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 June 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  June 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

<TABLE>
<CAPTION>

                                                                               Page No.

<S>                                                                                   <C>
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

</TABLE>


<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>

                                                                      June 30,
                                                                        2000           December 31,
                                                                     (Unaudited)           1999
                                                                  ----------------   ----------------
Assets
Current Assets

<S>                                                               <C>                <C>
    Cash and cash equivalents                                     $         2,648    $         2,511
    Accounts receivable, net                                                7,890              7,224
    Estimated third-party payor settlements                                   560                342
    Prepaid expenses                                                          526                478
                                                                  ----------------   ----------------
       Total current assets                                                11,624             10,555
                                                                  ----------------   ----------------

Property and equipment, net of accumulated depreciation                    32,911             33,346
                                                                  ----------------   ----------------

Other assets

    Loan aquisition costs, net                                                422                  -
    Goodwill, net                                                           4,618              4,745
                                                                  ----------------   ----------------
                                                                            5,040              4,745
                                                                  ----------------   ----------------


       Total assets                                               $        49,575    $        48,646
                                                                  ================   ================

Liabilities and Partners' Capital
Current liabilities

    Current portion of long-term debt                             $           445    $        22,605
    Accrued compensation and related costs                                    496                778
    Accounts payable and other accrued expenses                             2,644              2,926
    Estimated third  party payor settlements                                2,338              1,934
                                                                  ----------------   ----------------
       Total current liabilities                                            5,923             28,243
                                                                  ----------------   ----------------

Long term debt                                                             23,449                  -
Deferred management fee payable                                               917                894
Loan payable to the Development General Partner                             1,163              1,137
                                                                  ----------------   ----------------
                                                                           25,529              2,031
                                                                  ----------------   ----------------

Partners' capital

    General partners                                                         (135)              (132)
    Assignee limited partners; 1,540,040
     units issued and outstanding                                          18,258             18,504
                                                                  ----------------   ----------------
       Total partners' capital                                             18,123             18,372
                                                                  ----------------   ----------------

       Total liabilities and
         partners' capital                                        $        49,575    $        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                      Six Months Ended
                                        ------------------------------------   -----------------------------------

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


Revenues

<S>                                     <C>                 <C>                <C>                <C>
    Medicaid and Medicare patients      $        11,099     $        10,049    $        21,866    $        19,785
    Private patients                              2,619               2,547              5,119              5,083
    Investment and other income                      83                  30                153                 65
                                        ----------------    ----------------   ----------------   ----------------
                                                 13,801              12,626             27,138             24,933
                                        ----------------    ----------------   ----------------   ----------------

Expenses

    Operating, including $1,988,  $1,567,
     $4,080 and $2,845 to related parties        10,656               9,766             21,396             19,316
    Management and administration fees
     to related parties                             897                 820              1,762              1,620
    General and administrative                      277                 237                497                488
    Depreciation and amortization                   585                 487              1,131                984
    Interest expense                                500                 407                948                822
                                        ----------------    ----------------   ----------------   ----------------
                                                 12,915              11,717             25,734             23,230
                                        ----------------    ----------------   ----------------   ----------------

Net earnings                            $           886     $           909    $         1,404    $         1,703
                                        ================    ================   ================   ================


Net earnings per unit of assignee
    limited partnership interest-basic
    (computed based on 1,540,040
     units)                             $          0.57     $          0.58    $          0.90    $          1.09
                                          ==============      ==============     ==============     ==============

</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 Six Months Ended June 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                                       14              1,390              1,404

Distributions to partners                         (17)            (1,636)            (1,653)
                                      ----------------   ----------------   ----------------

Balance at June 30, 2000              $          (135)   $        18,258    $        18,123
                                      ================   ================   ================





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

Net earnings                                       17              1,686              1,703

Distributions to partners                         (17)            (1,636)            (1,653)
                                      ----------------   ----------------   ----------------

Balance at June 30, 1999              $          (128)   $        18,991    $        18,863
                                      ================   ================   ================


</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 Six Months Ended June 30,
                                   (Unaudited)
                             (Dollars in thousands)

<TABLE>
<CAPTION>

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

Cash flows from operating activities
<S>                                                                 <C>                <C>
    Net earnings                                                    $        1,404     $         1,703
    Adjustments to reconcile net earnings to net
     cash provided by operating activities
       Depreciation and amortization                                         1,131                 984
       Minority interest in net earnings of operating
         partnerships                                                           17                  19
       Increase in loan payable to Development General Partner                  26                  25
       Increase in deferred management fee payable                              23                  23
       Change in other assets and liabilities
         Accounts receivable                                                  (683)               (185)
         Estimated third-party payor settlements                               186                  44
         Prepaid expenses                                                      (48)                175
         Accrued compensation and related costs                               (282)               (201)
         Accounts payable and other accrued expenses                          (281)               (899)
                                                                    ---------------    ----------------

