FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


          QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934


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

                 For the quarterly period ended Septembeer 30, 2000

{   }  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934

                 For the transition period from        to


For Quarter Ended  September 30, 2000       Commission file number   000-17596

         Meridian Healthcare Growth and Income Fund Limited Partnership
             (Exact Name of Registrant as Specified in its Charter)


            Delaware                                52-1549486
 (State or Other Jurisdiction of                 (I.R.S. Employer
  Incorporation or Organization)               Identification Number)



     225 East Redwood Street, Baltimore, Maryland              21202
       (Address of Principal Executive Offices)             (Zip Code)

       Registrant's Telephone Number, Including Area Code: (410) 727-4083

                                       N/A

              (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



<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


                                      INDEX

                                                                       Page No.

CAUTIONARY STATEMENT REGARDING FORWARD LOOKING STATEMENTS                    2

Part I.  Financial Information

     Item 1.  Financial Statements

              Consolidated Balance Sheets                                    3
              Consolidated Statements of Earnings                            4
              Consolidated Statements of Partners' Capital                   5
              Consolidated Statements of Cash Flows                          6
              Notes to Consolidated Financial Statements                   7-8


     Item 2.  Management's Discussion and Analysis of

                 Financial Condition and Results of Operations            9-12


     Item 3.  Quantitative and Qualitative Disclosures

                 About Market Risk                                          13

Part II.   Other Information

     Item 1. through Item 6.                                                13

     Signatures                                                             14






<PAGE>


         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP




            Cautionary Statement Regarding Forward Looking Statements

Certain   statements   contained  herein,   including   certain   statements  in
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations"   concerning  the  Fund's   business   outlook  or  future  economic
performances,  anticipated profitability,  revenues, expenses or other financial
items  together  with  other  statements  that  are  not  historical  facts  are
"forward-looking   statements"  as  that  term  is  defined  under  the  Federal
Securities Law. Forward-looking  statements are necessarily estimates reflecting
the best  judgement  of the party  making  such  statements  based upon  correct
information and involve a number of risks, uncertainties and other factors which
could  cause  actual  results to differ  materially  from  those  stated in such
statements.  Risks, uncertainties and factors which could affect the accuracy of
such forward looking  statements are identified in the Fund's Prospectus and the
Fund's Registration Statement filed by the Fund with the Securities and Exchange
Commission,  and forward looking statements  contained herein or in other public
statements of the Fund should be considered in light of those factors. There can
be no  assurance  that  factors  will not affect the  accuracy  of such  forward
looking statements.

                                       -2-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP
                           Consolidated Balance Sheets
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                   September 30,
                                                                       2000           December 31,
                                                                    (Unaudited)           1999
                                                                 ----------------   ----------------
Assets
Current Assets

<S>                                                              <C>                <C>
    Cash and cash equivalents                                    $         3,105    $         2,511
    Accounts receivable, net                                               8,239              7,224
    Estimated third-party payor settlements                                1,012                342
    Prepaid expenses                                                         748                478
                                                                 ----------------   ----------------
       Total current assets                                               13,104             10,555
                                                                 ----------------   ----------------

Property and equipment, net of accumulated depreciation                   32,807             33,346
                                                                 ----------------   ----------------

Other assets

    Loan aquisition costs, net                                               403                  -
    Goodwill, net                                                          4,555              4,745
                                                                 ----------------   ----------------
                                                                           4,958              4,745
                                                                 ----------------   ----------------


       Total assets                                              $        50,869    $        48,646
                                                                 ================   ================

Liabilities and Partners' Capital
Current liabilities

    Current portion of long-term debt                            $           367    $        22,605
    Accrued compensation and related costs                                   573                778
    Accounts payable and other accrued expenses                            4,269              2,926
    Estimated third-party payor settlements                                2,007              1,934
                                                                 ----------------   ----------------
       Total current liabilities                                           7,216             28,243
                                                                 ----------------   ----------------

Long-term debt                                                            23,505                  -
Deferred management fee payable                                              927                894
Loan payable to the Development General Partner                            1,176              1,137
                                                                 ----------------   ----------------
                                                                          25,608              2,031
                                                                 ----------------   ----------------

