SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  FORM 10-K

[X]    Annual report pursuant to Section 13 or 15(d) of the
Securities
       Exchange Act of 1934

       For the fiscal year ended  March 31, 2000  or
                                  --------------
[ ]    Transition report pursuant to Section 13 or 15(d) of the
       Securities Exchange Act of 1934

       For the transition period from         to
                                     --------    --------
Commission file number  0-17679
                       ---------
          Boston Capital Tax Credit Fund Limited Partnership
-----------------------------------------------------------------
-------------
       (Exact name of registrant as specified in its charter)

           Massachusetts                              04-3006542
-----------------------------------
-----------------------------------
     (State or other jurisdiction                 (I.R.S.
Employer
    incorporation or organization)                Identification
No.)

 One Boston Place, Suite 2100 Boston, MA
02108-4406
---------------------------------------------
-----------------------
(Address of principal executive                              (Zip
Code)
offices)

Partnership's telephone number, including area code (617)624-8900
                                                    -------------
Securities registered pursuant to Section 12(b) of the Act:
                                              Name of each
exchange
      Title of each class                      on which
registered
      -------------------
---------------------
            None                                           None
------------------------------
--------------------------------
Securities registered pursuant to Section 12(g) of the Act:

                  Beneficial Assignee Certificates
-----------------------------------------------------------------
-------------
                          (Title of class)

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 twelve 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
    -----     -----
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405
of Regulation S-K( 229.405 of this chapter) is not contained
herein, and will

not be contained, to the best of registrant's knowledge, in
definitive proxy
or information statements incorporated by reference in Part III
of this Form
10-K or any amendment to this Form 10-K.

__

|XX|


                     DOCUMENTS INCORPORATED BY REFERENCE
                     -----------------------------------
The following documents of the Partnership are incorporated by
reference:

    Form 10-K
      Parts                        Document
    ---------                      --------
    Parts I, III                   October 14, 1988 Prospectus,
as
                                   supplemented


              BOSTON CAPITAL TAX CREDIT FUND LIMITED PARTNERSHIP
                           Form 10-K ANNUAL REPORT
                      FOR THE YEAR ENDED MARCH 31, 2000

                              TABLE OF CONTENTS


                                    PART I



Item 1.   Business
Item 2.   Properties
Item 3.   Legal Proceedings
Item 4.   Submission of Matters to a Vote
             of Security Holders

                                   PART II

Item 5.   Market for the Partnership's Limited
             Partnership Interests and Related
             Partnership Matters
Item 6.   Selected Financial Data
Item 7.   Management's Discussion and Analysis of
             Financial Condition and Results
             of Operations
Item 8.   Financial Statements and Supplementary
             Data
Item 9.   Changes in and Disagreements with
             Accountants on Accounting and
             Financial Disclosure

                                   PART III

Item 10.  Directors and Executive Officers
             of the Partnership
Item 11.  Executive Compensation
Item 12.  Security Ownership of Certain Beneficial
             Owners and Management
Item 13.  Certain Relationships and Related
             Transactions
                                   PART IV

Item 14.  Exhibits, Financial Statement Schedules, and
             Reports on Form 8-K

             Signatures
                                    PART I

Item 1. Business

Organization
------------
   Boston Capital Tax Credit Fund Limited Partnership (the
"Partnership") is a
limited partnership formed under the Delaware Revised Uniform
Limited
Partnership Act as of June 1, 1988.  The General Partner of the
Partnership is
Boston Capital Associates Limited Partnership, a Delaware limited
partnership.
Boston Capital Associates, a Massachusetts general partnership,
whose only two
partners are Herbert F. Collins and John P. Manning, the
principals of Boston
Capital Partners, Inc., is the sole general partner of the
General Partner.
The limited partner of the General Partner is Capital Investment
Holdings, a
general partnership whose partners are certain officers and
employees of
Boston Capital Partners, Inc., and its affiliates.  The Assignor
Limited
Partner is BCTC Assignor Corp., a Delaware corporation which is
wholly-owned
by Herbert F. Collins and John P. Manning.

   The Assignor Limited Partner was formed for the purpose of
serving in that
capacity for the Partnership and will not engage in any other
business.  Units
of beneficial interest in the Limited Partnership Interest of the
Assignor
Limited Partner were assigned by the Assignor Limited Partner by
means of
beneficial assignee certificates ("BACs") to investors and
investors are
entitled to all the rights and economic benefits of a Limited
Partner of the
Partnership including rights to a percentage of the income,
gains, losses,
deductions, credits and distributions of the Partnership.

   A Registration Statement on Form S-11 and the related
prospectus, as
supplemented (the "Prospectus") was filed with the Securities and
Exchange
Commission and became effective August 29, 1988 in connection
with a public
offering ("Offering") of Series 1 through 6. The Partnership
raised
$97,746,940 representing a total of 9,800,600 BACs.  The offering
of BACs in
all series ended on September 29, 1989.

Description of Business
-----------------------
   The Partnership's principal business is to invest as a limited
partner in
other limited partnerships (the "Operating Partnerships"), each
of which was
to own or lease and operate an Apartment Complex exclusively or
partially for
low- and moderate-income tenants.  Each Operating Partnership in
which the
Partnership has invested owns an Apartment Complex which is
completed,
newly-constructed, or newly-rehabilitated. Each Apartment Complex
qualified
for the low-income housing tax credit under Section 42 of the
Code (the
"Federal Housing Tax Credit"), thereby providing tax benefits
over a period of
eleven years in the form of tax credits which investors may use
to offset income, subject to certain strict limitations, from
other sources.  Certain of the Apartment Complexes also qualified
for the historic rehabilitation tax credit under Section 48 of
the Code (the "Rehabilitation Tax Credit").  The Federal Housing
Tax Credit and the Government Assistance programs are described
on pages 53 to 73 of the Prospectus under the caption "Government
Assistance


                                    1

Programs," which is incorporated herein by reference.  Section
236 (f) (ii) of
the National Housing Act, as amended, in Section 101 of the
Housing and Urban
Development Act of 1965, as amended, each provide for the making
by HUD of
rent supplement payments to low income tenants in properties
which receive
other forms of federal assistance such as Tax Credits.  The
payments for each
tenant, which are made directly to the owner of their property,
generally are
in such amounts as to enable the tenant to pay rent equal to 30%
of the
adjusted family income.  Some of the Apartment Complexes in which
the
Partnership has invested are receiving such rent supplements from
HUD.  HUD
has been in the process of converting rent supplement assistance
to assistance
paid not to the owner of the Apartment Complex, but directly to
the
individuals.  At this time, the Partnership is unable to predict
whether
Congress will continue rent supplement programs payable directly
to owners of
the Apartment Complex.

     At March 31, 2000, the Partnership had limited partnership
equity
interests in one hundred five operating partnerships which own
operating
apartment complexes as follows:  nineteen in Series 1; eight in
Series 2;
thirty-three in Series 3; twenty-five in Series 4; five in Series
5; and
fifteen in Series 6.  A description of these Operating
Partnerships is set
forth in Item 2 herein.

   The business objectives of the Partnership are to:

   (1)  preserve and protect the Partnership's capital;

   (2)  provide current tax benefits to Investors in the form of
(a) Federal
Housing Tax Credits and Rehabilitation Tax Credits, which an
Investor may
apply, subject to certain strict limitations, against his federal
income tax
liability form active, portfolio and passive income, and (b)
passive losses
which an Investor may apply to offset his passive income (if
any);

   (3)  Provide capital appreciation through increases in value
of the
Partnership's investments and, to the extent applicable, equity
buildup
through periodic payments on the mortgage indebtedness with
respect to the
Apartment Complexes;

   (5)  provide cash distributions (except with respect to the
Partnership's
investment in certain Non-Profit Operating Partnerships) from a
Capital
Transaction as to the Partnership.  The Operating Partnerships
intend to hold
the Apartment Complexes for appreciation in value.  The Operating
Partnerships
may sell the Apartment Complexes after a period of time if
financial
conditions in the future make such sales desirable and if such
sales are
permitted by government restrictions.

   The business objectives and investment policies of the
Partnership are
described more fully on pages 44 to 52 of the Prospectus under
the caption
"Business Objectives and Investment Policies," which is
incorporated herein by
reference.



                                    2

Employees
---------
   The Partnership does not have any employees.  Services are
performed by the
General Partner and its affiliates and agents retained by them.


Item 2. Properties

   The Partnership has acquired a limited partnership interest in
each of the
one hundred five Operating Partnerships identified in the
following
tables.  In each instance the Apartment Complex owned by the
applicable
Operating Partnership is eligible for the Federal Housing Tax
Credit.
Occupancy of a unit in each Apartment Complex which initially
complied with
the Minimum Set-Aside Test (i.e., occupancy by tenants with
incomes equal to
no more than a certain percentage of area median income) and the
Rent
Restriction Test (i.e., gross rent charged tenants does not
exceed 30% of the
applicable income standards) is referred to hereinafter as
"Qualified
Occupancy".  Each of the Operating Partnerships and each of the
respective
Apartment Complexes are described more fully in the Prospectus,
as
supplemented, or applicable Report on Form 8-K.  The General
Partner believes
that there is adequate casualty insurance on the properties.

   Please refer to Item 7. "Management's Discussion and Analysis
of Financial
Condition and Results of Operations" for a more detailed
discussion of
operational difficulties experienced by certain of the Operating
Partnerships.



























                                    3

        Boston Capital Tax Credit Fund Limited Partnership -
Series 1
                    PROPERTY PROFILES AS OF MARCH 31, 2000

                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of    Construction
Occupancy Contrib-
Name             Location    Units 12/31/99    Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
Apple Hill   West Newton,     44  $1,478,324      1/88
100%   $ 317,660
Apartments       NC

Bolivar Manor Bolivar,        24     875,963     11/88
100%     180,498
Apartments       NY

Briarwood     Vero Beach,     45   1,471,056      8/89
100%     386,368
Apartments       FL

Broadway      Kingston,      122   5,184,279      6/89
100%     952,500
East             NY

Country       Coldwater,      32     932,876      7/89
100%     202,610
Knoll            MI

Country       Warwick,        64   3,160,361      4/89
100%     845,000
Village Apts     NY

Elk Rapids II Elk Rapids,     24     735,782      2/89
100%     161,078
Apartments       MI

Green Acres   Yulee,          47   1,473,016      8/89
100%     394,500
Apartments       FL

Inglewood     St. Cloud,      50   1,479,639     11/88
100%     394,400
Meadows          FL

Minnehaha     St. Paul,       24   1,136,035     11/88
100%     631,138
Court Apts.      MN

Moss Creek    Wewahitchka,    23     707,959      6/88
100%     207,592
Apartments       FL

River Park    Rochester,     402   9,914,955     12/88
100%   2,315,400
Commons        NY

Sunset West   Conneaut,       40   1,167,002      4/88
100%     250,701
Apartments       OH

Unity Park    Niagara Falls, 198   9,760,376     12/90
100%     600,000
Phase II         NY

Villas of     Geneva,         40   1,182,349      8/88
100%     254,967
Geneva          OH

                                    4

        Boston Capital Tax Credit Fund Limited Partnership -
Series 1

                    PROPERTY PROFILES AS OF MARCH 31, 2000

Continued
---------
                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of    Construction
Occupancy Contrib-
Name             Location    Units 12/31/99    Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
Virginia
Circle        St. Paul,       16   $ 672,077      6/88
100%    $395,000
Townhomes       MN

Westchase     Three Rivers,   32     960,388      7/89
100%     202,610
Apartments      MI

Wood Creek    Saulte St.      32     960,890      7/89
100%     213,390
Manor           Marie, MI

Woodland      St. Cloud,      50   1,479,639     11/88
100%     394,500
Terrace         FL





























                                     5

        Boston Capital Tax Credit Fund Limited Partnership -
Series 2

                    PROPERTY PROFILES AS OF MARCH 31, 2000


                                  Mortgage
                                  Balance
Qualified  Capital
Property                           As of    Construction
Occupancy Contrib-
Name         Location     Units   12/31/99     Completion
3/31/00   uted
-----------------------------------------------------------------
-------------
Annadale     Fresno,       222  $9,757,626      6/90        100%
$1,736,542
Apartments      CA

Calexico     Calexico,      36   1,562,547      4/90        100%
464,896
Village Apts.   CA

Glenhaven    Merced,        15     488,600     12/89        100%
490,000
Park III        CA

Glenhaven    Merced,        12     392,861      6/90        100%
395,300
Park            CA

Heber II
Village      Heber,         24   1,091,002      4/89        100%
345,000
Apts.           CA

Redondo II  Westmorland,    32   1,432,633      7/90        100%
580,000
Apts.           CA

Redwood      McKinleyville, 48   1,766,199     12/89        100%
688,572
Creek Apts.     CA

Thunderbird  Mecca,         54   2,591,178      7/90        100%
1,012,157
Apartments      CA
















                                     6

        Boston Capital Tax Credit Fund Limited Partnership -
Series 3

                    PROPERTY PROFILES AS OF MARCH 31, 2000


                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of    Construction
Occupancy Contrib-
Name           Location   Units   12/31/99     Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
The 128
Park Street     Dorchester,  16  $   510,671     7/88
100%    $340,000
Lodging House    MA

Ashley Senior   Ashland,     62    1,773,701     5/89
100%     495,500
Center Apts.     OR

Belfast         Belfast,     24    1,082,747     5/89
100%     245,000
Birches          ME

The Bowditch    Jamaica Plain,
School           MA          50    1,614,057    12/89
100%     883,623
Lodging House

Carriage Gate   Palatka,     48    1,466,538    11/89
100%     385,000
Apartments       FL

Central         Cincinnati, 225    2,800,000    12/89
100%   4,482,818
Parkway Towers   OH

Colony Court    Eustis,      46    1,485,489     6/89
100%     384,200
Apartments       FL

Crane Street    Littleton,   33    1,470,840    12/88
100%     293,000
Court            NH

Cruz Bay        St. John,    20    1,481,679     2/89
100%     285,820
Apartments       USVI

Fiddler's Creek Southport,   24      958,771     2/89
100%     200,397
Apartments       NC

Gilmore Court   Jaffrey,     28    1,378,823     6/89
92%     288,660
                 NH

Greenwood       Owosso,      48    1,429,652     8/89
100%     312,090
Apartments       MI

Hidden Cove     W.Pittsburg  88    2,868,424     8/88
100%   1,761,650
Apartments       CA

Hillmont        Lake Park,   42    1,131,274     5/89
100%     265,218
Apartments       GA
                                    7

        Boston Capital Tax Credit Fund Limited Partnership -
Series 3

                    PROPERTY PROFILES AS OF MARCH 31, 2000

Continued
---------
                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of    Construction
Occupancy Contrib-
Name          Location   Units   12/31/99     Completion
3/31/00     uted
-----------------------------------------------------------------
-------------
Jackson        Jackson,      28   $1,185,952       7/89
100%  $  225,000
Apartments       WY

Lake North     Lady Lake,    36    1,053,835       1/89
100%     220,780
Apartments       FL

Lakewood Terr  Lakeland,    132    3,735,725       8/89
100%     572,400
Apartments       FL

Lincoln        Salem,        63    2,995,634      12/88
100%     520,000
Apartments       MA

Mann Village   Indianapolis,204    5,492,161       5/89
98%   2,620,620
Apartments       IN

Maplewood      Cloquet,      24      752,753       4/89
100%     150,800
Apartments       MN

Mound Plaza    Moundville,   24      619,793       9/89
100%     129,465
Apartments       AL

Oak Crest      Brainerd,     30      904,353       5/89
100%     168,130
Manor II         MN

Orangewood     Umatilla,     45    1,470,057       9/89
100%     358,350
Villas           FL

Orchard Park   Beaumont,    144    3,802,193       5/89
100%   2,950,000
Apartments       CA

Paige Hall     Minneapolis,  69    2,253,150       4/89
100%     378,538
Apartments       MN

Queens         Philadelphia, 32    1,035,233       1/89
100%     759,500
Court Apts.      PA

Rainbow         Yuma,        81    1,887,613       1/89
100%     702,968
Apartments       AZ

Ripon           Ripon,       24      848,385       7/89
100%     176,260
Apartments       WI

                                    8

        Boston Capital Tax Credit Fund Limited Partnership -
Series 3

                    PROPERTY PROFILES AS OF MARCH 31, 2000


Continued
---------
                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of    Construction
Occupancy Contrib-
Name           Location   Units   12/31/99     Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
Sun Village   Groveland,     34   $1,044,145       5/88
100%    $211,880
Apartments       FL

Taylor
Terrace       W. Pittsburgh, 30    1,049,457      11/88
100%     227,103
Apartments       PA

The Grove     Vidalia,       54    1,477,124       5/89
100%     345,621
Apartments       GA

Trinidad      Trinidad,      24      915,372       6/89
100%     202,000
Apartments       CO

Vassar        Vassar,        32      915,635      11/89
100%     189,596
Apartments       MI


























                                    9

        Boston Capital Tax Credit Fund Limited Partnership -
Series 4

                    PROPERTY PROFILES AS OF MARCH 31, 2000



                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of     Construction
Occupancy Contrib-
Name           Location   Units   12/31/99     Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
Amory Square  Windsor,      74  $  2,106,597     9/89
100%  $1,644,338
Apartments     VT

Auburn Trace  Delray Beach,256     9,849,938     1/90
100%   2,849,298
               FL

Ault          Ault,         16       478,812     7/89
100%      92,232
Apartments     CO

Berkshire     Wichita,      90     1,986,969     9/89
100%   1,829,104
Apartments     KS

Bowditch
School        Jamaica Plain,50     1,614,057    12/89
100%     619,300
Lodging House  MA

Burlwood      Cripple       10       370,784     8/89
100%      45,600
Apartments     Creek, CO

Cambria       Cambria,      24     1,034,192     7/89
100%     367,600
Commons        NY

Central
Parkway       Cincinnati,  225     2,800,000    12/89
100%     944,322
Towers         OH

Clearview     Monte Vista,  24       752,315    11/89
100%     166,400
Apartments     CO

Fuller        St. Paul,      9       496,021     1/89
100%     254,671
Townhomes      MN

Glenhaven     Merced,       15       486,100     6/89
100%     415,000
Park II        CA

Greenwood     Quincy,       36     1,074,054     9/89
100%     282,000
Terrace        FL

Highland      Topeka,       22       361,172    12/88
100%     354,067
Village        KS
Duplexes

                                    10

        Boston Capital Tax Credit Fund Limited Partnership -
Series 4

                    PROPERTY PROFILES AS OF MARCH 31, 2000

Continued
---------

                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of     Construction
Occupancy Contrib-
Name           Location   Units   12/31/99     Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
Jefferson Pl  Monticello,   38   $ 1,099,862      12/89
100%  $  294,150
Apartments     FL

Landmark      Chesapeake,  120     1,716,608       5/89
100%   1,470,835
Apartments     VA

Meadowcrest   Southfield,   83     2,871,827      10/90
100%   1,055,404
Apartments     MI

Milliken      Milliken,     28       835,229       8/89
100%     135,000
Apartments     CO

Montana Ave.  St. Paul,     13       646,597      11/89
100%     430,167
Townhomes      MN

New Grand     Salt Lake     80     2,821,292       3/90
100%   2,823,370
Hotel          City,UT

Rosenberg     Santa Rosa,   77     1,796,276       1/92
100%     844,300
Hotel          CA

Shockoe Hill  Richmond,     64     1,861,727       9/89
100%   1,110,590
Apartments II  VA

Sunnyview     Salem,        60     2,105,792       9/89
100%     775,000
Apartments     OR

Thompson     Indianapolis, 240     4,927,261      12/89
100%   2,098,660
Village Apts.  IN

Unity Park   Niagara Falls,198     9,760,376      12/90
100%   1,470,300
Phase II       NY

Van Dyke     Sanger,        16       638,584      11/89
100%     474,360
Estates        CA
XVI - A





                                     11

        Boston Capital Tax Credit Fund Limited Partnership -
Series 5

                    PROPERTY PROFILES AS OF MARCH 31, 2000


                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of    Construction
Occupancy Contrib-
Name           Location   Units   12/31/99     Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
Annadale         Fresno,    222   $9,757,626      6/90
100%  $1,161,810
Apartments        CA

Calexico Village Calexico,   36    1,562,547      4/90
100%     128,174
Apartments        CA

Glenhaven        Merced,     13      657,858      6/89
100%     356,480
Estates           CA

Heather Ridge    Redding,    56    1,025,410      9/89
100%   1,182,030
Apartments        CA

Point Arena      Point Arena,25    1,197,672      2/90
100%     444,830
Village           CA





























                                     12

        Boston Capital Tax Credit Fund Limited Partnership -
Series 6

                    PROPERTY PROFILES AS OF MARCH 31, 2000

                                  Mortgage
                                   Balance
Qualified Capital
Property                            As of    Construction
Occupancy Contrib-
Name           Location   Units   12/31/99     Completion
3/31/00    uted
-----------------------------------------------------------------
-------------
Auburn Trace   Delray Beach, 256    $9,849,938    1/90       100%
$1,971,457
                 FL

Briarwood      Cameron,       24       566,706    9/88       100%
137,367
Estates          MO

Columbia       Richland,     139     3,712,553    2/90       100%
1,607,375
Park Apts.       WA

Eldon Estates  Eldon,         24       552,558    7/88       100%
139,221
                 MO

Forty West     Holland,      120     1,991,402    2/90       100%
1,431,562
Apartments       MI

Hacienda Villa Firebaugh,    120     3,827,912    1/90       100%
1,460,316
Apartments       CA

Hillandale     Lithonia,     132     3,083,575    1/90       100%
1,444,800
Commons          GA

Kearney        Kearney,       16       361,255    3/88       100%
99,334
Properties II    MO

Los Pueblos    Socorro,       32     1,243,936    5/88       100%
414,851
Apartments       NM

Pleasant Hill  Pleasant Hill, 24       558,106   12/88       100%
141,624
                 MO

Rosenberg      Santa Rosa,    77     1,796,276    1/92       100%
555,700
Apartments       CA

Sherburne      Sherburne,     29     1,303,838   10/89       100%
578,409
Senior Housing   NY

Springridge    Warrensburg,   24       567,275    2/88       100%
162,393
III              MO

Tall Pines     Charlestown,   32     1,428,063   11/89       100%
302,491
Apartments       NH

Woodcliff      Ishpeming,     24       754,039   11/89       100%
192,996
Apartments       MI
                                     13

Item 3.      Legal Proceedings

             None.

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

             None.














































                                     14
                                   PART II
                                   -------
Item 5.      Market for the Partnership's Limited Partnership
Interests
             and Related Partnership Matters

             (a)    Market Information

                    The Partnership is classified as a limited
partnership and
             thus has no common stock.  There is no established
public trading
             market for the BACs and it is not anticipated that
any public
             market will develop.

             (b)    Approximate number of security holders.

                    As of March 31, 2000, the Partnership has
7,391 registered
             BAC Holders for an aggregate of 9,800,600 BACs which
were
             offered a subscription price of $10 per BAC.

                    The BACs were issued in series.  Series 1 had
1,034
             investors holding 1,299,900 BACs; Series 2 had 724
investors
             holding 830,300 BACs; Series 3 had 2,330 investors
holding
             2,882,200 BACs; Series 4 had 2,074 investors holding
2,995,300
             BACs; Series 5 had 395 investors holding 489,900
BACs; and Series
             6 had 834 investors holding 1,303,000 BACs.

             (c)    Dividend history and restriction.

                    The Partnership has made no distributions of
Net Cash Flow
             to its BAC Holders from its inception, June 1, 1988
through March
             31, 2000.

                    The Partnership made a return of equity
distribution to
             the Limited Partners in the amount of $350,003
during the year
             ended March 31, 1992.  The distribution was the
result of
             certain Operating Partnerships not achieving their
projected tax
             credits.

                    The Partnership Agreement provides that
Profits, Losses
             and Credits will be allocated each month to the
holder of record
             of a BAC as of the last day of such month.
Allocation of
             Profits, and Credits among BAC Holders will be made
in
             proportion to the number of BACs held by each BAC
Holder.

                    Any distributions of Net Cash Flow or
Liquidation, Sale or
             Refinancing Proceeds will be made within 180 days of
the end of
             the annual period to which they relate.
Distributions will be
             made to the holders of record of a BAC as of the
last day of each
             month in the ratio which (i) the BACs held by such
Person on the
             last day of the calendar month bears to (ii) the
aggregate number
             of BACs outstanding on the last day of such month.

                   Partnership allocations and distributions are
described on
             pages 99 to 103 of the Prospectus, as supplemented,
which  are
             incorporated herein by reference.




                                      15

Item 6.      Selected Financial Data

             The information set forth below presents selected
financial data
of the Partnership for each of the five years in the period ended March
31, 2000.  Additional detailed financial information is set forth in
the
audited financial statements listed in Item 14 hereof.


                      March 31,     March 31,      March 31,     March
31,   March 31,
                        2000          1999           1998          1997
1996
                      --------      --------       --------      ------
--    --------
Operations
----------

Interest Income     $    3,362   $     4,355   $     16,039 $     7,074
$     8,821
Other Income               888             -            813       2,910
1,557
Share of Loss
 of operating
 Partnerships       (1,797,917)   (4,256,419)    (4,676,547)
(1,453,320) (5,141,108)
Operating Exp.      (1,058,874)   (5,088,524)    (1,096,282)
(1,081,835) (1,066,179)
                    ----------    ----------    -----------   ---------
----------
Net Loss           $(2,852,541)  $(9,340,588)  $
(5,755,977)$(2,525,171)$(6,196,909)
                    ==========    ==========    ===========   =========
==========
Net Loss
 per BAC           $      (.29)  $      (.94)  $       (.58)$
(.26)$      (.63)
                    ==========    ==========    ===========  ==========
=========
Balance Sheet
-------------
Total Assets       $12,057,796   $13,845,884   $22,097,154  $26,710,863
$28,194,596
                    ==========    ==========    ==========   ==========
==========
Total Liab.        $ 8,033,544   $ 6,969,091   $ 5,879,773  $ 4,737,505
$ 3,696,067
Partners'           ==========    ==========    ==========   ==========
==========
 Equity            $ 4,024,252   $ 6,876,793   $16,217,381  $21,973,358
$24,498,529
                    ==========    ==========    ==========   ==========
==========
Other Data

Tax Credits per BAC for
the Investors Tax Year,
the twelve months ended
December 31, 1999, 1998,
1997, 1996, and 1995*
                   $       .76   $     1.20   $     1.24   $      1.25
$      1.24
                     =========    =========    ==========   ==========
==========

*Credit per BAC is a weighted average of all the Series.  Since each
Series
has invested as a limited partner in different Operating Partnerships
the
Credit per BAC will vary slightly.  For more detailed information refer
to
Item 7. Results of Operations.


                                    16

Item 7.      Management's Discussion and Analysis of Financial
             Condition and Results of Operations

Liquidity
---------
      The Partnership's primary source of funds was the proceeds
of its public
offering.  Other sources of liquidity include  (i) interest
earned on capital
contributions held pending investment or held for working capital
reserves and
(ii) cash distributions from operations of the Operating
Partnerships in which
the Partnership has invested.  These sources of liquidity are
available to
meet the obligations of the Partnership.  The Partnership is
currently
accruing the annual partnership management fees, which allows
each series the
ability to pay non-affiliated third party obligations.  During
the fiscal year
ended March 31, 2000 the Partnership accrued $954,708 in annual
partnership
management fees.  As of March 31, 2000, total partnership
management fees
accrued were $7,400,182.  Pursuant to the Partnership Agreement,
such
liabilities will be deferred until the Partnership receives sales
or
refinancing proceeds from Operating Partnerships which will be
used to satisfy
such liabilities.

      An affiliate of the general partner has advanced $321,250
to the
Partnership to pay certain third party operating expenses.  The
amounts
advanced to four of the six series are as follows: $63,000 to
Series 1;
$55,000 to Series 2; $123,250 to Series 3; and $80,000 to Series
4.  These
and any additional advances will be paid, without interest, from
available
cash flow, reporting fees, or the proceeds of sales or
refinancing of the
Partnership's interests in Operating Partnerships.  The
Partnership
anticipates that as the Operating Partnerships continue to
mature, more cash
flow and reporting fees will be generated.  Cash flow and
reporting fees will
be added to the Partnership's working capital and will be
available to meet
future third party obligations of the Partnership.  The
Partnership is
currently pursuing, and will continue to pursue, available cash
flow and
reporting fees and anticipates that the amount collected will be
sufficient
to cover third party expenses.

Capital Resources
-----------------
      The Partnership offered BACs in a public offering declared
effective by
the Securities and Exchange Commission on August 29, 1988.  The
Partnership
received and accepted subscriptions for $97,746,940 representing
9,800,600
BACs from investors admitted as BAC Holders in Series 1 through
Series 6 of
the Partnership.

      Offers and sales of BACs in Series 1 through Series 6 of
the Partnership
were completed and the last of the BACs in Series 6 were issued
by the
Partnership on September 29, 1989.

      (Series 1).  The Partnership received and accepted
subscriptions
for $12,999,000, representing 1,299,900 BACs from investors
admitted as BAC
Holders in Series 1.  Offers and sales of BACs in Series 1 were
completed and
the last of the BACs in Series 1 were issued on December 14,
1988.


