortgage  debt totaling  $21.5  million.  The cash portion of the
purchase was funded with the  Company's  Revolving  Credit  Facility and cash on
hand.  The assumed  mortgage debt has a weighted  average fixed interest rate of
7.9% and a weighted average maturity of 20.8 years.

Funds from Operations
---------------------

The Company  generally  considers funds from  operations  ("FFO") an appropriate
measure of performance of an equity REIT.  FFO, as defined in the White Paper on
Funds From  Operations,  which was approved by the National  Association of Real
Estate  Investment  Trusts  ("NAREIT")  in early 1995,  is defined as net income
(computed  in  accordance  with  generally  accepted   accounting   principles),
excluding gains or losses from debt restructuring and sales of properties,  plus
real estate  depreciation  less preferred  dividends.  As provided in the NAREIT
guidance,  items  classified  by generally  accepted  accounting  principles  as
extraordinary  or  unusual,  along with  significant  non-recurring  events that
materially distort the comparative  measurement of a company's  performance over
time, are disregarded in the calculation.  The Company believes that in order to
facilitate  a clear  understanding  of its  operating  results,  FFO  should  be
examined  in  conjunction  with the net  income as  presented  in the  financial
statements  and  information  included  elsewhere in this  Report.  FFO does not
represent cash generated from operating activities in accordance with accounting
principles  generally  accepted  in the  United  States  and is not  necessarily
indicative of cash available to fund cash needs. FFO should not be considered as
an alternative to net income as an indication of the Company's performance or as
an alternative to cash flow as a measure of liquidity.

FFO  increased  to $9.5  million from $7.6 million for the six months ended June
30, 2000 and 1999,  respectively.  Dividends  declared  for the six months ended
June 30, 2000 were $0.36 per share,  representing  47.3% of FFO, while dividends
declared  for  the  six  months  ended  June  30,  1999  were  $0.36  per  share
representing 59.7% of FFO.

FFO was calculated as follows (in thousands):

<TABLE>
<CAPTION>
                                                    For the Three Months Ended    For the Six Months Ended
                                                             June 30,                     June 30,
                                                        2000          1999           2000          1999
                                                        ----          ----           ----          ----
<S>                                                   <C>           <C>            <C>           <C>
Income before gain on sales of property, ......       $ 2,250       $ 1,563        $ 4,481       $ 2,857
Extraordinary item and minority interests
Real estate depreciation and amortization .....         2,564         2,428          5,010         4,798
                                                      -------       -------        -------       -------
Funds from operations before minority interests         5,084         3,991          9,491         7,655
Minority interests in consolidated partnerships          --             (38)          --             (72)
                                                      -------       -------        -------       -------
FFO ...........................................       $ 5,084       $ 3,953        $ 9,491       $ 7,583
                                                      =======       =======        =======       =======
</TABLE>

Seasonally
----------

Historically,  the  Company's  net income has been lower in the first and second
quarters than in the remainder of the year due to higher utility  charges,  snow
removal and other weather-related  expenses. In addition,  rental rates increase
ratably  during the year which results in higher  rental  revenues in the second
half of the year.


                                       14
<PAGE>


Inflation
---------

Substantially all of the leases at the residential  properties are for a term of
one year or less,  which may enable the  Company  to seek  increased  rents upon
renewal or reletting.  Such short-term  leases  generally lessen the risk to the
Company of the potential adverse effects of inflation.

"Safe Harbor" Statement under Private Securities Litigation Reform Act of 1996
------------------------------------------------------------------------------

