SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    Form 10-Q

(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30,2000
                                                         ------------
     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 number  1-14103


                             NB CAPITAL CORPORATION
             (Exact name of registrant as specified in its charter)



                  Maryland                                    52-2063921
         (State or other jurisdiction of                  (I.R.S. Employer
         incorporation or organization)                   Identification No.

125 West, 55th Street, New York, New York                        10019
   (Address of principal executive offices)                   (Zip Code)


                                  212-632-8532
              (Registrant's telephone number, including area code)


              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No ____

Applicable only to issuers involved in bankruptcy proceedings during the
preceding five years:

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by the court.
Yes ______  No ______


Applicable only to corporate issuers:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

     Class                          Outstanding at August 15, 2000
     Common Stock
     par value $0.01 per share                 100



<PAGE>



                             NB CAPITAL CORPORATION

                                      Index
                                      -----
<TABLE>
<CAPTION>

                                                                                                          Page
                                                                                                          ----
Part I. FINANCIAL INFORMATION:
<S>                                                                                                      <C>
         Item 1. Financial Statements

                  Balance Sheets -

As of June 30, 2000 and December 31, 1999                                                                 1

Statements of Income -

For the three-month and six-month periods ended June 30, 2000 and 1999                                    2

                  Statements of Stockholders' Equity -

For the three-month and six-month periods ended June 30, 2000 and 1999                                    3

                  Statements of Cash Flows -

For six-month periods ended June 30, 2000 and 1999                                                        4

         Notes to the financial statements                                                                5

         Item 2. Management's Discussion and Analysis of Financial Conditions

                  and Results of Operations                                                               8

Part II.  OTHER INFORMATION

         Item 6. Exhibits and Reports on Form 8-K                                                        10


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</TABLE>

This report contains certain forward-looking statements and information relating
to NB Capital Corporation (the "Company" or "NB Capital") that are based on the
beliefs of the Company's management as well as assumptions made by and
information currently available to the Company's management. When used in this
report, the words "anticipate", "believe", "estimate", "expect" and similar
expressions, as they relate to the Company or the Company's management, are
intended to identify forward-looking statements. Such statements reflect the
current view of the Company's management with respect to future events and the
Company's future performance and are subject to certain risks, uncertainties and
assumptions. Should management's current view of the future or underlying
assumptions prove incorrect, actual results may vary materially from those
described herein as anticipated, believed, estimated or expected. The Company
does not intend to update these forward-looking statements.

References to $ are to United States dollars; references to C$ are to Canadian
dollars. As of June 30, 2000, the Canadian dollar exchange rate was C$1.4806 =
$1.00 and certain amounts stated herein reflect such exchange rate


<PAGE>

<TABLE>
<CAPTION>

NB CAPITAL CORPORATION

BALANCE SHEETS

                                                                                    June 30,                    December 31,
 (in U.S. dollars)                                                                  2000 (1)                        1999
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                 <C>                       <C>

Assets
       Cash and cash equivalents                                                $   66,263,393                 $   58,048,336
       Due from an affiliated company                                               24,437,199                     22,056,729
       Promissory notes                                                            395,267,923                    403,846,210
       Accrued interest on cash equivalents                                             20,694                         74,151
       -----------------------------------------------------------------------------------------------------------------------------
                                                                                   485,989,209                    484,025,426
       =============================================================================================================================

Liabilities
       Due to the parent company                                                       321,718                        327,807
       Accounts payable                                                                 29,073                         27,200
       Dividend payable                                                                      0                      3,000,000
       -----------------------------------------------------------------------------------------------------------------------------
                                                                                       350,791                      3,355,007
       -----------------------------------------------------------------------------------------------------------------------------


Stockholders' equity
       Preferred stock, $0.01 par value per share;
              10,000,000 shares authorized,
                     110 Senior preferred shares issued and paid                             1                              1
                 300,000 Series A shares issued and paid                                 3,000                          3,000

       Common stock, $0.01 par value per share;
                   1,000 shares authorized,
                     100 shares issued and paid                                              1                              1

       Additional paid-in capital                                                  476,761,014                    476,761,014

       Retained earnings                                                             8,874,402                      3,906,403
       -----------------------------------------------------------------------------------------------------------------------------
                                                                                   485,638,418                    480,670,419
       -----------------------------------------------------------------------------------------------------------------------------

       -----------------------------------------------------------------------------------------------------------------------------
                                                                                   485,989,209                    484,025,426
       =============================================================================================================================

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

</TABLE>

(1) Unaudited

See accompanying notes to financial statements.