Net cash provided by operating activities                                    1,493               1,688
                                                                    ---------------    ----------------

Cash flows from investing activities-
    additions to property and equipment                                       (479)               (617)
                                                                    ---------------    ----------------


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                                            (22,711)               (376)
    Distributions to partners                                               (1,653)             (1,653)
                                                                    ---------------    ----------------

Net cash used in financing activities                                         (877)             (2,029)
                                                                    ---------------    ----------------

Net (decrease) increase in cash and cash equivalents                           137                (958)
Cash and cash equivalents
    Beginning of period                                                      2,511               2,928
                                                                    ---------------    ----------------

    End of period                                                   $        2,648     $         1,970
                                                                    ===============    ================
</TABLE>

           See accompanying notes to consolidated financial statements

                                       -6-

<PAGE>

         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP

                   Notes to Consolidated Financial Statements
                                  June 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 Fund does not expect that the Genesis bankruptcy filing will have an
impact on its 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 ten year  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 six months ended June
30, 2000 and 1999 are as follows:

<TABLE>
<CAPTION>

                                                    Three Months Ended                  Six Months Ended
                                            June. 30, 2000    June. 30, 1999    June. 30, 2000    June. 30, 1999

<S>                                            <C>               <C>               <C>              <C>
    Management and administration fees         $ 897,000         $ 820,000         $1,762,000       $1,620,000
    Drug and medical supplies purchases          835,000           760,000          1,722,000        1,370,000
    Nursing and rehabilitation services        1,153,000           807,000          2,358,000        1,475,000
    Interest expense on borrowings                24,000            23,000             49,000           46,000

</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 $1,163,000
at June 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>


         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


                   Notes to Consolidated Financial Statements
                                  June 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  long-term debt) increased $1,419,000
to $6,146,000 at June 30, 2000 as compared to $4,727,000 at March 31, 2000. This
increase  was  due  primarily  to  surplus  loan  proceeds  available  from  the
refinancing  of  the  Fund's  long  term  debt.  The  Fund  expects  to  utilize
approximately  $800,000 of surplus refinancing  proceeds for improvements to the
four Maryland  facilities and will retain the balance as reserves.  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 $1,493,000 for the six-month period
ended June 30, 2000 as compared to $1,688,000 for the same period of 1999.

     Cash used from investing activities for the six-month period ended June 30,
2000 was  $479,000  and  included  improvements  to the Fund's  seven  operating
facilities.  Similar  improvements  made  during  the  first  half of 1999  were
$617,000.

     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 $22,711,000,  an extension fee paid
to the prior  lender of $84,000,  new loan  acquisition  costs of  $429,000  and
distributions to partners totaling $1,653,000.

     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 $1,163,000 at June 30, 2000.

     On August 10, 2000 the Fund will make its second quarter 2000  distribution
to partners of $826,410.  This  distribution  was fully funded by second quarter
2000 operations.  Management  believes that the 2000 budget suggests  operations
from the seven nursing  centers will be  sufficient to fund a similar  quarterly
distribution throughout the year.

     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>


         MERIDIAN HEALTHCARE GROWTH AND INCOME FUND LIMITED PARTNERSHIP


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

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 June 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 Fund does not expect that the Genesis bankruptcy filing will have an
impact on its operations, results of operations or financial position.

    Three Months Ended June 30, 2000 versus Three Months ended June 30, 1999

      Net  earnings  were  $886,000  for the three months ended June 30, 2000 as
compared  to  $909,000  for the same  period in the prior  year  representing  a
decrease of $23,000 or 3.0%.

     The Fund's second quarter 2000 revenues of $13,801,000 increased $1,175,000
or 9.3% over the same period in 1999.  Medicare and Medicaid revenues  increased
$1,050,000  with the  remaining  increase  coming from the Private  Patients and
Investment and other Income.

     The  $1,050,000  increase in Medicaid  and  Medicare  revenue for the three
months  ended June 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 three  months  ended June 30,  2000  increased
$313,000  over the same period in 1999.  This  increase is  primarily  due to an
overall Medicaid rates increase of  approximately  10.8% 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  $737,000 for the second  quarter of 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  1,755
days or  approximately  16.0% for the second  quarter of 2000 as compared to the
second quarter of 1999.  Medicare Part B revenue of $190,152  increased $105,000
or 123.4% due to an increase in Part B utilization.