                                     17

      As of March 31, 2000, the net proceeds from the offer and
sale of BACs
in Series 1 had been used to invest in a total of 19 Operating
Partnerships in
an aggregate amount of $9,407,952, and the Partnership had
completed payment
of all installments of its capital contributions.  Series 1 net
offering
proceeds in the amount of $11,172 remain in Working Capital.

      (Series 2).  The Partnership received and accepted
subscriptions for
$8,303,000, representing 830,300 BACs from investors admitted as
BAC Holders
in Series 2.  Proceeds from the sale of BACs in Series 2 were
invested in
Operating Partnerships owning apartment complexes located in
California only,
which generate both California and Federal Housing Tax Credits.
Offers and
sales of BACs in Series 2 were completed and the last of the BACs
in Series 2
were issued by the Partnership on March 30, 1989.

      As of March 31, 2000, the net proceeds of the offer and
sale of BACs in
Series 2 had been used to invest in a total of 8 Operating
Partnerships in
an aggregate amount of $6,498,176, and the Partnership had
completed payment
of all installments of its capital contributions.  Series 2 net
offering
proceeds in the amount of $4,403 remain in Working Capital.

      (Series 3).  The Partnership received and accepted
subscriptions for
$28,822,000, representing 2,882,200 BACs from investors admitted
as BAC
Holders in Series 3.  Offers and sales of BACs in Series 3 were
completed
and the last of the BACs in Series 3 were issued by the
Partnership on March
14, 1989.

       As of March 31, 2000, the net proceeds from the offer and
sale of BACs
in Series 3 had been used to invest in a total of 33 Operating
Partnerships in
an aggregate amount of $21,738,797, and the Partnership had
completed payment
of all installments of its capital contributions to all of its
Operating
Partnerships.  Series 3 net offering proceeds in the amount of
$7,782 remain
in Working Capital.

      (Series 4).  The Partnership commenced offering BACs in
Series 4 on
March 27, 1989.  The Partnership received and accepted
subscriptions for
29,788,160, representing 2,995,300 BACs from investors admitted
as BAC Holders
in Series 4.  Offers and sales of BACs in Series 4 were completed
and the last
of the BACs in Series 4 were issued by the Partnership on July 7,
1989.

      As of March 31, 2000, the net proceeds from the offer and
sale of BACs
in Series 4 had been used to invest in a total of 25 Operating
Partnerships in
an aggregate amount of $22,934,082, and the Partnership had
completed payment
of all installments of its capital contributions to all of its
Operating
Partnerships.  Series 4 net offering proceeds in the amount of
$5,558 remain
in Working Capital.

      (Series 5).  The Partnership commenced offering BACs in
Series 5 on June
19, 1989.  The Partnership received and accepted subscriptions
for $4,899,000,
representing 489,900 BACs from investors admitted as BAC Holders
in Series 5.



                                    18

      Proceeds from the sale of BACs in Series 5 were invested in
Operating
Partnerships owning apartment complexes located in California
only, which
generate both California and Federal Housing Tax Credits.  Offers
and sales of
BACs in Series 5 were completed and the last of the BACs in
Series 5 were
issued by the Partnership on August 22, 1989.

      As of March 31, 2000, the net proceeds of the offer and
sale of BACs in
Series 5 had been used to invest in a total of 5 Operating
Partnerships in
an aggregate amount of $3,431,044, and the Partnership had
completed payment
of all installments of its capital contributions. Series 5 net
offering
proceeds in the amount of $105,507 remain in Working Capital.

      (Series 6).  The Partnership commenced offering BACs in
Series 6 on July
18, 1989.  The Partnership received and accepted subscriptions
for
$12,935,780, representing 1,303,000 BACs from investors admitted
as BAC
Holders in Series 6.  Offers and sales of BACs in Series 6 were
completed and
the last of the BACs in Series 6 were issued by the Partnership
on September
29, 1989.

      As of March 31, 2000 the net proceeds from the offer and
sale of BACs in
Series 6 had been used to invest in a total of 15 Operating
Partnerships in an
aggregate amount of $10,652,631, and the Partnership had
completed payment of
all installments of its capital contributions to all of its
Operating
Partnerships.  Series 6 net offering proceeds in the amount of
$15,230 remain
in Working Capital.

Results of Operations
---------------------
      The Partnership incurs an annual partnership management fee
payable to
the General Partner and/or its affiliates in an amount equal to
0.375% of the
aggregate cost of the Apartment Complexes owned by the Operating
Partnerships,
less the amount of certain partnership management and reporting
fees paid or
payable by the Operating Partnerships.  The annual partnership
management fee
incurred for the fiscal years ended March 31, 2000 and 1999 was
$914,669 and
$919,866, respectively, an amount which is anticipated to be
lower for
subsequent fiscal years as more of the Operating Partnerships
begin to accrue
and pay annual partnership management and reporting fees.  During
the fiscal
years ended March 31, 2000 and 1999, the Partnership received
$40,039 and
$34,842, respectively, in reporting fees from the Operating
Partnerships.

      The Partnership's investment objectives do not include
receipt of
significant cash distributions from the Operating Partnerships in
which it has
invested.  The Partnership's investments in Operating
Partnerships have been
made principally with a view towards realization of Federal
Housing Tax
Credits for allocation to its partners and BAC holders.

      All series in Boston Capital Tax Credit Fund Limited
Partnership experienced a decrease in the tax credits generated
per BAC from calendar year 1998 to 1999.  The Operating
Partnerships were allocated tax credits for 10 years.  Based on
each Operating Partnership's lease-up, the total credits could be
spread over as many as 13 years.  In cases where the actual
number of years is more than 10, the credits delivered in the
early and later years will be less than the maximum allowable per
year.  The decrease in credits for the year 1999 results from the
fact that a large number of the Operating

                                    19

Partnerships were in their next to last or final year of credit
in 1999.  The decrease in tax credits generated per BAC is
expected to continue into calendar year 2000, when the rest of
the Operating Partnerships complete their respective credit
periods.

      (Series 1).  As of March 31, 2000 and 1999, the Qualified
Occupancy for
the Series was 100%.  The Series had a total of 19 properties at
March 31, 2000, all of which were at 100% qualified occupancy.

     For the tax years ended December 31, 1999 and 1998, the
Series, in
total, generated $1,807,345 and $1,828,117 respectively, in
passive income
tax losses that were passed through to the investors, and also
provided $0.11 and $1.19, respectively, in tax credits per BAC to
the investors.

     For the years ended December 31, 1999 and 1998 Series 1
reflects a net
loss from Operating Partnerships of $3,137,895 and $16,589,287,
respectively,
when adjusted for depreciation which is a non-cash item.  In
1999, Kingston Property Associates (Broadway East Townhomes)
recorded a non-cash impairment loss of $2,664,114.  In 1998,
Genesse Commons Associates (River Park Commons) and Unity Park
Associates (Unity Park Phase II) recorded non-cash impairment
losses totaling $16,100,127.  When adjusted for the impairment
losses in addition to depreciation, the series reflects a net
loss for 1999 and 1998 of $473,751 and $489,160, respectively.

     Substantially all of the adjusted net loss for both years is
attributable to accrued mortgage interest not payable currently
by Genesee Commons Associates (River Park Commons), Kingston
Property Associates (Broadway East Townhomes), and Unity Park
Associates (Unity Park Phase II).   All three partnerships have
forbearance agreements in place allowing the properties to pay
minimal mortgage payments while the properties continue to accrue
all interest payments due.    All three properties also received
loans from the state housing agency, which were used to complete
rehabilitation work.  Operations at both Genesse Commons
Associates and Kingston Property Associates appear to be
improving and the properties are making partial mortgage
payments.  Although the repairs have had a positive financial
impact on Genesse Commons Associates and Kingston Property
Associates, due to economic conditions in Niagra, NY, Unity Park
Associates remains unable to support itself without substantial
loans from the Operating General Partner.  The Operating General
Partner is seeking additional financial support from the New York
State Housing Finance Agency to help stabilize the property, but
has been unsuccessful to date.  At this time it is anticipated
the Unity Park Phase II property will be transferred to the State
of New York in August or September 2000.  When the transfer
occurs, the partnership will incur recapture and interest
penalties.  The Investment General Partner has estimated the
overall credit yield for 2000 to decrease by 0.5% to 1.0% as a
result of the recapture.

     The   properties   owned   by   Townhomes   of   Minnehaha   Court
(Minnehaha  Court  Apartments)  and Virginia  Circle  (Virginia  Circle
Townhomes)  have  shown  improved operating  results  but  continue  to
incur  high  operating  expenses.  During  1999,  the  properties  were
able  to  operate  without  financial  assistance  from  the  Operating
General    Partner   and   generated   positive   cash   flow.     This
improvement   in   operations  is  expected  to  continue.    Minnesota
Housing Finance Agency has


                                     20

continued their commitment to support improved operations by
granting interest free mortgage loans to Townhomes of Minnehaha
and Virginia Circle to correct deferred maintenance issues.  All
of the exterior items at each property have been completed and
the remaining maintenance items will be completed as units
turnover.

      (Series 2).  As of March 31, 2000 and 1999, the Qualified
Occupancy for
the series was 100%.  The Series had a total of 8 properties at
March 31, 2000, all of which were at 100% qualified occupancy.

      For the tax years ended December 31, 1999 and 1998, the
Series, in
total, generated $895,002 and $797,920, respectively, in passive
income tax losses that were passed through to the investors, and
also provided $0.96 and $1.01, respectively, in tax credits per
BAC to the
investors.

      For the years ended December 31, 1999 and 1998 Series 2
reflects a net
loss from Operating Partnerships of $1,046,210 and $658,622,
respectively,
when adjusted for depreciation which is a non-cash item.

      The properties owned by Haven Park Partners III, A
California L.P. (Glenhaven Park III) and Haven Park Partners IV,
A California L.P. (Glenhaven Park IV) continue to suffer from
high operating expenses compared to operating income.  In an
attempt to reduce operating expenses the Operating General
Partner has been in negotiations with a not-for-profit General
Partner to provide tenant services and coordinate leasing and
community outreach.  Terms have been reached with respect to the
installation of the not-for profit Managing General Partner.  As
a result of repairs to unit interiors, occupancy levels have
stabilized.  At March 31, 2000 physical occupancy at Haven Park
III was 93% and at Haven Park IV was 100%.

     Annadale Housing Partners (Kingsview Manor & Estates)
reported net losses due to operational issues associated with the
property.  In order to address these issues, the Operating
General Partner hired a consultant to assist management in
aggressively marketing the property.  In addition, the managing
agent hired a new on-site manager and leasing agent.  As a result
of the aforementioned changes, occupancy reached 92% as of
December 31, 1999 and 93.7% as of March 31, 2000.  Rental rates
at the property were increased.  In order to reduce operating
costs a loan restructure was finalized with the first mortgage
lender.  In exchange for a payment of $620,457, the monthly
mortgage payments were reduced by 79%, thereby alleviating the
property of a large monthly cash obligation.  The payment to the
first mortgage holder was funded through the sale of a portion of
the Operating Partnership's future credit stream.  With the
additional cash available, property operations are anticipated to
improve significantly from prior years.   As of March 31, 2000,
the property has been successful in maintaining break-even
operations, and the Investment General Partner continues to
monitor this situation closely.

     (Series 3).  As of March 31, 2000 and 1999, the Qualified
Occupancy for
the Series was 99.7% and 99.6%, respectively.  The Series had a
total of 33 properties at March 31,2000.  Out of the total, 31
were at 100% qualified occupancy.


                                    21

     For the tax years ended December 31, 1999 and 1998, the
Series, in
total, generated $2,532,433 and $2,349,228, respectively, in
passive income
tax losses that were passed through to the investors, and also
provided $0.60 and $1.24, respectively, in tax credits per BAC to
the investors.

      For the years ended December 31, 1999 and 1998 Series 3
reflects a net
income (loss) from Operating Partnerships of $121,626 and
$(4,963,468),
respectively, when adjusted for depreciation which is a non-cash
item.  In the prior year, a non-cash impairment loss was recorded
by one of the Operating Partnerships. When adjusted for the
impairment loss, the Operating Partnerships reflect a net loss of
$633,468 for 1998.  The current year improvement in operations is
mainly the result of forgiveness of debt income recorded by
another operating partnership.

     Lakewood Terrace Limited Partnership (Lakewood Terrace
Apartments) operated with a net loss during 1999 primarily as a
result of the extensive amount of capital improvements that were
made during the year.  A portion of the expense was reimbursed
from the replacement reserve account but the property funded the
balance of the costs through operations.  Capital Improvements of
this magnitude are not anticipated in 2000.  Despite the fact
that occupancy averaged 97.5% during 1999, the property could not
sustain the expenses it incurred and closed the year with high
payables on their balance sheet.  In addition, the project has a
Housing Assistance contract with HUD which expires on August 31,
2000.  The Operating General Partner is negotiating an extension
of the contract for a four-year term instead of an annual term.

     The Investment General Partner continues to monitor the
operations of Lincoln Hotel Associates (Lincoln Apartments) in an
effort to improve the overall operations of the series.  As of
April 30, 2000 the physical occupancy of the property was 94%.
The management company, with the assistance of area housing
agencies and a more thorough screening process, has greatly
improved the occupancy.  The improved occupancy, along with
expense reductions, has resulted in a net income for the four-
month period ended April 30, 2000 of $15,600.

     The property owned by California Investors VI LP (Orchard
Park) sustained a physical occupancy of 96% for the first quarter
of 2000.  The increased occupancy is the result of the management
company's aggressive marketing efforts and the many capital
improvements completed at the property, including office
renovations and the addition of an activity center.  These
improvements have been successful in attracting and retaining
tenants.  In addition, the property's surrounding area is
experiencing economic growth.  A major public sports park,
currently being developed next to Orchard Park, is scheduled to
be completed in the fall of 2000.  In addition to the park, a
high school is in the process of construction.  It is however,
progressing slowly and its completion date is unknown as of this
time.  These types of public development in the area should
increase the quantity of automobile traffic around Orchard Park
and in turn should continue to assist with marketing efforts and
the overall occupancy.

     Operations continue to improve at Hidden Cove Apartments
(Hidden Cove) as evidenced by stabilized occupancy and increased
rental collections.  To date the property has been able to
complete minor capital improvements and fund its replacement
reserve account without financial assistance.  It is anticipated
that the property will be able to operate at breakeven, barring
any significant unforeseen repairs. The Operating General Partner
has historically been unsuccessful in securing refinancing
through local lenders. Refinancing will be attempted again in
2000 once the property has maintained stabilized occupancy
greater than 90% for a significant period of time.


                                    22




Central Parkway Towers (Central Parkway Towers), continues to
experience occupancy problems.  Overall physical occupancy at the
property in the first quarter of 2000 was 58%, a 2% decrease from
the fourth quarter figure of 60%. Management reports that the low
occupancy results from residents having more housing options
available to them.  The low occupancy continues to result in
operating deficits, accrued liabilities, and deferred
maintenance.  The Operating General Partner notified the
Investment General Partner in January 2000 of its intention not
to fund further operating shortfalls as its required
obligation  of  $600,000  had  been fulfilled.   Since  that  time  the
Operating  General Partner has become more willing  to  be  a  part  of
the   turnaround  solution.   Management  recently  signed  a  contract
with  the  city  for  a  15  unit  set  aside  -  this  represented  an
increase  over  its  previous commitment of 10  units.   The  increased
city  funding  was  retroactive  to January  1,  2000,  and  management
is  continuing  its  efforts  towards renegotiating  a  final  contract
with   the   County  Mental  Health  Board  to  increase  the  County's
commitment   beyond   15   units.   Management   has   also   initiated
discussions  with  the  Hamilton  County  Corrections  Board  regarding
its   interest  in  utilizing  a  portion  of  the  property's   units.
Management   continues   to  work  with  city,   state,   and   federal
agencies   to   expand   referrals  and   contracts.    It   has   also
accelerated  and  streamlined  its resident  application  process,  and
has   undertaken   advertising  in  an  attempt  to  locate   potential
residents.    The  Investment  General  Partner  initiated  discussions
with   the   lessor  in  March  2000  regarding  the  current  economic
position   of   the   property,   the  structure   of   the   Operating
Partnership, and the current lease payment.

    The Operating General Partner of Rainbow Housing Associates
(Rainbow Apartments) has notified the Investment General Partner
that the State Housing Credit Agency has filed Form 8823 with the
Internal Revenue Service indicating certain instances of non-
compliance with IRS Section 42 code and regulations. The
Operating General Partner engaged legal counsel to respond to the
content of Form 8823 and as of this date, that response was in
the final stages of completion.  At this time, the Operating
General Partner and its counsel do not anticipate an outcome that
would have a material effect on the Partnership.


      (Series 4).  As of March 31, 2000 and 1999, the Qualified
Occupancy for
the series was 100%.  The Series had a total of 25 properties at
March 31,
2000, all of which were at 100% qualified occupancy.

     For the tax years ended December 31, 1999 and 1998, the
Series, in
total, generated $2,360,937 and $2,355,182, respectively, in
passive income
tax losses that were passed through to the investors, and also
provided $0.95 and $1.23, respectively, in tax credits per BAC to
the investors.

     For the years ended December 31, 1999 and 1998 Series 4
reflects a net
loss from Operating Partnerships of $733,438 and $13,076,365,
respectively,  when adjusted for depreciation which is a non-cash
item.
In 1998 Unity Park Associates (Unity Park Phase II) and Central
Parkway Tower (Central Parkway Towers) had one time non-cash
impairment losses.  When adjusted for the loss, the Operating
Partnerships reflected a net loss of $680,222 for 1998.
Substantially all of the adjusted net loss for both years is
attributable to accrued mortgage interest not payable currently
by Unity Park Associates (Unity Park Phase II).  The Operating
Partnership has a forbearance agreement in place allowing the
property to pay minimal mortgage
payments while the property continues to accrue all interest
payments
due.



                                    23


     In addition, Unity Park Associates received loans from the
state housing agency, which were used to complete rehabilitation
work.  However, due to economic conditions in Niagra, NY, the
property remains unable to support itself without substantial
loans from the Operating General Partner.  The Operating General
Partner is seeking additional financial support from the New York
State Housing Finance Agency to help stabilize the property, but
has been unsuccessful to date.  At this time it is anticipated
the Unity Park Phase II
property will be transferred to the State of New York in August
or September 2000.  When the transfer occurs, the partnership
will incur recapture and interest penalties.  The Investment
General Partner has estimated the overall credit yield for 2000
to decrease by 0.5% to 1.0% as a result of the recapture.

     The Operating Partnership, Van Dyck Estates XVI-A (Van Dyck
Estates XVI-A) has improved operations while maintaining high
occupancy.  Although unable to fund a reserve for replacements,
it is anticipated that the property will be able to fund required
repairs without financial assistance from the Operating General
Partner.

      Central Parkway Towers (Central Parkway Towers), continues
to experience occupancy problems.  Overall physical occupancy at
the property in the first quarter of 2000 was 58%, a 2% decrease
from the fourth quarter figure of 60%. Management reports that
the low occupancy results from residents having more housing
options available to them.  The low occupancy continues to result
in operating deficits, accrued liabilities, and deferred
maintenance.  The Operating General Partner notified the
Investment General Partner in January 2000 of its intention not
to fund further operating shortfalls as its required obligation
of $600,000 had been fulfilled.  Since that time the Operating
General Partner has become more willing to be a part of the
turnaround solution.  Management recently signed a contract with
the city for a 15 unit set aside - this represented an increase
over its previous commitment of 10 units.  The increased city
funding was retroactive to January 1, 2000, and management is
continuing its efforts towards renegotiating a final contract
with the County Mental Health Board to increase the County's
commitment beyond 15 units.  Management has also initiated
discussions with the Hamilton County Corrections Board regarding
its interest in utilizing a portion of the property's units.
Management continues to work with city, state, and federal
agencies to expand referrals and contracts.  It has also
accelerated and streamlined its resident application process, and
has undertaken advertising in an attempt to locate potential
residents.  The Investment General Partner initiated discussions
with the lessor in March 2000 regarding the current economic
position of the property, the structure of the Operating
Partnership, and the current lease payment.

     The property owned by Haven Park Partners, A California L.P.
(Glenhaven Park II) continues to suffer from excessive operating
expenses compared to operating income.  In an attempt to reduce
operating expenses the Operating General Partner has been in
negotiations with a not-for-profit General Partner to provide
tenant services and coordinate leasing and community development.
Terms have been reached with respect to the installation of the
not-for-profit Managing General Partner.  As a result of repairs
to unit interiors, occupancy levels have stabilized.  At March
31, 2000 physical occupancy at Haven Park II was 93%.

      (Series 5).  As of March 31, 2000 and 1999, the Qualified
Occupancy for
the Series was 100%.  The Series had a total of 5 properties at
March 31, 2000, all of which were at 100% qualified occupancy.

      For the tax years ended December 31, 1999 and 1998, the
Series, in
total, generated $413,094 and $368,457, respectively, in passive
income tax
losses that were passed through to the investors, and also
provided $0.96 and $1.00, respectively, in tax credits per BAC to
the
investors.

                                    24

     For the years ended December 31, 1999 and 1998 Series 5
reflects a net
loss of $980,928 and $673,661, respectively, from Operating
Partnerships,
when adjusted for depreciation which is a non-cash item.

     Annadale Housing Partners (Kingsview Manor & Estates)
reported net losses due to operational issues associated with the
property.  In order to address these issues, the Operating
General Partner hired a consultant to assist management in
aggressively marketing the property.  In addition, the managing
agent hired a new on-site manager and leasing agent.  As a result
of the aforementioned changes, occupancy reached 92% as of
December 31, 1999 and 93.7% as of March 31, 2000.  Rental rates
at the property were increased.  In order to reduce operating
costs a loan restructure was finalized with the first mortgage
lender.  In exchange for a payment of $620,457, the monthly
mortgage payments were reduced by 79%, thereby alleviating the
property of a large monthly cash obligation.  The payment to the
first mortgage holder was funded through the sale of a portion of
the Operating Partnership's future credit stream.  With the
additional cash available, property operations are anticipated to
improve significantly from prior years.   As of March 31, 2000,
the property has been successful in maintaining break-even
operations, and the Investment General Partner continues to
monitor this situation closely.

     The property owned by Glenhaven Park Partners, A California
L.P. (Glenhaven Estates) continues to suffer from excessive
operating expenses compared to operating income.  In an attempt
to reduce operating expenses, the Operating General Partner has
been in negotiations with a not-for-profit General Partner to
provide tenant services and coordinate leasing and community
outreach.  Terms have been reached with respect to the
installation of the not-for-profit Managing General Partner.  As
a result of repairs to unit interiors, occupancy was expected to
stabilize, however due largely to tenant evictions, the property
has experienced high turnover.  Occupancy as of March 31, 2000
was 75%.

      (Series 6).  As of March 31, 2000 and 1999, the Qualified
Occupancy for
the series was 100%.  The Series had a total of 15 properties at
March 31, 2000, all of which were at 100% qualified occupancy.

     For the tax year ended December 31, 1999 and 1998, the
Series, in total,
generated $403,169 and $732,065, respectively, in passive income
tax losses
that were passed through to the investors, and also provided
$1.13 and $1.27, respectively, in tax credits per BAC to the
investors.

     For the years ended December 31, 1999 and 1998 Series 6
reflects a net income from Operating Partnerships of $707,845 and
$773,057 respectively, when adjusted for depreciation which is a
non-cash item.









                                    25

Recent Accounting Statements Not Yet Adopted
--------------------------------------------

   In December 1999, the Financial Accounting Standards Board
(FASB) issued SFAS No. 136, "Transfers of Assets to a Not-For-
Profit Organization or Charitable Trust that Raises of Holds
Contributions for Others," and in June 1999, the FASB issued SFAS
No. 137, "Accounting for Derivative Instruments and Hedgers
Activities-Deferral of the Effective Date of SFAS No. 133".

   SFAS No. 136 is generally effective for periods beginning
after December 15, 1999 and SAFS 137 is effective upon issuance
in June 1999.

   The Fund does not have any derivative or hedging activities
and is not a not-for-profit organization.  Consequently, these
pronouncements are not expected to have any effect on the Fund's
financial statements.

Year 2000 Compliance
--------------------
    Boston Capital and its management did not experience any
computer-related problems as a result of the century date change
known as the "Year 2000" or "Y2K"and therefore, there was no
impact on our investors.


































                                     26

Item 7a.     Quantitative and Qualitative Disclosure About Market
Risk- Not                Applicable




Item 8.      Financial Statements and Supplementary Data

      The information required by this item is contained in Part
IV, Item 14
of this Annual Report on Form 10-K.

Item 9.      Changes in and Disagreements with Accountants on
Accounting and
             Financial Disclosure

             None.










































                                    27


                                   PART III
                                   --------
Item 10.    Directors and Executive Officers of the Registrant

    (a), (b), (c), (d) and (e)

    The Partnership has no directors or executives officers of
its own.  The following biographical information is presented for
the partners of the General Partners and affiliates of those
partners (including Boston Capital Partners, Inc. ("Boston
Capital")) with principal responsibility for the Partnership's
affairs.

    Herbert  F.  Collins, age 70, is co-founder  and  Chairman  of  the
Board   of   Boston   Capital  Corporation.  Nominated   by   President
Clinton  and  confirmed  by  the  United  States  Senate,  Mr.  Collins
served   as  the  Republican  private  sector  member  of  the   Thrift
Depositor  Protection  Oversight  Board.   During  1990  and  1991   he
served  as  Chairman  of the Board of Directors for  the  Federal  Home
Loan  Bank  of  Boston,  a  314-member,  $12-billion  central  bank  in
New  England.   Mr.  Collins is co-founder and past  president  of  the
Coalition  for  Rural  Housing  and  Development.   In  the  1980s   he
served  as  Chairman  of  the Massachusetts Housing  Policy  Commission
to  evaluate  current  programs and recommend  future  housing  policy.
Additionally,  he  served  as a member of the  Board  of  Directors  of
the  Metropolitan  Boston  Housing Partnership  and  on  the  Mitchell-
Danforth  Task  Force,  which helped structure  the  1990  federal  Tax
Credit  legislation.   Mr.  Collins  is  also  a  past  member  of  the
Board  of  Directors  of  the National Leased Housing  Association  and
has  served  as  member  of the U.S. Conference of  Mayors  Task  Force
on  "HUD  and  the Cities: 1995 and Beyond."  Mr. Collins  also  was  a
member  of  the  Fannie  Mae Housing Impact Advisory  Council  and  the
Republican  Housing  Opportunity  Caucus.   He  is  Chairman   of   the
Business  Advisory  Council,  and  a member  of  the  National  Council
of   State  Housing  Agencies  Tax  Credit  Commission.   Mr.   Collins
graduated  from  Harvard  College.  President  Bush  appointed  him  to
the  President's  Advisory  Committee  on  the  Arts  at  the  John  F.
Kennedy  Center  for  the Performing Arts.   He  is  a  leader  in  the
civic  community,  serving  on the Boards  of  Youthbuild  Boston,  the
Pine Street Inn and the I Have a Dream Foundation.

    John  P.  Manning,  age  51,  is co-founder,  President  and  Chief
Executive   Officer  of  Boston  Capital  Corporation,  where   he   is
primarily    responsible   for   strategic   planning   and    business
development.    In   addition   to  his  responsibilities   at   Boston
Capital,  Mr.  Manning  is  a proactive leader  in  the  industry.   He
served  in  1990  as  a  member  of the Mitchell-Danforth  Task  Force,
to  review  and  reform  the Low Income Housing  Tax  Credit.   He  was
the   founding   President  of  the  Affordable  Housing   Tax   Credit
Coalition,  is  a  former member of the board of  the  National  Leased
Housing   Association   and  sits  on  the  Advisory   Board   of   the
publication  Housing  and  Development  Reporter.   During  the   1980s
he   served   as   a   member  of  the  Massachusetts  Housing   Policy
Committee,  as  an  appointee  of the Governor  of  Massachusetts.   In
addition,  Mr.  Manning  has  testified  before  the  U.S.  House  Ways
and  Means  Committee  and the U.S. Senate Finance  Committee,  on  the
critical  role  of  the  private sector  in  the  success  of  the  Low
Income   Housing  Tax  Credit  Program.   In  1996,  President  Clinton
appointed  him  to  the  President's Advisory  Committee  on  the  Arts
at  the  John  F.  Kennedy Center for the Performing  Arts.   In  1998,
President  Clinton  also  appointed  Mr.  Manning  to  the  President's
Export   Council,  which  is  the  premiere  committee   comprised   of
major   corporate  CEOs  to  advise  the  President   in   matters   of
foreign  trade.   Mr.  Manning  is  also  a  member  of  the  Board  of
Directors  of  the  John  F. Kennedy Presidential  Library  in  Boston.
In  the  civic  community,  Mr. Manning is a  leader,  serving  on  the
Board  of  Youthbuild  Boston.  Mr. Manning is  a  graduate  of  Boston
College.