                                     - 1 -


<PAGE>

<TABLE>
<CAPTION>

NB CAPITAL CORPORATION

STATEMENTS  OF  INCOME

(Unaudited)
                                                        Three-month periods ended                 Six-month periods ended
                                                                  June 30                                  June 30
 (in U.S. dollars)                                         2000              1999                    2000            1999
----------------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>               <C>                     <C>               <C>
Revenue
         Interest income
              Cash equivalents                          $   882,872       $   691,688             $ 2,067,510       $   910,572
              Promissory  notes                           8,677,395         8,625,280              16,263,369        17,832,255
----------------------------------------------------------------------------------------------------------------------------------
                                                          9,560,267         9,316,968              18,330,879        18,742,827
----------------------------------------------------------------------------------------------------------------------------------


Expenses

         Servicing and advisory fees                        321,717           314,042                 605,290           640,172
         Legal and other professional fees                   57,492            40,167                 216,337            48,603
----------------------------------------------------------------------------------------------------------------------------------
                                                            379,209           354,209                 821,627           688,775
----------------------------------------------------------------------------------------------------------------------------------

Net income                                                9,181,058         8,962,759              17,509,252        18,054,052
----------------------------------------------------------------------------------------------------------------------------------

Preferred stock dividends                                 6,270,627         6,269,620              12,541,253        12,539,240

----------------------------------------------------------------------------------------------------------------------------------
Income available to common stockholders                   2,910,431         2,693,139               4,967,999         5,514,812
----------------------------------------------------------------------------------------------------------------------------------

Weighted average number of common shares outstanding            100               100                     100               100

----------------------------------------------------------------------------------------------------------------------------------
Earnings per common share - basic                            29,104            26,931                  49,680            55,148
----------------------------------------------------------------------------------------------------------------------------------



----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying notes to financial statements.



                                     - 2 -


<PAGE>


<TABLE>
<CAPTION>

NB CAPITAL CORPORATION

STATEMENTS OF STOCKHOLDERS' EQUITY

(Unaudited)
                                                        Three-month periods ended                       Six-month periods ended
                                                                June 30                                            June 30
(in U.S. dollars)                                       2000                 1999                        2000                1999
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>               <C>                         <C>             <C>
PREFERRED STOCK
          Balance, beginning and end of period          $      3,001      $      3,001                $      3,001    $     3,001
          --------------------------------------------------------------------------------------------------------------------------


COMMON STOCK AND PAID-IN CAPITAL
          Balance, beginning and end of period           476,761,015       476,761,015                 476,761,015     476,761,015
          --------------------------------------------------------------------------------------------------------------------------


RETAINED EARNINGS
          Balance, beginning of period                     5,963,971         7,966,039                   3,906,403       5,144,366
          Net income                                       9,181,058         8,962,759                  17,509,252      18,054,052
          Preferred stock dividends                       (6,270,627)       (6,269,620)                (12,541,253)    (12,539,240)
          --------------------------------------------------------------------------------------------------------------------------
          Balance, end of period                           8,874,402        10,659,178                   8,874,402      10,659,178
          --------------------------------------------------------------------------------------------------------------------------


TOTAL STOCKHOLDERS' EQUITY                               485,638,418       487,423,194                 485,638,418     487,423,194
------------------------------------------------------------------------------------------------------------------------------------









------------------------------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying notes to financial statements.


                                      - 3 -


<PAGE>

<TABLE>
<CAPTION>

NB CAPITAL CORPORATION

STATEMENTS OF CASH FLOWS

(Unaudited)
                                                                                          Six-month periods ended
                                                                                                June 30
(in U.S. dollars)                                                               2000                          1999
--------------------------------------------------------------------------------------------------------------------------
<S>                                                                             <C>                         <C>
OPERATING ACTIVITIES

Net income                                                                      $  17,509,252               $  18,054,052
    Items not affecting cash resources
            Due from an affiliated company                                         (2,380,470)                 (8,029,504)
            Due to the parent company                                                  (6,089)                     10,266
            Accounts payable                                                            1,873                      (6,900)
            Accrued interest receivable on cash equivalents                            53,457                      (9,210)
--------------------------------------------------------------------------------------------------------------------------
                                                                                   15,178,023                  10,018,704
--------------------------------------------------------------------------------------------------------------------------

