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 March 31, 2002

{   }  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  March 31, 2002   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

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


     Item 2.  Management's Discussion and Analysis of
                 Financial Condition and Results of Operations           9-11


     Item 3.  Quantitative and Qualitative Disclosures
                 About Market Risk                                         12

Part II.   Other Information


     Item 1. through Item 6.                                               12

     Signatures                                                            13






<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP




            Cautionary Statement Regarding Forward Looking Statements


Statements made in this report, and in our other public filings, which are not
historical facts contain "forward-looking" statements (as defined in the Private
Securities Litigation Reform Act of 1995) that involve risks and uncertainties
and are subject to change at any time. These forward-looking statements may
include, but are not limited to:

o  certain statements in "Management's Discussion and Analysis of
   Financial Condition and Results of Operations," such as our ability to
   meet our liquidity needs, scheduled debt and interest payments and
   expected future capital expenditure requirements; and

o  certain statements in the Notes to Condensed Consolidated Financial
   Statements (Unaudited).

 The forward-looking statements involve known and unknown risks, uncertainties
 and other factors that are, in some cases, beyond our control. You are
 cautioned that these statements are not guarantees of future performance and
 that actual results and trends in the future may differ materially.

 Factors that could cause actual results to differ materially include, but are
 not limited to the following:

o  changes in the reimbursement rates or methods of payment from Medicare and
   Medicaid, or the implementation of other measures to reduce the reimbursement
   for our services;

o  the expiration of enactments providing for additional governmental funding;

o  efforts of third party payors to control costs;

o  the impact of federal and state regulations;

o  changes in payor mix and payment methodologies;

o  further consolidation of managed care organizations and other third party
   payors;

o  competition in our business;

o  an increase in insurance costs and potential liability for losses not covered
   by, or in excess of, our insurance;

o  competition for qualified staff in the healthcare industry;

o  our ability to control operating costs, and generate sufficient cash flow to
   meet operational and financial requirements; and

o  an economic downturn or changes in the laws affecting our business in those
   markets in which we operate.

 These risks are described in more detail in our Annual Report on Form 10-K.



                                      -2-

<PAGE>
         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP
                      Condensed Consolidated Balance Sheets
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                                     March 31,
                                                                       2002          December 31,
                                                                    (Unaudited)          2001
                                                                 ----------------   ---------------
Assets
Current Assets
<S>                                                              <C>                <C>
   Cash and cash equivalents                                     $         1,256    $        2,066
   Accounts receivable, net                                                8,778             9,140
   Estimated third-party payor settlements                                   782               561
   Prepaid expenses and other current assets                                 695               548
                                                                 ----------------   ---------------
       Total current assets                                               11,511            12,315
                                                                 ----------------   ---------------

Property and equipment, net of accumulated depreciation                   31,832            31,927
                                                                 ----------------   ---------------

Other assets
   Goodwill, net                                                           4,237             4,237
   Loan acquisition costs, net                                               278               298
                                                                 ----------------   ---------------
                                                                           4,515             4,535
                                                                 ----------------   ---------------


       Total assets                                              $        47,858    $       48,777
                                                                 ================   ===============

Liabilities and Partners' Capital
Current liabilities
   Current portion of long-term debt                             $           480    $          435
   Accrued compensation and related costs                                    237               475
   Accounts payable and other accrued expenses                             3,889             4,605
   Estimated third party payor settlements                                 2,021             1,898
                                                                 ----------------   ---------------
       Total current liabilities                                           6,627             7,413
                                                                 ----------------   ---------------

Deferred management fee payable                                              990               978
Loan payable to the Development General Partner                            1,253             1,240
Long-term debt                                                            22,747            22,913
                                                                 ----------------   ---------------
                                                                          24,990            25,131
                                                                 ----------------   ---------------

Partners' capital
   General partners                                                         (153)             (153)
   Assignee limited partners; 1,540,040
     units issued and outstanding                                         16,394            16,386
                                                                 ----------------   ---------------
       Total partners' capital                                            16,241            16,233
                                                                 ----------------   ---------------

       Total liabilities and
         partners' capital                                       $        47,858    $       48,777
                                                                 ================   ===============
</TABLE>






     See accompanying notes to condensed consolidated financial statements.