Partners' capital

    General partners                                                        (135)              (132)
    Assignee limited partners; 1,540,040
     units issued and outstanding                                         18,180             18,504
                                                                 ----------------   ----------------
       Total partners' capital                                            18,045             18,372
                                                                 ----------------   ----------------

       Total liabilities and

         partners' capital                                       $        50,869    $        48,646
                                                                 ================   ================
</TABLE>


           See accompanying notes to consolidated financial statements

                                       -3-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP
                       Consolidated Statements of Earnings
                                   (Unaudited)
                 (Dollars in thousands except per unit amounts)
<TABLE>
<CAPTION>

                                                 Three Months Ended                     Nine Months Ended

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

                                          September 30,       September 30,      September 30,      September 30,
                                              2000                1999               2000               1999
                                        ----------------    ----------------   ----------------   ----------------


Revenues

<S>                                     <C>                 <C>                <C>                <C>
    Medicaid and Medicare patients      $        11,190     $        10,210    $        33,057    $        29,995
    Private patients                              2,870               2,397              7,989              7,480
    Investment and other income                      94                  38                247                103
                                        ----------------    ----------------   ----------------   ----------------
                                                 14,154              12,645             41,293             37,578
                                        ----------------    ----------------   ----------------   ----------------

Expenses

    Operating, including $2,126,  $1,718,
     $6,206 and $4,563 to related parties        11,110              10,067             32,506             29,383
    Management and administration fees
     to related parties                             917                 822              2,679              2,442
    General and administrative                      222                 232                719                720
    Depreciation and amortization                   544                 522              1,675              1,506
    Interest expense                                614                 427              1,562              1,249
                                        ----------------    ----------------   ----------------   ----------------
                                                 13,407              12,070             39,141             35,300
                                        ----------------    ----------------   ----------------   ----------------

Net earnings                            $           747     $           575    $         2,152    $         2,278
                                        ================    ================   ================   ================


Net earnings per unit of assignee
    limited partnership interest-basic
    (computed based on 1,540,040
     units)                             $          0.48     $          0.37    $          1.38    $          1.46
                                          ==============      ==============     ==============     ==============
</TABLE>


           See accompanying notes to consolidated financial statements

                                       -4-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP
                  Consolidated Statements of Partners' Capital
              For the Nine Months Ended September 30, 2000 and 1999
                                   (Unaudited)
                              Dollars in thousands
<TABLE>
<CAPTION>

                                                                            Assignee
                                                   General            Limited

                                                  Partners           Partners             Total
                                              ----------------   ----------------   ----------------



<S>                                           <C>                <C>                <C>
Balance at December 31, 1999                  $          (132)   $        18,504    $        18,372

Net earnings                                               22              2,130              2,152

Distributions to partners                                 (25)            (2,454)            (2,479)
                                              ----------------   ----------------   ----------------

Balance at September 30, 2000                 $          (135)   $        18,180    $        18,045
                                              ================   ================   ================





Balance at December 31, 1998                  $          (128)   $        18,941    $        18,813

Net earnings                                               23              2,255              2,278

Distributions to partners                                 (25)            (2,454)            (2,479)
                                              ----------------   ----------------   ----------------

Balance at September 30, 1999                 $          (130)   $        18,742    $        18,612
                                              ================   ================   ================
</TABLE>




           See accompanying notes to consolidated financial statements

                                       -5-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMTIED PARTNERSHIP
                      Consolidated Statements of Cash Flows
                     For the Nine Months Ended September 30,
                                   (Unaudited)
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                          2000                1999
                                                                     ---------------    ----------------

Cash flows from operating activities
<S>                                                                  <C>                <C>
    Net earnings                                                     $        2,152     $         2,278
    Adjustments to reconcile net earnings to net
     cash provided by operating activities
       Depreciation and amortization                                          1,675               1,506
       Minority interest in net earnings of operating
         partnerships                                                            24                  26
       Increase in loan payable to Development General Partner                   39                  39
       Increase in deferred management fee payable                               33                  33
       Change in other assets and liabilities
         Accounts receivable                                                 (1,039)               (273)
         Estimated third-party payor settlements                               (597)                364
         Prepaid expenses                                                      (270)                 (7)
         Accrued compensation and related costs                                (205)               (481)
         Accounts payable and other accrued expenses                          1,343                (794)
                                                                     ---------------    ----------------