--------------------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES

    Dividends                                                                     (15,541,253)                (13,039,240)
--------------------------------------------------------------------------------------------------------------------------
                                                                                  (15,541,253)                (13,039,240)
--------------------------------------------------------------------------------------------------------------------------

INVESTING ACTIVITIES
    Investment in promissory notes                                                (98,836,341)                          -
    Repayments of promissory notes                                                107,414,628                  52,559,565
--------------------------------------------------------------------------------------------------------------------------
                                                                                    8,578,287                  52,559,565
--------------------------------------------------------------------------------------------------------------------------

Increase in cash                                                                    8,215,057                  49,539,029
Cash position, beginning of period                                                 58,048,336                  22,178,668
--------------------------------------------------------------------------------------------------------------------------
Cash position, end of period                                                       66,263,393                  71,717,697
==========================================================================================================================



--------------------------------------------------------------------------------------------------------------------------
</TABLE>

See accompanying notes to financial statements.


                                      - 4 -


<PAGE>


NB  CAPITAL  CORPORATION

NOTES  TO  THE  FINANCIAL  STATEMENTS
June 30, 2000
(unaudited)
(in U.S. dollars)

1)       Incorporation and nature of operations

     NB Capital Corporation (the "Company") was incorporated in the State of
     Maryland on August 20, 1997. The Company's principal business is to
     acquire, hold, finance and manage mortgage assets. The Company issued,
     through an Offering Circular dated August 22, 1997, $300 million of
     preferred stock and simultaneously, National Bank of Canada, the parent
     company, made a capital contribution in the amount of $183 million. The
     Company used the aggregate net of proceeds of $477 million to acquire
     promissory notes of NB Finance, Ltd., an indirect wholly-owned subsidiary
     of National Bank of Canada.

2)       Significant accounting policies

Financial statements

         The financial statements are prepared in accordance with generally
         accepted accounting principles in the United States of America and are
         expressed in U.S. dollars.

Income taxes

         The Company has elected to be taxed as a Real Estate Investment Trust
         ("REIT") under the Internal Revenue Code of 1986, as amended, and
         accordingly, is generally not liable for United States federal income
         tax to the extent that it distributes at least 95% of its taxable
         income to its stockholders, maintains its qualification as a REIT and
         complies with certain other requirements.

Per share data

         Basic earnings per share with respect to the Company for the
         three-month and six-month periods ended June 30, 2000 and 1999 are
         computed based upon the weighted average number of common shares
         outstanding during the period.

Estimates

         The preparation of financial statements in conformity with generally
         accepted accounting principles in the United States of America requires
         management to make estimates and assumptions that affect the reported
         amounts of assets and liabilities and disclosure of contingent assets
         and liabilities at the date of the financial statements and the
         reported amounts of revenues and expenses during the reporting period.
         Actual results could differ from those estimates.


<PAGE>


NB  CAPITAL  CORPORATION

NOTES  TO  THE  FINANCIAL  STATEMENTS
June 30, 2000
(unaudited)
(in U.S. dollars)

3)       Promissory notes

         The Company entered into loan agreements evidenced by promissory notes
         with NB Finance, Ltd., an affiliated company. The promissory notes are
         collateralized only by mortgage loans which are secured by residential
         first mortgages and insured by the Canada Mortgage and Housing
         Corporation.

         The promissory notes have maturities ranging from July 2000 to March
         2004, at rates ranging from 6.895% to 9.774%, with a weighted average
         rate of approximately 8.399% per annum.

         These rates approximate market interest rates for loans of similar
         credit and maturity provisions and, accordingly, management believes
         that the carrying value of the promissory notes receivable approximates
         their fair value.

     Promissory notes as of March 31, 2000                      347,745,820
     Acquisition                                                 98,836,341
     Principal repayments                                       (51,314,238)
     Promissory notes as of June 30, 2000                       395,267,923

     The scheduled principal repayments as of June 30, 2000 are as follows:

                                            2000         66,992,407
                                            2001        194,857,037
                                            2002         31,215,021
                                            2003         93,187,146
                                            2004          9,016,312

4)       Transactions with an affiliated company

         During the quarters ended June 30, 2000 and June 30, 1999, the Company
         earned interest from NB Finance, Ltd. on the promissory notes in the
         amount of $8,677,395 and $8,625,280, respectively (see Note 3).

         The amount of $24,437,199 due from an affiliated company as of June 30,
         2000 and $22,056,729 as of December 31, 1999, represent interest and
         principal repayments due on the promissory notes.

