SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

              Quarterly Report Pursuant to Section 13 or 15 (d) of
                       the Securities Exchange Act of 1934

                  For the quarterly period ended June 30, 2000
                           Commission File No. 1-9874

                              HomeServices.Com Inc.
             (Exact name of registrant as specified in its charter)

           Delaware                                        41-1945806
-------------------------------                        ------------------
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                        Identification No.)

6800 France Ave. South, Suite 600, Edina, Minnesota          55435
---------------------------------------------------    -----------------
(Address of principal executive offices)                  (Zip Code)

    Registrant's telephone number, including area code: (612) 928-5900
                                                        --------------

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

      Title of each class                               Name of exchange
   --------------------------                           on which registered
   Common Stock, $0.01                                  -------------------
   par value ("Common Stock")                           Nasdaq Stock Market


         Securities registered pursuant to Section 12(g) of the Act: N/A

     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
                                    ---       ---

     10,422,942 shares of Common Stock were outstanding on August 10, 2000.


<PAGE>

                                TABLE OF CONTENTS
                                -----------------

PART I
  Item 1. Financial Statements................................   3
  Consolidated Balance Sheets.................................   3
  Consolidated Statements of Income...........................   4
  Consolidated Statements of Cash Flows.......................   5
  Notes to Consolidated Financial Statements..................   6
  Item 2. Management's Discussion and Analysis of Financial...
    Condition and Results of Operations.......................   8

PART II
  Item 1. Legal Proceedings...................................  13
  Item 2. Changes in Securities...............................  13
  Item 3. Default on Senior Securities........................  13
  Item 4. Submission of Matters to a Vote of Security Holders.  13
  Item 5. Other Information...................................  13
  Item 6. Exhibits and Reports on Form 8-K....................  13

  Signatures..................................................  14

  Exhibit Index...............................................  15

                                      -2-

<PAGE>
<TABLE>
<CAPTION>

                             HOMESERVICES.COM INC.
                           CONSOLIDATED BALANCE SHEETS
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)

                                                                           AS OF
                                                               --------------------------------
                                                                JUNE 30,           DECEMBER 31,
                                                                  2000                 1999
                                                               ----------          ------------
ASSETS                                                         (UNAUDITED)
Current Assets:
---------------
<S>                                                            <C>                 <C>
Cash and cash equivalents ..................................   $  12,172           $  10,318
Commissions and other trade receivables, net of allowance
  of $446 and $1,332 .......................................      14,147               7,077
Mortgage loans held for sale ...............................       4,562               2,974
Pending real estate sales contracts ........................          --                 673
Cash held in trust .........................................      13,125               6,549
Income taxes receivable ....................................          --                 534
Deferred income taxes ......................................       1,952               1,571
Other current assets .......................................       3,373               3,236
                                                               ---------           ---------
  Total current assets .....................................      49,331              32,932
                                                               ---------           ---------

Other Assets:
-------------
Office property and equipment, net .........................      23,468              22,943
Intangible assets, net .....................................     104,741             106,706
Other assets ...............................................       3,591               4,077
                                                               ---------           ---------
  Total other assets .......................................     131,800             133,726
                                                               ---------           ---------

TOTAL ASSETS ...............................................   $ 181,131           $ 166,658
                                                               =========           =========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
--------------------
Accounts and commissions payable ...........................   $  13,118           $   7,172
Accrued expenses ...........................................      12,116              12,668
Payable to affiliates ......................................          --               1,042
Cash held in trust .........................................      13,125               6,549
Current portion of long-term debt ..........................         648                 707
Income taxes payable .......................................       3,435                  --
Other current liabilities ..................................       1,840                 862
                                                               ---------           ---------
  Total current liabilities ................................      44,282              29,000
                                                               ---------           ---------

Other Liabilities:
------------------
Long-term debt .............................................      42,983              48,110
Agent profit-sharing .......................................       6,344               6,282
Other noncurrent liabilities ...............................         259                 914
                                                               ---------           ---------
  Total other liabilities ..................................      49,586              55,306
                                                               ---------           ---------

  Total liabilities ........................................      93,868              84,306
                                                               ---------           ---------

Commitments and contingencies (Note 4)