Net cash provided by operating activities                                     3,155               2,691
                                                                     ---------------    ----------------

Cash flows from investing activities-
    additions to property and equipment                                        (836)             (1,051)
                                                                     ---------------    ----------------


Cash flows from financing activities
    Deferred financing fees                                                     (84)                  -
    Loan acquisition costs                                                     (429)                  -
    Net proceeds from issuance of long-term debt                             24,000                   -
    Repayment of long-term debt                                             (22,733)               (558)
    Distributions to partners                                                (2,479)             (2,479)
                                                                     ---------------    ----------------

Net cash used in financing activities                                        (1,725)             (3,037)
                                                                     ---------------    ----------------

Net increase (decrease) in cash and cash equivalents                            594              (1,397)
Cash and cash equivalents
    Beginning of period                                                       2,511               2,928
                                                                     ---------------    ----------------

    End of period                                                    $        3,105     $         1,531
                                                                     ===============    ================
</TABLE>


           See accompanying notes to consolidated financial statements

                                       -6-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


                   Notes to Consolidated Financial Statements
                               September 30, 2000
                                   (Unaudited)


NOTE 1 - THE FUND AND BASIS OF PREPARATION

The  Fund  owns  98.99%  limited  partnership  interests  in each  of the  seven
operating  partnerships.  The Fund  through  its seven  operating  partnerships,
derives  substantially all of its revenue from extended  healthcare  provided to
nursing center residents including room and board, nursing care, drugs and other
medical services.

The accompanying consolidated financial statements of Meridian Healthcare Growth
and Income  Fund  Limited  Partnership  (the  "Fund") do not  include all of the
information  and note  disclosures  normally  included in  financial  statements
prepared in  accordance  with  generally  accepted  accounting  principles.  The
unaudited  interim  consolidated  financial  statements  reflect all adjustments
which are, in the opinion of  management,  necessary to a fair  statement of the
results for the interim periods presented.  All such adjustments are of a normal
recurring nature. The unaudited interim financial  information  contained in the
consolidated  financial  statements  should  be read  in  conjunction  with  the
consolidated financial statements contained in the 1999 Annual Report.

NOTE 2 - RELATED PARTY TRANSACTIONS

On June 22, 2000,  Genesis Health  Ventures,  Inc.  (Genesis) and certain of its
subsidiaries and affiliates filed petitions for Chapter 11 bankruptcy protection
with the U.S.  Bankruptcy Court in Wilmington,  Delaware.  Meridian  Healthcare,
Inc.,  which  manages the Fund's  nursing  centers under the terms of management
agreements  described  below,  is a  wholly-owned  subsidiary of Genesis and was
named as a debtor affiliate in the bankruptcy filing. Certain other subsidiaries
of Genesis which supply the Fund's nursing centers with drugs, medical supplies,
and other  services as  described  below were also  included  in the  bankruptcy
filing.  The  Genesis  bankruptcy  filing  has not had an impact  on the  Fund's
operations, results of operations or financial position.

The Fund is  obligated  to pay the  Administrative  General  Partner  an  annual
administration fee of the greater of $75,000 per year or 1/2 of 1% of the Fund's
annual  revenues.  The nursing centers owned by the operating  partnerships  are
managed by Meridian  Healthcare,  Inc., an affiliate of the Development  General
Partner,  under the terms of existing  management  agreements  which provide for
management  fees  equal to 6% of the annual  revenues  of each  nursing  center.
Certain of the operating  partnerships  also purchase drugs and medical supplies
and other services from  affiliates of the  Development  General  Partner.  Such
purchases  are in turn billed to patients or third party  payors at prices which
on average approximate the nursing center's cost.