                                       -3-

<PAGE>

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

<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                    ----------------------------------

                                                        March 31,         March 31,
                                                          2002              2001
                                                    ----------------   ---------------
Revenues
<S>                                                 <C>                <C>
   Medicaid and Medicare patients                   $        12,534    $       11,619
   Private patients                                           2,511             2,584
   Investment and other income                                   25                48
                                                    ----------------   ---------------
                                                             15,070            14,251
                                                    ----------------   ---------------

Expenses
   Operating, including $2,504 and
       $2,311 to related parties                             12,053            11,719
   Management and administration fees
       to related parties                                       829               786
   General and administrative                                   261               234
   Depreciation and amortization                                501               559
   Interest expense                                             592               602
                                                    ----------------   ---------------
                                                             14,236            13,900
                                                    ----------------   ---------------

Net earnings                                        $           834    $          351
                                                    ================   ===============


Net earnings per unit of assignee
   limited partnership interest
   (computed based on 1,540,040
    units)                                          $          0.54    $         0.23
                                                    ================   ===============
</TABLE>






      See accompanying notes to condensed consolidated financial statements

                                       -4-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP
             Condensed Consolidated Statements of Partners' Capital
               For the Three Months Ended March 31, 2002 and 2001
                                   (Unaudited)
                             (Dollars in thousands)
<TABLE>
<CAPTION>
                                                               Assignee
                                             General            Limited
                                            Partners           Partners            Total
                                        ----------------   ----------------   ---------------
<S>                                     <C>                <C>                        <C>
Balance at December 31, 2001            $          (153)   $        16,386            16,233

Net earnings                                          8                826               834

Distributions to partners                            (8)              (818)             (826)
                                        ----------------   ----------------   ---------------

Balance at March 31, 2002               $          (153)   $        16,394            16,241
                                        ================   ================   ===============




Balance at December 31, 2000            $          (142)   $        17,490            17,348

Net earnings                                          4                347               351

Distributions to partners                            (8)              (818)             (826)
                                        ----------------   ----------------   ---------------

Balance at March 31, 2001               $          (146)   $        17,019            16,873
                                        ================   ================   ===============
</TABLE>






      See accompanying notes to condensed consolidated financial statements

                                       -5-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMTIED PARTNERSHIP
                 Condensed Consolidated Statements of Cash Flows
                      For the Three Months Ended March 31,
                                   (Unaudited)
                             (Dollars in thousands)

<TABLE>
<CAPTION>
                                                                                  2002              2001
                                                                            ----------------   ---------------
Cash flows from operating activities
<S>                                                                         <C>                <C>
   Net earnings                                                             $           834    $          351
   Adjustments to reconcile net earnings to net cash
     provided by operating activities
       Depreciation and amortization                                                    501               559
       Minority interest in net earnings of operating partnerships                       11                 3
       Increase in loan payable to Development General Partner                           13                14
       Increase in deferred management fee payable                                       12                11
       Change in other assets and liabilities
         Accounts receivable                                                            351               471
         Estimated third-party payor settlements                                        (98)              (87)
         Prepaid expenses and other current assets                                     (147)               99
         Accrued compensation and related costs                                        (238)             (923)
         Accounts payable and other accrued expenses                                   (716)              (89)
                                                                            ----------------   ---------------

Net cash provided by operating activities                                               523               409
                                                                            ----------------   ---------------

Cash flows from investing activities-
   additions to property and equipment                                                 (386)             (288)
                                                                            ----------------   ---------------


Cash flows from financing activities
   Repayment of long-term debt                                                         (121)             (111)
   Distributions to partners                                                           (826)             (826)
                                                                            ----------------   ---------------

Net cash used in financing activities                                                  (947)             (937)
                                                                            ----------------   ---------------

Net decrease in cash and cash equivalents                                              (810)             (816)
Cash and cash equivalents
   Beginning of period                                                                2,066             1,108
                                                                            ----------------   ---------------

   End of period                                                            $         1,256    $          292
                                                                            ================   ===============

</TABLE>






     See accompanying notes to condensed consolidated financial statements.

                                       -6-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2002
                                   (Unaudited)


NOTE 1 - THE FUND AND BASIS OF PREPARATION

Meridian  Healthcare Growth and Income Fund Limited  Partnership (the Fund)
was  organized  under the laws of the State of  Delaware  and will  continue  to
operate through December 31, 2037, unless terminated sooner under the provisions
of the Partnership Agreement. The Fund's Administrative General Partner is Brown
Healthcare,  Inc.  and  the  Fund's  Development  General  Partner  is  Meridian
Healthcare  Investments,  Inc. Brown Healthcare  Holding Co., Inc. is the Fund's
Assignor Limited Partner. Meridian Healthcare Investments,  Inc. is a subsidiary
of Genesis Health Ventures, Inc. (Genesis).