Stockholders' Equity:
---------------------
Common stock, $0.01 par value, 38,000,000 shares authorized;
  10,422,942 shares issued and outstanding at
  June 30, 2000 and December 31, 1999, respectively ........         104                 104
Additional paid-in capital .................................      78,705              78,705
Notes receivable ...........................................        (476)               (651)
Accumulated other comprehensive income (loss) ..............           2                 (24)
Retained earnings ..........................................       8,928               4,218
                                                               ---------           ---------
  Total stockholders' equity ...............................      87,263              82,352
                                                               ---------           ---------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .................   $ 181,131           $ 166,658
                                                               =========           =========
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                      -3-
<PAGE>
                              HOMESERVICES.COM INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                         THREE MONTHS ENDED JUNE 30,     SIX MONTHS ENDED JUNE 30,
                                         ---------------------------     -------------------------
                                            2000            1999            2000            1999
                                         ---------       ---------       ---------       ----------
<S>                                      <C>             <C>             <C>             <C>
REVENUES:
Commission revenue ................      $ 126,425       $  92,413       $ 205,973       $ 148,979
Title fees ........................          6,380           6,375          10,379          10,644
Other .............................          6,092           4,251          10,197           8,101
                                         ---------       ---------       ---------       ---------
TOTAL REVENUES ....................        138,897         103,039         226,549         167,724
                                         ---------       ---------       ---------       ---------

OPERATING EXPENSES:
Commission expense ................         88,332          62,978         143,550         102,085
Salaries and employee benefits ....         16,746          12,608          32,735          24,272
Occupancy .........................          5,538           4,510          11,496           9,026
Business promotion and advertising           5,211           4,468           9,827           7,218
Other operating expenses ..........          7,303           5,515          13,480          11,726
Amortization of pending real estate
  sales contracts .................             --              --             665              --
Depreciation and amortization .....          2,774           1,737           5,509           3,718
                                         ---------       ---------       ---------       ---------
TOTAL OPERATING EXPENSES ..........        125,904          91,816         217,262         158,045
                                         ---------       ---------       ---------       ---------

OTHER INCOME (EXPENSE):
Interest income ...................            272              54             525             308
Interest expense ..................           (768)         (1,019)         (1,737)         (2,083)
                                         ---------       ---------       ---------       ---------
Total other income (expense), net .           (496)           (965)         (1,212)         (1,775)
                                         ---------       ---------       ---------       ---------

Income before income taxes ........         12,497          10,258           8,075           7,904

Income tax expense ................          5,156           4,205           3,365           3,278
                                         ---------       ---------       ---------       ---------

NET INCOME ........................      $   7,341       $   6,053       $   4,710       $   4,626
                                         =========       =========       =========       =========

NET INCOME PER SHARE:
Basic .............................      $    0.82       $    0.89       $    0.52       $    0.68
Diluted ...........................      $    0.69       $    0.89       $    0.44       $    0.68

Weighted average shares
outstanding - Basic ...............          8,956           6,779           9,030           6,779
Weighted average shares
outstanding - Diluted .............         10,585           6,779          10,617           6,779

</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                      -4-
<PAGE>
                              HOMESERVICES.COM INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                         SIX MONTHS ENDED JUNE 30,
                                                                         -------------------------
                                                                           2000             1999
                                                                         --------        ---------

<S>                                                                      <C>             <C>
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES:
Net income ...........................................................   $  4,710        $  4,626
Adjustments to reconcile net income to net cash provided by operating
  activities:
  Depreciation and amortization ......................................      5,509           3,718
  Amortization of pending real estate sales contracts ................        665              --
  Earnings from equity method investments ............................     (1,082)             --
  Loss (gain) on sale or disposal of office property and equipment ...        434              (2)
  Decrease in notes receivable .......................................        175             143
  Provision for deferred income taxes ................................        727           2,415
  Changes in assets and liabilities, net of effects from companies
    purchased:
    Commission and other trade receivables ...........................     (7,070)         (1,749)
    Mortgage loans held for sale .....................................     (1,588)          6,661
    Income taxes receivable ..........................................      3,969           2,470
    Payable to affiliates ............................................     (1,042)             --
    Agent profit-sharing .............................................         62              (5)
    Accounts and commissions payable and accrued expenses ............      5,394          (2,121)
    Other assets and liabilities .....................................        212              42
                                                                         --------        --------
NET CASH PROVIDED BY OPERATING ACTIVITIES ............................     11,075          16,198