Transactions  with these  related  parties for the three and nine  months  ended
September 30, 2000 and 1999 are as follows:
<TABLE>
<CAPTION>
                                                    Three Months Ended                  Nine Months Ended
                                            Sept. 30, 2000    Sept. 30, 1999    Sept. 30, 2000    Sept. 30, 1999

<S>                                            <C>               <C>               <C>              <C>
    Management and administration fees         $ 917,000         $ 822,000         $2,679,000       $2,442,000
    Drug and medical supplies purchases          898,000           763,000          2,621,000        2,133,000
    Nursing and rehabilitation services        1,228,000           955,000          3,585,000        2,430,000
    Interest expense on borrowings                23,000            21,000             72,000           67,000
</TABLE>


The  Development  General  Partner loaned the Fund $597,000,  as required by the
Cash  Flow  Deficit  Guaranty  Agreement,  to  support  the  operating  deficits
generated by the  Moorsesville,  Salisbury and Woodlands  nursing centers during
each center's first two years of operations subsequent to the Fund's acquisition
of partnership  interests.  Loans  outstanding  under an arrangement,  including
accumulated interest from inception of the loan at 9% per annum, were $1,176,000
at September 30, 2000 and $1,137,000 at December 31, 1999. The Fund is obligated
to repay these loans when certain specified financial criteria are met, the most
significant  of which is the  payment  of a  preferred  return  to the  assignee
limited partners as defined in the Fund's partnership agreement.

                                      -7-


<PAGE>

                   Notes to Consolidated Financial Statements
                               September 30, 2000
                                   (Unaudited)


NOTE 3 - DEBT

The Fund closed its mortgage loan refinancing with a new bank for loans totaling
$24,000,000  on June 12, 2000.  The renewal  terms became  effective on June 12,
2000 and provide for a term of five years at an interest rate of 9.75%.  Monthly
payments of $229,886 are based on a 25-year amortization schedule with a balloon
payment due at the end of the 5-year term.  Prior to the  effective  date of the
new loan terms on June 12, 2000,  the mortgage loans bear interest at LIBOR plus
1.55%.

The Fund also  replaced its  $4,000,000  line of credit  facility  with the same
lender under the terms similar to the mortgage loan terms above.

NOTE 4 - NET EARNINGS PER UNIT OF ASSIGNEE LIMITED PARTNERSHIP INTEREST

Net earnings per unit of assignee limited  partnership  interest is disclosed on
the Consolidated Statements of Operations and is based upon 1,540,040 units.

                                      -8-

<PAGE>
         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP

                Management's Discussion and Analysis of Financial
                       Condition and Results of Operations


Liquidity and Capital Resources

     The Fund closed its  mortgage  loan  refinancing  with a new bank for loans
totaling  $24,000,000  on June 12, 2000.  The renewal terms became  effective on
June 12, 2000 and provide for a term of five years at an interest rate of 9.75%.
Monthly  payments are based on a 25-year  amortization  schedule  with a balloon
payment due at the end of the 5-year term.

     The Fund also replaced its $4,000,000 line of credit facility with the same
lender under terms similar to the mortgage loan terms described above.

     The Fund's  working  capital  (excluding  the current  portion of long-term
debt)  increased  $109,000 to  $6,255,000  at September  30, 2000 as compared to
$6,146,000  at June 30, 2000.  The Fund has  sufficient  liquid assets and other
available credit resources to satisfy its operating expenditures and anticipated
routine capital improvements at each of the seven nursing home facilities.

     Cash flow from  operating  activities  was  $3,155,000  for the  nine-month
period ended September 30, 2000 as compared to $2,691,000 for the same period of
1999.

     Cash  used  from  investing  activities  for the  nine-month  period  ended
September  30, 2000 was $836,000 and included  improvements  to the Fund's seven
operating facilities.  Similar improvements made during the first nine months of
1999 were $1,051,000.

     Cash  flows  from  financing  activities  through  the  first  half of 2000
included  proceeds  from  the  issuance  of the  Fund's  new  long-term  debt of
$24,000,000,  repayment of long term debt of $22,733,000,  an extension fee paid
to the prior  lender of $84,000,  new loan  acquisition  costs of  $429,000  and
distributions to partners totaling $2,479,000.