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 condensed 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 accounting principles generally
accepted in the United States of America. The unaudited interim condensed
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 2001 Annual Report.

NOTE 2 - RELATED PARTY TRANSACTIONS

The Fund is obligated to pay Brown-Healthcare, Inc. (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 Meridian
Healthcare Investments, Inc. (Development General Partner), under the terms of
existing management agreements which provide for management fees equal to 5% 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 months ended March 31,
2002 and 2001 are as follows:

                                                 2002               2001

Management and administration fees          $   829,000         $  786,000
Drug and medical supplies purchases             915,000          1,083,000
Nursing and rehabilitation services           1,589,000          1,228,000
Interest expense on borrowings                   21,000             21,000


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 Mooresville, 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 $1,253,000
at March 31, 2002 and $1,240,000 at December 31, 2001. 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>
         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP

              Notes to Condensed Consolidated Financial Statements
                                 March 31, 2002
                                   (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 20-year amortization schedule with a balloon
payment due at the end of the 5-year term.

The Fund established a $4,000,000 revolving credit facility with the same
lender. Borrowings under the credit facility will bear interest at a floating
rate, which shall equal the announced commercial prime rate. The bank shall
renew the credit facility each year for a one-year extention. There were no
borrowings under the revolving credit facility at March 31, 2002 or 2001.

NOTE 4 - CERTAIN SIGNIFICANT RISKS AND UNCERTAINTIES

The Fund receives revenues from Medicare, Medicaid, private insurance, and
self-pay residents. The healthcare industry is experiencing the effects of the
federal and state governments' trend toward cost containment, as government and
other third party payors seek to impose lower reimbursement and utilization
rates and negotiate reduced payment schedules with providers. These cost
containment measures, combined with the increasing influence of managed care
payors and competition for patients, have resulted in reduced rates of
reimbursement for services provided by the Fund.

The Fund's previous filing referenced the need for Congressional and
administrative decisions addressing the per diem payment rates for Medicare
skilled nursing services. On April 23, 2002, the Centers for Medicare and
Medicaid Services ("CMS") issued a press statement announcing that the agency
would not proceed with changes in the skilled nursing facility case-mix
classification system. This decision has the positive effect of continuing
favorable rate add-ons for beneficiaries requiring rehabilitation and medically
complex services valued at approximately $30 per day. In its announcement, CMS
made it clear that case mix refinements would be postponed for a full year and
that the annual market adjustment for the fiscal year 2003 skilled nursing
facility prospective payment rates would be promulgated as a notice in late
July, 2002.

With regard to Congressional consideration, a package of Medicare Amendments,
including provider relief provisions, is expected to be enacted before Congress
adjourns. The mark-up of major Medicare legislation is imminent in key
committees of the House of Representatives. Consideration in the Senate is not
expected until late Summer, early Fall. Reviews of draft documents and
discussions with key legislators and staffs affirm an awareness of the impact of
the "Medicare SNF Cliff" and a desire to stabilize the fiscal condition of the
sector. It is premature to forecast the outcome of Congressional action. The
expiring statutory provisions impact rates approximately $34 per day.

The Fund's previous estimates of the impact of the "Medicare SNF Cliff" was
approximately 18% of the per diem rate; the revised estimate factoring in the
administrative decision still exposes the facility sector to a negative 10%
reduction. For the Fund, this could have an adverse revenue impact in excess of
$1.6 million.

It is not possible to fully quantify the effect of recent legislation, the
interpretation or administration of such legislation or any other governmental
initiatives on the Fund's business. Accordingly, there can be no assurance that
the impact of these changes or any future healthcare legislation will not
adversely affect the Fund's business. There can be no assurance that payments
under governmental and private third party payor programs will be timely, will
remain at levels comparable to present levels or will, in the future, be
sufficient to cover the costs allocable to patients eligible for reimbursement
pursuant to such programs. The Fund's financial condition and results of
operations may be affected by the reimbursement process, which in the Fund's
industry is complex and can involve lengthy delays between the time that revenue
is recognized and the time that reimbursement amounts are settled.

                                      -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 20-year amortization schedule with a balloon
payment due at the end of the 5-year term.

     The Fund also replaced its $4,000,000 revolving credit facility with the
same lender. There are no borrowings under this credit facility at this time.