CASH FLOWS USED IN INVESTING ACTIVITIES:
Purchase of companies, net of cash and cash equivalents acquired .....       (194)           (800)
Purchases of office property and equipment ...........................     (4,589)         (4,938)
Purchases of held-to-maturity securities .............................       (215)           (290)
Other investing ......................................................        993             138
                                                                         --------        --------
NET CASH USED IN INVESTING ACTIVITIES ................................     (4,005)         (5,890)

CASH FLOWS USED IN FINANCING ACTIVITIES:
Payments of long term debt ...........................................       (186)           (378)
Net change in revolving credit facility ..............................     (5,000)         (1,500)
Loan costs ...........................................................        (30)             --
                                                                         --------        --------
NET CASH USED IN FINANCING ACTIVITIES ................................     (5,216)         (1,878)

Net increase in cash and cash equivalents ............................      1,854           8,430
Cash and cash equivalents at beginning of period .....................     10,318           3,114
                                                                         --------        --------
Cash and cash equivalents at end of period ...........................   $ 12,172        $ 11,544
                                                                         ========        ========
</TABLE>


 The accompanying  notes  are an  integral  part of  these financial statements.

                                      -5-
<PAGE>
HOMESERVICES.COM INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.   GENERAL:

HomeServices.Com  Inc. (the "Company" or "HomeServices")  was formed on July 13,
1999,  for the  purpose of merging  with  MidAmerican  Realty  Services  Company
("MidAmerican  Realty"). On October 7, 1999, the Company merged with MidAmerican
Realty. The accompanying  financial  statements include the financial  position,
results of operations and cash flows of HomeServices,  MidAmerican  Realty,  and
their  wholly  owned  subsidiaries  as if the Company was  consolidated  for all
periods  presented.  Approximately  70% of the  outstanding  common stock of the
Company (69% on a fully diluted basis) is currently owned by MidAmerican  Energy
Holdings Company ("MidAmerican Holdings").

In the opinion of management,  the accompanying unaudited consolidated financial
statements of HomeServices  contain all adjustments  (consisting  only of normal
recurring  accruals)  necessary to present  fairly the financial  position as of
June 30,  2000,  the  results of  operations  for the three  month and six month
periods  ended June 30,  2000 and 1999 and cash  flows for the six month  period
ended June 30, 2000 and 1999.  The results of operations  for periods  presented
are not necessarily indicative of the results to be expected for the full year.

2.   COMPREHENSIVE INCOME:

Comprehensive  income  for the three  months  ended  June 30,  2000 and 1999 was
$7,343,000 and $6,053,000,  respectively,  and for the six months ended June 30,
2000 and 1999 was $4,736,000 and $4,601,000.  Comprehensive  income differs from
net  income  due to  changes  in the fair  market  value  of  available-for-sale
investment securities.

3.   EARNINGS PER SHARE:

Diluted net income per share includes the dilutive impact of vested common stock
options for the three  months and six months  ended June 30, 2000 of 161,561 and
194,430,  respectively.  In addition,  there is a dilutive impact related to the
conversion  of 1,500  shares of preferred  stock to  1,500,000  shares of common
stock for the three months and six months  ended June 30, 2000 of 1,467,033  and
1,392,857,  respectively.  For the three and six month  periods  ended  June 30,
1999, basic and dilutive shares were equal.

4.   COMMITMENTS AND CONTINGENCIES:

The Company is a party to a number of lawsuits,  claims and assessments  arising
from the  operations  of its  business.  While the  results of lawsuits or other
matters against the Company cannot be predicted with certainty,  management,  in
consultation  with  legal  counsel,  does not  expect  these  matters  to have a
material adverse effect on the financial position, results of operations or cash
flows of the Company.

The J.C.  Nichols  Residential  asset purchase  agreement  requires  installment
payments to be made based on certain profitability levels achieved. The payments
are  required  60 days  after each close of  calendar  years 1999 and 2000.  The
maximum amount payable under the agreement is $500,000 per year.  These payments
will be  recorded as  additional  costs of the  acquisition.  For the year ended
December 31, 1999, there was no obligation payable.