     The Fund believes that the short-term  liquidity  needs will be met through
expected  cash flow from  operations  and  available  working  capital  from the
existing line of credit.

     Between  1988 and 1999 the  Development  General  Partner  loaned  the Fund
$597,000 to support operating deficits  generated by the Mooresville,  Salisbury
and Woodlands nursing centers during each centers' first two years of operation.
Loans outstanding under this  arrangement,  including  interest at 9% per annum,
were $1,176,000 at September 30, 2000.

     On November 13, 2000 the Fund will make its third quarter 2000 distribution
to partners of $826,410.  This  distribution  was fully funded by third  quarter
2000  operations.  Management  believes based on the 2000 budget that operations
from the seven nursing  centers will be  sufficient to fund a similar  quarterly
distribution  for the fourth  quarter.  Preliminary  discussions  regarding 2001
operations would indicate a similar quarterly distribution policy into 2001.

     The major  challenge  to the Fund in the  foreseeable  future is to control
operating expenses in light of Medicare's  conversion to the Prospective Payment
System, to maintain a quality mix of patients and to increase the overall census
at each of the facilities.

                                      -9-
<PAGE>


Results of Operations

     On June 22, 2000,  Genesis Health Ventures,  Inc.  (Genesis) and certain of
its  subsidiaries  and  affiliates  filed  petitions  for Chapter 11  bankruptcy
protection  with the U.S.  Bankruptcy  Court in  Wilmington  Delaware.  Meridian
Healthcare,  Inc.,  which manages the Fund's nursing  centers under the terms of
management  agreements  described  in note 2 of the Fund's  September  30,  2000
unaudited  consolidated  financial statements,  is a wholly-owned  subsidiary of
Genesis and was named as a debtor  affiliate in the bankruptcy  filing.  Certain
other  subsidiaries  of Genesis  which  supply the Fund's  nursing  centers with
drugs, medical supplies, and other services were also included in the bankruptcy
filing.  The  Genesis  bankruptcy  filing  has not had an impact  on the  Fund's
operations, results of operations or financial position nor is it expected to.

Three Months Ended September 30, 2000 vs Three Months ended September 30, 1999

     Net earnings were $747,000 for the three months ended September 30, 2000 as
compared  to  $575,000  for the same  period in the prior  year  representing  a
increase of $172,000 or 30%.

     The Fund's third quarter 2000 revenues of $14,154,000  increased $1,509,000
or 11.9% over the same period in 1999.  Medicare and Medicaid revenues increased
$980,000,  Private revenue increased $473,000 with the remaining increase coming
from Investment and other Income.

     The $980,000 increase in Medicaid and Medicare revenue for the three months
ended September 30, 2000 as compared to the same period in 1999 is primarily the
result of Medicaid and Medicare rate increases.  Medicaid  revenue for the three
months ended September 30, 2000 increased $837,000 over the same period in 1999.
This  increase  is  primarily  due  to an  overall  Medicaid  rate  increase  of
approximately 13.7% driven primarily by the four Maryland centers.  The Maryland
centers  received  their  annual  rate  adjustment  in July of 1999 and a second
Medicaid  rate  increase  in  October  1999 which was  implemented  to reflect a
modification to the state  reimbursement  program.  Medicare  revenue  increased
$143,000 for the third  quarter of 2000 compared to the same period in the prior
year.  The increase in Medicare  revenue is primarily  due to a 2.3% increase in
Medicare census and a rate increase of 2.2%.

     The $473,000 increase in private revenue was primarily the result of higher
rates from private pay and  insurance  customers.  Rates paid by private  paying
customers  increased  16.6%  for the third  quarter  of 2000  compared  to 1999,
primarily due to increased ancillary utilization and inflationary room and board
rate increases.  Rates received from insurance companies increased 30.4% for the
three  months  ended  September  30,  2000  compared to the same period in 1999,
primarily  due to an  increase  in the  clinical  needs of the  customers  being
referred from the insurance payers.