      Second quarter 2000 expenses of $12,915,000  increased $1,198,000 or 10.2%
from the three months ended June 30, 1999.

     Operating  expenses  increased  $890,000 primarily due to a increase in the
cost of nursing services and ancillary costs. Nursing expenses overall increased
$446,000 for the second  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 June 30, 2000 compared to the
same period in the prior year nursing  salary and wages  increased  $106,000 and
temporary nurse staffing expenses  increased  $325,000.  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  $248,000 for the second quarter of 2000
compared to the same period in 1999. This increase is primarily due to growth in
the Medicare  census and the increased  utilization of Medicare Part B services.
The  remaining   increase  in  operating   cost  is  primarily  due  to  general
inflationary cost increases.

     Management and administrative fees increased $77,000 or 9.4% for the second
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 revenues.

                                      -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)

     General  and  Administrative  expense  of  $277,000  increased  $40,000  or
approximately  16.9% for the  second  quarter  of 2000  compared  to the  second
quarter  of  1999.  This  increase  is  due  to  an  increase  in  the  cost  of
administrative purchased services and the cost incurred during the quarter for a
medical director and legal fees.

     Depreciation and amortization expense of $585,000 increased $98,000 for the
three months ended June 30, 2000  compared to the same period in the prior year.
Amortization expense increased $56,000 to recognize the amortization of the cost
of a mortgage extension.  Depreciation  expense increased $42,000 for the second
quarter of 2000 compared to the second  quarter of 1999 due to the  depreciation
of capital additions.

     Interest  expense  for the second  quarter of 2000  compared  to the second
quarter  of 1999  increased  $93,000  or  22.8%.  This  increase  is a result of
increases  in the  Fund's  variable  interest  rate on the  mortgage  notes  and
refinancing  of  the  mortgage  increasing  the  initial  principal  balance  to
$24,000,000 at a higher  interest rate. The  refinancing  was effective June 12,
2000.

      Six Months Ended June 30, 2000 versus Six Months Ended June 30, 1999

Net earnings for the six Months ended June 30, 2000 were $1,404,000 representing
a decrease of $299,000 or 17.6% compared to the same period in 1999.

     Fund revenues of  $27,138,000  increased  $2,205,000 or 8.8% during the six
months  ended June 30,  2000 as  compared  to the same period in the prior year.
Medicaid  and Medicare  revenue  increased  $2,081,000  for the six month period
ended June 30, 2000 compared to the same period in 1999.

     The $2,081,000 increase in Medicaid and Medicare revenue for the six months
ended June 30,  2000 as compared  to the same  period in 1999 is  primarily  the
result of a Medicaid  rate  increase  and a increase  in the number of  Medicare
days. Medicaid revenue for the six months ended June 30, 2000 increased $735,000
over the same  period in 1999.  This  increase  is  primarily  due to an overall
Medicaid  rates  increase of  approximately  10.6% 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  $1,346,000  for the first half 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  3,706
days or 17.7% for the six months end June 30,  2000  compared  to the six months
ended June 30, 1999.  Medicare Part B revenue of $322,953  increased $196,756 or
155.9% due to an increase in Part B utilization.

     Overall expenses  increased  $2,504,000 or 10.8% to $25,734,000 for the six
months  ended June 30, 2000 as compared  to  $23,230,000  for the same period in
1999.

     Operating expenses of $21,396,000 increased $2,080,000 or 10.8% for the six
months  ended June 30, 2000 as compared to the six months  ended June 30,  1999.
This  increase is primarily due to the  increased  cost of nursing  services and
ancillary costs.  Nursing costs increased $881,000 for the six months ended June
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  $121,000  and
temporary  nurse staffing  expense  increased  $746,000 for the six months ended
June 30, 2000  compared to the same period in the prior year.  The  increases 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  $763,000  or 28.4% for the six months  ended June 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 primarily due
to annual inflationary increases.

                                      -11-


<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)

     Management and  administrative  fees increased $142,000 or 8.8% for the six
months  ended June 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 revenues.

      Interest expense increased $126,000 for the six months ended June 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 the
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 therefor 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:    8/10/00                By:         /s/ John M.  Prugh
                                         John M. Prugh
                                         President and Director
                                         Brown-Healthcare, Inc.
                                         Administrative General Partner

DATE:    8/10/00                By:        /s/ Timothy M.  Gisriel
                                         Timothy M. Gisriel
                                         Treasurer
                                         Brown-Healthcare, Inc.
                                         Administrative General Partner

                                      -14-