                                      28


    Richard  J.  DeAgazio,  age  55, is  Executive  Vice  President  of
Boston   Capital  Corporation,  Inc.,  and  is  President   of   Boston
Capital    Services,   Inc.,   Boston   Capital's    NASD    registered
broker/dealer.    Mr.  DeAgazio  formerly  served   on   the   national
Board   of   Governors  of  the  National  Association  of   Securities
Dealers  (NASD),  He  currently serves as  a  member  of  the  National
Adjudicatory  Council  of  the  NASD.  He  was  the  Vice  Chairman  of
the  NASD's  District  11  Committee, and served  as  Chairman  of  the
NASD's   Statutory  Disqualification  Subcommittee  of   the   National
Business  Conduct  Committee.   He  also  served  on  the  NASD   State
Liaison  Committee  and  the  Direct Participation  Program  Committee.
He  is  a  founder  and  past  President of the  National  Real  Estate
Investment   Association,   past   President   of   the   Real   Estate
Securities  and  Syndication  Institute  (Massachusetts  Chapter)   and
the  Real  Estate  Investment Association.   Prior  to  joining  Boston
Capital  in  1981,  Mr.  DeAgazio was the  Senior  Vice  President  and
Director  of  the  Brokerage  Division of  Dresdner  Securities  (USA),
Inc.,   an  international  investment  banking  firm  owned   by   four
major   European  banks,  and  was  a  Vice  President  of  Burgess   &
Leith/Advest.   He  has  been  a member of the  Boston  Stock  Exchange
since   1967.    He   is  on  the  Board  of  Directors   of   Kelmoore
Investment  Company  and  Kansas  City  Technologies,  Inc.   He  is  a
leader   in   the   community  and  serves  on  the  Business   Leaders
Council   of  the  Boston  Symphony,  Board  of  Directors  of   Junior
Achievement  of  Massachusetts,  the Board  of  Advisors  for  the  Ron
Burton  Training  Village  and  is  on  the  Board  of  Corporators  of
Northeastern    University.     He    graduated    from    Northeastern
University.

Christopher  W.  Collins,  age  43,  is  an  Executive  Vice  President
and   a   principal   of  Boston  Capital  Partners,   Inc.,   and   is
responsible   for,  among  other  areas,  overseeing   the   investment
portfolio   of   funds   sponsored   by   Boston   Capital   and    the
acquisition  of  real  estate investments  on  behalf  of  such  funds.
Mr.   Collins   has   had   extensive   experience   in   real   estate
development  activities,  having  founded  and  directed  the  American
Development  Group,  a  comprehensive  real  estate  development  firm,
and  has  also  had  extensive experience  in  the  area  of  acquiring
real  estate  investments.   He is on the Board  of  Directors  of  the
National  Multi-Housing  Council and  a  member  of  the  Massachusetts
Housing   Finance   Agency   Multi-Family   Advisory   Committee.    He
graduated from the University of New Hampshire.

Anthony A. Nickas, age 39, is Chief Financial Officer of Boston
Capital Partners, Inc., and serves as Chairman of the firm's
Operating Committee.  Mr. Nickas is responsible for all the
financial, accounting and operational functions of Boston Capital
and has spent the past thirteen years in the real estate
syndication and investment business. His prior responsibilities
at Boston Capital included management of finance and accounting
for the project development and property management affiliates.
Prior to joining Boston Capital in 1987, he was Assistant
Director of Accounting and Financial Reporting for the Yankee
Companies, Inc., and was an Audit Supervisor for Wolf & Company
of Massachusetts, P.C., a regional certified public accounting
firm based in Boston.  He graduated with honors from Norwich
University.

      (f)    Involvement in certain legal proceedings.

             None.

      (g)    Promoters and control persons.


                                     29

             None.

Item 11.     Executive Compensation

      (a), (b), (c), (d) and (e)

      The Partnership has no officers or directors.  However,
under the
terms of the Amended and Restated Agreement and Certificate of
Limited
Partnership of the Partnership, the Partnership has paid or
accrued
obligations to the General Partner and its affiliates for the
following
fees during the 1999 fiscal year:

      1.     An annual partnership management fee based on 0.375%
of the
             aggregate cost of all apartment complexes acquired
by the
             Operating Partnerships has been accrued as payable
to Boston
             Capital Asset Management Limited Partnership.  The
annual
             partnership management fees accrued during the year
ended March
             31, 2000 was $954,708.  Accrued fees are payable
without interest
             as sufficient funds become available.


      2.     The Partnership has reimbursed an affiliate of the
General
             Partner a total of $21,823 for amounts charged to
             operations during the year ended March 31, 2000.
The
             reimbursement includes, but may not be limited to
postage,
             printing, travel, and overhead allocations.

Item 12.     Security Ownership of Certain Beneficial Owners and
             Management

      (a)    Security ownership of certain beneficial owners.

      As of March 31, 2000, 9,800,600 BACs had been issued.  No
person
      is known to own beneficially in excess of 5% of the
outstanding
      BACs in any series.

      (b)    Security ownership of management.

      The General Partner has a 1% interest in all Profits,
Losses,
      Credits and distributions of the Partnership.  The
Partnership's
      response to Item 12(a) is incorporated herein by reference.

      (c)    Changes in control.

      There exists no arrangement known to the Partnership the
operation
      of which may at a subsequent date result in a change in
control of
      the Partnership.  There is a provision in the Limited
Partnership
      Agreement which allows, under certain circumstances, the
ability
      to change control.

Item 13.     Certain Relationships and Related Transactions

      (a)    Transactions with management and others.


                                     30

      The Partnership has no officers or directors.  However,
under the
      terms of the public offering, various kinds of compensation
and
      fees are payable to the General Partner and its Affiliates
during
      the organization and operation of the Partnership.
Additionally,
      the General Partner will receive distributions from the
      partnership if there is cash available for distribution or
      residual proceeds as defined in the Partnership Agreement.
The
      amounts and kinds of compensation and fees are described on
pages
      32 to 33 of the Prospectus under the caption "Compensation
and
      Fees", which is incorporated herein by reference.  See Note
B of
      Notes to Financial Statements in Item 14 of this Annual
Report on
      Form  10-K for amounts accrued or paid to the General
Partner and
      its affiliates during the period from April 1, 1996 through
      March 31, 2000.

      (b)    Certain business relationships.

      The Partnership response to Item 13(a) is incorporated
herein by
      reference.

      (c)    Indebtedness of management.

      None.

      (d)    Transactions with promoters.

      Not applicable.

























                                    31

                                   PART IV
                                   -------
Item 14.     Exhibits, Financial Statement Schedules, and Reports
on
             Form 8-K

             (a)    1.  Financial Statements
                        --------------------
             Independent Auditors' Report

             Balance Sheets, March 31, 2000 and 1999

             Statements of Operations, Years ended March 31,
2000, 1999 and                1998

             Statements of Changes in Partners' Capital, Years
ended
             March 31, 2000, 1999, and 1998

          Statements of Cash Flows, Years ended March 31, 2000,
          1999 and    1998

             Notes to Financial Statements, March 31, 2000, 1999,
and
             1998


             (a)    2.  Financial Statement Schedules
                        -----------------------------
             Schedule III - Real Estate and Accumulated
Depreciation

             Notes to Schedule III

             Schedules not listed are omitted because of the
absence of
             the conditions under which they are required or
because the
             information is included in the financial statements
or the
             notes hereto.

             (a)    3.  Exhibits (listed according to the number
             assigned in the table in Item 601 of Regulation S-K)

                    Exhibit No. 3 - Organization Documents

                    a.     Certificate of Limited Partnership of
                    Boston Capital Tax Credit Fund Limited
Partnership.
                    (Incorporated by reference from Exhibit 3 to
the
                    Partnership's Registration Statement No.
33-22505
                    on Form S-11 as filed with the Securities and
                    Exchange Commission on June 20, 1988.)

                    Exhibit No. 4 - Instruments defining the
rights of
                    security holders, including indentures.



                                    32

                    a.     Agreement of Limited Partnership of
Boston
                    Capital Tax Credit Fund Limited Partnership.
                    (Incorporated by reference from Exhibit 4 to
                    Amendment No. 1 to the Partnership's
Registration
                    Statement No. 33-22505 on Form S-11 as filed
with
                    the Securities and Exchange Commission on
August
                    25, 1988.)

                    Exhibit No. 10 - Material contracts.

                    a.     Beneficial Assignee Certificate.
                    (Incorporated by reference from Exhibit 10A
to
                    Amendment No. 1 to the Partnership's
Registration
                    Statement No. 33-22505 on Form S-11 as filed
with
                    the Securities and Exchange Commission on
August 25,
                    1988.)

      (b)    Reports on Form 8-K
             -------------------
             There were no reports on Form 8-K filed during the
             quarter ended March 31, 2000.

      (c)    Exhibits
             --------
             The list of exhibits required by Item 601 of
Regulation S-K
             is included in Item 14(a)(3).

      (d)    Financial Statement Schedules
             -----------------------------
             See Item 14(a) 1 and 2 above.

      (e)    Independent Auditors' Reports of Operating Limited
             Partnerships



















                                     33

                                  SIGNATURES
                                  ----------
      Pursuant to the requirements of Section 13 of the
Securities
Exchange Act of 1934, the Partnership has duly caused this Report
to be
signed on its behalf by the undersigned, thereunto duly
authorized.

                           Boston Capital Tax Credit Fund Limited
                           Partnership

                  By:            Boston Capital Associates
Limited
                                 Partnership, General Partner

                  By:            Boston Capital Associates



Date: July 10, 2000                  By:/s/ John P. Manning

----------------------------
                                        John P. Manning


                                     By:/s/ Herbert F. Collins

----------------------------
                                        Herbert F. Collins

    Pursuant to the requirements of the Securities Exchange Act
of
1934, this report has been signed below by the following persons
on
behalf of the Partnership and in the capacities and on the dates
indicated:


DATE:             SIGNATURE:                   TITLE:


July 10, 2000  /s/ John P. Manning              General Partner
and
               ------------------------         Principal
Executive
               John P. Manning                  Officer,
Principal
                                                Financial Officer
and
                                                Principal
Accounting
                                                Officer of Boston
                                                Capital
Associates


              /s/ Herbert F. Collins            General Partner
and
              --------------------------        Principal
Executive
              Herbert F. Collins                Officer,
Principal
                                                Financial Officer
and
                                                Principal
Accounting
                                                Officer of Boston
                                                Capital
Associates


                                     34

                            SIGNATURES
                            ----------
    Pursuant to the requirements of Section 13 of the Securities
Exchange Act
of 1934, the Partnership has duly caused this Report to be signed
on its
behalf by the undersigned, thereunto duly authorized.

                  Boston Capital Tax Credit Fund Limited
                  Partnership

                  By:            Boston Capital Associates
                                 Limited Partnership, General
                                 Partner

                  By:            Boston Capital Associates



DATE: July 10, 2000                  By:______________________
                                         John P. Manning


                                     By:______________________
                                         Herbert F. Collins

    Pursuant to the requirements of the Securities Exchange Act
of
1934, this report has been signed below by the following persons
on
behalf of the Partnership and in the capacities and on the dates
indicated:

DATE:           SIGNATURE:                           TITLE:

                                               General Partner
and
July 10, 2000   __________________             Principal
Executive
                John P. Manning                Officer, Principal
                                               Financial Officer
and
                                               Principal
Accounting
                                               Officer of Boston
                                               Capital Associates


                                               General Partner
and
                __________________             Principal
Executive
                Herbert F. Collins             Officer, Principal
                                               Financial Officer
and
                                               Principal
Accounting
                                               Officer of Boston
                                               Capital Associates





                                      35
<PAGE>

                           FINANCIAL STATEMENTS AND
                         INDEPENDENT AUDITORS' REPORT

                         BOSTON CAPITAL TAX CREDIT FUND
                              LIMITED PARTNERSHIP -
                           SERIES 1 THROUGH SERIES 6

                            MARCH 31, 2000 AND 1999
<PAGE>

               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                                TABLE OF CONTENTS


                                                                          PAGE

        INDEPENDENT AUDITORS' REPORT                                       F-3

        FINANCIAL STATEMENTS

                 BALANCE SHEETS                                            F-5

                 STATEMENTS OF OPERATIONS                                  F-12

                 STATEMENTS OF CHANGES IN PARTNERS' CAPITAL                F-19

                 STATEMENTS OF CASH FLOWS                                  F-23

                 NOTES TO FINANCIAL STATEMENTS                             F-30

        SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION            F-67

        NOTES TO SCHEDULE III


Schedules not listed are omitted because of the absence of the conditions under
which they are required or because the information is included in the financial
statements or the notes thereto.

<PAGE>

                           Reznick Fedder & Silverman
           Certified Public Accountants * A Professional Corporation

          4520 East-West Highway * Suite 300 * Bethesda, MD 20814-3319
                       (301) 652-9100 * Fax (301) 652-1848


                         INDEPENDENT AUDITORS' REPORT


To the Partners
Boston Capital Tax Credit Fund
  Limited Partnership

        We  have  audited  the accompanying balance sheets of Boston Capital Tax
Credit  Fund  Limited  Partnership - Series 1 through Series 6, in total and for
each  series,  as  of  March  31,  2000  and 1999, and the related statements of
operations,   changes  in  partners'  capital  and  cash  flows  for  the  total
partnership  and  for each of the series for each of the three years ended March
31,   2000.    These   financial   statements  are  the  responsibility  of  the
partnership's  management.  Our responsibility is to express an opinion on these
financial  statements  based  on  our  audits.    We did not audit the financial
statements of certain operating limited partnerships in which Boston Capital Tax
Credit   Fund   Limited   Partnership  owns  a  limited  partnership   interest.
Investments  in  such  partnerships  comprise  the  following percentages of the
assets  as of March 31, 2000 and 1999, and the limited partnership loss for each
of  the  three  years  ended March 31, 2000: Total 30% and 28% of the assets and
26%,  12% and 19% of the partnership loss; Series 1, 0% and 0% of the assets and
0%,  0%  and  0%  of the partnership loss; Series 2, 6% and 9% of the assets and
30%,  10%  and  25% of the partnership loss; Series 3, 24% and 42% of the assets
and 34%, 8% and 14% of the partnership loss; Series 4, 45% and 34% of the assets
and  27%, 20% and 34% of the partnership loss; Series 5, 0% and 0% of the assets
and  0%,  0%  and  0%  of the partnership loss; and Series 6, 20% and 24% of the
assets  and  10%, 20% and 23% of the partnership loss.  The financial statements
of  these  partnerships  were audited by other auditors, whose reports have been
furnished  to us, and our opinion, insofar as it relates to information relating
to these partnerships, is based solely on the reports of the other auditors.

        We  conducted  our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing  the  accounting  principles  used  and  significant estimates made by
management,  as well as evaluating the overall financial statement presentation.
We  believe  that  our  audits  and  the reports of the other auditors provide a
reasonable basis for our opinion.


                                       F-3
       In  our  opinion, based on our audits and the reports of other auditors,
the financial  statements  referred  to  above  present fairly, in all material
respects, the  financial  position  of  Boston  Capital Tax Credit Fund Limited
Partnership  - Series  1  through Series 6, in total and for each series, as of
March  31, 2000 and  1999,   and the results of their operations and their cash
flows  for  the  total  partnership and for each of the series for each  of the
three  years  ended  March  31,  2000,  in  conformity  with generally accepted
accounting principles.

       We  and other auditors have also audited the information included in the
related financial  statement  schedule listed in Form 10-K item 14(a) of Boston
Capital Tax  Credit  Fund Limited Partnership - Series 1 through Series 6 as of
March  31, 2000.   In our opinion, the schedule presents fairly the information
required  to be  set  forth  therein,  in  conformity  with  generally accepted
accounting principles.




Bethesda, Maryland
June 23, 2000









                                       F-4
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                                    BALANCE SHEETS


                                               March 31, 2000 and 1999



Total

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

2000                 1999

-------------------  -------------------
<S>
<C>                  <C>
                                                        ASSETS

INVESTMENTS IN OPERATING LIMITED                                               $
10,837,526    $      12,964,520
PARTNERSHIPS (notes A and C)

OTHER ASSETS

Cash and cash equivalents (notes A and E)
149,652              160,135
Other
1,070,618              721,229

------------------   ------------------
                                                                               $
12,057,796     $     13,845,884

==================    =================
                                          LIABILITIES AND PARTNERS' CAPITAL

LIABILITIES

Accounts payable - affiliates (note B)                                         $
8,033,544     $      6,969,091

------------------    -----------------
PARTNERS' CAPITAL (note A)
Assignor limited partner
Units of limited partnership interest consisting of
10,000,000 authorized beneficial assignee certificates
(BAC), $10 stated value, 9,800,600 issued to the
assignees at March 31, 2000 and 1999
-                    -

Assignees
Units of beneficial interest of the limited partnership interest
of the assignor limited partner, 9,800,600 issued and
outstanding at March 31, 2000 and 1999
4,833,921            7,657,936
General partner
(809,669)            (781,143)

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

4,024,252            6,876,793

------------------   ------------------
                                                                               $
12,057,796    $      13,845,884

==================   ==================
</TABLE>
                          (continued)

                              F-5
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6


                                              BALANCE SHEETS - CONTINUED

                                               March 31, 2000 and 1999



Series 1

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

2000                 1999

-------------------  -------------------
<S>
<C>                  <C>
                                                        ASSETS

INVESTMENTS IN OPERATING LIMITED                                              $
-     $          22,969
PARTNERSHIPS (notes A and C)

OTHER ASSETS

Cash and cash equivalents (notes A and E)
11,172                6,640
Other
68,113               68,113

------------------   ------------------
                                                                               $
79,285    $          97,722

==================   ==================
                                          LIABILITIES AND PARTNERS' DEFICIT

LIABILITIES

Accounts payable - affiliates (note B)                                         $
1,696,505    $       1,497,650

------------------   ------------------
PARTNERS' DEFICIT (note A)
Assignor limited partner
Units of limited partnership interest consisting of
10,000,000 authorized beneficial assignee certificates
(BAC), $10 stated value, 1,299,900 issued to the
assignees at March 31, 2000 and 1999
-                    -

Assignees

Units of beneficial interest of the limited partnership interest
of the assignor limited partner, 1,299,900 issued and
outstanding at March 31, 2000 and 1999
(1,487,824)          (1,272,705)

General partner
(129,396)            (127,223)

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

(1,617,220)          (1,399,928)


------------------   ------------------
                                                                               $
79,285    $          97,722

==================   ==================
</TABLE>

                          (continued)

                              F-6

<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                              BALANCE SHEETS - CONTINUED


                                               March 31, 2000 and 1999



Series 2

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

2000                 1999

-------------------  -------------------
<S>
<C>                  <C>
                                                        ASSETS

INVESTMENTS IN OPERATING LIMITED
$        494,972     $        731,325
PARTNERSHIPS (notes A and C)
OTHER ASSETS
Cash and cash equivalents (notes A and E)
4,403                5,497
Other
569,584              360,285

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

$      1,068,959     $      1,097,107

==================   ==================
                                          LIABILITIES AND PARTNERS' CAPITAL


LIABILITIES
Accounts payable - affiliates (note B)                                         $
562,376    $         479,154

------------------   ------------------
PARTNERS' CAPITAL (note A)
Assignor limited partner
Units of limited partnership interest consisting of
10,000,000 authorized beneficial assignee certificates
(BAC), $10 stated value, 830,300 issued to the
assignees at March 31, 2000 and 1999
-                    -

Assignees
Units of beneficial interest of the limited partnership interest
of the assignor limited partner, 830,300 issued and
outstanding at March 31, 2000 and 1999
570,860              681,116

General partner
(64,277)             (63,163)

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

506,583              617,953

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

$      1,068,959     $      1,097,107

==================   ==================

</TABLE>

                          (continued)

                              F-7
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                              BALANCE SHEETS - CONTINUED

                                               March 31, 2000 and 1999



Series 3

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

2000                 1999

------------------    -----------------
<S>
<C>                  <C>
                                                        ASSETS

INVESTMENTS IN OPERATING LIMITED                                               $
582,673     $      1,289,310
PARTNERSHIPS (notes A and C)


OTHER ASSETS
Cash and cash equivalents (notes A and E)
7,782                2,331
Other
41,661               41,861

------------------   ------------------
                                                                               $
632,116     $      1,333,502

==================   ==================
                                          LIABILITIES AND PARTNERS' DEFICIT

LIABILITIES
Accounts payable - affiliates (note B)                                         $
2,197,590     $      1,898,749

------------------   ------------------
PARTNERS' DEFICIT (note A)
Assignor limited partner
Units of limited partnership interest consisting of

10,000,000 authorized beneficial assignee certificates
(BAC), $10 stated value, 2,882,200 issued to the
assignees at March 31, 2000 and 1999
-                    -

Assignees
Units of beneficial interest of the limited partnership interest
of the assignor limited partner, 2,882,200 issued and
outstanding at March 31, 2000 and 1999
(1,297,906)            (307,681)

General partner
(267,568)            (257,566)

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

(1,565,474)            (565,247)

------------------   ------------------
                                                                               $
632,116    $       1,333,502

==================   ==================
</TABLE>

                          (continued)

                              F-8
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                              BALANCE SHEETS - CONTINUED


                                               March 31, 2000 and 1999



Series 4

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

2000                 1999

------------------  ------------------
<S>
<C>                  <C>
                                                        ASSETS

INVESTMENTS IN OPERATING LIMITED                                              $
5,684,221   $        6,648,529
PARTNERSHIPS (notes A and C)

OTHER ASSETS
Cash and cash equivalents (notes A and E)
5,558               10,320
Other
241,361              217,857

------------------   ------------------
                                                                               $
5,931,140    $       6,876,706

==================   ==================
                                          LIABILITIES AND PARTNERS' CAPITAL


LIABILITIES
Accounts payable - affiliates (note B)                                         $
2,099,012    $       1,801,996

------------------   ------------------
PARTNERS' CAPITAL (note A)
Assignor limited partner
Units of limited partnership interest consisting of
10,000,000 authorized beneficial assignee certificates
(BAC), $10 stated value, 2,995,300 issued to the
assignees at March 31, 2000 and 1999
-                    -

Assignees
Units of beneficial interest of the limited partnership interest
of the assignor limited partner, 2,995,300 issued and
outstanding at March 31, 2000 and 1999
4,053,911            5,284,067

General partner
(221,783)            (209,357)

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

3,832,128            5,074,710

------------------   ------------------
                                                                               $
5,931,140    $       6,876,706

==================   ==================
</TABLE>

                          (continued)

                              F-9
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                              BALANCE SHEETS - CONTINUED


                                               March 31, 2000 and 1999



Series 5

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

2000                 1999

------------------    -----------------
<S>
<C>                  <C>
                                                        ASSETS

INVESTMENTS IN OPERATING LIMITED                                               $
500,661    $         598,143
PARTNERSHIPS (notes A and C)

OTHER ASSETS

Cash and cash equivalents (notes A and E)
105,507              118,832
Other
149,899               33,113

------------------   ------------------
                                                                               $
756,067    $         750,088

==================   ==================
                                          LIABILITIES AND PARTNERS' CAPITAL

LIABILITIES

Accounts payable - affiliates (note B)                                         $
186,192    $         146,736

------------------   ------------------
PARTNERS' CAPITAL (note A)
Assignor limited partner
Units of limited partnership interest consisting of
10,000,000 authorized beneficial assignee certificates
(BAC), $10 stated value, 489,900 issued to the
assignees at March 31, 2000 and 1999
-                    -

Assignees
Units of beneficial interest of the limited partnership interest
of the assignor limited partner, 489,900 issued and
outstanding at March 31, 2000 and 1999
605,927              639,069
General partner
(36,052)             (35,717)

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

569,875              603,352

------------------   ------------------
                                                                               $
756,067    $         750,088

==================   ==================
</TABLE>

                          (continued)

                              F-10
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                              BALANCE SHEETS - CONTINUED


                                               March 31, 2000 and 1999



Series 6

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

2000                 1999

-----------------    -----------------
<S>
<C>                  <C>
                                                        ASSETS
INVESTMENTS IN OPERATING LIMITED                                               $
3,574,999    $       3,674,244
PARTNERSHIPS (notes A and C)


OTHER ASSETS
Cash and cash equivalents (notes A and E)
15,230               16,515
Other
-                    -

------------------   ------------------
                                                                               $
3,590,229    $       3,690,759

==================   ==================
                                          LIABILITIES AND PARTNERS' CAPITAL

LIABILITIES

Accounts payable - affiliates (note B)                                         $
1,291,869    $       1,144,806

------------------   ------------------
PARTNERS' CAPITAL (note A)
Assignor limited partner
Units of limited partnership interest consisting of
10,000,000 authorized beneficial assignee certificates
(BAC), $10 stated value, 1,303,000 issued to the
assignees at March 31, 2000 and 1999
-                    -

Assignees
Units of beneficial interest of the limited partnership interest
of the assignor limited partner, 1,303,000 issued and
outstanding at March 31, 2000 and 1999
2,388,953            2,634,070

General partner
(90,593)             (88,117)

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

2,298,360            2,545,953

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

$      3,590,229     $      3,690,759

==================   ==================
</TABLE>


               See notes to financial statements


                              F-11
<PAGE>
<TABLE>
                                 Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                              STATEMENTS OF OPERATIONS

                                      Years ended March 31, 2000, 1999 and 1998


Total

--------------------------------------------------------------
                                                               2000
1999                 1998
                                                       -------------------
-------------------   ------------------
<S>                                                       <C>
<C>                   <C>
Income
Interest income                                        $            3,362    $
4,355    $          16,039
Miscellaneous income                                                  888
-                   813
                                                       -------------------
-------------------   ------------------
Total income                                                        4,250
4,355               16,852
                                                       -------------------
-------------------   ------------------
Share of losses from operating limited                                     *
partnerships (note A)                                          (1,797,917)
(4,256,419)          (4,676,547)
                                                       -------------------
-------------------   ------------------
Expenses
Professional fees                                                  76,724
87,427               90,270
Partnership management fee (note B)                               914,669
919,866              922,872
Impairment loss (note A)                                                -
4,017,052                    -
General and administrative expenses (note B)                       67,481
64,179               83,140
                                                       -------------------
-------------------   ------------------
                                                                1,058,874
5,088,524            1,096,282
                                                       -------------------
-------------------   ------------------
NET LOSS (note A)                                       $      (2,852,541)    $
(9,340,588)   $      (5,755,977)
                                                       ===================
===================   ==================
Net loss allocated to general partner                   $         (28,526)    $
(93,405)   $         (57,559)
                                                       ===================
===================   ==================
Net loss allocated to assignees                         $      (2,824,015)    $
(9,247,183)   $      (5,698,418)
                                                       ===================
===================   ==================
Net loss per BAC                                        $           (0.29)    $
(0.94)   $           (0.58)
                                                       ===================
===================   ==================

* Net of $325,793 gain from sale of a portion of an operating limited
partnership.

</TABLE>
                          (continued)
                              F-12
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF OPERATIONS - CONTINUED

                                      Years ended March 31, 2000, 1999 and 1998


Series 1

----------------------------------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------- -------------------
<S>                                                           <C>
<C>                 <C>
Income
Interest income                                            $             190   $
266  $              629
Miscellaneous income                                                     842
-                   -
                                                           ------------------
------------------- -------------------
Total income                                                           1,032
266                 629
                                                           ------------------
------------------- -------------------
Share of losses from operating limited
partnerships (note A)                                                (24,367)
(16,041)            (78,739)
                                                           ------------------
------------------- -------------------
Expenses
Professional fees                                                     13,089
16,459              16,896
Partnership management fee (note B)                                  171,604
175,604             173,604
Impairment loss (note A)                                                 -
-                   -
General and administrative expenses (note B)                           9,264
8,047              10,781
                                                           ------------------
------------------- -------------------
                                                                     193,957
200,110             201,281
                                                           ------------------
------------------- -------------------
NET LOSS (note A)                                           $       (217,292)
$       (215,885)   $       (279,391)
                                                           ==================
=================== ===================
Net loss allocated to general partner                       $         (2,173)
$         (2,159)   $         (2,794)
                                                           ==================
=================== ===================
Net loss allocated to assignees                             $       (215,119)
$       (213,726)   $       (276,597)
                                                           ==================
=================== ===================
Net loss per BAC                                            $          (0.17)
$          (0.17)   $          (0.21)
                                                           ==================
=================== ===================

</TABLE>
                          (continued)

                              F-13
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF OPERATIONS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 2

--------------------------------------------------------------
                                                                2000
1999                1998
                                                        -------------------
------------------- -------------------
<S>                                                        <C>
<C>                 <C>
Income
Interest income                                         $              151     $
115  $               37
Miscellaneous income                                                     -
-                   -
                                                        -------------------
------------------- -------------------
Total income                                                           151
115                  37
                                                        -------------------
------------------ -------------------
Share of losses from operating limited                                      *
partnerships (note A)                                              (26,254)
(280,980)           (263,285)
                                                        -------------------
------------------- -------------------
Expenses
Professional fees                                                    9,604
10,797              11,579
Partnership management fee (note B)                                 67,362
67,362              66,362
Impairment loss (note A)                                                 -
876,844                   -
General and administrative expenses (note B)                         8,301
8,666              10,558
                                                        -------------------
------------------- -------------------
                                                                    85,267
963,669              88,499
                                                        -------------------
------------------- -------------------
NET LOSS (note A)                                        $        (111,370)
$      (1,244,534)  $        (351,747)
                                                        ===================
=================== ===================
Net loss allocated to general partner                    $          (1,114)
$         (12,445)  $          (3,517)
                                                        ===================
=================== ===================
Net loss allocated to assignees                          $        (110,256)
$      (1,232,089)  $        (348,230)
                                                        ===================
=================== ===================
Net loss per BAC                                         $           (0.13)
$           (1.48)  $           (0.42)
                                                        ===================
=================== ===================

* Net of $209,299 gain from sale of a portion of an operating limited
partnership.