5)       Transactions with the parent company

         In 1997, the Company entered into agreements with National Bank of
         Canada in relation to the administration of the Company's operations.
         The agreements are as follows:

     Advisory agreement

         In exchange for a fee equal to $25,000 per year, payable in equal
         quarterly installments, National Bank of Canada will furnish advice and
         recommendations with respect to all aspects of the business and affairs
         of the Company. During the three-month periods ended June 30, 2000, and
         June 30, 1999, fees of $6,250 were charged to the Company.


<PAGE>


NB  CAPITAL  CORPORATION

NOTES  TO  THE  FINANCIAL  STATEMENTS
June 30, 2000
(unaudited)
(in U.S. dollars)

6)       Transactions with the parent company (continued)

Servicing agreement

         National Bank of Canada will service and administer the promissory
         notes and the collateralized mortgage loans and will perform all
         necessary operations in connection with such servicing and
         administration.

         The fee will equal to one-twelfth (1/12) of 0.25% per annum of the
         aggregate outstanding balance of the collateralized mortgage loans as
         of the last day of each calendar month. For the three-month periods
         ended June 30, 2000 and June 30, 1999, the average outstanding balance
         of the collateralized mortgage loans were $518,676,139 and
         $515,508,787, respectively. During the three-month periods ended June
         30, 2000 and June 30, 1999, fees of $315,467 and $307,792 respectively,
         were charged to the Company.

Custodian agreement

         National Bank of Canada will hold all documents relating to the
         collateralized mortgage loans. During the three-month periods ended
         June 30, 2000, and June 30, 1999, no fee was charged to the Company.

7)       Stockholders' equity

Common stock

         The Company is authorized to issue up to 1,000 shares of $ 0.01 par
         value common stock.

Preferred stock

         The Company is authorized to issue up to 10,000,000 shares of $0.01 par
         value preferred stock as follows:

         300,000 shares authorized and issued as 8.35% Non-cumulative
         Exchangeable Preferred Stock, Series A, non-voting, ranked senior to
         the common stock and junior to the Adjustable Rate Cumulative Senior
         Preferred Shares, with a liquidation value of $1,000 per share,
         redeemable at the Company's option on or after September 3, 2007,
         except upon the occurrence of certain changes in tax laws in the United
         States of America and in Canada, on or after September 3, 2002.

         Each Series A share is exchangeable, upon the occurrence of certain
         events, for one newly issue 8.45% Non-cumulative First Preferred Share,
         Series Z, of National Bank of Canada.

         These Series A shares are traded in the form of Depositary Shares, each
         representing a one-fortieth interest therein.

         1,000 shares authorized and 110 shares issued as Adjustable Rate
         Cumulative Senior Preferred Shares, non-voting, ranked senior to the
         common stock and to the 8.35% Non-cumulative Exchangeable Preferred
         Stock, Series A, with a liquidation value of $3,000 per share,
         redeemable at the Company's option at any time and retractable at the
         holder's option on December 30, 2007 and every ten-year anniversary
         thereof.


<PAGE>



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

The Company's principal business objective is to acquire, hold, finance and
manage assets consisting of obligations secured by real property as well as
other qualifying REIT assets ("Mortgage Assets"). The Company has elected to be
taxed as a REIT under the Internal Revenue Code of 1986, as amended, and,
accordingly, is generally not liable for United States federal income tax to the
extent that it distributes at least 95% of its taxable income, subject to
certain adjustments, to its stockholders.

Results of operations:

For the three-month periods ended June 30, 2000 and June 30, 1999, the Company
reported net income of $9,181,058 and $8,962,759, respectively. Revenues, which
were comprised entirely of interest income, were $9,560,267 and $9,316,968
respectively, and expenses were $379,209 and $354,209, respectively. Since the
Company has elected to be taxed as a REIT, no income tax was recorded during the
period.

Ninety-one percent of revenues for the three-month period ended June 30, 2000
and ninety-three percent of revenues for the three-month period ended June 30,
1999 were derived from the Mortgage Assets issued by NB Finance, Ltd., an
affiliated company ("NB Finance"). The Mortgage Assets issued by NB Finance are
collateralized by the "Mortgage Loans" that consist of twenty-three pools of
residential first mortgages insured by Canada Mortgage and Housing Corporation
and which are secured by real property located in Canada. The balance of the
revenues result from interest on cash equivalents.