The Long Realty stock purchase agreement also requires that installment payments
be made after the closing  date, if certain  profitability  levels are achieved.
These payments are required after the close of calendar years 1999 and 2000. The
maximum  amount  payable  under the  agreement is $1.5  million per year.  These
payments  will  be  recorded  as  additional  costs  of  the  acquisition.   The
calculation  of this  amount  for  1999 has not yet  been  finalized  but is not
expected to be significant.

The Champion Realty asset purchase agreement requires a payment to be made based
on certain EBITDA levels  achieved in the fiscal year ending  December 31, 2000.
This payment is required  within 120 days after the close of the  calendar  year
2000. The maximum  amount  payable under the agreement is $400,000.  The payment
will be recorded as additional costs of the acquisition.

                                      -6-
<PAGE>

5.   ACCOUNTING PRONOUNCEMENT:

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial  Accounting  Standards  ("SFAS") No. 133,  "Accounting  for Derivative
Instruments  and  Hedging  Activities,"  which was  delayed  by SFAS No. 137 and
amended by SFAS No. 138. SFAS 133 establishes accounting and reporting standards
for  derivative  instruments  and for hedging  activities.  It requires  that an
entity  recognize  all  derivatives  as  either  assets  or  liabilities  in the
statement of financial  position and measure  those  instruments  at fair value.
This  statement  is effective  for the Company  beginning  January 1, 2001.  The
Company  is  in  the  process  of  evaluating  the  impact  of  this  accounting
pronouncement.

                                      -7-
<PAGE>

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

RESULTS OF OPERATIONS

Results of operations of the Company are significantly  influenced by the timing
of when  entities are acquired.  The results of operations  reflect the revenues
and expenses of each of the entities from their respective dates of acquisition.

The Company's real estate brokerage business is subject to seasonal fluctuations
because  more home sale  transactions  tend to close during the second and third
quarters  of  the  year.  As a  result,  the  Company's  operating  results  and
profitability  are typically higher in the second and third quarters relative to
the remainder of the year.

RESULTS OF OPERATIONS OF HOMESERVICES  FOR THE THREE MONTHS AND SIX MONTHS ENDED
JUNE 30, 2000 AND 1999

The following table presents selected consolidated financial data of the Company
as of and for the periods ended June 30, 2000 and 1999 (in thousands  except per
share amounts).

<TABLE>
<CAPTION>
                                     Three Months Ended June 30,                    Six Months Ended June 30,
                              -----------------------------------------    -------------------------------------------
                                      2000                   1999                   2000                    1999
                              ------------------     ------------------    -------------------    --------------------

<S>                           <C>          <C>       <C>         <C>       <C>          <C>       <C>           <C>
Commission revenue........... $ 126,425    91.0%     $ 92,413    89.7%     $ 205,973    90.9%     $ 148,979     88.8%
Title fees...................     6,380     4.6%        6,375     6.2%        10,379     4.6%        10,644      6.4%
Other........................     6,092     4.4%        4,251     4.1%        10,197     4.5%         8,101      4.8%
                              ---------              --------              ---------              ---------
Total revenues...............   138,897   100.0%      103,039   100.0%       226,549   100.0%       167,724    100.0%
                              ---------              --------              ---------              ---------

Commission expense...........    88,332    63.6%       62,978    61.1%       143,550    63.4%       102,085     60.9%
All other operating expense..    34,798    25.0%       27,101    26.3%        67,538    29.8%        52,242     31.1%
Amortization of pending
real estate sales contracts..         -       -             -       -            665     0.3%             -        -

Depreciation and amortization     2,774     2.0%        1,737     1.7%         5,509     2.4%         3,718      2.2%
                               --------              --------               --------               --------
Total operating expenses.....   125,904    90.6%       91,816    89.1%       217,262    95.9%       158,045     94.2%
                               --------              --------               --------               --------

Other income (expense), net..      (496)   (0.4%)        (965)   (0.9%)       (1,212)   (0.5%)       (1,775)    (1.1%)
Income before income taxes...    12,497     9.0%       10,258    10.0%         8,075     3.6%         7,904      4.7%
Income tax expense...........     5,156     3.7%        4,205     4.1%         3,365     1.5%         3,278      2.0%
                               --------              --------              ---------               --------
Net income...................  $  7,341     5.3%     $  6,053     5.9%     $   4,710     2.1%      $  4,626      2.7%
                               ========              ========              =========               ========