</TABLE>

                          (continued)

                              F-14
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF OPERATIONS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 3

-----------------------------------------------------------
                                                                  2000
1999                1998
                                                          -------------------
------------------- -------------------
<S>                                                          <C>
<C>                 <C>

Income
Interest income                                           $              139   $
240  $           11,056

Miscellaneous income                                                      46
-                 560
                                                          -------------------
------------------- -------------------
Total income                                                             185
240              11,616
                                                          -------------------
------------------- -------------------
Share of losses from operating limited
partnerships (note A)                                               (705,513)
(2,166,577)         (2,619,755)
                                                          -------------------
------------------- -------------------
Expenses
Professional fees                                                     16,229
18,536              17,746
Partnership management fee (note B)                                  260,113
259,856             257,189
Impairment loss (note A)                                                 -
1,402,374                 -
General and administrative expenses (note B)                          18,557
17,593              22,643
                                                          -------------------
------------------- -------------------
                                                                     294,899
1,698,359             297,578
                                                          -------------------
------------------- -------------------

NET LOSS (note A)                                          $      (1,000,227)
$      (3,864,696)  $      (2,905,717)
                                                          ===================
=================== ===================
Net loss allocated to general partner                      $         (10,002)
$         (38,647)  $         (29,057)
                                                          ===================
=================== ===================
Net loss allocated to assignees                            $        (990,225)
$      (3,826,049)  $      (2,876,660)
                                                          ===================
=================== ===================
Net loss per BAC                                           $           (0.34)
$           (1.33)  $           (1.00)
                                                          ===================
=================== ===================

</TABLE>

                          (continued)

                              F-15
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF OPERATIONS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 4

------------------------------------------------------------
                                                                  2000
1999                1998
                                                          -------------------
------------------- -------------------
<S>                                                          <C>
<C>                 <C>
Income
Interest income                                           $              171   $
200  $               82
Miscellaneous income                                                       -
-                 253
                                                          -------------------
------------------- -------------------
Total income                                                             171
200                 335
                                                          -------------------
------------------- -------------------
Share of losses from operating limited
partnerships (note A)                                               (964,308)
(1,449,290)         (1,048,912)
                                                          -------------------
------------------- -------------------
Expenses
Professional fees                                                     15,909
18,815              19,554
Partnership management fee (note B)                                  244,630
247,884             247,257
Impairment loss (note A)                                                 -
654,684                 -
General and administrative expenses (note B)                          17,906
16,664              21,498
                                                          -------------------
------------------- -------------------
                                                                     278,445
938,047             288,309
                                                          -------------------
------------------- -------------------
NET LOSS (note A)                                          $      (1,242,582)
$      (2,387,137)  $      (1,336,886)
                                                          ===================
=================== ===================
Net loss allocated to general partner                      $         (12,426)
$         (23,871)  $         (13,369)
                                                          ===================
=================== ===================
Net loss allocated to assignees                            $      (1,230,156)
$      (2,363,266)  $      (1,323,517)
                                                          ===================
=================== ===================
Net loss per BAC                                           $           (0.41)
$           (0.79)  $           (0.44)
                                                          ===================
=================== ===================

</TABLE>

                          (continued)

                              F-16
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF OPERATIONS - CONTINUED

                                      Years ended March 31, 2000, 1999 and 1998


Series 5

------------------------------------------------------------
                                                                2000
1999                1998
                                                         ------------------
------------------  ------------------
<S>                                                         <C>
<C>                 <C>
Income
Interest income                                          $           2,304
$           3,065   $           3,696
Miscellaneous income                                                     -
-                   -
                                                         ------------------
------------------  ------------------
Total income                                                         2,304
3,065               3,696
                                                         ------------------
------------------  ------------------
Share of losses from operating limited                                      *
partnerships (note A)                                               19,012
(124,175)           (135,018)
                                                         ------------------
------------------  ------------------
Expenses
Professional fees                                                    9,629
9,236              10,002
Partnership management fee (note B)                                 39,184
39,184              39,184
Impairment loss (note A)                                                 -
450,835                   -
General and administrative expenses (note B)                         5,980
6,226               9,104
                                                         ------------------
------------------  ------------------
                                                                    54,793
505,481              58,290
                                                         ------------------
------------------  ------------------
NET LOSS (note A)                                         $        (33,477)
$       (626,591)   $       (189,612)
                                                         ==================
==================  ==================
Net loss allocated to general partner                     $           (335)
$         (6,266)   $         (1,896)
                                                         ==================
==================  ==================
Net loss allocated to assignees                           $        (33,142)
$       (620,325)   $       (187,716)
                                                         ==================
==================  ==================
Net loss per BAC                                          $          (0.07)
$          (1.27)   $          (0.38)
                                                         ==================
==================  ==================

* Net of $116,494 gain from sale of a portion of an operating limited
partnership.

</TABLE>
                          (continued)
                              F-17
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF OPERATIONS - CONTINUED

                                      Years ended March 31, 2000, 1999 and 1998


Series 6

-----------------------------------------------------------
                                                                  2000
1999                1998
                                                          -------------------
-------------------  ------------------
<S>                                                         <C>
<C>                 <C>
Income
Interest income                                           $              407   $
469  $              539
Miscellaneous income                                                       -
-                   -
                                                          -------------------
-------------------  ------------------
Total income                                                             407
469                 539
                                                          -------------------
-------------------  ------------------
Share of losses from operating limited
partnerships (note A)                                                (96,487)
(219,356)           (530,838)
                                                          -------------------
-------------------  ------------------
Expenses
Professional fees                                                     12,264
13,584              14,493
Partnership management fee (note B)                                  131,776
129,976             139,276
Impairment loss (note A)                                                 -
632,315                 -
General and administrative expenses (note B)                           7,473
6,983               8,556
                                                          -------------------
-------------------  ------------------
                                                                     151,513
782,858             162,325
                                                          -------------------
-------------------  ------------------
NET LOSS (note A)                                           $       (247,593)
$      (1,001,745)   $       (692,624)
                                                          ===================
===================  ==================
Net loss allocated to general partner                       $         (2,476)
$         (10,017)   $         (6,926)
                                                          ===================
===================  ==================
Net loss allocated to assignees                             $       (245,117)
$        (991,728)   $       (685,698)
                                                          ===================
===================  ==================
Net loss per BAC                                            $          (0.19)
$           (0.76)   $          (0.53)
                                                          ===================
===================  ==================
</TABLE>
               See notes to financial statements

                              F-18
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                      STATEMENTS OF CHANGES IN PARTNERS' CAPITAL


                                      Years ended March 31, 2000, 1999 and 1998



General
                         Total                                 Assignees
partner               Total
-------------------------------------------                ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>
Partners' capital (deficit), March 31, 1997                $      22,603,537
$        (630,179)  $      21,973,358

Net loss                                                          (5,698,418)
(57,559)         (5,755,977)
                                                           ------------------
------------------  ------------------
Partners' capital (deficit), March 31, 1998                       16,905,119
(687,738)         16,217,381

Net loss                                                          (9,247,183)
(93,405)         (9,340,588)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 1999                        7,657,936
(781,143)          6,876,793

Net loss                                                          (2,824,015)
(28,526)         (2,852,541)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 2000               $        4,833,921
$        (809,669)  $       4,024,252
                                                          ===================
===================  ==================
</TABLE>

                          (continued)

                              F-19

<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                STATEMENTS OF CHANGES IN PARTNERS' CAPITAL -
CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



General
                Series 1                                       Assignees
partner               Total
-------------------------------------------                ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>
Partners' capital (deficit), March 31, 1997                $        (782,382)
$        (122,270)  $        (904,652)

Net loss                                                            (276,597)
(2,794)           (279,391)
                                                           ------------------
------------------  ------------------


Partners' capital (deficit), March 31, 1998                       (1,058,979)
(125,064)         (1,184,043)

Net loss                                                            (213,726)
(2,159)           (215,885)
                                                          -------------------
-------------------  ------------------

Partners' capital (deficit), March 31, 1999                       (1,272,705)
(127,223)         (1,399,928)


Net loss                                                            (215,119)
(2,173)           (217,292)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 2000                $      (1,487,824)
$       (129,396)  $      (1,617,220)
                                                          ===================
===================  ==================


</TABLE>
<TABLE>

General
                Series 2                                       Assignees
partner               Total
-------------------------------------------                ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>

Partners' capital (deficit), March 31, 1997               $        2,261,435
$         (47,201) $        2,214,234

Net loss                                                            (348,230)
(3,517)           (351,747)
                                                          -------------------
-------------------  ------------------

Partners' capital (deficit), March 31, 1998                        1,913,205
(50,718)          1,862,487

Net loss                                                          (1,232,089)
(12,445)         (1,244,534)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 1999                          681,116
(63,163)            617,953

Net loss                                                            (110,256)
(1,114)           (111,370)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 2000                $         570,860
$         (64,277)  $         506,583
                                                          ===================
===================  ==================
</TABLE>

                          (continued)

                              F-20
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                STATEMENTS OF CHANGES IN PARTNERS' CAPITAL -
CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



General
                  Series 3                                     Assignees
partner               Total
-------------------------------------------                ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>

Partners' capital (deficit), March 31, 1997               $        6,395,028
$        (189,862) $        6,205,166

Net loss                                                          (2,876,660)
(29,057)         (2,905,717)
                                                          -------------------
-------------------  ------------------

Partners' capital (deficit), March 31, 1998                        3,518,368
(218,919)          3,299,449

Net loss                                                          (3,826,049)
(38,647)         (3,864,696)
                                                          -------------------
-------------------  ------------------

Partners' capital (deficit), March 31, 1999                         (307,681)
(257,566)           (565,247)

Net loss                                                            (990,225)
(10,002)         (1,000,227)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 2000                $      (1,297,906)
$        (267,568)  $      (1,565,474)
                                                          ===================
===================  ==================

</TABLE>

<TABLE>

General
                        Series 4                               Assignees
partner               Total
-------------------------------------------                ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>

Partners' capital (deficit), March 31, 1997               $        8,970,850
$        (172,117)  $        8,798,733

Net loss                                                          (1,323,517)
(13,369)         (1,336,886)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 1998                        7,647,333
(185,486)           7,461,847

Net loss                                                          (2,363,266)
(23,871)         (2,387,137)
                                                          -------------------
-------------------  ------------------

Partners' capital (deficit), March 31, 1999                        5,284,067
(209,357)          5,074,710

Net loss                                                          (1,230,156)
(12,426)         (1,242,582)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 2000               $        4,053,911
$        (221,783)  $       3,832,128
                                                          ===================
===================  ==================
</TABLE>

                          (continued)

                              F-21
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                STATEMENTS OF CHANGES IN PARTNERS' CAPITAL -
CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998


General
                 Series 5                                      Assignees
partner               Total
-------------------------------------------                ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>

Partners' capital (deficit), March 31, 1997               $        1,447,110
$         (27,555) $        1,419,555

Net loss                                                            (187,716)
(1,896)           (189,612)
                                                          -------------------
-------------------  ------------------


Partners' capital (deficit), March 31, 1998                        1,259,394
(29,451)          1,229,943

Net loss                                                            (620,325)
(6,266)           (626,591)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 1999                          639,069
(35,717)            603,352

Net loss                                                             (33,142)
(335)            (33,477)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 2000               $          605,927
$         (36,052)  $         569,875
                                                          ===================
===================  ==================



</TABLE>
<TABLE>

General
                Series 6                                       Assignees
partner               Total
-------------------------------------------                ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>

Partners' capital (deficit), March 31, 1997               $        4,311,496
$         (71,174) $        4,240,322

Net loss                                                            (685,698)
(6,926)           (692,624)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 1998                        3,625,798
(78,100)          3,547,698

Net loss                                                            (991,728)
(10,017)         (1,001,745)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 1999                        2,634,070
(88,117)          2,545,953

Net loss                                                            (245,117)
(2,476)           (247,593)
                                                          -------------------
-------------------  ------------------
Partners' capital (deficit), March 31, 2000               $        2,388,953
$         (90,593)  $       2,298,360
                                                          ===================
===================  ==================
</TABLE>

               See notes to financial statements

                              F-22
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                               STATEMENTS OF CASH FLOWS


                                      Years ended March 31, 2000, 1999 and 1998



Total
                                                           ---------------------
--------------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------  ------------------
<S>                                                        <C>
<C>                 <C>
Cash flows from operating activities
Net loss                                                   $      (2,852,541)
$      (9,340,588)  $      (5,755,977)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities

Distributions from operating limited
partnerships                                                           4,682
9,839               3,129

Share of losses from operating limited
partnerships                                                       2,123,710
4,256,419           4,676,547

Impairment loss                                                          -
4,017,052                 -

Other assets                                                        (349,389)
(48,790)           (113,711)
Accounts payable and accrued expenses                              1,064,453
1,089,318           1,142,268
                                                          -------------------
-------------------  ------------------
Net cash provided by (used in)
operating activities                                                  (9,085)
(16,750)            (47,744)
                                                          -------------------
-------------------  ------------------
Cash flows from investing activities
Capital contributions paid to operating
limited partnerships                                                  (1,398)
-                   -
                                                          -------------------
-------------------  ------------------
Net cash used in investing activities                                 (1,398)
-                   -
                                                          -------------------
-------------------  ------------------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS                                            (10,483)
(16,750)            (47,744)

Cash and cash equivalents, beginning                                 160,135
176,885             224,629
                                                          -------------------
-------------------  ------------------
Cash and cash equivalents, end                            $          149,652   $
160,135   $         176,885
                                                          ===================
===================  ==================
</TABLE>
                          (continued)

                              F-23

<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF CASH FLOWS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 1
                                                           ---------------------
-------------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>

Cash flows from operating activities
Net loss                                                   $        (217,292)
$        (215,885)  $        (279,391)

Adjustments to reconcile net loss to net cash
provided by (used in) operating activities

Distributions from operating limited
partnerships                                                             -
-                   -

Share of losses from operating limited
partnerships                                                          24,367
16,041              78,739

Impairment loss                                                          -
-                   -

Other assets                                                             -
-               (13,810)
Accounts payable and accrued expenses                                198,855
191,133             196,439
                                                          -------------------
-------------------  ------------------
Net cash provided by (used in)
operating activities                                                   5,930
(8,711)            (18,023)
                                                          -------------------
-------------------  ------------------
Cash flows from investing activities
Capital contributions paid to operating
limited partnerships                                                  (1,398)
-                  -
                                                          -------------------
-------------------  ------------------
Net cash used in investing activities                                 (1,398)
-                  -
                                                          -------------------
-------------------  ------------------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS                                              4,532
(8,711)            (18,023)


Cash and cash equivalents, beginning                                   6,640
15,351              33,374
                                                          -------------------
-------------------  ------------------
Cash and cash equivalents, end                             $          11,172   $
6,640   $          15,351
                                                          ===================
===================  ==================


</TABLE>

                          (continued)

                              F-24
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF CASH FLOWS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 2
                                                               -----------------
-----------------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>
Cash flows from operating activities
Net loss                                                   $        (111,370)
$      (1,244,534)  $        (351,747)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities

Distributions from operating limited
partnerships                                                             800
-                   -

Share of losses from operating limited
partnerships                                                         235,553
280,980             263,285


Impairment loss                                                          -
876,844                 -

Other assets                                                         (209,299)
-                   -
Accounts payable and accrued expenses                                  83,222
88,230              89,234
                                                          -------------------
-------------------  ------------------
Net cash provided by (used in)
operating activities                                                   (1,094)
1,520                 772
                                                          -------------------
-------------------  ------------------
Cash flows from investing activities
Capital contributions paid to operating
limited partnerships                                                      -
-                   -
                                                          -------------------
-------------------  ------------------

Net cash used in investing activities                                     -
-                   -
                                                          -------------------
-------------------  ------------------

NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS                                             (1,094)
1,520                 772

Cash and cash equivalents, beginning                                   5,497
3,977               3,205
                                                          -------------------
-------------------  ------------------
Cash and cash equivalents, end                             $           4,403
$           5,497   $           3,977
                                                          ===================
===================  ==================



</TABLE>

                          (continued)

                              F-25
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF CASH FLOWS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 3
                                                       -------------------------
---------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>
Cash flows from operating activities
Net loss                                                   $      (1,000,227)
$      (3,864,696)  $      (2,905,717)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities

Distributions from operating limited
partnerships                                                           1,124
52               3,129

Share of losses from operating limited
partnerships                                                         705,513
2,166,577           2,619,755

Impairment loss                                                          -
1,402,374                 -

Other assets                                                             200
-                   -
Accounts payable and accrued expenses                                298,841
283,691             295,334
                                                          -------------------
-------------------  ------------------
Net cash provided by (used in)
operating activities                                                   5,451
(12,002)             12,501
                                                          -------------------
-------------------  ------------------
Cash flows from investing activities
Capital contributions paid to operating
limited partnerships                                                      -
-                  -
                                                          -------------------
-------------------  ------------------
Net cash used in investing activities                                     -
-                  -
                                                          -------------------
-------------------  ------------------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS                                              5,451
(12,002)             12,501

Cash and cash equivalents, beginning                                   2,331
14,333               1,832
                                                          -------------------
-------------------  ------------------
Cash and cash equivalents, end                             $           7,782
$           2,331    $         14,333
                                                          ===================
===================  ==================




</TABLE>

                          (continued)

                              F-26
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF CASH FLOWS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 4
                                                       -------------------------
---------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>
Cash flows from operating activities
Net loss                                                   $      (1,242,582)
$      (2,387,137)  $      (1,336,886)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities

Distributions from operating limited
partnerships                                                             -
-                   -

Share of losses from operating limited
partnerships                                                         964,308
1,449,290           1,048,912

Impairment loss                                                          -
654,684                 -

Other assets                                                         (23,504)
(48,790)            (99,901)

Accounts payable and accrued expenses                                297,016
340,318             377,122
                                                           ------------------
-------------------  ------------------
Net cash provided by (used in)
operating activities                                                  (4,762)
8,365             (10,753)
                                                          -------------------
-------------------  ------------------
Cash flows from investing activities
Capital contributions paid to operating
limited partnerships                                                     -
-                   -
                                                          -------------------
-------------------  ------------------
Net cash used in investing activities                                    -
-                   -
                                                          -------------------
-------------------  ------------------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS                                             (4,762)
8,365             (10,753)

Cash and cash equivalents, beginning                                  10,320
1,955              12,708
                                                          -------------------
-------------------  ------------------
Cash and cash equivalents, end                             $           5,558
$         10,320   $           1,955
                                                          ===================
===================  ==================





</TABLE>

                          (continued)

                              F-27
<PAGE>

<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF CASH FLOWS - CONTINUED


                                      Years ended March 31, 2000, 1999 and 1998



Series 5
                                                       -------------------------
---------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>
Cash flows from operating activities
Net loss                                                   $         (33,477)
$       (626,591)   $       (189,612)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities

Distributions from operating limited
partnerships                                                             -
-                   -

Share of losses from operating limited
partnerships                                                          97,482
124,175             135,018

Impairment loss                                                          -
450,835                 -

Other assets                                                        (116,786)
-                   -
Accounts payable and accrued expenses                                 39,456
39,456              39,456
                                                          -------------------
-------------------  ------------------
Net cash provided by (used in)
operating activities                                                 (13,325)
(12,125)            (15,138)
                                                          -------------------
-------------------  ------------------
Cash flows from investing activities
Capital contributions paid to operating
limited partnerships                                                      -
-                   -
                                                          -------------------
-------------------  ------------------


Net cash used in investing activities                                    -
-                   -
                                                          -------------------
-------------------  ------------------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS                                            (13,325)
(12,125)            (15,138)

Cash and cash equivalents, beginning                                 118,832
130,957             146,095
                                                          -------------------
-------------------  ------------------
Cash and cash equivalents, end                              $        105,507
$        118,832    $        130,957
                                                          ===================
===================  ==================


</TABLE>
                          (continued)

                              F-28
<PAGE>
<TABLE>
                                  Boston Capital Tax Credit Fund Limited
Partnership
                                              Series 1 through Series 6

                                         STATEMENTS OF CASH FLOWS - CONTINUED

                                      Years ended March 31, 2000, 1999 and 1998



Series 6
                                                       -------------------------
---------------------------------
                                                                  2000
1999                1998
                                                           ------------------
------------------  -----------------
<S>                                                        <C>
<C>                 <C>
Cash flows from operating activities
Net loss                                                  $         (247,593)  $
(1,001,745)  $        (692,624)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities

Distributions from operating limited
partnerships                                                           2,758
9,787                 -

Share of losses from operating limited
partnerships                                                          96,487
219,356             530,838

Impairment loss                                                          -
632,315                 -

Other assets                                                             -
-                   -

Accounts payable and accrued expenses                                147,063
146,490             144,683
                                                          -------------------
-------------------  ------------------
Net cash provided by (used in)
operating activities                                                  (1,285)
6,203             (17,103)
                                                          -------------------
-------------------  ------------------
Cash flows from investing activities
Capital contributions paid to operating
limited partnerships                                                     -
-                   -
                                                          -------------------
-------------------  ------------------
Net cash used in investing activities                                    -
-                   -
                                                          -------------------
-------------------  ------------------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS                                             (1,285)
6,203             (17,103)


Cash and cash equivalents, beginning                                  16,515
10,312              27,415
                                                          -------------------
-------------------  ------------------
Cash and cash equivalents, end                            $           15,230   $
16,515   $          10,312
                                                          ===================
===================  ==================



</TABLE>

               See notes to financial statements

                              F-29
<PAGE>

               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                         NOTES TO FINANCIAL STATEMENTS

                         March 31, 2000, 1999 and 1998




NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
           POLICIES

   Boston  Capital  Tax  Credit  Fund  Limited  Partnership  (the "partnership")
   (formerly  American  Affordable  Housing  VI  Limited Partnership) was formed
   under  the  laws of the State of Delaware as of June 1, 1988, for the purpose
   of  acquiring,  holding,  and  disposing  of limited partnership interests in
   operating limited partnerships which have acquired, developed, rehabilitated,
   operate  and  own  newly  constructed,  existing  or  rehabilitated apartment
   complexes  which qualify for the Low-Income Housing Tax Credit established by
   the  Tax  Reform  Act  of  1986.  Certain of the apartment complexes may also
   qualify  for the Historic Rehabilitation Tax Credit for the rehabilitation of
   certified  historic  structures,  accordingly,  the  apartment  complexes are
   restricted  as  to  rent charges and operating methods and are subject to the
   provisions  of  Section 42(g)(2) of the Internal Revenue Code relating to the
   Rehabilitation  Investment Credit.  The general partner of the partnership is
   Boston Capital Associates Limited Partnership and the limited partner is BCTC
   Assignor Corp. (the assignor limited partner).

   Pursuant  to  the  Securities  Act of 1933, the partnership filed a Form S-11
   Registration Statement with the Securities and Exchange Commission, effective
   August  29,  1988,  which covered the offering (the "Public Offering") of the
   p a r t nership's  beneficial  assignee  certificates  ("BACs")  representing
   assignments  of  units  of the beneficial interest of the limited partnership
   interest  of  the  assignor  limited  partner.    The  partnership registered
   10,000,000  BACs  at  $10 per BAC for sale to the public in six series.  BACs
   sold in bulk were offered to investors at a reduced cost per BAC.

   In  accordance  with  the limited partnership agreement, profits, losses, and
   cash flow (subject to certain priority allocations and distributions) and tax
   credits are allocated 99% to the assignees and 1% to the general partner.

   Investments in Operating Limited Partnerships
   ---------------------------------------------
   The    partnership  accounts  for   its  investments  in  operating   limited
   partnerships  using the equity method of accounting.  Under the equity method
   of  accounting,  the partnership adjusts its investment cost for its share of
   each  operating  limited  partnership's  results  of  operations  and for any
   distributions  received  or  accrued.    However,  the partnership recognizes
   individual  operating  limited partnership losses only to the extent that the
   fund's  share of losses of the operating limited partnerships does not exceed
   the carrying amount of its investment.  Unrecognized losses will be suspended
   and offset against future individual operating limited partnership income.


                                     F-30
<PAGE>
               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                         March 31, 2000, 1999 and 1998





NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
            POLICIES (Continued)

   Investments in Operating Limited Partnerships (Continued)
   ---------------------------------------------
   A  loss  in  value of an investment in an operating limited partnership other
   than a temporary decline would be recorded as an impairment loss.  Impairment
   is  measured  by  comparing  the investment carrying amount to the sum of the
   total  amount  of  the remaining tax credits allocated to the partnership and
   the estimated residual value of the investment.  Accordingly, the partnership
   recorded  an  impairment  loss  of $4,017,052 during the year ended March 31,
   1999.

   Capital  contributions  to operating limited partnerships are adjusted by tax
   credit  adjusters.    Tax  credit  adjusters  are  defined  as adjustments to
   operating  limited  partnership  capital  contributions  due to reductions in
   actual  tax credits from those originally projected.  The partnership records
   tax  credit  adjusters  as  a  reduction  in  investment in operating limited
   partnerships and capital contributions payable.

   The  operating limited partnerships maintain their financial statements based
   on  a  calendar  year  and the partnership utilizes a March 31 year end.  The
   partnership records losses and income from the operating limited partnerships
   on  a  calendar  year basis which is not materially different from losses and
   income  generated  if  the operating limited partnerships utilized a March 31
   year end.

   The  partnership  records  capital  contributions  payable  to  the operating
   limited  partnerships  once there is a binding obligation to partnership of a
   specified   amount.    The  operating  limited  partnerships  record  capital
   contributions from the partnership when received.

   The partnership records acquisition costs as an increase in its investment in
   operating  limited partnerships.  Certain operating limited partnerships have
   not  recorded  the  acquisition  costs  as  a  capital  contribution from the
   partnership.  These differences are shown as reconciling items in note C.


   Cash Equivalents
   ----------------
   Cash  equivalents  include  repurchase  agreements  and money market accounts
   having  original  maturities  at date of acquisition of three months or less.
   The  carrying amounts approximate fair value because of the short maturity of
   these instruments.


                                     F-31
               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                         March 31, 2000, 1999 and 1998




NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
            POLICIES (Continued)


   Income Taxes
   ------------
   No provision or benefit for income taxes has been included in these financial
   statements  since taxable income or loss passes through to, and is reportable
   by, the general partner and assignees individually.


   Fiscal Year
   -----------
   For  financial  reporting  purposes the partnership uses a March 31 year end,
   whereas  for  income  tax reporting purposes, the partnership uses a calendar
   year.    The  operating  limited  partnerships  use  a calendar year for both
   financial and income tax reporting.


   Net Loss per Beneficial Assignee Certificate
   --------------------------------------------
   Net  loss  per  beneficial  assignee certificate is calculated based upon the
   number  of units outstanding.  The number of units outstanding in each series
   for each of the three years in the period ended March 31, 2000 is as follows:

<TABLE>
<S>                                                         <C>
 Series 1                                                          1,299,900
 Series 2                                                            830,300
 Series 3                                                          2,882,200
 Series 4                                                          2,995,300
 Series 5                                                            489,900
 Series 6                                                          1,303,000
                                                             ---------------
 Total                                                             9,800,600
                                                             ===============

</TABLE>

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



                                     F-32
<PAGE>


               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                         March 31, 2000, 1999 and 1998


NOTE A - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
            POLICIES (Continued)

   Recent Accounting Pronouncements
   --------------------------------
   In  June  1999,  the  Financial  Accounting  Standards  Board (FASB)  issued
   Statement of Financial  Accounting Standards (SFAS) No. 136,  "Transfers  of
   Assets  to a Not-for-Profit Organization  or  Charitable Trust  that  Raises
   or  Holds Contributions For Others," and  in June 1999, the FASB issued SFAS
   No. 137, "Accounting for  Derivative Instruments  and  Hedgers  Activities -
   Deferral of the Effective Date of SFAS No. 133."

   SFAS  No. 136 is generally effective for periods beginning after December 15,
   1999 and SFAS 137 is effective upon issuance in June 1999.

   The fund does not have any derivative or hedging activities and is not a not-
   for-profit organization.  Consequently, these pronouncements are not expected
   to have any effect on the fund's financial statements.

NOTE B - RELATED PARTY TRANSACTIONS

   During the years ended March 31, 2000, 1999 and 1998, the partnership entered
   into  several  transactions  with  various affiliates of the general partner,
   including  Boston  Capital  Partners,  Inc.,  Boston  Capital Services, Inc.,
   Boston  Capital  Holdings  Limited  Partnership,  and  Boston  Capital  Asset
   Management Limited Partnership, as follows:

   Boston  Capital Asset Management Limited Partnership is entitled to an annual
   partnership  management  fee  based  on  .375%  of  the aggregate cost of all
   apartment  complexes acquired by the operating limited partnerships, less the
   amount  of  certain partnership management and reporting fees paid or payable
   by the operating limited partnerships. The aggregate cost is comprised of the
   capital   contributions   made  by  each  series  to  the  operating  limited
   partnership  and  99%  of  the  permanent  financing at the operating limited
   partnership level.