     Third quarter 2000 expenses of  $13,407,000  increased  $1,337,000 or 11.1%
from the three months ended September 30, 1999.

     Operating expenses increased $1,043,000 or 10.4% for the three months ended
September 30, 2000 compared to the same period in 1999, primarily due to nursing
and ancillary  expenses.  Nursing  expenses overall  increased  $366,000 for the
third quarter 2000 compared to the same period in 1999.  This increase is due to
increased salary and wages and an increase in the utilization of temporary nurse
staffing.  For the quarter ended  September 30, 2000 compared to the same period
in the prior year nursing  salary and wages  increased  $175,000  and  temporary
nurse staffing expenses  increased  $147,000.  The increases in salary and wages
and the increased  utilization  of temporary  nurse staffing is the result of an
overall shortage of nurses within the healthcare  industry.  Ancillary  expenses
overall  increased  $357,000 for the third  quarter of 2000 compared to the same
period in 1999. This increase is primarily due to the increasing  utilization of
therapy  services  and the  increasing  cost of  prescription  drugs and medical
supplies.  Therapy costs  increased  $189,000 and drug and medical  supply costs
increased  $157,000 in the third  quarter of fiscal year 2000 as compared to the
same period in 1999.  The remaining  increase in operating cost is due to higher
bad debt charges and general inflationary cost increases.

                                      -10-

<PAGE>

Results of operations (continued)

     Management and administrative fees increased $95,000 or 11.6% for the third
quarter of 2000 as  compared  to the same  period in 1999.  This growth in these
fees  is  caused  by  increased  management  fees  expense.  The  growth  in the
management  fee is a result of  increases in revenues as the  management  fee is
calculated as a percentage of the Fund's net revenue.

     Interest  expense  for the  third  quarter  of 2000  compared  to the third
quarter of 1999  increased  $187,000 or 43.8%.  This increase is a result of the
refinancing of the Fund's  mortgage which  increased both the principal  balance
and raised the interest rate. The refinancing was effective June 12, 2000.

  Nine Months Ended September 30, 2000 vs Nine Months Ended September 30, 1999

     Net earnings for the nine months ended  September 30, 2000 were  $2,152,000
representing a decrease of $126,000 or 5.5% compared to the same period in 1999.

     Fund  revenues of  $41,293,000  increased  $3,715,000  or 9.9% for the nine
months  ended  September  30,  2000 as  compared to the same period in the prior
year.  Medicaid and Medicare  revenue  increased  $3,062,000 and Private revenue
increased  $509,000 for the nine month period ended  September 30, 2000 compared
to the same period in 1999.

     The  $3,062,000  increase in  Medicaid  and  Medicare  revenue for the nine
months  ended  September  30,  2000 as  compared  to the same  period in 1999 is
primarily  the result of a Medicaid  rate increase and an increase in the number
of Medicare days.  Medicaid revenue for the nine months ended September 30, 2000
increased  $1,574,000  over the same period in 1999. This increase was primarily
due to an overall Medicaid rate increase of approximately 11.7% driven primarily
by the four Maryland  centers.  The Maryland  centers received their annual rate
adjustment  in July of 1999 and a second  Medicaid rate increase in October 1999
which was  implemented  to  reflect a  modification  to the state  reimbursement
program.  Medicare  revenue  increased  $1,488,000  for the first nine months of
fiscal year 2000 compared to the same period in the prior year.  The increase in
Medicare  revenue is primarily  due to the  increase in Medicare  census and the
increased utilization of Medicare Part B services. The Medicare census increased
3,952 days or 12.4% for the nine months end  September  30, 2000 compared to the
nine  months  ended  September  30,  1999.  Medicare  Part B revenue of $465,000
increased $196,118 or 72.8% due to an increase in Part B utilization.

     Overall expenses increased  $3,841,000 or 10.9% to $39,141,000 for the nine
months ended  September 30, 2000 as compared to $35,300,000  for the same period
in 1999.