Certain  statements  contained  in  this  report,  and  in  particular  in  this
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations,"  statements  in other  filings  with the  Securities  and  Exchange
Commission  and  statements  in other  public  documents  of the  Company may be
forward looking and are subject to a variety of risks and uncertainties. Forward
looking statements would typically include words like "believes,"  "anticipates"
or  "estimates."  Many factors could cause actual  results to differ  materially
from these  statements.  These  factors  include,  but are not  limited  to, (i)
population  shifts which may increase or decrease the demand for rental housing,
(ii) the value of commercial and residential  rental properties in the Northeast
where  all of the  Company's  properties  are  located,  in recent  years,  have
fluctuated  considerably,  (iii)  the  effect  on the  Company's  properties  of
competition from new apartment  complexes which may be completed in proximity to
such properties thereby increasing  competition,  (iv) the effect of weather and
other conditions which can significantly affect property operating expenses, (v)
the ability of the Company to successfully integrate the operation of properties
it has acquired or may acquire into its  business and (vi) other  factors  which
might  be  described  from  time to  time  in the  Company's  filings  with  the
Securities and Exchange Commission.  In addition,  the Company is subject to the
effects of changes in general business economic conditions.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company is exposed to changes in interest rates primarily from its Revolving
Credit  Facility.  A  hypothetical  100 basis point  adverse move  (increase) in
interest rates along the entire interest rate yield curve would adversely affect
the net fair value of all interest sensitive  financial  instruments by $291,000
at June 30, 2000.


                                       15
<PAGE>


PART II.  OTHER INFORMATION

Item 1:  Legal Proceedings
--------------------------

The Company and each of its trust managers were named as defendants in an action
commenced  on July 18,  2000 by the filing of a Class  Action  Complaint  by the
Taylor Family Trust (the Plaintiff).  In the complaint,  the Plaintiff refers to
the proposed merger with ERP Operating  Limited  Partnership and to the proposed
transfer of the retail  properties  owned by the Company to a limited  liability
company  owned by four of the executive  officers of the Company.  The Plaintiff
alleges a breach in fiduciary  duty by the  defendants by approving and entering
into the agreement  pursuant to which the retail  properties  are proposed to be
transferred.  The Company believes that the suit is without merit and intends to
defend against the claims vigorously.

Item 2:  Change in Securities and Use of Proceeds
-------------------------------------------------

On May 1, 2000 the  Company  issued  30,435  Common  Units  valued at $13.19 per
Common  Unit and $0.1  million  in cash as a payment  on the  Acquisition  Notes
Payable.  The total  value of the Common  Units at the time of  issuance  in the
transaction was approximately $0.4 million.

The issuance of the Common Units referred to in the preceding  paragraph was not
registered  under  the  Securities  Act of 1933  in  reliance  on the  exemption
contained in Rule 506  thereunder  on the basis that each of the  purchasers  in
such transaction was an accredited investor.

Item 3:  Defaults upon Senior Securities
----------------------------------------

NONE

Item 4:  Submission of Matters to a Vote of Security Holders
------------------------------------------------------------

The  Company  held its Annual  Meeting  of  Shareholders  on June 16,  2000 (the
"Annual Meeting"). At the Annual Meeting, the shareholders of the Company:

     1.   Elected all of the nominees for the Board of Directors
     2.   Ratified  the  selection  of  Ernst  &  Young  LLP  as  the  Company's
          independent public accountants for the year ending December 31, 2000;

each  as  described  in  the  Notice  of  Annual  Meeting  and  Proxy  Statement
distributed in connection with the Annual Meeting.  The results of the voting of
the shareholders with respect to such matters is set forth below.

1.   Election of Directors

                                  Total Vote for   Total Vote Withheld
                                   Each Trustee      For Each Trustee
                                   ------------      ----------------
              Harold V. Gorman       6,704,967              3,190
              Damon D. Navarro       5,284,362          1,423,795
              Timothy  Morris        6,704,967              3,190

2.   The  ratification  of the appointment of Ernst & Young LLP as the Company's
     independent public accountants for the year ending December 31, 2000

     For:                 6,699,753
     Against:                 7,590
     Abstain:                   814


Item 5:  Other Information
--------------------------

NONE


                                       16
<PAGE>



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

(a)  Exhibits

     No.        Description
     ---        -----------

     27         Financial Data Schedule

(b)  Reports on Form 8-K

On June 9, 2000,  the Company  filed a Current  Report on Form 8-K dated May 31,
2000 in which it responded to items 2 and 7.



                                       17
<PAGE>



                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.

                                           REGISTRANT:

                                           GROVE PROPERTY TRUST


August 10, 2000                            By:/s/ Joseph R. LaBrosse
                                              ----------------------------------
                                              Name:  Joseph R. LaBrosse
                                              (On behalf of the registrant and
                                              as Chief Financial Officer)




                                       18
<PAGE>



                                  EXHIBIT INDEX

     No.        Description
     ---        -----------

     27         Financial Data Schedule