Net income per share:
Basic........................  $   0.82              $   0.89              $    0.52                $  0.68
                               ========              ========              =========                =======
Diluted......................  $   0.69              $   0.89              $    0.44                $  0.68
                               ========              ========              =========                =======
</TABLE>

<TABLE>
<CAPTION>
BALANCE SHEET DATA:             As of                  As of
                               June 30,            December 31,
                                 2000                  1999
                               --------            ------------

<S>                            <C>                   <C>
Cash and cash equivalents....  $ 12,172              $ 10,318
Total assets.................  $181,131              $166,658
Long-term debt including
current portion..............  $ 43,631              $ 48,817
Stockholders'equity..........  $ 87,263              $ 82,352
</TABLE>

RESULTS OF OPERATIONS OF HOMESERVICES FOR THE SIX MONTHS ENDED JUNE 30, 2000

Revenues.  Total  revenues  for the six months  ended June 30,  2000 were $226.5
million,  an increase of $58.8  million or 35.1%  compared to the same period in
1999.  Total  revenue  from  companies  acquired  after June 30,  1999 was $49.9
million in the six months  ended June 30, 2000.  Commission  revenue for the six
months  ended June 30, 2000 was $206.0  million or 90.9% of total  revenues,  an
increase  of  $57.0  million  or 38.3%  compared  to the  same  period  in 1999.
Commission  revenues  from  companies  acquired  after June 30,  1999 were $48.3
million in the six months ended June 30, 2000. Total closed transactions for the
six months  ended  June 30,  2000 were  43,279,  an  increase  of 9,886 or 29.6%
primarily attributed

                                      -8-
<PAGE>

to  companies  acquired  after June 30,  1999.  The  average  home  sales  price
increased  from $146,000 in the first half of 1999 to $158,100 in the first half
of 2000,  an  increase  of 8.3%.  The  combination  of the  increase  in  closed
transactions  and the  higher  average  home  sales  price  resulted  in a 40.3%
increase in closed  transaction  volume to $6.8 billion for the six months ended
June 30, 2000 compared to the same period in 1999.

Title fees for the six months ended June 30, 2000 and 1999 were $10.4 million or
4.6%  of  total  revenues,   and  $10.6  million  or  6.4%  of  total  revenues,
respectively.  The decrease in title fees is due to the decline in the refinance
business  partially offset by the title fees from companies  acquired after June
30, 1999.

Other revenues for the six months ended June 30, 2000 were $10.2 million or 4.5%
of total  revenues,  an increase of $2.1  million or 25.9%  compared to the same
period in 1999.  The  increase  is  primarily  attributed  to an increase in the
broker's  administrative  commission  and mortgage  origination  fees as well as
companies acquired after June 30, 1999.

Commission Expense. Commission expense from the real estate brokerage operations
for the six months ended June 30, 2000 was $143.6 million,  an increase of $41.5
million or 40.6% compared to the same period in 1999. The increase in commission
expense is due to higher volume resulting from companies acquired after June 30,
1999 and  paying a higher  percentage  of  commission  revenue to the agents due
primarily  to higher  sales  associate  productivity.  Commission  expense  as a
percentage of commission  revenue  increased from 68.5% for the six months ended
June 30, 1999 to 69.7% for the same period in 2000.

All Other Operating  Expenses.  All other operating  expenses for the six months
ended June 30, 2000 was $67.5  million,  an  increase of $15.3  million or 29.3%
compared to the same period in 1999.  The  increase is primarily  attributed  to
companies  acquired after June 30, 1999 and to a lesser extent,  higher activity
levels related to the e-commerce initiatives.

Amortization  of Pending Real Estate Sales  Contracts.  Amortization  of pending
real estate sales  contracts  was $0.7 million for the six months ended June 30,
2000 due to the acquisition of Champion Realty in December 1999.

Depreciation and Amortization.  Depreciation and amortization for the six months
ended June 30, 2000 was $5.5 million, excluding the amortization of pending real
estate sales  contracts,  an increase of $1.8  million or 48.2%  compared to the
same period in 1999, primarily as a result of business acquisitions.