     Operating  expenses of $32,506,0000  increased  $3,123,000 or 10.6% for the
nine months  ended  September  30,  2000 as  compared  to the nine months  ended
September 30, 1999.  This  increase is primarily  due to the  increased  cost of
nursing services and ancillary costs. Nursing costs increased $1,247,000 for the
nine  months  ended  September  30, 2000 as compared to the same period in 1999.
This  increase  is  primarily  due to  increases  in  salary  and  wages and the
increased  utilization of temporary nurse staffing.  Salary and wage expense for
nurses  increased  $297,000  and  temporary  nurse  staffing  expense  increased
$892,000  for the nine months  ended  September  30,  2000  compared to the same
period  in the  prior  year.  The  increase  in  nursing  salary  and  wages and
utilization of temporary  nurse  staffing is a result of an overall  shortage of
nurses within the healthcare  industry.  Ancillary expenses increased $1,121,000
or 27.6% for the nine  months  ended  September  30,  2000  compared to the same
period in 1999.  This  increase is primarily due to the increase in the Medicare
census and the increased utilization of Part B ancillary services. The remaining
increase  in  operating  costs is due to higher  bad debt  charges  and  general
inflationary cost increases.

     Management and administrative  fees increased $237,000 or 9.7% for the nine
months  ended  September  30, 2000 as compared to the same period in 1999.  This
growth in these fees is caused by increased  management fees expense. The growth
in the management fee is a result of increases in revenues as the management fee
is calculated as a percentage of the Fund's net revenue.

                                      -11-
<PAGE>

Results of operations (continued)

      Interest  expense  increased  $313,000 for the nine months ended September
30, 2000 as compared to the same period in the prior year.  The  increase is the
result of increases in the Fund's  variable  interest rate on the mortgage notes
and refinancing of the mortgage  increasing the beginning  principal  balance to
$24,000,000 at a higher  interest rate. The  refinancing  was effective June 12,
2000.

Legislative and Regulatory Issues

     Legislative and regulatory action has resulted in continuing changes in the
Medicare and Medicaid reimbursement  programs. The changes have limited, and are
expected to continue to limit, payment increases under these programs. Also, the
timing of payments  made under the Medicare and Medicaid  programs is subject to
regulatory action and governmental budgetary  constraints;  in recent years, the
time period between  submission of claims and payment has increased.  Within the
statutory framework of the Medicare and Medicaid programs, there are substantial
areas subject to administrative  rulings and  interpretations  which may further
affect  payments  made under  those  programs.  Further,  the  federal and state
governments may reduce the funds available under those programs in the future or
require more stringent  utilization and quality reviews of eldercare  centers or
other  providers.  There can be no assurances that  adjustments from Medicare or
Medicaid audits will not have a material adverse effect on the Fund.

                                      -12-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


                          PART I. FINANCIAL INFORMATION


Item 3.     Quantitative and Qualitative Disclosures About Market Risk

     The Fund's  long-term debt was converted to a fixed interest  mortgage loan
effective  June 12, 2000 and  therefore  there is no longer any  exposed  market
risk.


                           PART II. OTHER INFORMATION


Item 1.     Legal Proceedings

                  Inapplicable

Item 2.     Changes in Securities and Use of Proceeds

                  Inapplicable

Item 3.     Defaults upon Senior Securities

                  Inapplicable

Item 4.     Submission of Matters to a Vote of Security Holders

                  Inapplicable

Item 5.     Other Information

                  Inapplicable

Item 6.     Exhibits and Reports on Form 8-K

                  a)  Exhibits:    Financial Data Schedule

                  b)  Reports on Form 8-K:     None



                                      -13-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP




                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) of the Securities  Exchange
Act of 1934, as amended, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

                                MERIDIAN HEALTHCARE GROWTH AND INCOME FUND
                                      LIMITED PARTNERSHIP




DATE:    11/10/00                By:         /s/ John M.  Prugh
                                         John M. Prugh
                                         President and Director
                                         Brown-Healthcare, Inc.
                                         Administrative General Partner

DATE:    11/10/00                By:        /s/ Timothy M.  Gisriel
                                         Timothy M. Gisriel
                                         Treasurer
                                         Brown-Healthcare, Inc.
                                         Administrative General Partner




                                      -14-