                                     F-33
<PAGE>
               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                         March 31, 2000, 1999 and 1998




NOTE B - RELATED PARTY TRANSACTIONS (Continued)

   The  annual partnership management fee charged to operations net of reporting
   fees for the years ended March 31, 2000, 1999 and 1998 is as follows:

<TABLE>
                                                       2000               1999
1998
                                                ----------------
----------------   ----------------
<S>                                             <C>                <C>
<C>
Series 1                                        $        171,604   $
175,604   $        173,604
Series 2                                                  67,362
67,362             66,362
Series 3                                                 260,113
259,856            257,189
Series 4                                                 244,630
247,884            247,257
Series 5                                                  39,184
39,184             39,184
Series 6                                                 131,776
129,976            139,276
                                                ----------------
----------------   ----------------
                                                $        914,669   $
919,866   $        922,872
                                                ================
================   ================
</TABLE>

   General  and  administrative  expenses  incurred  by Boston Capital Partners,
   Inc.,  Boston  Capital Holdings Limited Partnership, and Boston Capital Asset
   Management  Limited  Partnership  were charged to each series' operations for
   the years ended March 31, 2000, 1999 and 1998 as follows:


<TABLE>
                                        2000               1999
1998
                                 ----------------   ----------------
----------------
<S>                              <C>                <C>                <C>
Series 1                        $           2,991  $           1,973  $
2,495
Series 2                                    3,983              3,784
5,108
Series 3                                    5,697              4,031
5,545
Series 4                                    5,626              4,442
6,129
Series 5                                      739              2,796
3,655
Series 6                                    2,787              1,973
2,329
                                 ----------------   ----------------
----------------
                                 $         21,823  $          18,999  $
25,261
                                 ================   ================
================
</TABLE>

   Accounts  payable  - affiliates at March 31, 2000 and 1999 represents general
   and  administrative  expenses,  partnership  management fees, and may include
   advances  which  are  noninterest  bearing  and  payable  to  Boston  Capital
   Partners,  Inc.,  Boston  Capital  Services,  Inc.,  Boston  Capital Holdings
   Limited  Partnership and Boston Capital Asset Management Limited Partnership.
   The  carrying  value  of  the accounts payable - affiliates approximates fair
   value.



                                     F-34
               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                         March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS

   At  March  31,  2000,  1999 and 1998, the partnership has limited partnership
   i n terests  in  105  operating  limited  partnerships  which  own  apartment
   complexes.   During the year ended March 31, 2000 the partnership disposed of
   a  portion of its interest in one of the operating limited partnerships owned
   by  Series  2  and Series 5.  The number of operating limited partnerships in
   which  the  partnership  has limited partnership interests at March 31, 2000,
   1999 and 1998 by series are as follows:

<TABLE>
<S>                                                     <C>
        Series 1                                                     19
        Series 2                                                      8
        Series 3                                                     33
        Series 4                                                     25
        Series 5                                                      5
        Series 6                                                     15
                                                       ----------------
        Total                                                       105
                                                       ================
</TABLE>





                                     F-35


<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  partnership's  investments  in  operating  limited  partnerships at
March 31, 2000 are summarized as
    follows:

Total

----------------
<S>
<C>
    Capital  contributions  paid  to  operating limited partnerships, net of tax
credit
    adjusters
$     69,626,749

    Acquisition costs of operating limited partnerships
11,976,945

    Syndication costs from operating limited partnerships
(45,526)

    Cumulative distributions from operating limited partnerships
(103,544)

    Impairment loss in investment in operating limited partnerships
(4,017,052)

    Cumulative losses from operating limited partnerships
(66,600,046)

-------------
    Investment in operating limited partnerships per balance sheets
10,837,526

    The   partnership  has    recorded  capital  contributions  to  the
operating  limited
    partnerships  during the year ended March 31, 2000, which have not been
included in the
    partnerships' capital account included in the operating limited
partnerships' financial
    statements as of December 31, 1999 (see note A).
(479,273)

    The  partnership  has recorded acquisition costs at March 31, 2000, which
have not been
    accounted for in the net assets of the operating limited partnerships (see
note A).             (829,599)

    The  partnership has recorded a share of losses from operating limited
partnerships for
    the  three  months  ended March 31, 2000, which the operating limited
partnerships have
    not  included  in  their capital accounts as of December 31, 1999 due to
different year
    ends (see note A).
1,466,033

    The  partnership  has  recorded low income housing tax credit adjusters not
recorded by
    operating limited partnerships (see note A).
182,948

    Equity  in losses from operating limited partnerships not recognizable under
the equity
    method of accounting (see note A).
(56,332,250)

    Impairment loss in investment in operating limited partnerships
4,017,052

    Other
599,233

----------------
    Equity per operating limited partnerships' combined financial statements
$   (40,538,330)

================


</TABLE>



                              F-36
<PAGE>
<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)

    The  partnership's  investments  in  operating  limited partnerships at
March 31, 2000 are summarized as
    follows:
                                                             Series 1
Series 2          Series 3
                                                        ----------------  ------
----------   ---------------
<S>                                                      <C>                <C>
<C>
    Capital  contributions  paid  to  operating limited
    partnerships, net of tax credit adjusters           $      9,037,551  $
5,565,026   $    20,710,406

    Acquisition    costs   of   operating   limited
    partnerships                                               1,569,525
1,005,656         3,486,122

    Syndication   costs   from   operating   limited
    partnerships                                                     -
-                 -

    Cumulative  distributions  from  operating  limited
    partnerships                                                  (4,140)
(6,246)          (48,075)

    Impairment  loss in investment in operating limited
    partnerships                                                     -
(876,844)       (1,402,374)

    Cumulative   losses   from   operating   limited
    partnerships                                             (10,602,936)
(5,192,620)      (22,163,406)
                                                          ---------------
----------------  ----------------
    Investment  in  operating  limited partnerships per
    balance sheets                                                   -
494,972           582,673

</TABLE>




                              F-37
<PAGE>
<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)

                                                             Series 1
Series 2          Series 3
                                                           ---------------   ---
-----------     -------------
<S>                                                        <C>               <C>
<C>
    The partnership has  recorded capital contributions
    to  the  operating  limited partnerships during the
    year  ended  March  31,  2000,  which have not been
    included   in  the  partnerships'  capital  account
    included  in  the  operating  limited partnerships'
    financial  statements  as of December 31, 1999 (see
    note A).                                                         -
(311,339)         (133,349)

    The  partnership  has recorded acquisition costs at
    March  31,  2000, which have not been accounted for
    in   the  net  assets   of  the  operating  limited
    partnerships (see note A).                                  (578,746)
(46,332)          116,865

    The partnership has recorded a share of losses from
    operating limited partnerships for the three months
    ended  March  31, 2000, which the operating limited
    partnerships  have  not  included  in their capital
    accounts  as  of December 31, 1999 due to different
    year ends (see note A).                                      667,397
-             798,636

    The partnership has recorded low income housing tax
    credit  adjusters not recorded by operating limited
    partnerships (see note A).                                    31,815
63,725            47,191

    Equity    in    losses   from   operating   limited
    partnerships  not  recognizable  under  the  equity
    method of accounting (see note A).                       (25,494,010)
(2,331,503)      (12,771,703)

    Impairment  loss in investment in operating limited
    partnerships                                                     -
876,844         1,402,374
    Other                                                         67,996
(152,348)          306,174
                                                         ----------------
----------------  ----------------
    Equity per operating limited partnerships' combined
    financial statements                                 $   (25,305,548)  $
(1,405,981)  $    (9,651,139)
                                                         ================
================  ================

</TABLE>


                              F-38
<PAGE>
<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  partnership's  investments  in  operating  limited partnerships at
March 31, 2000 are summarized as
    follows:
                                                             Series 4
Series 5          Series 6
                                                        ----------------  ------
----------  ----------------
<S>                                                     <C>              <C>
<C>
    Capital  contributions  paid  to  operating limited
    partnerships, net of tax credit adjusters           $     21,719,700  $
3,273,323  $      9,320,743

    Acquisition    costs   of   operating   limited
    partnerships                                               3,661,756
599,776         1,654,110

    Syndication   costs   from   operating   limited
    partnerships                                                     -
(45,526)              -


    Cumulative  distributions  from  operating  limited
    partnerships                                                 (12,414)
-             (32,669)

    Impairment  loss in investment in operating limited
    partnerships                                                (654,684)
(450,835)         (632,315)

    Cumulative    losses    from   operating    limited
    partnerships                                             (19,030,137)
(2,876,077)       (6,734,870)
                                                         ----------------
----------------  ----------------
    Investment  in  operating  limited partnerships per
    balance sheets                                             5,684,221
500,661         3,574,999

</TABLE>

                              F-39
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


                                                             Series 4
Series 5          Series 6
                                                         ----------------
----------------  ----------------
<S>                                                        <C>
<C>               <C>
    The partnership has  recorded capital contributions
    to  the  operating  limited partnerships during the
    year  ended  March  31,  2000,  which have not been
    included   in  the  partnerships'  capital  account
    included  in  the  operating  limited partnerships'
    financial  statements  as of December 31, 1999 (see
    note A).                                                         -
(34,585)              -

    The  partnership  has recorded acquisition costs at
    March  31,  2000, which have not been accounted for
    in   the  net   assets  of  the  operating  limited
    partnerships (see note A).                                  (647,983)
8,269           318,328

    The partnership has recorded a share of losses from
    operating limited partnerships for the three months
    ended  March  31, 2000, which the operating limited
    partnerships  have  not  included  in their capital
    accounts  as  of December 31, 1999 due to different
    year ends (see note A).                                          -
-                 -

    The partnership has recorded low income housing tax
    credit  adjusters not recorded by operating limited
    partnerships (see note A).                                    14,643
-              25,574


    Equity   in   losses    from   operating    limited
    partnerships  not  recognizable  under  the  equity
    method of accounting (see note A).                       (13,694,874)
(1,095,261)         (944,899)

    Impairment  loss in investment in operating limited
    partnerships                                                 654,684
450,835           632,315

    Other                                                        170,061
(2,212)          209,562
                                                         ----------------
----------------  ----------------
    Equity per operating limited partnerships' combined
    financial statements                                 $    (7,819,248)  $
(172,293) $      3,815,879
                                                         ================
================  ================


</TABLE>






                              F-40
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  partnership's  investments  in  operating  limited  partnerships at
March 31, 1999 are summarized as
    follows:

Total

----------------
<S>
<C>
    Capital  contributions  paid  to  operating limited partnerships, net of tax
credit
    adjusters
$     69,626,749

    Acquisition costs of operating limited partnerships
11,976,945

    Syndication costs from operating limited partnerships
(45,526)

    Cumulative distributions from operating limited partnerships
(100,260)

    Impairment loss in investment in operating limited partnerships
(4,017,052)

    Cumulative losses from operating limited partnerships
(64,476,336)

--------------
    Investment in operating limited partnerships per balance sheets
12,964,520

    The   partnership  has    recorded  capital  contributions  to  the
operating  limited
    partnerships  during the year ended March 31, 1999, which have not been
included in the
    partnerships' capital account included in the operating limited
partnerships' financial
    statements as of December 31, 1998 (see note A).
(483,748)


    The  partnership  has recorded acquisition costs at March 31, 1999, which
have not been
    accounted for in the net assets of the operating limited partnerships (see
note A).             (829,599)

    The  partnership has recorded a share of losses from operating limited
partnerships for
    the  three  months  ended March 31, 1999, which the operating limited
partnerships have
    not  included  in  their capital accounts as of December 31, 1998 due to
different year
    ends (see note A).
1,466,033

    The  partnership  has  recorded low income housing tax credit adjusters not
recorded by
    operating limited partnerships (see note A).
178,052

    Equity  in losses from operating limited partnerships not recognizable under
the equity
    method of accounting (see note A).
(48,628,797)

    Impairment loss in investment in operating limited partnerships
4,017,052

    Other
571,798

----------------
    Equity per operating limited partnerships' combined financial statements
$   (30,744,689)

================




</TABLE>







                              F-41
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  partnership's  investments  in  operating  limited partnerships at
March 31, 1999 are summarized as
    follows:
                                                             Series 1
Series 2          Series 3
                                                       -----------------  ------
----------  ---------------
<S>                                                    <C>                <C>
<C>
    Capital  contributions  paid  to  operating limited
    partnerships, net of tax credit adjusters           $      9,037,551  $
5,565,026   $    20,710,406

    Acquisition    costs   of   operating   limited
    partnerships                                               1,569,525
1,005,656         3,486,122

    Syndication   costs   from   operating   limited
    partnerships                                                     -
-                 -

    Cumulative  distributions  from  operating  limited
    partnerships                                                  (5,538)
(5,446)          (46,951)

    Impairment  loss in investment in operating limited
    partnerships                                                     -
(876,844)       (1,402,374)

    Cumulative    losses    from   operating   limited
    partnerships                                             (10,578,569)
(4,957,067)      (21,457,893)
                                                         ----------------
----------------  ----------------
    Investment  in  operating  limited partnerships per
    balance sheets                                                22,969
731,325         1,289,310






</TABLE>








                              F-42
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


                                                             Series 1
Series 2          Series 3
                                                          ---------------
----------------  ----------------
<S>                                                       <C>              <C>
<C>
    The partnership has  recorded capital contributions
    to  the  operating  limited partnerships during the
    year  ended  March  31,  1999,  which have not been
    included   in  the  partnerships'  capital  account
    included  in  the  operating  limited partnerships'
    financial  statements  as of December 31, 1998 (see
    note A).                                                         -
(311,339)         (133,349)


    The  partnership  has recorded acquisition costs at
    March  31,  1999, which have not been accounted for
    in    the  net  assets  of  the  operating  limited
    partnerships (see note A).                                  (578,746)
(46,332)          116,865

    The partnership has recorded a share of losses from
    operating limited partnerships for the three months
    ended  March  31, 1999, which the operating limited
    partnerships  have  not  included  in their capital
    accounts  as  of December 31, 1998 due to different
    year ends (see note A).                                      667,397
-             798,636

    The partnership has recorded low income housing tax
    credit  adjusters not recorded by operating limited
    partnerships (see note A).                                    31,815
63,725            47,191

    Equity    in    losses   from   operating   limited
    partnerships  not  recognizable  under  the  equity
    method of accounting (see note A).                       (21,585,032)
(1,775,191)      (11,499,087)

    Impairment  loss in investment in operating limited
    partnerships                                                     -
876,844         1,402,374

    Other                                                         69,393
(153,148)          306,402
                                                          ---------------
----------------  ----------------
    Equity per operating limited partnerships' combined
    financial statements                                  $  (21,372,204)  $
(614,116)  $    (7,671,658)
                                                          ===============
================  ================


</TABLE>









                              F-43
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  partnership's  investments  in  operating  limited partnerships at
March 31, 1999 are summarized as
    follows:
                                                             Series 4
Series 5          Series 6
                                                          ---------------
----------------  ----------------
<S>                                                       <C>              <C>
<C>
    Capital  contributions  paid  to  operating limited
    partnerships, net of tax credit adjusters           $     21,719,700  $
3,273,323  $      9,320,743

    Acquisition    costs   of   operating   limited
    partnerships                                               3,661,756
599,776         1,654,110

    Syndication   costs   from   operating   limited
    partnerships                                                     -
(45,526)              -

    Cumulative  distributions  from  operating  limited
    partnerships                                                 (12,414)
-             (29,911)

    Impairment  loss in investment in operating limited
    partnerships                                                (654,684)
(450,835)         (632,315)

    Cumulative    losses    from   operating   limited
    partnerships                                             (18,065,829)
(2,778,595)       (6,638,383)
                                                         ----------------
----------------  ----------------
    Investment  in  operating  limited partnerships per
    balance sheets                                             6,648,529
598,143         3,674,244







</TABLE>









                              F-44

<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


                                                             Series 4
Series 5          Series 6
                                                          ---------------
----------------  ----------------
<S>                                                       <C>              <C>
<C>
    The partnership has  recorded capital contributions
    to  the  operating  limited partnerships during the
    year  ended  March  31,  1999,  which have not been
    included   in  the  partnerships'  capital  account
    included  in  the  operating  limited partnerships'
    financial  statements  as of December 31, 1998 (see
    note A).                                                      (4,475)
(34,585)              -

    The  partnership  has recorded acquisition costs at
    March  31,  1999, which have not been accounted for
    in    the  net  assets  of  the  operating  limited
    partnerships (see note A).                                  (647,983)
8,269           318,328

    The partnership has recorded a share of losses from
    operating limited partnerships for the three months
    ended  March  31, 1999, which the operating limited
    partnerships  have  not  included  in their capital
    accounts  as  of December 31, 1998 due to different
    year ends (see note A).                                          -
-                 -

    The partnership has recorded low income housing tax
    credit  adjusters not recorded by operating limited
    partnerships (see note A).                                     9,747
-              25,574

    Equity   in   losses    from    operating   limited
    partnerships  not  recognizable  under  the  equity
    method of accounting (see note A).                       (12,420,643)
(821,784)         (527,060)
    Impairment  loss in investment in operating limited
    partnerships                                                 654,684
450,835           632,315

    Other                                                        141,794
(2,207)          209,564
                                                         ----------------
----------------  ----------------
    Equity per operating limited partnerships' combined
    financial statements                                 $    (5,618,347) $
198,671  $      4,332,965
                                                         ================
================  ================


</TABLE>





                              F-45
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The combined summarized balance sheets of the operating limited partnerships
at December 31, 1999 are as
    follows:

                                       COMBINED SUMMARIZED BALANCE SHEETS


                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------  ---------------
<S>                                      <C>               <C>              <C>
<C>
                 ASSETS

    Buildings and improvements, net
         of accumulated depreciation    $    183,877,894  $     17,383,580 $
19,988,811   $   46,817,054

    Land                                      14,208,150         1,586,098
1,123,628        3,788,603

    Other assets                              17,105,400         3,466,571
1,279,853        4,337,991
                                         ----------------  ----------------
----------------  ---------------
                                        $    215,191,444  $     22,436,249 $
22,392,292   $   54,943,648
                                         ================  ================
================  ===============
              LIABILITIES AND
             PARTNERS' CAPITAL


    Mortgages and construction
         loans payable                  $    218,997,833  $     44,732,966 $
19,082,646   $   54,891,236
    Accounts payable and accrued
         expenses                             37,725,502        11,815,977
2,134,488        6,782,150
    Other liabilities                         21,851,163         2,130,252
3,208,121        4,719,495
                                         ----------------  ----------------
----------------  ---------------
                                             278,574,498        58,679,195
24,425,255       66,392,881
                                         ----------------  ----------------
----------------  ---------------
    PARTNERS' CAPITAL
    Boston Capital Tax Credit
         Fund Limited Partnership            (40,538,330)      (25,305,548)
(1,405,981)      (9,651,139)
    Other partners                           (22,844,724)      (10,937,398)
(626,982)      (1,798,094)
                                         ----------------  ----------------
----------------  ---------------
                                             (63,383,054)      (36,242,946)
(2,032,963)     (11,449,233)
                                         ----------------  ----------------
----------------  ---------------
                                        $    215,191,444  $     22,436,249 $
22,392,292   $   54,943,648
                                         ================  ================
================  ===============



</TABLE>



                              F-46
<PAGE>
<TABLE>
                           Boston Capital Tax Credit Fund Limited Partnership
                                       Series 1 through Series 6

                               NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                     March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The combined summarized balance sheets of the operating limited partnerships
at December 31, 1999 are as follows:

                                       COMBINED SUMMARIZED BALANCE SHEETS -
CONTINUED


                                                        Series 4          Series
5          Series 6
                                                    ----------------
----------------  ----------------
<S>                                                 <C>               <C>
<C>
                       ASSETS

    Buildings and improvements, net of
         accumulated depreciation                  $     50,413,319  $
15,767,075  $     33,508,055

    Land                                                  4,061,697
880,396         2,767,728

    Other assets                                          3,899,520
451,851         3,669,614
                                                    ----------------
----------------  ----------------
                                                   $     58,374,536  $
17,099,322  $     39,945,397
                                                    ================
================  ================
         LIABILITIES AND PARTNERS' CAPITAL

    Mortgages and construction loans payable       $     54,492,442  $
14,201,111  $     31,597,432

    Accounts payable and accrued expenses                12,088,892
2,217,998         2,685,997
    Other liabilities                                     6,353,082
2,367,056         3,073,157
                                                    ----------------
----------------  ----------------
                                                         72,934,416
18,786,165        37,356,586
                                                    ----------------
----------------  ----------------
    PARTNERS' CAPITAL
    Boston Capital Tax Credit Fund Limited
         Partnership                                     (7,819,248)
(172,293)        3,815,879
    Other partners                                       (6,740,632)
(1,514,550)       (1,227,068)
                                                    ----------------
----------------  ----------------
                                                        (14,559,880)
(1,686,843)        2,588,811
                                                    ----------------
----------------  ----------------
                                                   $     58,374,536  $
17,099,322  $     39,945,397
                                                    ================
================  ================


</TABLE>


                              F-47
<PAGE>
<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                        March 31, 2000, 1999 and 1998

NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)

    The combined summarized balance sheets of the operating limited partnerships
at December 31, 1998 are as
    follows:

                                       COMBINED SUMMARIZED BALANCE SHEETS

                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------  ---------------
<S>                                      <C>               <C>              <C>
<C>
                 ASSETS

    Buildings and improvements, net
         of accumulated depreciation    $    194,949,386  $     21,098,092 $
20,521,506   $   49,132,905

    Land                                      14,208,150         1,586,098
1,123,628        3,788,603

    Other assets                              16,515,778         3,172,213
1,300,765        3,887,260
                                         ----------------  ----------------
----------------  ---------------
                                        $    225,673,314  $     25,856,403 $
22,945,899   $   56,808,768
                                         ================  ================
================  ===============
              LIABILITIES AND
             PARTNERS' CAPITAL

    Mortgages and construction
         loans payable                  $    219,637,005  $     44,898,225 $
18,744,558   $   55,084,402
    Accounts payable and accrued
         expenses                             32,774,050        10,704,448
1,694,183        5,957,055
    Other liabilities                         21,633,190         2,087,318
2,920,834        4,535,027
                                         ----------------  ----------------
----------------  ---------------
                                             274,044,245        57,689,991
23,359,575       65,576,484
                                         ----------------  ----------------
----------------  ---------------
    PARTNERS' CAPITAL
    Boston Capital Tax Credit
         Fund Limited Partnership            (30,744,689)      (21,372,204)
(614,116)      (7,671,658)
    Other partners                           (17,626,242)      (10,461,384)
200,440       (1,096,058)
                                         ----------------  ----------------
----------------  ---------------
                                             (48,370,931)      (31,833,588)
(413,676)      (8,767,716)
                                         ----------------  ----------------
----------------  ---------------
                                        $    225,673,314  $     25,856,403 $
22,945,899   $   56,808,768
                                         ================  ================
================  ===============


</TABLE>


                              F-48
<PAGE>

<TABLE>
                           Boston Capital Tax Credit Fund Limited Partnership
                                       Series 1 through Series 6

                               NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                     March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The combined summarized balance sheets of the operating limited partnerships
at December 31, 1998 are as follows:

                                       COMBINED SUMMARIZED BALANCE SHEETS -
CONTINUED


                                                        Series 4          Series
5          Series 6
                                                    ----------------
----------------  ----------------
<S>                                                 <C>               <C>
<C>
                       ASSETS

    Buildings and improvements, net of
         accumulated depreciation                  $     52,822,981  $
16,207,375  $     35,166,527

    Land                                                  4,061,697
880,396         2,767,728

    Other assets                                          4,088,211
425,409         3,641,920
                                                    ----------------
----------------  ----------------
                                                   $     60,972,889  $
17,513,180  $     41,576,175
                                                    ================
================  ================
         LIABILITIES AND PARTNERS' CAPITAL


    Mortgages and construction loans payable       $     54,677,453  $
13,923,268  $     32,309,099
    Accounts payable and accrued expenses                10,212,715
1,665,594         2,540,055
    Other liabilities                                     6,978,264
2,181,273         2,930,474
                                                    ----------------
----------------  ----------------
                                                         71,868,432
17,770,135        37,779,628
                                                    ----------------
----------------  ----------------
    PARTNERS' CAPITAL
    Boston Capital Tax Credit Fund Limited
         Partnership                                     (5,618,347)
198,671         4,332,965
    Other partners                                       (5,277,196)
(455,626)         (536,418)
                                                    ----------------
----------------  ----------------
                                                        (10,895,543)
(256,955)        3,796,547
                                                    ----------------
----------------  ----------------
                                                   $     60,972,889  $
17,513,180  $     41,576,175
                                                    ================
================  ================


</TABLE>



                              F-49
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  combined  summarized statements of operations of the operating limited
partnerships at December 31,
    1999 are as follows:

                                  COMBINED SUMMARIZED STATEMENTS OF OPERATIONS


                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------   --------------
<S>                                      <C>               <C>              <C>
<C>
    Revenue
    Rental
                                        $     33,142,955  $      5,525,500 $
1,830,157   $    8,111,737
    Interest and other
                                               2,693,424           218,484
405,251        1,093,778
                                         ----------------  ----------------
----------------   --------------

                                              35,836,379         5,743,984
2,235,408        9,205,515
    Expenses                             ----------------  ----------------
----------------   --------------

    Interest                                  14,203,595         1,488,722
1,642,224        3,410,197

    Depreciation and amortization              9,884,058         1,271,463
573,077        2,798,615

    Taxes and insurance                        3,815,051           750,280
186,841          826,622


    Repairs and maintenance                    6,644,604         1,276,601
581,960        1,426,796

    Operating expenses                        11,912,564         2,445,291
750,084        2,922,873

    Other expenses                             1,665,421           256,841
120,509          497,401
    Impairment loss                            2,664,144         2,664,144
-                -
                                         ----------------  ----------------
----------------   --------------
                                              50,789,437        10,153,342
3,854,695       11,882,504
                                         ----------------  ----------------
----------------   --------------
    NET LOSS                              $  (14,953,058)  $    (4,409,358) $
(1,619,287)   $  (2,676,989)
                                         ================  ================
================   ==============
    Net loss allocated to Boston
         Capital Tax Credit Fund
         Limited Partnership*            $   (10,178,945)  $    (3,936,028) $
(791,865)   $  (2,327,228)
                                         ================  ================
================   ==============
    Net   loss  allocated  to  other
    partners                             $    (4,774,113)  $      (473,330) $
(827,422)   $    (349,761)
                                         ================  ================
================   ==============

   *Amounts include $3,911,661, $556,312, $1,621,715, $1,274,231, $273,477 and
$417,839 for Series 1, Series
    2,  Series  3,  Series  4,  Series 5 and Series 6, respectively, of loss not
recognized under the equity
    method of accounting as described in note A.


</TABLE>




                              F-50
<PAGE>
<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  combined  summarized  statements  of  operations  of  the operating
limited partnerships at December 31, 1999
    are as follows:

                             COMBINED SUMMARIZED STATEMENTS OF OPERATIONS -
CONTINUED


                                                              Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>
    Revenue
    Rental                                               $      9,333,223   $
1,380,711  $     6,961,627
    Interest and other                                            313,477
254,815          407,619
                                                          ----------------
---------------- ----------------
                                                                9,646,700
1,635,526        7,369,246
    Expenses                                              ----------------
---------------- ----------------
    Interest                                                    3,768,339
1,387,700        2,506,413
    Depreciation and amortization                               2,947,249
448,960        1,844,694
    Taxes and insurance                                         1,144,962
107,287          799,059
    Repairs and maintenance                                     1,755,932
463,878        1,139,437
    Operating expenses                                          3,241,347
571,373        1,981,596
    Other expenses                                                469,558
86,216          234,896
    Impairment loss                                                   -
-                -
                                                          ----------------
---------------- ----------------
                                                               13,327,387
3,065,414        8,506,095
                                                          ----------------
---------------- ----------------
    NET LOSS                                              $    (3,680,687)  $
(1,429,888) $    (1,136,849)
                                                          ================
================ ================
    Net loss allocated to Boston
         Capital Tax Credit Fund
         Limited Partnership*                             $    (2,238,539)  $
(370,959) $      (514,326)
                                                          ================
================ ================
    Net loss allocated to other partners                  $    (1,442,148)  $
(1,058,929) $      (622,523)
                                                          ================
================ ================

    *Amounts  include  $3,911,661,  $556,312,  $1,621,715, $1,274,231, $273,477
and $417,839 for Series 1, Series 2,
     Series 3,  Series  4, Series 5 and Series 6, respectively, of loss not
recognized under the equity method of
     accounting as described in note A.