Other Income  (Expense),  Net.  Other income  (expense),  net for the six months
ended June 30, 2000 and 1999 consisted  primarily of interest expense.  Interest
expense for the six months ended June 30, 2000 was $1.7  million,  a decrease of
$0.3  million or 16.6%  compared  to the same  period in 1999.  The  decrease is
attributed to lower  borrowings  under the revolving  credit facility  partially
offset by an increase in the blended  average  interest  rate as compared to the
same period in 1999.

Income Tax Expense.  The higher income tax expense for the six months ended June
30,  2000 as  compared  to the same  period in 1999 is  primarily  due to higher
pre-tax income.

Net Income.  Net income for the six months ended June 30, 2000 was $4.7 million,
an  increase  of $0.1  million or 1.8%  compared  to the net income for the same
period in 1999.

Earnings Before Interest,  Taxes, Depreciation and Amortization (EBITDA) for the
six months  ended June 30, 2000 and 1999 was $15.5  million  and $13.4  million,
respectively.  EBITDA is defined  as net  income  (loss)  before  income  taxes,
interest and other income  (expense),  net, and  depreciation  and  amortization
including amortization of pending real estate sales contracts.

                                      -9-
<PAGE>
                                                       SIX MONTHS ENDED JUNE 30,
                                                       -------------------------
(in thousands)                                           2000           1999
                                                       -------        -------
Net income                                             $ 4,710        $ 4,626
Income tax expense                                       3,365          3,278
Interest and other (income) expense, net                 1,212          1,775
                                                       -------        -------

Operating income                                         9,287          9,679
Amortization of pending real estate sales contracts        665              -
Depreciation and amortization                            5,509          3,718
                                                       -------        -------
EBITDA                                                 $15,461        $13,397
                                                       =======        =======

RESULTS OF OPERATIONS OF HOMESERVICES FOR THE THREE MONTHS ENDED JUNE 30, 2000

Revenues.  Total  revenues  for the three months ended June 30, 2000 were $138.9
million,  an increase of $35.9  million or 34.8%  compared to the same period in
1999.  Total  revenue  from  companies  acquired  after June 30,  1999 was $29.5
million in the three  months  ended June 30,  2000.  Commission  revenue for the
three months ended June 30, 2000 was $126.4 million or 91.0% of total  revenues,
an  increase  of $34.0  million or 36.8%  compared  to the same  period in 1999.
Commission  revenues  from  companies  acquired  after June 30,  1999 were $28.5
million in the three months ended June 30, 2000.  Total closed  transactions for
the three months ended June 30, 2000 were 25,915,  an increase of 5,875 or 29.3%
primarily attributed to companies acquired after June 30, 1999. The average home
sales price increased from $154,200 in the second quarter of 1999 to $162,200 in
the second quarter of 2000, an increase of 5.2%. The combination of the increase
in closed  transactions  and the higher  average home sales price  resulted in a
36.0% increase in closed transaction volume to $4.2 billion for the three months
ended June 30, 2000 compared to the same period in 1999.

Title fees for the three  months  ended June 30, 2000 and 1999 were $6.4 million
or 4.6% of  total  revenues,  and  $6.4  million  or  6.2%  of  total  revenues,
respectively.  The decrease in title fees as a percent of total  revenues is due
to title fees being the same in 2000 and 1999 as a result of the  decline in the
refinance  business offset by the title fees from companies  acquired after June
30, 1999.

Other  revenues  for the three  months  ended June 30, 2000 were $6.1 million or
4.4% of total  revenues,  an increase of $1.8  million or 43.3%  compared to the
same period in 1999.  The  increase is  primarily  attributed  to an increase in
broker's  administrative  commission  and mortgage  origination  fees as well as
companies acquired after June 30, 1999.

Commission Expense. Commission expense from the real estate brokerage operations
for the three months ended June 30, 2000 was $88.3 million, an increase of $25.4
million or 40.3% compared to the same period in 1999. The increase in commission
expense is due to higher volume resulting from companies acquired after June 30,
1999 and  paying a higher  percentage  of  commission  revenue to the agents due
primarily  to higher  sales  associate  productivity.  Commission  expense  as a
percentage of commission revenue increased from 68.1% for the three months ended
June 30, 1999 to 69.9% for the same period in 2000.