     The Fund's working capital (excluding the current portion of long-term
debt) increased $27,000 to $5,364,000 at March 31, 2002 as compared to
$5,337,000 at December 31, 2001. 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 $523,000 for the three-month period
ended March 31, 2002 as compared to $409,000 for the same period of 2001.

     Cash used in investing activities for the three-month period ended March
31, 2002 was $386,000 and included improvements to the Fund's seven operating
facilities. Similar improvements made during the first three months of 2001 were
$288,000.

     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 revolving credit facility.

     Between 1988 and 1989 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 $1,253,000 at March 31, 2002.

     On May 15, 2002 the Fund will make its first quarter 2002 distribution to
partners of $826,410. This distribution will be funded by first quarter
operations and reserves of approximately $33,000. Review of the 2002 budget
suggests operations from the seven nursing centers will be sufficient to fund a
similar distribution throughout the year.

     The major challenge to the Fund in the foreseeable future is to control
operating expenses, to maintain a quality mix of patients and to increase the
overall census at each of the facilities.

Revenue Sources

     The Fund receives revenues from Medicare, Medicaid, private insurance, and
self-pay residents. The healthcare industry is experiencing the effects of the
federal and state governments' trend toward cost containment, as government and
other third party payors seek to impose lower reimbursement and utilization
rates and negotiate reduced payment schedules with providers. These cost
containment measures, combined with the increasing influence of managed care
payors and competition for patients, have resulted in reduced rates of
reimbursement for services provided by the Fund.

     The Fund's previous filing referenced the need for Congressional and
administrative decisions addressing the per diem payment rates for Medicare
skilled nursing services. On April 23, 2002, the Centers for Medicare and
Medicaid Services ("CMS") issued a press statement announcing that the agency
would not proceed with changes in the skilled nursing facility case-mix
classification system. This decision has the positive effect of continuing
favorable rate add-ons for beneficiaries requiring rehabilitation and medically
complex services valued at approximately $30 per day. In its announcement, CMS
made it clear that case mix refinements would be postponed for a full year and
that the annual


                                      -9-

<PAGE>


         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


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


Revenue Sources (continued)

market adjustment for the fiscal year 2003 skilled nursing facility prospective
payment rates would be promulgated as a notice in late July, 2002.

     With regard to Congressional consideration, a package of Medicare
Amendments, including provider relief provisions, is expected to be enacted
before Congress adjourns. The mark-up of major Medicare legislation is imminent
in key committees of the House of Representatives. Consideration in the Senate
is not expected until late Summer, early Fall. Reviews of draft documents and
discussions with key legislators and staffs affirm an awareness of the impact of
the "Medicare SNF Cliff" and a desire to stabilize the fiscal condition of the
sector. It is premature to forecast the outcome of Congressional action. The
expiring statutory provisions impact rates approximately $34 per day.

     The Fund's previous estimates of the impact of the "Medicare SNF Cliff" was
approximately 18% of the per diem rate; the revised estimate factoring in the
administrative decision still exposes the facility sector to a negative 10%
reduction. For the Fund, this could have an adverse revenue impact in excess of
$1.6 million.

     It is not possible to fully quantify the effect of recent legislation, the
interpretation or administration of such legislation or any other governmental
initiatives on the Fund's business. Accordingly, there can be no assurance that
the impact of these changes or any future healthcare legislation will not
adversely affect the Fund's business. There can be no assurance that payments
under governmental and private third party payor programs will be timely, will
remain at levels comparable to present levels or will, in the future, be
sufficient to cover the costs allocable to patients eligible for reimbursement
pursuant to such programs. The Fund's financial condition and results of
operations may be affected by the reimbursement process, which in the Fund's
industry is complex and can involve lengthy delays between the time that revenue
is recognized and the time that reimbursement amounts are settled.

Results of Operations

     Net earnings for the Fund were $834,000 for the three months ended March
31, 2002 as compared to $351,000 for the same period in fiscal year 2001. The
increase in earnings is primarily due to an increase in Medicaid and Medicare
patients revenue, offset partially by increased operating costs.