</TABLE>


                              F-51
<PAGE>
<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  combined  summarized statements of operations of the operating limited
partnerships at December 31,
    1998 are as follows:

                                  COMBINED SUMMARIZED STATEMENTS OF OPERATIONS


                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------   --------------
<S>                                      <C>               <C>              <C>
<C>
    Revenue
    Rental                              $     32,611,065  $      5,476,338 $
1,813,038   $    7,793,254
    Interest and other                         1,955,128           204,070
379,897          437,542
                                         ----------------  ----------------
----------------   --------------
                                              34,566,193         5,680,408
2,192,935        8,230,796
    Expenses
    Interest                                  13,745,034         1,460,249
1,319,051        3,484,379
    Depreciation and amortization             11,048,613         2,033,421
585,658        2,778,169
    Taxes and insurance                        3,941,585           793,154
186,362          903,295
    Repairs and maintenance                    6,396,684         1,214,687
468,981        1,530,945
    Operating expenses                        11,414,287         2,441,030
708,748        2,728,318
    Other expenses                             1,430,679           260,448
168,415          217,327
    Impairment loss                           32,826,270        16,100,127
-          4,330,000
                                         ----------------  ----------------
----------------   --------------
                                              80,803,152        24,303,116
3,437,215       15,972,433
                                         ----------------  ----------------
----------------   --------------
    NET LOSS                             $   (46,236,959)  $   (18,622,708) $
(1,244,280)   $  (7,741,637)
                                         ================  ================
================   ==============
    Net loss allocated to Boston
         Capital Tax Credit Fund
         Limited Partnership*            $   (28,696,904)  $   (12,160,235) $
(635,601)   $  (6,114,066)
                                         ================  ================
================   ==============
    Net   loss  allocated  to  other
    partners                             $   (17,540,055)  $    (6,462,473) $
(608,679)   $  (1,627,571)
                                         ================  ================
================   ==============

   *Amounts  include  $12,144,194,  $354,621,  $3,947,489,  $7,482,391,
$199,040 and $312,750 for Series 1,
    Series  2,  Series  3,  Series  4, Series 5 and Series 6, respectively, of
loss not recognized under the
    equity method of accounting as described in note A.
</TABLE>









                              F-52
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  combined  summarized  statements  of  operations  of  the operating
limited partnerships at December 31, 1998
    are as  follows:

                             COMBINED SUMMARIZED STATEMENTS OF OPERATIONS -
CONTINUED


                                                             Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>
    Revenue
    Rental                                               $      9,165,944  $
1,393,031 $      6,969,460
    Interest and other                                            342,479
251,970          339,170
                                                          ----------------
---------------- ----------------
                                                                9,508,423
1,645,001        7,308,630
    Expenses                                              ----------------
---------------- ----------------
    Interest                                                    3,786,804
1,131,728        2,562,823
    Depreciation and amortization                               3,360,783
456,647        1,833,935
    Taxes and insurance                                         1,173,513
107,767          777,494
    Repairs and maintenance                                     1,607,399
420,319        1,154,353
    Operating expenses                                          3,158,052
547,024        1,831,115
    Other expenses                                                462,877
111,824          209,788
    Impairment loss                                            12,396,143
-                -
                                                          ----------------
---------------- ----------------
                                                               25,945,571
2,775,309        8,369,508
                                                          ----------------
---------------- ----------------
    NET LOSS                                              $   (16,437,148)  $
(1,130,308) $    (1,060,878)
                                                          ================
================ ================
    Net loss allocated to Boston
         Capital Tax Credit Fund
         Limited Partnership*                             $    (8,931,681)  $
(323,215) $      (532,106)
                                                          ================
================ ================
    Net loss allocated to other partners                  $    (7,505,467)  $
(807,093) $      (528,772)
                                                          ================
================ ================

    *Amounts  include  $12,144,194,  $354,621, $3,947,489, $7,482,391, $199,040
and $312,750 for Series 1, Series 2,
     Series 3, Series  4, Series 5 and Series 6, respectively, of loss not
recognized under the equity method of
     accounting as described in note A.

</TABLE>




                              F-53
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)


    The  combined  summarized statements of operations of the operating limited
partnerships at December 31,
    1997 are as follows:

                                  COMBINED SUMMARIZED STATEMENTS OF OPERATIONS


                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------   --------------
<S>                                      <C>               <C>              <C>
<C>
    Revenue
    Rental                              $     32,090,480  $      5,326,223 $
1,762,463    $   7,613,646

    Interest and other                         1,394,722           165,121
149,460          326,048
                                         ----------------  ----------------
----------------   --------------
                                              33,485,202         5,491,344
1,911,923        7,939,694
    Expenses                             ----------------  ----------------
----------------   --------------
    Interest                                  13,010,664         1,416,716
986,462        3,289,198
    Depreciation and amortization             11,437,836         2,042,138
594,542        2,877,600
    Taxes and insurance                        4,130,868           881,234
213,975          947,948
    Repairs and maintenance                    6,015,894         1,246,489
466,003        1,450,704
    Operating expenses                        11,142,349         2,475,091
684,771        2,490,852
    Other expenses                             1,393,217           166,666
138,048          294,194
    Impairment loss                            4,392,825               -
-          4,392,825
                                         ----------------  ----------------
----------------   --------------
                                              51,523,653         8,228,334
3,083,801       15,743,321
                                         ----------------  ----------------
----------------   --------------
    NET LOSS                              $  (18,038,451)  $    (2,736,990) $
(1,171,878)    $ (7,803,627)
                                         ================  ================
================    =============
    Net loss allocated to Boston
         Capital Tax Credit Fund
         Limited Partnership*             $  (12,552,405)  $    (2,076,295) $
(614,408)    $ (6,638,393)
                                         ================  ================
================    =============
    Net   loss  allocated  to  other
    partners                              $   (5,486,046)  $      (660,695) $
(557,470)   $  (1,165,234)
                                         ================  ================
================    =============

   *Amounts  include $1,997,556, $351,123, $4,018,638, $1,267,427, $195,420 and
$45,694 for Series 1, Series
    2,  Series  3,  Series  4,  Series 5 and Series 6, respectively, of loss not
recognized under the equity
    method of accounting as described in note A.

</TABLE>






                              F-54
<PAGE>
<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED

                                        March 31, 2000, 1999 and 1998


NOTE C - INVESTMENTS IN OPERATING LIMITED PARTNERSHIPS (Continued)

    The  combined  summarized  statements  of  operations  of  the operating
limited partnerships at December 31, 1997
    are as follows:

                             COMBINED SUMMARIZED STATEMENTS OF OPERATIONS -
CONTINUED

                                                              Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>
    Revenue
    Rental                                               $      9,217,674  $
1,333,607 $      6,836,867
    Interest and other                                            300,810
74,014          379,269
                                                          ----------------
---------------- ----------------
                                                                9,518,484
1,407,621        7,216,136
    Expenses                                              ----------------
---------------- ----------------
    Interest                                                    3,825,987
908,733        2,583,568
    Depreciation and amortization                               3,497,204
457,497        1,968,855
    Taxes and insurance                                         1,144,373
136,130          807,208
    Repairs and maintenance                                     1,467,787
379,476        1,005,435
    Operating expenses                                          3,064,329
575,111        1,852,195
    Other expenses                                                545,511
48,364          200,434
    Impairment loss                                                   -
-                -
                                                          ----------------
---------------- ----------------
                                                               13,545,191
2,505,311        8,417,695
                                                          ----------------
---------------- ----------------
    NET LOSS                                              $    (4,026,707)   $
(1,097,690) $    (1,201,559)
                                                          ================
================ ================
    Net loss allocated to Boston
         Capital Tax Credit Fund
         Limited Partnership*                             $    (2,316,339)   $
(330,438) $      (576,532)
                                                          ================
================ ================
    Net loss allocated to other partners                  $    (1,710,368)   $
(767,252) $      (625,027)
                                                          ================
================ ================

    *Amounts  include  $1,997,556,  $351,123,  $4,018,638,  $1,267,427, $195,420
and $45,694 for Series 1, Series 2,
     Series 3, Series  4, Series 5 and Series 6, respectively, of loss not
recognized under the equity method of
     accounting as described in note A.

</TABLE>

                                        F-55
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
          TAX RETURN


    The  partnership's  net  loss  for  financial reporting and income tax
return purposes for the year ended
    March 31, 2000 is reconciled as follows:

                                              Total            Series 1
Series 2        Series 3
                                         ----------------  ----------------
----------------  --------------
<S>                                      <C>               <C>               <C>
<C>
    Net loss for financial reporting
         purposes                        $    (2,852,541)  $      (217,292)  $
(111,370)  $  (1,000,227)


    Add:  Related party expenses                     -                 -
-               -

              Other                              578,502            33,055
89,927             -
               Excess of book
                 depreciation over
                 tax depreciation on
                 operating limited
                 partnerships                        -                 -
-               -


    Less: Excess of tax depreciation
                over book depreciation
                on operating limited
                partnership assets            (1,404,996)         (574,281)
(185,317)       (154,491)
              Operating limited
                partnership loss not
                allowed for financial
                reporting under equity
                method of accounting          (8,006,431)       (3,911,661)
(556,312)     (1,608,911)
              Other                              (60,791)              -
-           (60,791)

              Related party expenses                 -                 -
-               -

    Impairment loss not recognized
         for tax purposes                      2,664,144         2,664,144
-               -

    Impairment loss in investment in
        operating limited partnerships               -                 -
-               -

    Difference due to fiscal year for
         book purposes and calendar
         year for tax purposes                  (369,550)             (428)
(210,211)         (3,583)

    Partnership management fees
         not deductible for tax
         purposes until paid                     954,708           180,864
69,240         269,988
                                         ----------------  ----------------
----------------  --------------
    Loss for income tax return
         purposes, year ended
         December 31, 1999               $    (8,496,955)  $    (1,825,599)  $
(904,043)  $  (2,558,015)
                                         ================  ================
================  ==============

</TABLE>





                              F-56
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  partnership's  net  loss for financial reporting and income tax return
purposes for the year ended March 31,
    2000 is reconciled as follows:

                                                              Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>

    Net loss for financial reporting purposes             $    (1,242,582)  $
(33,477) $      (247,593)

    Add:  Related party expenses                                      -
-                -

              Other                                               236,821
9,207          209,492
              Excess of book depreciation over tax
                   depreciation on operating limited
                   partnerships                                       -
-                -


    Less: Excess of tax depreciation over book
                   depreciation on operating limited
                   partnership assets                            (350,332)
(43,539)         (97,036)
              Operating limited partnership loss not
                   allowed for financial reporting
                    under equity method of accounting          (1,274,231)
(237,477)        (417,839)

              Other                                                   -
-                -

              Related party expenses                                  -
-                -

    Impairment loss not recognized for tax purposes                   -
-                -
    Impairment loss in investment in operating limited
         partnerships                                                 -
-                -

    Difference due to fiscal year for book purposes
         and calendar year for tax purposes                        (5,348)
(151,437)           1,457

    Partnership management fees not deductible for
         tax purposes until paid                                  250,884
39,456          144,276
                                                          ----------------
---------------- ----------------
    Loss for income tax return purposes, year
         ended December 31, 1999                          $    (2,384,788)  $
(417,267) $      (407,243)
                                                          ================
================ ================

</TABLE>






                              F-57
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  partnership's  net  loss  for financial reporting and income tax return
purposes for the year ended
    March 31, 1999 is reconciled as follows:

                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------   -------------
<S>                                      <C>               <C>              <C>
<C>
    Net loss for financial reporting
         purposes                        $    (9,340,588)  $      (215,885) $
(1,244,534)   $  (3,864,696)

    Add:  Related party expenses                  61,977               444
18,442            5,243

              Other                              430,478               -
25,174          222,141
              Excess of book
                 depreciation over tax
                 depreciation on
                 operating limited
                 partnerships                     65,077            40,031
-             10,663


    Less: Excess of tax depreciation
                over book depreciation
                on operating limited
                partnership assets              (289,982)              -
(139,232)             -
              Operating limited
                partnership loss not
                allowed for financial
                reporting under equity
                 method of accounting        (24,440,485)      (12,144,194)
(354,621)      (3,947,489)

              Other                              (56,251)          (42,698)
(13,553)             -

              Related party expenses             (89,665)              -
(36,004)             -

    Impairment loss not recognized
         for tax purposes                     20,285,825        10,352,825
-          3,539,775

    Impairment loss in investment in
        operating limited partnerships         4,017,052               -
876,844        1,402,374

    Difference due to fiscal year for
         book purposes and calendar
         year for tax purposes                    14,180               495
325           12,778

    Partnership management fees
         not deductible for tax
         purposes until paid                     954,708           180,864
69,240          269,988
                                         ----------------  ----------------
----------------   -------------
    Loss for income tax return
         purposes, year ended
         December 31, 1998               $    (8,387,674)  $    (1,828,118) $
(797,919)   $  (2,349,223)
                                         ================  ================
================   ==============


</TABLE>





                              F-58
<PAGE>
<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  partnership's  net  loss for financial reporting and income tax return
purposes for the year ended March 31,
    1999 is reconciled as follows:

                                                              Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>
    Net loss for financial reporting purposes             $    (2,387,137)  $
(626,591) $    (1,001,745)

    Add:  Related party expenses                                   18,071
16,783            2,994

              Other                                               183,163
-                -
              Excess of book depreciation over tax
                   depreciation on operating limited
                   partnerships                                    14,383
-                -

    Less: Excess of tax depreciation over book
                   depreciation on operating limited
                   partnership assets                                 -
(43,246)        (107,504)
              Operating limited partnership loss not
                  allowed for financial reporting under
                   equity method of accounting                 (7,482,391)
(199,040)        (312,750)


              Other                                                   -
-                -

              Related party expenses                               (2,304)
(6,384)         (44,973)


    Impairment loss not recognized for tax purposes             6,393,225
-                -

    Impairment loss in investment in operating limited
         partnerships                                             654,684
450,835          632,315

    Difference due to fiscal year for book purposes
         and calendar year for tax purposes                         2,245
(271)          (1,392)

    Partnership management fees not deductible for
         tax purposes until paid                                  250,884
39,456          144,276
                                                          ----------------
---------------- ----------------
    Loss for income tax return purposes, year
         ended December 31, 1998                          $    (2,355,177)  $
(368,458) $      (688,779)
                                                          ================
================ ================
</TABLE>









                              F-59
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  partnership's  net  loss  for  financial reporting and income tax
return purposes for the year ended
    March 31, 1998 is reconciled as follows:

                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------   --------------
<S>                                      <C>               <C>               <C>
<C>
    Net loss for financial reporting
         purposes                        $    (5,755,977)  $      (279,391)  $
(351,747)   $  (2,905,717)


    Add:  Related party expenses                  23,843               -
19,489              -

              Other                            4,127,660               -
-          4,127,660
              Excess of book
                   depreciation over
                   tax depreciation on
                   operating
                   limited partnerships           10,364               -
-             10,364

    Less: Excess of tax depreciation
                   over book
                   depreciation
                   on operating limited
                   partnership assets           (386,731)          (20,634)
(173,233)             -
              Operating limited
                   partnership loss not
                   allowed for
                   financial
                   reporting under
                   equity
                   method of accounting       (7,875,858)       (1,997,556)
(351,123)      (4,018,638)

              Other                             (409,610)           (3,655)
(276,855)             -

              Related party expenses                 -                 -
-                -

    Difference due to fiscal year for
         book purposes and calendar
         year for tax purposes                    13,971             8,043
92             (840)

    Partnership management fees
         not deductible for tax
         purposes until paid                     954,708           180,864
69,240          269,988
                                         ----------------  ----------------
----------------   --------------
    Loss for income tax return
         purposes, year ended
         December 31, 1997               $    (9,297,630)  $    (2,112,329)  $
(1,064,137)   $  (2,517,183)
                                         ================  ================
================   ==============
</TABLE>







                              F-60
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  partnership's  net  loss for financial reporting and income tax return
purposes for the year ended March 31, 1998 is
    reconciled as follows:

                                                              Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>
    Net loss for financial reporting purposes             $    (1,336,886)  $
(189,612) $      (692,624)

    Add:  Related party expenses                                      -
4,354              -
              Other                                                   -
-                -
              Excess of book depreciation over tax
                   depreciation on operating limited
                   partnerships                                       -
-                -

    Less: Excess of tax depreciation over book
                   depreciation on operating limited
                   partnership assets                             (40,771)
(43,546)        (108,547)
              Operating limited partnership loss not
                   allowed for financial reporting under
                   equity method of accounting                 (1,267,427)
(195,420)         (45,694)
              Other                                               (12,641)
(79,705)         (36,754)
              Related party expenses                                  -
-                -

    Difference due to fiscal year for book purposes
         and calendar year for tax purposes                         6,566
226             (116)

    Partnership management fees not deductible for
         tax purposes until paid                                  250,884
39,456          144,276
                                                          ----------------
---------------- ----------------
    Loss for income tax return purposes, year
         ended December 31, 1997                          $    (2,400,275)  $
(464,247) $      (739,459)
                                                          ================
================ ================
</TABLE>







                              F-61
<PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  difference between the investments in operating limited partnerships
for tax purposes and financial
    statements  purposes  are primarily due to the differences in the losses not
recognized under the equity
    method  of accounting and the historic tax credits taken for income tax
purposes. At March 31, 2000, the
    differences are as follows:

                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------  ---------------
<S>                                      <C>               <C>              <C>
<C>
    Investment in operating limited
         partnerships - tax return
         December 31, 1999               $   (16,122,067)  $   (11,915,208) $
(480,821)   $  (4,340,812)

    Add back losses not recognized
         under the equity method              56,332,250        25,494,010
2,331,503       12,771,703

    Historic tax credits                       5,438,567               -
-          1,754,704

    Less share of loss - three months
         ended March 31, 2000                 (1,466,033)         (667,397)
-          (798,636)

    Impairment loss not recognized
         for tax purposes                    (22,949,969)      (13,016,969)
-        (3,539,775)


    Impairment loss in investment in
         operating   limited
         partnerships                         (4,017,052)              -
(876,844)     (1,402,374)

    Other                                     (6,378,170)          105,564
(478,866)     (3,862,137)
                                         ----------------  ----------------
----------------  ---------------
    Investment in operating limited
         partnerships - as reported      $    10,837,526  $            -   $
494,972    $     582,673
                                         ================  ================
================   ==============



</TABLE>







                              F-62
<PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  difference  between  the  investments  in  operating  limited
partnerships for tax purposes and financial statements
    purposes  are primarily due to the differences in the losses not recognized
under the equity method of accounting and the
    historic tax credits taken for income tax purposes. At March 31, 2000, the
differences are as follows:

                                                              Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>
    Investment in operating limited partnerships - tax
         return December 31, 1999                         $    (2,286,937) $
659,792 $      2,241,919

    Add back losses not recognized under the equity
         method                                                13,694,874
1,095,261          944,899

    Historic tax credits                                        3,125,698
-            558,165

    Less share of loss - three months ended
         March 31, 2000                                               -
-                -

    Impairment loss not recognized for tax purposes            (6,393,225)
-                -

    Impairment loss in investment in operating limited
         partnerships                                            (654,684)
(450,835)        (632,315)

    Other                                                      (1,801,505)
(803,557)         462,331
                                                          ----------------
---------------- ----------------
    Investment in operating limited partnerships - as
         reported                                        $      5,684,221  $
500,661 $      3,574,999
                                                          ================
================ ================

</TABLE>




                             F-63
PAGE>

<TABLE>
                             Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


    The  difference between the investments in operating limited partnerships
for tax purposes and financial
    statements  purposes  are primarily due to the differences in the losses not
recognized under the equity
    method  of accounting and the historic tax credits taken for income tax
purposes. At March 31, 1999, the
    differences are as follows:

                                              Total            Series 1
Series 2         Series 3
                                         ----------------  ----------------
----------------   -------------
<S>                                      <C>               <C>              <C>
<C>
    Investment in operating limited
         partnerships - tax return
         December 31, 1998               $    (7,728,998)  $   (10,103,496)$
407,232    $  (1,810,024)

    Add back losses not recognized
         under the equity method              48,628,797        21,585,032
1,775,191       11,499,087

    Historic tax credits                       5,438,567               -
-          1,754,704

    Less share of loss - three months
         ended March 31, 1999                 (1,466,033)         (667,397)
-           (798,636)

    Impairment loss not recognized
         for tax purposes                    (20,285,825)      (10,352,825)
-         (3,539,775)

    Impairment loss in investment in
         operating   limited.
         partnerships                         (4,017,052)              -
(876,844)      (1,402,374)

    Other                                     (7,604,936)         (438,345)
(574,254)      (4,413,672)
                                         ----------------  ----------------
----------------   -------------
    Investment in operating limited
         partnerships - as reported      $    12,964,520  $         22,969 $
731,325    $   1,289,310
                                         ================  ================
================   ==============

</TABLE>









                              F-64
PAGE>

<TABLE>
                              Boston Capital Tax Credit Fund Limited Partnership
                                          Series 1 through Series 6

                                  NOTES TO FINANCIAL STATEMENTS - CONTINUED


                                        March 31, 2000, 1999 and 1998


NOTE D - RECONCILIATION OF FINANCIAL STATEMENT NET LOSS TO INCOME
         TAX RETURN (Continued)


     The  difference  between  the  investments  in  operating  limited
partnerships for tax purposes  and
financial statements  purposes  are primarily due to the differences in the
losses not recognized under the
equity method of accounting and the historic tax credits taken for income tax
purposes. At March 31,  1999,
the differences are as follows:

                                                              Series 4
Series 5         Series 6
                                                          ----------------
---------------- ----------------
<S>                                                       <C>               <C>
<C>
    Investment in operating limited partnerships - tax
         return December 31, 1998                        $         65,113  $
1,065,627 $      2,646,550

    Add back losses not recognized under the equity
         method                                                12,420,643
821,784          527,060

    Historic tax credits                                        3,125,698
-            558,165

    Less share of loss - three months ended
         March 31, 1999                                               -
-                -

    Impairment loss not recognized for tax purposes            (6,393,225)
-                -

    Impairment loss in investment in operating limited
         partnerships                                            (654,684)
(450,835)        (632,315)

    Other                                                      (1,915,016)
(838,433)         574,784
                                                          ----------------
---------------- ----------------
    Investment in operating limited partnerships - as
         reported                                        $      6,648,529  $
598,143 $      3,674,244
                                                          ================
================ ================
</TABLE>









                              F-65




<PAGE>


               Boston Capital Tax Credit Fund Limited Partnership
                           Series 1 through Series 6

                    NOTES TO FINANCIAL STATEMENTS - CONTINUED

                         March 31, 2000, 1999 and 1998




NOTE E - CASH EQUIVALENTS

   Cash  equivalents  of  $149,448  and  $160,135 as of March 31,
2000 and 1999,
   respectively,  include a repurchase agreement and a money
market account with
   interest rates ranging from 2.70% to 2.84% per annum.










                                     F-66

To the Partners
Apple Hill Limited Partnership
Winston-Salem, North Carolina

We have audited the accompanying balance sheets of Apple Hill
Limited Partnership as of December 31, 1999 and 1998, and the
related statements of income, partners equity (deficit), and cash
flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards and the standards applicable to financial
audits contained in Government Auditing Standards, issued by the
Comptroller General of the United States. Those standards require
that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our
opinion.

In accordance with Government Auditing Standards, we have also
issued a report dated January 21, 2000 on our consideration of
Apple Hill Limited Partnership1s internal control over financial
reporting and on our tests of its compliance with certain
provisions of laws, regulations, contracts and grants.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Apple Hill Limited Partnership as of December 31, 1999 and
1998, and the results of its operations and its cash flows for
the years then ended in conformity with generally accepted
accounting principles.




To the Partners of
Mecca Apartments Limited Partnership

Independent Auditor's Report

We have audited the accompanying balance sheets of Mecca
Apartments Limited Partnership, as of December 31, 1999, and
1998, and the related statements of income, changes in capital
and cash flows for the years then ended.  These financial
statements are the responsibility of the project's management.
Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards, and with Government Auditing Standards issued
by the Comptroller General of the United States. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Mecca Apartments Limited Partnership, at December 31 I 999,
and 1998, and the results of its operations and changes in
partners' capital and cash flows for the years then ended in
conformity with generally accepted accounting principles.

Our audit was conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supporting
information included in the report are presented for the purposes
of additional analysis and are not a required part of the basic
financial statements.  Such information has been subjected to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the financial statements taken as a
whole.







To the Partners
Redondo Associates, Ltd.


I have audited the accompanying balance sheets of Redondo
Associates, Ltd. (a limited partnership), RD Case No.04-013-
953603409, as of December 31.1999 and 1998, and the related
statements of operations, changes in partners' equity (deficit),
and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's
management. My responsibility is to express an opinion on these
financial statements based on my audits.

I conducted my audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that I plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial
statements presentation. I believe that my audits provide a
reasonable basis for my opinion.

In my opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of
Redondo Associates, Ltd. as of December 31, 1999 and 1998, and
the results of its operations and its cash flows for the years
then ended in conformity with generally accepted accounting
principles.

In accordance with Government Auditing Standards and the U. S.
Department of Agriculture, Farmers Home Administration "Audit
Program", I have also issued a report dated January 24, 2000 on
my consideration of Redondo Associates, Ltd.'s internal control
and a report dated January 24, 2000 on its compliance with laws
and regulations applicable to the financial statements.







To the Partners of
Fylex Housing Associates
(a Limited Partnership)


Independent Auditors' Report


We have audited the accompanying balance sheets of Fylex Housing
Associates (a Limited Partnership) (Case No. 34-003-0020417485)
as of December 31, 1999 and 1998 and the related statements of
income and expense, partners' equity (deficit), and cash flows
for the years then ended.  These financial statements are the
responsibility of the Partnership's management.  Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States.  Those standards
require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Fylex Housing Associates at December 31, 1999 and 1998 and the
results of its operations, partners' equity (deficit) and its
cash flows for the years then ended in conformity with generally
accepted accounting principles.

In accordance with Government Auditing Standards, we have also
issued our report dated January 19, 2000 on our consideration of
Fylex Housing Associates' internal control over financial
reporting and our tests of its compliance with laws and
regulations.





To the Partners
Lake North Apartments II, Ltd.


We have audited the accompanying balance sheets of Lake North
Apartments II, Ltd. (a Florida limited partnership), FmHA Project
No. 09-035-0592821600, as of December 31, 1999 and 1998, and the
related statements of operations, partners' equity and cash flows
for the years then ended.  These financial statements are the
responsibility of the partnership's management.  Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States.  Those standards
require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.  The audits include examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  The audits also include assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Lake North Apartments II, Ltd. as of December 31, 1999 and
1998, and the results of its operations and its cash flows for
the years then ended in conformity with generally accepted
accounting principles.




To The Partners
Mound Plaza, LTD.
Moundville, Alabama

We have audited the accompanying balance sheet of Mound Plaza,
LTD., Moundville, Alabama, as of December 31, 1999, and the
related statements of income, partnership capital (deficit), and
cash flows for the year then ended. These financial statements
are the responsibility of the company's management. Our
responsibility is to express an opinion on these financial
statements based on our audit. The financial statements of Mound
Plaza, LTD. as of December 31, 1998, were audited by other
auditors whose report, dated January 27, 1999, on those
statements was qualified because of lack of evidence regarding
year 2000 disclosures.

We conducted our audit in accordance with generally accepted
auditing standards, the USDA/Rural Development Audit Program, and
Government Auditing Standards issued by the Comptroller General
of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Mound Plaza, LTD. as of December 31, 1999, and the results of
its operations and its cash flows for the year then ended in
conformity with generally accepted accounting principles.

Our reports were made for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supplemental
information on pages 14 and 15 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements. Such information has been subjected to the
audit procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.





To the Partners of
Pedcor Investments - 1988 - IV, L.P.
(An Indiana Limited Partnership)


We have audited the accompanying balance sheet of Pedcor
Investments - 1988 - IV, L.P.  (an Indiana Limited Partnership)
as of December 31, 1999, and the related statements of profit and
loss and changes in partners' equity (deficit) and cash flows for
the year then ended. These financial statements are the
responsibility of management. Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States.  Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.   An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We   believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly in all material respects the financial position of
Pedcor Investments - 1988 - IV, L.P. as of December 31, 1999, and
the results of its operations and changes in partners' equity
(deficit) and cash flows for the year then ended in conformity
with generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also
issued a report dated January 21, 2000, on our consideration of
the Partnership's internal controls and a report dated January
21, 2000, on its compliance with laws and regulations.

The accompanying supplementary information is presented for
purposes of additional analysis and is not a required part of the
basic financial statements.   Such information has been subjected
to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, is fairly stated in all
material respects in relation to the financial statements taken
as a whole.






To the Partners of
Rainbow Housing Associates, Ltd.
Yuma, Arizona



We have audited the accompanying Balance Sheet of Rainbow Housing
Associates, Ltd., FHA Project Number 123-94008 RFF, as of
December 31, 1999, and the related statements of profit and loss,
changes in project equity and cash flows for the year then ended.
These financial statements are the responsibility of the
Project's management. Our responsibility is to express an opinion
on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the
accounting principles used and significant estimates
made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Rainbow Housing Associates, Ltd., as of December 31, 1999, and
the results of its operations and its cash flows for the year
then ended in conformity with generally accepted accounting
principles.

In accordance with Government Auditing Standards, we have also
issued a report dated March 8, 2000 on our consideration of
Rainbow Housing Associates, Ltd.'s internal control structure and
a report dated March 8, 2000, on its compliance with laws and
regulations.

Our audit was made for the purpose of forming an opinion on the
financial statements taken as a whole. The supporting data
included in the report on pages 13 through 21 is presented for
the purposes of additional analysis and are not a required part
of the financial statements of Rainbow Housing Associates, Ltd.
Such information has been subjected to the same auditing
procedures applied in the examination of the basic financial
statements and, in our opinion, are presented fairly in all
material respects in relation to the financial statements taken
as a whole.








To the Partners
Sun Village Apartments, Ltd.