All Other Operating Expenses.  All other operating expenses for the three months
ended June 30, 2000 was $34.8  million,  an  increase  of $7.7  million or 28.4%
compared to the same period in 1999.  The  increase is primarily  attributed  to
companies acquired after June 30, 1999 and, to a lesser extent,  higher activity
levels related to the e-commerce initiatives.

Depreciation  and  Amortization.  Depreciation  and  amortization  for the three
months  ended June 30, 2000 was $2.8  million,  an  increase of $1.0  million or
59.7%  compared  to the same period in 1999,  primarily  as a result of business
acquisitions.

Other Income (Expense),  Net. Other income  (expense),  net for the three months
ended June 30, 2000 and 1999 consisted  primarily of interest expense.  Interest
expense for the three months ended June 30, 2000 was $0.8 million, a decrease of
$0.3  million or 24.6%  compared  to the same  period in 1999.  The  decrease is
attributed to lower  borrowings  under the revolving  credit facility  partially
offset by an increase in the blended  average  interest  rate as compared to the
same period in 1999.

                                      -10-
<PAGE>

Income Tax  Expense.  The higher  income tax expense for the three  months ended
June 30, 2000 as compared to the same period in 1999 is primarily  due to higher
pre-tax income.

Net  Income.  Net  income  for the three  months  ended  June 30,  2000 was $7.3
million, an increase of $1.3 million or 21.3% compared to the net income for the
same period in 1999.

Earnings Before Interest,  Taxes, Depreciation and Amortization (EBITDA) for the
three months ended June 30, 2000 and 1999 was $15.8  million and $13.0  million,
respectively.  EBITDA is defined  as net  income  (loss)  before  income  taxes,
interest and other income  (expense),  net, and  depreciation  and  amortization
including amortization of pending real estate sales contracts.

                                                    THREE MONTHS ENDED JUNE 30,
                                                    ---------------------------

(in thousands)                                           2000          1999
                                                       -------       -------
Net income                                             $ 7,341       $ 6,053
Income tax expense                                       5,156         4,205
Interest and other (income) expense, net                   496           965
                                                       -------       -------

Operating income                                        12,993        11,223
Depreciation and amortization                            2,774         1,737
                                                       -------       -------
EBITDA                                                 $15,767       $12,960
                                                       =======       =======

LIQUIDITY AND CAPITAL RESOURCES
The Company's capital requirements consist primarily of working capital, capital
expenditures and acquisitions.  Historically, the Company has funded its working
capital  and  capital  expenditures  using  cash and cash  equivalents  on hand.
Acquisitions  have  historically  been financed  through the  Company's  initial
public offering,  borrowings  under its revolving  credit facility,  the private
placement of the 7.12% senior notes,  loans from MidAmerican  Holdings,  capital
contributions and cash on hand. The Company's cash and cash equivalents  totaled
$12.2 million as of June 30, 2000.

The Company's cash provided by operating  activities was $11.1 million and $16.2
million for the six months  ended June 30, 2000 and 1999,  respectively.  In the
first half of 1999, cash flows from mortgage loans held for sale were positively
impacted by the timing of the sale of 1998 mortgage  loans delayed into 1999 due
to  increased  mortgage  volume and system  conversions  by major  investors  in
December 1998.

The  Company's  cash used in  investing  activities  was $4.0  million  and $5.9
million  for the six months  ended  June 30,  2000 and 1999,  respectively.  The
Company's  cash used in investing  activities  for the six months ended June 30,
2000 and 1999 were primarily attributable to the purchase of office property and
equipment of $4.6 million and $4.9 million,  respectively.  In the first half of
2000 and 1999, the Company also had $0.2 million and $0.8 million, respectively,
of acquisition payments as required in the original purchase agreements.

The  Company's  cash used in  financing  activities  was $5.2  million  and $1.9
million  for the six months  ended  June 30,  2000 and 1999,  respectively.  The
Company's  cash used in financing  activities  for the six months ended 2000 was
primarily a result of payments under the revolving credit agreement.