Expenses for the three-month periods ended June 30, 2000 and 1999, totaled
$379,209 and $354,209, respectively, of which $321,717 and $314,042,
respectively, represent servicing and advisory fees paid to National Bank of
Canada, the Company's direct parent (the "Bank") pursuant to the Servicing
Agreement between the Bank and the Company (the "Servicing Agreement") and the
Advisory Agreement between the Bank and the Company (the"Advisory Agreement"),
whereby the Bank performs all necessary operations in connection with
administering the Mortgage Assets issued by NB Finance and the Mortgage Loans.
Legal and other professional fees include payment to the transfer agent, annual
fees to Security Exchange Commission and other professional fees.

During the three-month period ended June 30, 2000, the Board of Directors of the
Company authorized dividends of, in the aggregate, $6,270,627 ($6,269,620 for
the three-month period ended June 30, 1999) on Preferred Stock (i.e., Adjustable
Rate Cumulative Senior Preferred Shares (the "Senior preferred Shares") and
8.35% Non-cumulative Exchangeable Preferred Stock, Series A (the "Series A
Preferred Shares") and, accordingly, the Depositary Shares). Such dividends were
paid on June 30, 2000.


<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS
         AND RESULTS OF OPERATIONS (continued)

Capital Resources and Liquidity:

The Company's revenues are derived from its Mortgage Assets. As of June 30,2000,
$395 million of Mortgage Assets issued by NB Finance were over-collaterized by
the C$715 million ($494 million) of Mortgage Loans. The Company believes that
the amounts generated from the payment of interest and principal on such
Mortgage Loans will provide more than sufficient funds to make full payments
with respect to the Mortgage Assets issued by NB Finance and that such payments
will provide the Company with sufficient funds to meet its operating expenses
and to pay quarterly dividends on the Senior Preferred Shares and the Series A
Preferred Shares and, accordingly, the Depositary Shares. To the extent that the
cash flow from its Mortgage Assets exceeds those amounts, the Company will use
the excess to fund the acquisition of additional Mortgage Assets and make
distributions on the Common Stock.

The Company does not require any capital resources for its operations and,
therefore, it is not expected to acquire any capital assets in the foreseeable
future.

As at June 30, 2000, the Company had cash equivalents of $66,263,393 which
represent 13.6% of total assets compared to $58,048,336 or 12% of total assets
as at December 31, 1999. The increase in liquidity is attributable to cash
received in repayment of Mortgage Assets. It is expected that the Company will
invest in additional Mortgage Assets when cash resources reach a certain level
of total assets. While this continues to be the Company's investment policy, the
Company maintains flexibility in this regard. On April 14, 2000, the Company
bought $98 millions in additional Mortgage Assets in order to reduce that
increased of liquidity. The liquidity level is sufficient for the Company to pay
fees and expenses pursuant to the Servicing Agreement and the Advisory
Agreement.

The Company's principal short-term and long-term liquidity needs are to pay
quarterly dividends on the Senior Preferred Shares and the Series A Preferred
Shares and, accordingly, the Depositary Shares, to pay fees and expenses of the
Bank pursuant to the Servicing Agreement and the Advisory Agreement, and to pay
franchise fees and expenses of advisors, if any, to the Company.

The Company does not have any indebtedness (current or long-term), other
material capital expenditures, balloon payments or other payments due on other
long-term obligations. No negative covenants have been imposed on the Company.


<PAGE>


                           PART II. OTHER INFORMATION
                           --------------------------


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits:
                          Exhibit No.        Description

                          11                 Computation of Earnings Per Share
                          27                 Financial Data Schedule


(b)      Reports on Form 8-K:

         No reports on Form 8-K were filed during the quarter for which this
         report is filed.



<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.

                                        NB CAPITAL CORPORATION


Date August 15, 2000                    /s/ Tom Doss
     ---------------                    ---------------------------------
                                        Tom Doss
                                        Chief Financial Officer and Treasurer

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


<PAGE>


                                   EXHIBIT 11
                                   ----------

                             NB CAPITAL CORPORATION
                        COMPUTATION OF EARNINGS PER SHARE

<TABLE>
<CAPTION>

                                                                                        Three-month     Three-month
                                                                                        period ended    period ended
                                                                                        June 30, 2000   June 30, 1999
<S>                                                                             <C>       <C>             <C>
Net income
                                                                                           $9,181,058     $8,962,759

Deduct: Senior preferred stock
        and series A preferred
        stock dividends....................................................                 6,270,627      6,269,620
                                                                                (A)
Common share outstanding...................................................     (B)               100            100
Earnings per share.........................................................     (A/B)      $29,104.31     $26,931.39

</TABLE>