We have audited the accompanying balance sheets of Sun Village
Apartments, Ltd. (a Florida limited partnership),FMHA Project No.
09035592798320, as of December 31, 1999 and 1998, and the related
statements of operations, partners' equity and cash flows for the
years then ended.  These financial statements are the
responsibility of the partnership1s management.  Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States.  Those standards
require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.  The audits include examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  The audits also include assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Sun Village Apartments, Ltd. as of December 31, 1999 and 1998,
and the results of its operations, the changes in partners'
equity and cash flows for the years then ended in conformity with
generally accepted accounting principles.






To the Partners of
Willow Street Associates
(a Limited Partnership)


Independent Auditors' Report


We have audited the accompanying balance sheets of Willow Street
Associates (case No. 34-012-0020413965) as of December 31, 1999
and 1998 and the related statements of income and expense,
partners' equity (deficit), and cash flows for the years then
ended.  These financial statements are the responsibility of the
Partnership's management.  Our responsibility is to express an
opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States.  Those standards
require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Willow Street Associates at December 31, 1999 and 1998 and the
results of its operations, partners' equity (deficit) and its
cash flows for the years then ended in conformity with generally
accepted accounting principles.

In accordance with Government Auditing Standards, we have also
issued our report dated January 14, 2000 on our consideration of
Willow Street Associates' internal control over financial
reporting and our tests of its compliance with laws and
regulations.









To the Partners of
Armory Square Limited Partnership
Holyoke, Massachusetts


We have audited the accompanying balance sheets of Armory Square
Limited Partnership as of December 31, 1999 and 1998, and the
related statements of operations, partners' capital, and cash
flows for the years then ended. These financial statements are
the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Armory Square Limited Partnership as of December 31, 1999 and
1998, and the results of its operations, changes in partners'
capital, and its cash flows for the years then ended in
conformity with generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The additional
information included in this report (shown on pages 16 and 17) is
presented for the purpose of additional analysis and is not a
required part of the basic financial statements. Such information
has been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, is
fairly stated in all material respects in relation to the basic
financial statements taken as a whole.








To Partners of
Cambria Commons Limited Partnership


We have audited the accompanying balance sheets of Cambria
Commons Limited Partnership as of December 31, 1999 and 1998, and
the related statements of operations, partners' deficit, and cash
flows for the years then ended.  These financial statements are
the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Cambria Commons Limited Partnership at December 31,1999 and
1998, and the results of its operations and its cash flows for
the years then ended, in conformity with generally accepted
accounting principles.

Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplementary
information on page 10 is presented for purposes of additional
analysis and is not a required part of the basic financial
statements. The supplementary information has been subjected to
the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements
taken as a whole.








To the Partners of
Pedcor Investments 1988-VI, L.P.


We have audited the accompanying balance sheets of Pedcor
Investments 1988-VI, L.P. as of December 31, 1999 and 1998, and
the related statements of loss, partners' equity (deficit), and
cash flows for the years then ended.    These financial
statements are the responsibility of the partnership's
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement.    An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in     the financial statements.   An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation.     We believe that
our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Pedcor Investments 1988-VI, L.P. as of December 31, 1999 and
1998, and the results of its operations and its cash flows for
the years then ended in conformity with generally accepted
accounting principles.

The accompanying information is presented for additional analysis
and is not a required part of the basic financial statements.
Such information has been subjected to the same auditing
procedures applied in the audits of the basic financial
statements and, in our opinion, is presented fairly in all
material respects in relation to the basic financial statements
taken as a whole.







To the Partners of
Rosenberg Building Associates Limited Partnership
Boston, Massachusetts


We have audited the accompanying balance sheets of Rosenberg
Building Associates Limited Partnership as of December 31, 1999
and 1998, and the related statements of operations, partners'
capital, and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Rosenberg Building Associates Limited Partnership as of
December 31, 1999 and 1998, and the results of its
operations, changes in partners' capital, and its cash flows for
the years then ended in conformity with generally accepted
accounting principles.

Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The additional
information included in this report (shown on pages 17 and 18) is
presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information
has been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, is
fairly stated in all material respects in relation to the basic
financial statements taken as a whole.






To the Partners
Shockoe Hill Associates II, L.P.
Richmond, Virginia


We have audited the accompanying balance sheet of Shockoe Hill
Associates II,  L.P. as  of  December  31,  1999,  and  the
related statements of income, changes in partners' capital, and
cash flows for  the  year  then  ended.    These financial
statements are the responsibility of Shockoe Hill Associates II,
L.P.'s management. Our responsibility is to express an opinion on
these financial statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States.   Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.   An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.    An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.   We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Shockoe Hill Associates II, L.P. as of December 31, 1999, and
the results of its operations, changes in partners' capital, and
cash flows for the year then ended in conformity with generally
accepted accounting principles.

Our audit was conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole.  The
accompanying supplementary information is presented for purposes
of additional analysis and is not a requited part of the basic
financial statements of Shockoe Hill Associates II,  L.P.   Such
information has been subjected to the auditing procedures applied
in the audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to
the financial statements taken as a whole.

In accordance with Government Auditing Standards, we have also
issued a report dated March 23, 2000 on our consideration of
Shockoe Hill Associates II, L.P.'s internal controls and reports
dated March 23, 2Q00 on its compliance with specific requirements
applicable to major HUD programs, specific requirements
applicable





To The Partners of
Holland West Limited Partnership

We have audited the accompanying balance sheet of HOD Project No.
047-44050/12001 of Holland West Limited Partnership (a Michigan
Partnership) as of December 31. 1999, and the related statements
of income, and cash flows, and changes in partner's equity. These
financial statements are the responsibility of the project's
management.    Our responsibility is to express an opinion on
these financial statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An Audit includes examining on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.    An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.   We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Holland West Limited Partnership as of December 31. 1999, and
the results of its operations and its cash flow and its changes
in partners' equity for the year then ended in conformity with
generally accepted accounting principles.

Our audit was conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole.  The supporting
information included in the report (Shown on pages 11 to 16) are
presented for the purposes of additional analysis and are not a
required part of the basic financial statements of Holland West
Limited Partnership. Such information has been subject to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the financial statements taken as a
whole.

In accordance with Government Auditing Standards, we have also
issued a report dated January 27. 2000, on our consideration of
Holland West Limited Partnership's internal controls and a report
dated January 27, 2000, on it's compliance with laws and
regulations.








To the Partners
Sherburne Housing Redevelopment Company

We have audited the accompanying balance sheets of Sherburne
Housing Redevelopment Company as of December 31, 1999 and 1998,
and the related statements of operations, partners' equity, and
cash flows for the years then ended. These financial statements
are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on the financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by
Management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Sherburne Housing Redevelopment Company as of December 31,1999
and 1998, and the results of its operations and its cash flows
for the years then ended in conformity with generally accepted
accounting principles.

In accordance with Government Auditing Standards, we have also
issued reports dated February 1, 2000, on our consideration of
Sherburne Housing Redevelopment Company's internal control
structure and its compliance with laws and regulations.


McGLADREY&PULLEN, LLP
Certified Public Accountants and Consultants

INDEPENDENT AUDITOR'S REPORT

To the Partners
Apple Hill Limited Partnership
Winston-Salem, North Carolina

We have audited the accompanying balance sheets of Apple Hill
Limited Partnership as of December 31, 1998 and 1997, and the
related statements of income, partners' deficit, and cash flows
for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards and the standards applicable to financial
audits contained in Government Auditing Standards, issued by the
Comptroller General of the United States. Those standards require
that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Apple Hill Limited Partnership as of December 31, 1998 and
1997, and the results of its operations and its cash flows for
the years then ended in conformity with generally accepted
accounting principles.

In accordance with Government Auditing Standards, we have also
issued a report dated January 21, 1999 on our consideration of
Apple Hill Limited Partnership's internal control over financial
reporting and on our tests of its compliance with certain
provisions of laws, regulations, contracts and grants.

Greensboro, North Carolina
January 21, 1999

I
ROBERT G. CLAPHAM
ACCOUNTANCY CORPORATION

Certified Public Accountants

Pandeim Califinsia 91101-2613
Phone (626) 577-8624
FAX (626) 577-8634

February 12, 1999

To the Partners of
Mecca Apartments Limited Partnership

Independent Auditor' Report

We have audited the accompanying balance sheets of Mecca Apartments Limited
Partnership, as of December 31, 1998, and 1997, and the related statements
of income, changes in capital and cash flows for the years then ended.
These financial statements are the responsibility of the project's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards, and with Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Mecca Apartments
Limited Partnership, at December 3 1, 1998, and 1997, and the results of
its operations and changes in partners' capital and cash flows for the
years then ended in conformity with generally accepted accounting
principles.

Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supporting information included
in the report are presented for the purposes of additional analysis and are
not a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the financial statements taken as a whole.

ROBERT G. CLAPHAM
ACCOUNTANCY CORPORATION

By:
President
JOYCE E. RETHMEIER

CERTIFIED PUBLIC ACCOUNTANT

INDEPENDENT AUDITOR'S REPORT

To the Partners Redondo Associates, Ltd.

I have audited the accompanying balance sheets of Redondo Associates, Ltd.
(a limited partnership), RD Case No. 04013-953603409, as of December 31,
1998 and 1997, and the related statements of operations, changes in
partners' equity (deficit), and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's
management. My responsibility is to express an opinion on these financial
statements based on my audits.

I conducted my audits in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that I plan and
perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statements presentation. I believe
that my audits provide a reasonable basis for my opinion.

In my opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Redondo Associates,
Ltd. as of December 31, 1998 and 1997, and the results of its operations
and its cash flows for the years then ended in conformity with generally
accepted accounting principles.

In accordance with Government Auditing Standards and the U. S. Department
of Agriculture, Farmers Home Administration "Audit Program", I have also
issued a report dated February 10, 1999 on my consideration of Redondo
Associates, Ltd's internal control and a report dated February 10, 1999 on
its compliance with laws and regulations.

February 10, 1999

11770 Bernardo Plaza Court,
Suite 300, San Diego, CA 92128
Tel (619) 485-6400 Fax (619) 485-6866

Member of American Institute of Certified Public Accountants 0 California
Society of Certified Public Accountants





John G. Burk and Associates
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL CORPORATION
56 COURT STREET 9
P.O. BOX 705
KEENE, NEW HAMPSHIRE 3431
603) 357-4882

To the Partners of
Fylex Housing Associates
(a Limited Partnership)

Independent Auditors' Report

We have audited the accompanying balance sheets of Fylex Housing Associates
(a Limited Partnership) (Case No. 34-003-0020417485) as of December 31,
1998 and 1997 and the related statements of income and expense, partners'
equity (deficit), and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's management. Our
responsibility is to express an opinion on these financial statements based
on our audits.

We conducted our audits in accordance with generally accepted auditing
standards and Government Auditing Standards, issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Fylex Housing
Associates at December 31, 1998 and 1997 and the results of its operations,
partners' equity (deficit) and its cash flows for the years then ended in
conformity with generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued our
reports dated January 20, 1999 on our consideration of Fylex Housing
Associates' internal control and on its compliance with laws and
regulations.

January 20, 1999

Andrews & Miller, P.A.
Certified Public Accountants
8543 South Highway 441 - P.O. Box 491271


Daniel M. Andrews, CPA
E. F. (Rick) Miller, Jr., CPA

INDEPENDENT AUDITORS' REPORT

To the Partners Lake North Apartments II, Ltd.

We have audited the accompanying balance sheets of Lake North Apartments
II, Ltd. (a Florida limited partnership), FmHA Project No.
09-035-0592821600, as of December 31, 1998 and 1997, and the related
statements of operations, partners' equity and cash flows' for the years
then ended. These financial statements are the responsibility of the
partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. The audits include
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. The audits also include assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Lake North Apartments
II, Ltd. as of December 31, 1998 and 1997, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

Leesburg, Florida
January 30, 1999

Members of American Institute of Certified Public Accountants
Florida Institute of Certified Public Accountants

EideBailly LLP

Consultants - Certified Public Accountants

INDEPENDENT AUDITOR'S REPORT

The Partners
Maplewood Apartments, A Limited Partnership
Fargo, North Dakota

We have audited the accompanying balance sheets of Maplewood Apartments, A
Limited Partnership, RHS Project Number: 27-009-450408000, as of December
31, 1998 and 1997, and the related statements of operations, partners'
equity, and cash flows for the years then ended. These financial statements
are the responsibility of the Partnership's management. Our responsibility
is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Maplewood Apartments, A
Limited Partnership as of December 31, 1998 and 1997, and the results of
its operations and its cash flows for the years then ended in conformity
With generally accepted accounting principles.



Fargo, North Dakota February 10, 1999

406 Main Avenue - Suite 3000 - PO Box 2545 - Fargo, North Dakota 58108-2545
- 701.239.8500 - Fax 701.239.8600
Offices in Arizona, Iowa, Minnesota, Montana, North Dakota and South Dakota
- Equal Opportunity Employer

MORRISON & SMITH, LLP
CERTIFIED PUBLIC ACCOUNTANTS
1809 UNIVERSITY BOULEVARD
P.O. BOX 2064 7
TUSCALOOSA, ALABAMA 35402-0647
CERTIFIED PUBLIC ACCOUNTANTS

CLAUD A. MORRISON. C.P.A.
G. ALAN HARTLEY, C.P.A.
BARRETT A. BURNS, C.P.A.
DIVISION FOR CPA FIRMS
DAVID M.TUNSTALL. C.P.A.
PRACTICE SECTION
TIMOTHY D. CROWE. C.P.A.
R. DANIEL SUTTER. CPA.
PAMELA G. SANDERS, C.P.A.


CERTIFIED PUBLIC ACCOUNTANTS
INDEPENDENT AUDITOR'S REPORT
To The Partners
Mound Plaza, LTD.
Moundville, Alabama

We have audited the accompanying balance sheets of Mound Plaza, LTD. an
Alabama limited partnership), FmHA-Project No. 01-33-630973608 as of
December 31, 1998 and 1997 and the related statements of income, partners'
equity (deficit) and cash flows for the years then ended. These Financial
statements are the responsibility of the partnership's management. Our
responsibility is to express an opinion on these financial statements based
on our audits.

Except as discussed in the following paragraph, we conducted our audits in
accordance with generally accepted auditing standards, the USDA/FmHA Audit
Program and Government Auditing Standards issued by the Comptroller General
of the United States. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

Governmental Accounting Standards Board Technical Bulletin 98-1,
Disclosures about Year 2000 Issues, requires disclosure of certain matters
regarding the year issue. Mound Plaza, LTD. has included such disclosure in
Note 9. Because of the unprecedented nature of the year 2000 issue, its
effects and the success of related remediation efforts will not be fully
det6rminable until the year 2000 and thereafter. Accordingly, insufficient
audit evidence exists to support Mound Plaza, LTD's, disclosures with
respect to the year 2000 issue made in Note 9. Further, we do not provide
assurance that Mound Plaza, LTD., is or will be successful in whole or in
Tart, or that parties with which Mound Plaza, LTD., does business will be
year 200 ready.

In our opinion, except for the effects on the 1998 financial statements of
such adjustments, if any, have been determined to be necessary had we been
able to examine evidence regarding year 2000 disclosures, the financial
statements referred to above-present fairly, in all material respects, the
financial position of Mound Plaza, LTD., as of December 31, 1998 and 1997,
and the results of its operations and its cash flows for the years then
ended in conformity with generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 14 through 15 is presented for purposes of additional analysis and is
not a required part of the basic financial statements. The supplementary
information presented in the Year End Report/Analysis (Form FmHA 1930-8)
Parts I through III for the years ended December 31, 1998 and 1997 is
presented for purposes of complying with the requirements of the Farmers
Home Administration and is also not a required part of the basic financial
statements. Such information has been subjected to the audit procedures
applied in the audit of the basic financial statements and, in our opinion,
is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.

MORRISON & SMITH, LLP Certified Public Accountants Tuscaloosa Alabama
January 27: 1999
EideBailly,LLP

Consultants - Certified Public Accountants

INDEPENDENT AUDITOR'S REPORT

The Partners
Oak Crest Manor 11, A Limited Partnership
Fargo, North Dakota

We have audited the accompanying balance sheets of Oak Crest Manor H, A
Limited Partnership RHS Project Number: 27-018-450407999, as of December
31, 1998 and 1997, and the related statements of operations, partners'
equity, and cash flows for the years then ended. These financial statements
are the responsibility of the Partnership's management. Our responsibility
is to express an opinion on these financial statements based on our audits.

,We conducted our audits in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Oak Crest Manor 11, A
Limited Partnership as of December 31, 1998 and 1997 and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued a
report dated February 12, 1998 on our consideration of Oak Crest Manor 11,
A Limited Partnership's internal control and a report dated February 12,
1999 on its compliance with laws and regulations.

Fargo, North Dakota
February 12, 1999

406 Main Avenue - Suite 3000 0 PO Box 2545 o Fargo, North Dakota 58108-2545
- 701.239-8500Fax 701,239.8600
Offices in Arizona, Iowa, Minnesota, Montana, North Dakota and South Dakota
- Equal Opportunity Employer

MAHONEY
CHRISTIANSEN
RUSS P A.

The Partners
Paige Hall Limited Partnership
Minneapolis, Minnesota

INDEPENDENT AUDITORS'REPORT

We have audited the accompanying balance sheets of Paige Hall Limited
Partnership as of December 31, 1998 and 1997, and the related statements of
operations, partners' capital and cash flows for the years then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Paige Hall Limited
Partnership as of December 31, 1998 and 1997, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on page
9 is presented for the purposes of additional analysis and is not a
required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.

Saint Paul, Minnesota
January 22, 1999

I
Dauby O'Connor & Zaleski
A Limited Liability Company
Certified Public Accountants

Independent Auditors' Report

To the Partners Pedcor Investments 1988-IV, L.P.

We have audited the accompanying balance sheets of Pedcor Investments
1988-IV, L.P. as of December 31, 1998 and 1997, and the related statements
of loss, partners, equity (deficit), and cash flows for the years then
ended. These financial statements are the responsibility of the
partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Pedcor Investments
1988-IV, L.P. as of December 31, 1998 and 1997, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

The accompanying information is presented for additional analysis and is
not a required part of the basic financial statements. Such information has
been subjected to the same auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is presented fairly in all
material respects in relation to the basic financial statements taken as a
whole.

January 22, 1999
Dauby O'Connor & Zaleski, LLC
Carmel, Indiana
Certified Public Accountants

698 Pro Med Lane
Carmel, Indiana 46032
317-848-5700
Fax: 317-815-6140
Michael Sczekan & CO., P.C.
7936 East Arapahoe Court, Suite 2800
Englewood, Colorado 80112
CERTIFIED PUBLIC ACCOUNTANTS
Telephone (303) 770-3356
Facsimile (303) 770-3357
INDEFENDENT AUDITOR'S REFORT

To the Partners of Government National Mortgage Association
Rainbow Housing Associates, Ltd.
Care of- Midland Loan Services, L.P.
Yuma, Arizona
Kansas City, MO

We have audited the accompanying Balance Sheet of Rainbow Housing
Associates, Ltd., FHA Project Number 123-94008 REF, as of December 31,
1998, and the related statements of profit and loss, changes in project
equity and cash flows for the year then ended. These financial statements
are the responsibility of the Project's management. Our responsibility is
to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Rainbow Housing
Associates, Ltd., as of December 31, 1998, and the results of its
operations and its cash flows for the year then ended in conformity with
generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued a
report dated February 23, 1999, on our consideration of Rainbow Housing
Associates, Ltd.'s internal control structure and a report dated February
23, 1999, on its compliance with laws and regulations.

Our audit was made for the purpose of forming an opinion on the financial
statements taken as a whole. The supporting data included in the report on
pages 13 through 21 is presented for the purposes of additional analysis
and are not a required part of the financial statements of Rainbow Housing
Associates, Ltd. Such information has been subjected to the same auditing
procedures applied in the examination of the basic financial statements
and, in our opinion resented fairly in all material respects in relation to
the financial statements taken as a whole.

Michael Sczekan & Co., P.C
Certified Public Accountants

Englewood, Colorado
February 23, 1999



Andrews & Miller, P.A.
Certified Public Accountants
8543 South Highway 441 e RO. Box 491271
Leesburg, Florida 34749-1271
Telephone 352/326-8001
Fax 352/326-8011



INDEPENDENT AUDITORS' REPORT

To the Partners
Sun Village Apartments, Ltd.

We have audited the accompanying balance sheets of Sun Village Apartments,
Ltd. (a Florida limited partnership),FmHA Project No. 09035592798320, as of
December 31, 1998 and 1997, and, the related statements of operations,
partners' equity and cash flows for the years then ended. These financial
statements are the responsibility of the partnership's management. Our
responsibility is to express an opinion on these financial statements based
on our audits.

We conducted our audits in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. The audits include
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. The audits also include assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Sun Village Apartments,
Ltd. as of December 31, 1998 and 1997, and the results of its operations,
the changes in partners, equity and cash flows for the years then ended in
conformity with generally accepted accounting principles.

Leesburg, Florida
January 30, 1999


Members of American Institute of Certified Public Accountants
Florida Institute of Certified Public Accountants

Damratoski & Company
Corporate One West
Suite 350
1195 Washington Pike
Bridgeville, Pa. 15017
(412) 257.2882
(412) 257.2888 Fax
Independent Auditor's Report

To The Partners
Queens Court Limited Partnership
Philadelphia, Pennsylvania

We have audited the accompanying balance sheets of Queens Court Limited
Partnership as of December 31, 1998 and 1997 and the related statements of
operations, partners' equity and cash flows for the years then ended. These
financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Queens Court Limited
Partnership, as of December 31, 1998 and 1997 and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The additional information on page
14 is presented for purposes of additional analysis and is not a required
part of the basic financial statements. Such information has been subjected
to the auditing procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material respects
in relation to the basic financial statements taken as a whole.

Damratoski & Company
Certified Public Accountants

January 29, 1999

Page I

John G. Burk and Associates
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL CORPORATION

56 COURT STREET * P.O. BOX 705 * KEENE. NEW HAMPSHIRE 03431 * (603)
357-4882

To the Partners of
Willow Street Associates
(a Limited Partnership)

Independent Auditors' Report

We have audited the accompanying balance sheets of Willow Street Associates
(Case No. 34-012-0020413965) as of December 31, 1998 and 1997 and the
related statements of income and expense, partners' equity (deficit), and
cash flows for the years then ended. These financial statements are the
responsibility of the Partnership's management. Our responsibility is-to
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards and Government Auditing Standards, issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Willow Street
Associates at December 31, 1998 and 1997 and the results of its operations,
partners' equity (deficit) and its cash flows for the years then ended in
conformity with generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued our
reports dated January 11, 1999 on our consideration of Willow Street
Associates' internal control and on its compliance with laws and
regulations.

January 11, 1999

John G. Burk and Associates
Certified Public Accountants
A Professional Corporation

56 Court Street
P.O. Box 705
Keen, New Hampshire 03431
(603) 357-4882





Page 1
Michael Sczekan & Co., P.C.
CERTIFIED PUBLIC ACCOUNTANTS

7936 East Arapahoe Court, Suite 28OO Englewood, Colorado 8Oll2
Telephone (303)770-3356 Facsimile (303)770-3357


INDEPENDENT AUDITOR'S REPORT

To the Partners of
Rainbow Housing Associates, Ltd.
Yuma, Arizona

Government National Mortgage Association
Care of. Midland Loan Services, L.P.
Kansas City, MO

We have audited the accompanying Balance Sheet of Rainbow Housing
Associates, Ltd., FHA Project Number 123-94008 REF, as of December 31,
1997, and the related statements of profit and loss, changes in project
equity and cash flows for the year then ended.  These financial statements
are the responsibility of the Project's management.  Our responsibility is
to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards and Government Auditing Standards issued by the Comptroller
General of the United States.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements.  An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.  We
believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Rainbow Housing
Associates, Ltd., as of December 3 1, 1997, and the results of its
operations and its cash flows for the year then ended in conformity with
generally accepted accounting principles.

In accordance with Government Auditing Standards, we have also issued a
report dated January 23, 1998, on our consideration of Rainbow Housing
Associates, Ltd.'s internal control structure and a report dated January
23, 1998, on its compliance with laws and regulations.

Our audit was made for the purpose of forming an opinion on the financial
statements taken as a whole.  The supporting data included in the report on
pages 14 through 24 is presented for the purposes of additional analysis
and are not a required part of the financial statements of Rainbow Housing
Associates, Ltd.  Such information has been subjected to the same auditing
procedures applied in the examination of the basic financial statements
and, in our opinion, are presented fairly in all material respects in
relation to the financial statements taken as a whole.

Michael Sczekan & Co., P.C.
Certified Public Accountants

Englewood, Colorado
January 23, 1998



Page 1



Auditing, Accounting, Income Taxes, Consulting



Web site...  http://www.CPANews4U.com
E-mail...  michael@cpanews4U.com

FREED MAXICK
SACHS & MURPHY, PC
CERTIFIED PUBLIC ACCOUNTANTS
800 LIBERTY BUILDING * BUFFALO, NEW YORK * 14202-3508 0 (716) 847-2651 *
FAX (716) 847-0069
INDEPENDENT AUDITOR'S REPORT

To Partners of
Cambria Commons Limited Partnership

We have audited the accompanying balance sheets of Cambria Commons Limited
Partnership as of December 31, 1998 and 1997, and the related statements of
operations, partners' capital (deficit), and cash flows for the years then
ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Cambria Commons Limited
Partnership at December 31, 1998 and 1997, and the results of its
operations and its cash flows for the years then ended, in conformity with
generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplementary information on
page 10 is presented for purposes of additional analysis and is not a
required part of the basic financial statements. The supplementary
information has been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial
statements taken as a whole.



January 26, 1999

I
Member American Institute of Certified Public Accountants (AICPA), Division
for CPA Firms SEC Practice Section
Member CPA Associates International, Inc. which provides representation in
cities in the US and foreign countries


MAHONEY
ULBRICH
CHRISTIANSEN
Minnesota Society
Russ P. A.

The Partners
Fuller Homes Limited Partnership
Saint Paul, Minnesota

INDEPENDENT AUDITORS' REPORT

We have audited the accompanying balance sheet of Fuller Homes Limited
Partnership as of December 31, 1998, and the related statements of
operations, partners' capital and cash flows for the year then ended. These
financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit. The financial statements and supplemental
information of Fuller Homes Limited Partnership as of December 31, 1997,
were audited by other auditors whose report dated January 21, 1998,
expressed an unqualified opinion on those financial statements and
supplemental information.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit
provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Fuller Homes Limited
Partnership as of December 31, 1998, and the results of its operations and
its cash flows for the year then ended in conformity with generally
accepted accounting principles.

Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 10 through 16 is presented for the purposes of additional analysis
and is not a required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied in the
audit of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial
statements taken as a whole.

Saint Paul, Minnesota
January 15, 1999



Randall Patterson, CPA, P.C.

12913 Alton Square, #101
Herndon, Virginia 20170
Phone: (703) 834-3804
Fax:      (703) 834-1908

Independent Auditor's Report

To the Partners
Landmark Limited Partnership

We have audited the accompanying balance sheet of Landmark Limited
Partnership, VHDA Number 88-0144-HF, as of December 31, 1998 and 1997, and
the related statements of operations, and cash flows and changes in owners'
equity for the years then ended. These financial statements are the
responsibility of Landmark Limited Partnership's management. Our
responsibility is to express an opinion on these financial statements based
on our audit.

We conducted our audits in accordance with generally accepted auditing
standards and the Virginia Housing Development Authority's
Mortgagor/Grantee's Audit Guide. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statements' presentation. We
believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Landmark Limited
Partnership as of December 31, 1998 and 1997, and the results of its
operations and its cash flows and its changes in owners equity for the
years then ended in conformity with generally accepted accounting
principles.

Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as whole. The supplementary information and
Schedule of Findings and Questioned Costs included in the report is
presented for purposes of additional analysis and is not a required part of
the basic financial statements of Landmark Limited Partnership. Such
information has been subjected to the auditing procedures applied in the
audit of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the financial statements
taken as a whole.


Randall Patterson, CPA, P.C.
March 4, 1999
MAHONEY ULBRICH CHRISTIANSEN RUSS P.A.


386 North Wabasha   Saint Paul, Minnesota 55102
American Institute of Certified Public Accountants
Telephone 651-227-669
Facsimile 651-227-9090

Minnesota Society
of Certified Public Accountants

The Partners
Montana Avenue Townhomes Limited Partnership
Saint Paul, Minnesota

INDEPENDENT AUDITORS' REPORT

We have audited the accompanying balance sheet of Montana Avenue Townhomes
Limited Partnership as of December 31, 1998, and the related statements of
operations, partners' capital and cash flows for the year then ended. These
financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit. The financial statement and supplemental
information of Montana Avenue Townhomes Limited Partnership as of December
31, 1997, were audited by other auditors whose report dated January 16,
1998, expressed an unqualified opinion on those financial statements and
supplemental information.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit
provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Montana Avenue
Townhomes Limited Partnership as of December 31, 1998, and the results of
its operations and its cash flows for the year then ended in conformity
with generally accepted accounting principles.

Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 10 through 16 is presented for the purposes of additional analysis
and is not a required part of the basic financial statements. Such
information has been subjected to the auditing procedures applied in the
audit of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to-the basic financial
statements taken as a whole.