The Company  believes  that the net proceeds  that it received  from its initial
public offering of common stock, together with its cash flow from operations and
available  borrowings under its $75 million  revolving credit facility,  will be
adequate  to meet its needs for  working  capital,  capital  expenditures,  debt
service,  planned  acquisitions and the continued  development of its e-commerce
platform. If, however, net proceeds from the offering, cash flow from operations
and borrowings under the Company's revolving credit facility are insufficient to
satisfy the Company's  liquidity  requirements,  it may need to raise additional
funds  through  public or  private  financings  or the  formation  of  strategic
ventures.

In June 2000,  U.S.  Bancorp Piper Jaffray Inc.  exercised its option to convert
1,500 shares of the Company's  Series A Non-Voting  Convertible  Preferred Stock
into 1,500,000 shares of the Company's common stock.

                                      -11-
<PAGE>
NEW ACCOUNTING PRONOUNCEMENTS

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial  Accounting  Standards  ("SFAS") No. 133,  "Accounting  for Derivative
Instruments  and  Hedging  Activities,"  which was  delayed  by SFAS No. 137 and
amended by SFAS No. 138. SFAS 133 establishes accounting and reporting standards
for  derivative  instruments  and for hedging  activities.  It requires  that an
entity  recognize  all  derivatives  as  either  assets  or  liabilities  in the
statement of financial  position and measure  those  instruments  at fair value.
This  statement  is effective  for the Company  beginning  January 1, 2001.  The
Company  is  in  the  process  of  evaluating  the  impact  of  this  accounting
pronouncement.

FORWARD-LOOKING STATEMENTS

Certain information included in this report contains forward-looking  statements
made pursuant to the Private  Securities  Litigation Reform Act of 1995 ("Reform
Act"). Such statements are based on current expectations and involve a number of
known and unknown risks and  uncertainties  that could cause the actual  results
and  performance of the Company to differ  materially  from any expected  future
results or performance, expressed or implied, by the forward-looking statements.
In connection with the safe harbor provisions of the Reform Act, the Company has
identified   important  factors  that  could  cause  actual  results  to  differ
materially from such expectations,  including operating uncertainty, acquisition
uncertainty,  uncertainties  relating to economic and political  conditions  and
uncertainties regarding the impact of regulations,  changes in government policy
and  competition.  Reference  is  made  to  all of the  Company's  SEC  filings,
including  the Company's  Report on Form 8-K dated March 17, 2000,  incorporated
herein by  reference,  for a description  of certain risk  factors.  The Company
assumes  no  responsibility  to  update  forward-looking  information  contained
herein.

                                      -12-
<PAGE>

                                     PART II

ITEM 1.  LEGAL PROCEEDINGS.

In the  ordinary  course of  business,  HomeServices  and its  subsidiaries  are
involved in legal proceedings  incidental to their operations.  HomeServices and
its  subsidiaries  are not  currently  involved  in any legal  proceedings  that
management  believes  would have a material  adverse effect on the operations or
financial condition of HomeServices and its subsidiaries taken as a whole.

ITEM 2.  CHANGES IN SECURITIES

Not applicable.

ITEM 3.  DEFAULT ON SENIOR SECURITIES

Not applicable

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

Not applicable.

ITEM 5.  OTHER INFORMATION

Effective  August 11, 2000,  Dwayne J. Coben,  former Chief  Financial  Officer,
resigned from his position to pursue other interests.  The Company has commenced
a  search  for a  replacement  Chief  Financial  Officer.  Pending  Mr.  Coben's
replacement,  the  Company's  Controller,  Ms.  Cindy  Sattler,  will assume Mr.
Coben's  responsibilities  as acting Chief Financial Officer with assistance and
support provided by the accounting and finance departments of MidAmerican Energy
Holdings Company, the Company's majority shareholder.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

(a)      See Exhibit Index.
(b)      Reports on Form 8-K  -  none.

                                      -13-
<PAGE>
                                   SIGNATURES

Pursuant to the  requirements of Section 13 or 15(d) 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, in the City of Edina, State
of Minnesota, on this 10th day of August, 2000.


                                             HOMESERVICES.COM INC.

                                             By: /s/  Dwayne J. Coben
                                             ------------------------
                                                      Dwayne J. Coben
                                                      Senior Vice President and
                                                      Chief Financial Officer

                                      -14-

<PAGE>


                                  EXHIBIT INDEX
                                  -------------


Exhibit                                                        Page
  No.                                                          No.
-------                                                        ----

  27     Financial Data Schedule                                14


                                      -15-