     Overall revenues of $15,070,000 increased $819,000 or 5.7% for the three
months ended March 31, 2002 compared to the same period in fiscal year 2001. The
increase in revenue is primarily due to an increase in Medicaid revenue.
Medicaid and Medicare revenue increased $915,000 to $12,534,000 for the first
quarter of 2002 compared to the first quarter of fiscal year 2001. Medicaid
revenue for the three months ended March 31, 2002 increased $1,006,000 compared
to the same period in the prior year. This increase is primarily due to an
overall Medicaid rate increase of approximately 8.3% driven primarily by the
four Maryland centers, which received their annual Medicaid rate adjustment in
July 2001. Also the Medicaid average daily census for the first quarter ended
March 31, 2002 increased 4.1% or twenty-seven customers compared to the first
quarter of fiscal year 2001. Medicare revenue of $3,958,000 decreased $91,000 or
2.2% for the three month period ended March 31, 2002 compared to the same period
in fiscal year 2001. The decrease in Medicare revenue is due to a reduction in
the Medicare census, which is partially offset by higher rates. The average
daily Medicare census decreased eighteen customers per day or 12.3% to 128 for
the three months ended March 31, 2002 as compared to the same period in the
prior year.

       Operating expenses increased $334,000 or 2.9% in the first quarter of
2002 as compared to the same period in fiscal year 2001. This increase is
primarily due to the increased cost of nursing services and bad debt expense,
partially offset by decreased ancillary costs. Nursing costs of $6,370,000
increased $428,000 for the three months ended March 31, 2002 as compared to the
same period in fiscal year 2001. This increase is primarily due to an increase
in utilization of temporary nurse staffing, which is a result of an overall
shortage of nurses within the healthcare industry. Bad debt expense of $333,000
increased $161,000 for the three month period ended March 31, 2002 compared to
the same period in fiscal year 2001. Ancillary costs decreased $310,000 or 15.7%
in the first quarter of 2002 as compared to the same period in fiscal year 2001,
which is attributable to the 12.3% decrease in the


                                      -10-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


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



Results of Operations (continued)

average daily Medicare census.  The remaining increase in operating costs is due
to general inflationary cost increases.

      Management and administrative fees of $829,000 increased $43,000 or
approximately 5.5% for the first quarter 2002 compared to the same period in
fiscal year 2001. The management fee is calculated at 5% of the Fund's net
revenues.

      Depreciation and Amortization expense decreased $58,000 to $501,000 for
the three months ended 2002 as compared to the same period in fiscal year 2001.
This decrease is due to the adoption of Statement of Financial Accounting
Standards No. 142, which required that the Fund discontinue the amortization of
goodwill effective January 1, 2002.

Recently Issued Accounting Pronouncements

     In July 2001, the Financial Accounting Standards Board (FASB) issued
Statement No. 142, Goodwill and Other Intangible Assets. Statement 142 requires
that goodwill and intangible assets with indefinite useful lives no longer be
amortized, but instead tested for impairment at least annually in accordance
with the provisions of Statement 142. Statement 142 requires that intangible
assets with definite useful lives be amortized over their respective estimated
useful lives to their estimated residual values, and reviewed for impairment.
The Fund adopted the provisions of Statement 142 effective January 1, 2002.

     On October 3, 2001, the FASB issued Statement No. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets (Statement No. 144), which addresses
financial accounting and reporting for the impairment or disposal of long-lived
assets. While Statement No. 144 supersedes FASB Statement No. 121, Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of, it retains many of the fundamental provisions of that Statement.

      Statement No. 144 also supersedes the accounting and reporting provisions
of APB Opinion No. 30, Reporting the Results of Operations--Reporting the
Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions, for the disposal of a segment of
a business. However, it retains the requirement in Opinion 30 to report
separately discontinued operations and extends that reporting to a component of
an entity that either has been disposed of (by sale, abandonment, or in a
distribution to owners) or is classified as held for sale. Statement No. 144 is
effective for the Company for fiscal years beginning after December 15, 2001 and
interim periods within those fiscal years.


                                      -11-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP



                          PART I. FINANCIAL INFORMATION


Item 3.     Quantitative and Qualitative Disclosures About Market Risk

     The Fund has exposure to changing interest rates and is currently not
engaged in hedging activities. Interest on the Fund's $23.2 million mortgage is
at a fixed rate of 9.75%.





                           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)  Reports on Form 8-K:     None


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<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:   05/13/02                By:       /s/  John M. Prugh
                                John M. Prugh
                                President and Director
                                Brown-Healthcare, Inc.
                                Administrative General Partner




DATE:   05/13/02                By:      /s/  Timothy M. Gisriel
                                Timothy M. Gisriel
                                Treasurer
                                Brown-Healthcare, Inc.
                                Administrative General Partner










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