Saint Paul, Minnesota
January 26, 1999

Dauby O'Connor & Zaleski
A Limited Liability Company
Certified Public Accountants

Independent Auditors' Report

To the Partners of Pedcor Investments 1988-VI, L.P.

We have audited the accompanying balance sheets of Pedcor Investments
1988-VI, L.P. as of December 31, 1998 and 1997, and the related statements
of loss, partners, equity (deficit), and cash flows for the years then
ended. These financial statements are the responsibility of the
partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Pedcor Investments
1988-VI, L.P. as of December 31, 1998 and 1997, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

The accompanying information is presented for additional analysis and is
not a required part of the basic financial statements. Such information has
been subjected to the same auditing procedures applied in the audits of the
basic financial statements and, in our opinion, is presented fairly in all
material respects in relation to the basic financial statements taken as a
whole.



January 22, 1999
Dauby O'Connor & Zaleski, LLC
Carmel, Indiana
Certified Public Accountants

698 Pro Med Lane
Carmel, Indiana 46032
317-848-5700
Fax: 317-815-6140


ROBERT ERCOLINI & COMPANY LLP
Certified Public Accountants & Business Consultants

INDEPENDENT AUDITOR'S REPORT

To the Partners of
Rosenberg Building Associates Limited Partnership
Boston, Massachusetts

We have audited the accompanying balance sheets of Rosenberg Building
Associates Limited Partnership as of December 31, 1998 and 1997, and the
related statements of operations, partners' capital, and cash flows for the
years then ended. These financial statements are the responsibility of the
Partnership's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Rosenberg Building
Associates Limited Partnership as of December 31, 1998 and 1997, and the
results of its operations, changes in partners' capital, and its cash flows
for the years then ended in conformity with generally accepted accounting
principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The additional information included
in this report (shown on pages 18 and 19) is presented for purposes of
additional analysis and is not a required part of the basic financial
statements. Such information has been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.


March 10, 1999

FIFTY-FIVE S~AIMER STREET - BOSTON, MA 02110-1007 - TELEPHONE 617.482-5511
- Fax  617.426-5252

DOUGLAS A. HOLLOWELL, P.C.
CERTIFIED PUBLIC ACCOUNTANTS
A PROFESSIONAL CORPORATION

DOUGLAS A. HOLLOWELL, C.P.A.
DONNA L. HOLLOWELL, C.P.A.
INDEPENDENT AUDITORS' REPORT

To the Partners
Shockoe Hill Associates II, L.P.
Richmond, Virginia

We have audited the accompanying balance sheet of Shockoe Hill Associates
II, L.P. as of December 31, 1998, and the related statements of income,
changes in partners' capital, and cash flows for the year then ended. These
financial statements are the responsibility of Shockoe Hill Associates II,
L.P.'s management. Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards and Government Auditing Standards, issued by the Comptroller
General of the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Shockoe Hill Associates
II, L.P.. As of December 31, 1998, and the results of its operations,
changes in partners' capital, and cash flows for the year then ended in
conformity with generally accepted accounting principles.

our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplementary
information is presented for purposes of additional analysis and is not a
required part of the basic financial statements of Shockoe Hill Associates
II, L.P. Such information has been subjected to the auditing procedures
applied in the audit of the basic financial statements and, in our opinion,
is fairly stated in all material respects in relation to the financial
statements taken as a whole.

In accordance with Government Auditing Standards, we have also issued a
report dated March 2, 1999 on our consideration of Shockoe Hill Associates
II, L.P.'s internal controls and reports dated March 2, 1999 on its
compliance with specific requirements applicable to major HUD programs,
specific requirements applicable to Affirmative Fair Housing, and specific
requirements applicable to non major HUD program transactions.

MEMBERS OF:

THE AMERICAN INSTITUTE OF
CERTIFIED PUBLIC ACCOUNTANTS  Portsmouth, Virginia
THE VIRGINIA SOCIETY OF  March 2, 1999
CERTIFIED PUBLIC ACCOUNTANTS
THE NORTH CAROLINA
ASSOCIATION OF CERTIFIED
PUBLIC ACCOUNTANTS


Robert Ercolini & Company LLP

Certified Public Accountants Business Consultants


INDEPENDENT AUDITOR'S REPORT


To the Partners of
Armory Square Limited Partnership
Holyoke, Massachusetts


We have audited the accompanying balance sheet of Armory Square Limited
Partnership as of December 31, 1997, and the related statements of
operations, partners' capital, and cash flows for the year then ended.
These financial  statements are the responsibility of the Partnership's
management.  Our responsibility is to express an opinion on these financial
statements based on our audit.  The financial statements of Armory Square
Limited Partnership as of December 31, 1996, were audited by other auditors
whose report dated January 31, 1997, expressed an unqualified opinion on
those financial statements.

We conducted our audit in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles
used and significant estimates made by management as well as evaluating the
overall financial statement presentation.  We believe that our audit
provides a reasonable basis for our opinion.

In our opinion, the 1997 financial statements referred to above present
fairly, in all material respects, the financial position of Armory Square
Limited Partnership as of December 31, 1997, and the results of its
operations, changes in partners' capital, and its cash flows for the year
then ended in conformity with generally accepted accounting principles.

Our audit was made for the purpose of forming an opinion on the basic
financial statements for the year ended December 31, 1997 taken as a whole.
The additional information related to the 1997 financial statements
included in this report (shown on pages 15 and 16) is presented for
purposes of additional analysis and is not a required part of the basic
financial statements.  Such information has been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in
our opinion, is fairly stated in all material respects in relation to the
basic financial statements for the year ended December 31, 1997 taken as a
whole.  The additional information related to the 1996 financial statements
included in this report (shown on pages 15 and 16) was audited by other
auditors whose report dated January 31, 1997, stated that, in their
opinion, such information was fairly stated in all material respects in
relation to the basic financial statements for the year ended December 31,
1996 taken as a whole.


January 28, 1998



FIFTY-FIVE SUMMMER STREET - BOSTON, MA 02110-1007 - TELEPHONE 617-482-511
FAX 617-426-5252
LARREN, ALLEN, WEISHAIR & CO., LLP
Certified Public Accountants


INDEPENDENT AUDITOR'S REPORT


Partners
Fuller Homes Limited Partnership
(a Minnesota Limited Partnership)
St. Paul, Minnesota

We have audited the accompanying balance sheets of Fuller Homes Limited
Partnership as of December 3l, 1997 and 1996, and the related statements of
operations, partners' equity (deficit) and cash flows for the years then
ended.  These financial statements are the responsibility of the
Partnership's management.  Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation.  We believe that our audits
provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Fuller Homes Limited
Partnership as of December 31, 1997 and 1996, and the results of its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The accompanying supplemental
financial data included on pages 14 through 25 is presented for purposes of
additional analysis and is not a required part of the basic financial
statements.  Such information has been subjected to the auditing procedures
applied in the audit of the basic financial statements and, in our opinion,
is fairly stated in all material respects in relation to the basic
financial statements as a whole.

LARSON, ALLEN, WEISHAIR & CO., LLP

Minneapolis, Minnesota
January 21, 1998



(1)



LARSON, ALLEN, WEISHAIR & CO.,LLP
Certified Public Accountants


INDEPENDENT AUDITOR'S REPORT


To The Partners
Montana Avenue Townhomes Limited Partnership (a Minnesota Limited
Partnership)
St. Paul, Minnesota

We have audited the accompanying balance sheets of Montana Avenue Townhomes
Limited Partnership (a Minnesota Limited Partnership) as of December 31,
1997 and 1996, and the related statements of operations, partners' equity
(deficit) and cash flows for the years then ended.  These financial
statements are the responsibility of the Partnership's management.  Our
responsibility is to express an opinion on these financial statements based
on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence
supporting the amounts and disclosures in the financial statements.  An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in
all material respects, the financial position of Montana Avenue Townhomes
Limited Partnership as of December 31, 1997 and 1996, and the results of
its
operations and its cash flows for the years then ended in conformity with
generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The accompanying supplemental
financial data included on pages 13 through 24 is presented for purposes of
additional analysis and is not a required part of the basic financial
statements.  Such information has been subjected to the auditing procedures
applied in the audit of the basic financial statements and, in our opinion,
is fairly stated in all material respects in relation to the basic
financial statements as a whole.


LARSON, ALLEN, WEISHAIR & CO., LLP

Saint Paul, Minnesota
January 16, 1998



(1)





DOUGLAS A. HOLLOWELL, P.C.

309 County Street - Suite 100
P.O. Box 636
Portsmouth, Virginia 23705
Telephone (757) 397-8425
1-800-858-8425
Fax# (757) 393-1451

1500 W.Ehringhaus Street,
P.O. Box 1387,
Elizabeth City, North Carolina 27909,
Telephone (919) 335-7666
(919) 338-8021
Fax# (919) 338-4148

INDEPENDENT AUDITORS' REPORT


We have audited the accompanying balance sheet of Shockoe Hill Associates
II, L.P. as of December 31, 1997, and the related statements of income,
changes in partners capital, and cash flows for the year then ended.  These
financial statements are the responsibility of Shockoe Hill Associates II,
L.P.'s management. Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards and Government Auditing Standards, issued by the Comptroller
General of the United States.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit includes
examining, on a test basis, evidence supporting the amounts, and
disclosures in the financial
statements.  An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audit
provides
a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Shockoe Hill Associates
II, L.P. as of December 31, 1997, and the results of its operations,
changes in partners' capital, and cash flows for the year then ended in
conformity with generally accepted accounting principles.

Our audit as conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The accompanying supplementary
information shown on pages 14 to 24 is presented for purposes of additional
analysis and is not a required part of the basic financial statements of
Shockoe Hill Associates II, L.P.. Such information has been subjected to
the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material respects
in   relation to the financial statements taken as a whole.



In accordance with Government Auditing Standards, we have also issued a
report  dated   January 30,  1998 on our consideration of Shockoe Hill
Associates II, L.P.'s internal controls and reports dated January 30, 1998
on its compliance with specific requirements applicable to major HUD
programs, specific requirements applicable to Affirmative Fair Housing, and
specific requirements applicable to nonmajor HUD program transaction.



Portsmouth, Virginia
January 30 1998




Page 2




LOUIS YOUNG C.P.A. INC.
2630 E. ASHLAN - FRESNO, CALIFORNIA 93726
LOUIS YOUNG C.P.A. INC.

LOUIS YOUNG, CPA    3142 WILLOW AVENUE #101 -CLOVIS, CA 93612
JASON LIAO, CPA     (559) 291-1668 - FAX (559) 291-1692

INDEPENDENT AUDITOR'S REPORT

The Partners Hacienda Villa Associates
Firebaugh, California

We have audited the accompanying balance sheet of Hacienda Villa Associates
(A Limited Partnership) as of December 31, 1998, and the related statements
of operations, partners' capital and cash flows f or the year then ended.
These financial statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these financial
statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audit
provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of Hacienda Villa
Associates (a Limited Partnership) as of December 31, 1998, and the results
of its operations and its cash flows for the year then ended, in conformity
with generally accepted accounting principles.

Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information on
pages 14 and 15 is presented for purposes of additional analysis and is not
a required part of the basic financial statements. Such information has
been subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.



Louis Young CPA Inc.
Fresno, California

February 23, 1999

Boardman & Winnick
CERTIFIED PUBLIC ACCOUNTANTS

Myron H. Bordman, C.P.A. 7439 Middlebelt Road, Suite 3
Robert F. Winnick, C.P.A. West Bloomfield, Michigan 48322
(248) 851-5350
Facsimile (248) 851-9148
Hedda Panzer, C.P.A.
Sharon Lin, C.P.A.

INDEPENDENT AUDITOR'S REPORT

To The Partners of Holland West Limited Partnership

We have audited the accompanying balance sheet of HUD Project No.
047-44050/12001 of Holland West Limited Partnership (a Michigan
Partnership) as of December 31, 1998, and the related statements
of income, and cash flows, and changes in partner's equity. These
financial statements are the responsibility of the project's
management. Our responsibility is to express an opinion on these
financial statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An Audit includes examining on a test
basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Holland West Limited Partnership as of December 31, 1998, and
the results of its operations and its cash flow and its changes
in partners' equity for the year then ended in conformity with
generally accepted accounting principles.

Our audit was conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supporting
information included in the report (shown on pages 11 to 16) are
presented for the purposes of additional analysis and are not a
required part of the basic financial statements of Holland West
Limited Partnership. Such information has been subject to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the financial statements taken as a
whole.

In accordance with Government Auditing Standards, we have also
issued a report dated January 24, 1999, on our consideration of
Holland West Limited Partnership's internal controls and a report
dated January 24, 1999, on its compliance with laws and
regulations.

West Bloomfield, MI
BORDMAN & WINNICK
January 24, 1999
Certified Public Accountants

ROBERT ERCOLINI & COMPANY LLP
Certified Public Accountants * Business Consultants

INDEPENDENT AUDITOR'S REPORT

To the Partners of
Rosenberg Building Associates Limited Partnership
Boston, Massachusetts

We have audited the accompanying balance sheets of Rosenberg
Building Associates Limited Partnership as of December 31, 1998
and 1997, and the related statements Of Operations, partners'
capital, and cash flows for the years then ended. These financial
statements are the responsibility of the Partnership's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, m a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
Rosenberg Building Associates Limited Partnership as of December
31, 1998 and 1997, and the results of its operations, changes in
partners' capital, and its cash flows for the years then ended in
conformity with generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The additional
information included in this report (shown on pages 18 and 19) is
presented for purposes of additional analysis and is not a
required part of the basic financial statements. Such information
has been subjected to the auditing procedures applied in the
audits of the basic financial statements and, in our opinion, is
fairly stated in all material respects in relation to the basic
financial statements taken as a whole.

March 10, 1999

FECTEAU & COMPANY. P.C.

Certified Public Accountants -Advisors of Taxation

INDEPENDENT AUDITORS' REPORT

To the Partners
Sherburne Housing Redevelopment Company

We have audited the accompanying balance sheet of Sherburne
Housing Redevelopment Company as of December 31, 1998 and the
related statements of operations, partners' equity, and cash
flows for the year then ended. These financial statements are the
responsibility of the Partnership's management. Our
responsibility is to express an opinion on the financial
statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards issued by
the Comptroller General of the United States. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by
Management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Sherburne Housing Redevelopment Company as of December 31,
1998 and the results of its operations and its cash flows for the
year then ended in conformity with generally accepted accounting
principles.

In accordance with Government Auditing Standards, we have also
issued reports dated February 4, 1999, on our consideration of
Sherburne Housing Redevelopment Company's internal control
structure and its compliance with laws and regulations.

The financial statements of Sherburne Housing Redevelopment
Company as of December 31, 1997 were audited by other accountants
whose report dated January 24, 1998 expressed an unqualified
opinion on those statements.

February 4, 1999
Albany, New York

Executive Woods, 4 Atrium Drive, Albany, NY 12205 0 (518)
438-7400 0 FAX (518) 438-7444

Member
American Institute of Certified Public Accountants
(Private Companies Practice Section & Tax Division)
New York state Society of CPA's

 (209) 224-5141


INDEPENDENT AUDITOR'S REPORT


The Partners
Hacienda Villa Associates
Firebaugh, California



We have audited the accompanying balance sheet of Hacienda Villa
Associates (A Limited Partnership) as of December 31, 1997, and
the related statements of operations, partners' capital and cash
flows for the year then ended.  These financial statements are
the responsibility of the Partnership's management.  Our
responsibility is to express an opinion on these financial
statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation.  We believe that
our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Hacienda Villa Associates (a Limited Partnership) as of
December 31, 1997, and the results of its operations and its cash
flows for the year then ended, in conformity with generally
accepted accounting principles.

Our audit was made for the purpose of forming an opinion on the
basic financial statements taken as a whole.  The supplemental
information on pages 14 and 15 is presented for purposes of
additional analysis and is not a required part of the basic
financial statements.  Such information has been subjected to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.




Louis Young CPA Inc.
Fresno, California

February 26, 1998

BOARDMAN & WINNICK
CERTIFIED PUBLIC ACCOUNTANTS


Myron H. Bordman, C.P.A 7439 Middlebeit Road, Suite 3
Robert F. Winnick, C.P.A. West Bloomfield, Michigan 48322
Hedda Benenson, C.P.A.
Sharon Lin, C.P.A.
(248) 851-5350
Facsimile (248) 851-9148


INDEPENDENT AUDITOR'S REPORT

To The Partners of
Holland West Limited Partnership



We have audited the accompanying balance sheet of HUD Project No.
047-44050/12001 of Holland West Limited Partnership (a Michigan
Partnership) as of December 31, 1997, and the related statements
of income, and cash flows, and changes in partner's equity.
These financial statements are the responsibility of the
project's management.  Our responsibility is to express an
opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States.  Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.   An Audit includes examining on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Holland West Limited Partnership as of December 31, 1997, and
the results of its operations and its cash flow and its changes
in partners' equity for the year then ended in conformity with
generally accepted accounting principles.

Our audit was conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole.  The supporting
information included in the report (shown on pages 11 to 16) are
presented for the purposes of additional analysis and are not a
required part of the basic financial statements of Holland West
Limited Partnership.  Such information has been subject to the
auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material
respects in relation to the financial statements taken as a
whole.

In accordance with Government Auditing Standards, we have also
issued a report dated January 24, 1998, on our consideration of
Holland West Limited Partnership's internal controls and a report
dated January 24, 1998, on its compliance with laws and
regulations.



West Bloomfield, MI
January 24, 1998





BORDMAN & WINNICK
Certified Public Accountants
38-2900295
Coopers and Lybrand L.L.P
A professional Services Firm

Report of Independent Accountants


The Partners
Sherburne Housing Redevelopment Company


We have audited the accompanying statements of financial position
of Sherburne Housing Redevelopment Company (A Limited
Partnership) as of December 31, 1997 and 1996, and the related
statements of operations and partners' capital and cash flows for
the year then ended.  These financial statements are the
responsibility of the Partnership's management.  Our
responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audit in accordance with generally accepted
auditing standards and Government Auditing Standards, issued by
the Comptroller General of the United States.  Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of
material misstatement.  An audit includes examining, on a test
basis, evidence supporting the amounts and disclosures in the
financial statements.  An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audit provides a reasonable
basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of Sherburne Housing Redevelopment Company as of December 31,
1997 and 1996, and the results of its operations and its cash
flows for the year then ended, in conformity with generally
accepted accounting principles.

In accordance with Government Auditing Standards, we have also
issued our report dated January 24, 1998 on our consideration of
Sherburne Housing Redevelopment Company's internal control
structure and a report dated January 24, 1998 on its compliance
with laws and regulations.


Coopers and Lybrand LLP

Rochester, New York
January 24, 1998

Members of American Institute of Certified Public Accountants /
Florida Institute of Certified Public Accountants







<TABLE>

<S>           <C>         <C>      <C>         <C>     <C>
<C>         <C>         <C>        <C>    <C>     <C>

                               Boston Capital Tax Credit Fund
Limited Partnership - Series 1
                                  Schedule III - Real Estate and
Accumulated Depreciation
                                                     March 31,
2000

                                              Subsequent
                               Initial       capitalized   Gross
amount at which
                            cost to company     costs**   carried
at close of period
                            ---------------  -----------
--------------------------
                                   Buildings
Buildings               Accum.   Con-    Acq-   Depre-
                 Encum-             and im-     Improve-
and im-                Depre-   struct  uired  ciation
Description     brances    Land    provements    ments     Land
provements    Total     ciation  Date    Date   Life
-----------------------------------------------------------------
--------------------------------------------------------
Apple
Hill, LP       1,478,324   56,000   1,857,492     11,472   56,000
1,868,964   1,924,964    799,985   1/88   2/89   7-27.5

Bolivar
Manor LP         875,963  111,316     999,415    100,494  111,316
1,099,909   1,211,225    504,174  11/88   1/89     27.5

Briarwood
Vero Bch.      1,471,056   96,546   1,866,664      4,059   96,546
1,870,723   1,967,269    544,889   8/89   1/89       40

Coldwater
Ltd.
Dividend Hsg.    932,876   35,750   1,203,836     11,202*  35,750
1,215,038   1,250,788    538,366   7/89  12/88   5-27.5

Conneaut, Ltd. 1,167,002   50,000   1,439,961     99,800   50,000
1,539,761   1,589,761    744,910   4/88   1/89     27.5

Country
Vlg. Assoc.    3,160,361  179,385   3,843,452     12,337  192,794
3,855,789   4,048,583  1,521,235   4/89   1/89   5-27.5

Elk Rapids II
Apts. Co.        735,782   37,000     929,264     13,190   37,000
942,454     979,454    432,771   2/89  12/88   5-27.5

Genesee
Commons
Assoc. LP      9,914,955  250,000  11,622,137 (6,447,538) 250,000
5,174,599   5,424,599  4,284,382  12/88  11/88   5-27.5

                                                          -F -67-



<S>           <C>         <C>      <C>         <C>     <C>
<C>         <C>         <C>        <C>    <C>     <C>

                               Boston Capital Tax Credit Fund
Limited Partnership - Series 1
                                  Schedule III - Real Estate and
Accumulated Depreciation
                                                     March 31,
2000

                                              Subsequent
                               Initial       capitalized   Gross
amount at which
                            cost to company     costs**   carried
at close of period
                            ---------------  -----------
--------------------------
                                   Buildings
Buildings               Accum.   Con-    Acq-   Depre-
                 Encum-             and im-     Improve-
and im-                Depre-   struct  uired  ciation
Description     brances    Land    provements    ments    Land
provements    Total     ciation  Date    Date   Life
-----------------------------------------------------------------
--------------------------------------------------------
Geneva, Ltd.   1,182,349  60,300    1,450,936   125,705   60,300
1,576,641   1,636,941    764,867   8/88   1/89   7-27.5

Green Acres
of Yulee       1,473,016  90,650    1,908,145  (353,722)  90,650
1,554,423   1,645,073    640,139   8/89   1/89   5-27.5

Inglewood
Meadows        1,479,639 123,200    1,886,119    12,086  123,200
1,898,205   2,021,405    796,027  11/88  12/88     27.5

Kingston
Property
Assoc.         5,184,279  50,000    6,024,746 (1,773,542) 50,000
4,251,204   4,301,204  2,766,236   6/89  12/88     27.5

Riverside Pl.
Dividend Hsg.    960,388  65,200    1,202,452    21,617   65,200
1,224,069   1,289,269    552,054   7/89  12/88   5-27.5

Townhomes
Minnehaha Ct.  1,136,035  64,827    1,766,883    (1,852)* 64,827
1,765,031   1,829,858    733,882  11/88  11/88   5-27.5

Unity Park     9,760,376  99,000   11,179,460(6,968,642)  99,000
4,210,818   4,309,818  4,006,954  12/90   4/89   5-27.5

Virginia
Circle LP        672,077  44,936    1,096,944   (34,698)* 44,936
1,062,246   1,107,182    442,014   6/88  11/88   5-27.5

Wewahitchka Ltd. 707,959  28,179      950,637         1   28,179
950,638     978,817    416,600   6/88  12/88   5-27.5



                                                         -F -68-




<S>           <C>         <C>      <C>         <C>     <C>
<C>         <C>         <C>        <C>    <C>     <C>

                               Boston Capital Tax Credit Fund
Limited Partnership - Series 1
                                  Schedule III - Real Estate and
Accumulated Depreciation
                                                     March 31,
2000

                                              Subsequent
                               Initial       capitalized   Gross
amount at which
                            cost to company     costs**   carried
at close of period
                            ---------------  -----------
--------------------------
                                   Buildings
Buildings               Accum.   Con-    Acq-   Depre-
                 Encum-             and im-     Improve-
and im-                Depre-   struct  uired  ciation
Description     brances    Land    provements    ments     Land
provements    Total     ciation  Date    Date   Life
-----------------------------------------------------------------
--------------------------------------------------------
Wood Creek
Manor Ltd.
Dividend        960,890    10,000  1,274,577     24,711    10,000
1,299,288   1,309,288     580,065   7/89  12/88   5-27.5
Woodland
Terrace       1,479,639   120,400  1,885,256     12,261   120,400
1,897,517   2,017,917     804,187  11/88  12/88   5-27.5
---------- --------- ----------  --------- --------- ----------
----------  ----------
             44,732,966 1,572,689 54,388,376(15,131,059)
1,586,098 39,257,317  40,843,415  21,873,737
             ========== ========= ========== ========== =========
==========  ==========  ==========







Since the Operating Partnerships maintain a calendar year end,
the information reported on this schedule is as of December 31,
1999.

*Decrease due to reallocation of acquisition costs.






                                                          -F -69-



Notes to Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 1

Reconciliation of Land, Building & Improvements current year changes

Balance at beginning of period-04/01/92..........................$ 56,048,622

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................    948,241
    Other.............................................          0
                                                       ----------
                                                                 $    948,241

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/93............................$ 56,996,863

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................     87,241
    Other.............................................          0
                                                       ----------
                                                                 $     87,241

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................   (676,202)
                                                       ----------
                                                                 $   (676,202)
                                                                  -----------
Balance at close of period - 03/31/94............................$ 56,407,902

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................    219,775
    Other.............................................          0
                                                       ----------
                                                                 $    219,775
  Deductions during period:

    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/95............................$ 56,627,677



                                         -F -70-


Notes to Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 1

Reconciliation of Land, Building & Improvements current year changes -
continued

Balance at close of period - 3/31/95 ............................$ 56,627,677

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     561,834
    Other............................................           0
                                                      -----------
                                                                 $    561,834
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................    (404,688)
                                                      -----------
                                                                 $   (404,688)
                                                                  -----------
Balance at close of period - 03/31/96............................$ 56,784,823

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................      96,701
    Other............................................           0
                                                      -----------
                                                                 $      96,701
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/97............................$ 56,881,524

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................   2,124,065
    Other............................................           0
                                                      -----------
                                                                 $   2,124,065
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/98............................$ 59,005,589



                                          -F- 71-
Notes to Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 1

Reconciliation of Land, Building & Improvements current year changes -
continued

Balance at close of period - 03/31/98....................... ....$ 59,005,589

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     140,910
    Other............................................ (15,866,273)
                                                      -----------
                                                                 $(15,752,363)
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------           0
                                                                   ----------
Balance at close of period - 03/31/99............................$ 43,280,226

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     226,938
    Other............................................           0
                                                      -----------
                                                                 $    226,938
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................ (2,663,749)
                                                      -----------  (2,663,749)
                                                                   ----------
Balance at close of period - 03/31/00............................$ 40,843,415
                                                                   ==========




















                                        -F -72-



Notes to Schedule III - Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 1

Reconciliation of Accumulated Depreciation current year changes

Balance at beginning of period - 04/01/92.........................$ 6,809,399

  Current year expense..................................$2,384,747
                                                         ---------

Balance at close of period - 3/31/93..............................$ 9,194,146

  Current year expense..................................$1,365,846
                                                         ---------

Balance at close of period - 3/31/94..............................$10,559,992

  Current year expense..................................$2,061,874
                                                         ---------

Balance at close of period - 3/31/95..............................$12,621,866

  Current year expense..................................$1,958,217
                                                         ---------

Balance at close of period - 3/31/96..............................$14,580,083

  Current year expense..................................$2,005,451
                                                         ---------

Balance at close of period - 3/31/97..............................$16,585,534

  Current year expense..................................$2,007,981
                                                         ---------

Balance at close of period - 3/31/98..............................$18,593,515

  Current year expense..................................$2,002,521
                                                         ---------

Balance at close of period - 3/31/99..............................$20,596,036

  Current year expense..................................$1,277,701
                                                         ---------

Balance at close of period - 3/31/00..............................$21,873,737
                                                                   ==========









                                          -F -73-


</TABLE>
<TABLE>
<S>         <C>       <C>        <C>         <C>           <C>      <C>
<C>        <C>         <C>     <C>    <C>

                               Boston Capital Tax Credit Fund Limited
Partnership - Series 2
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                             Subsequent
                              Initial        capitalized      Gross amount at
which
                           cost to company     costs**      carried at close of
period
                           ---------------   -----------
-----------------------------
                                  Buildings                         Buildings
Accum.    Con-    Acq-   Depre-
                Encum-            and im-      Improve-              and im-
Depre-    struct  uired  ciation
Description    brances    Land   provements     ments       Land    provements
Total     ciation   Date    Date   Life
--------------------------------------------------------------------------------
---------------------------------------------
Annadale
Apts.       9,757,626   794,249   3,448,985   8,736,115    226,000  12,185,100
12,411,100 2,133,322    6/90    9/90    5-50

Calexico
Village
Apts.       1,562,547   189,545   2,140,711       4,211    189,545   2,144,922
2,334,467   419,003    4/90    2/90    5-50

Glenhaven
Park III      488,600   225,000     599,444     577,645    225,000   1,177,089
1,402,089   287,023   12/89   11/89      40

Glenhaven
Park IV       392,861   180,000     254,783     619,630    180,000     874,413
1,054,413   204,859    6/90   11/89      40

Herber II
Vlg. Apts.  1,091,002   135,000   1,374,347      (4,711)*  135,000   1,369,636
1,504,636   349,557    4/89    5/89    5-50

Mecca
Apts.       2,591,178    55,580   2,377,218   1,106,178     56,283   3,483,396
3,539,679   749,163    7/90   11/89    5-40

Redwood
Creek Apts. 1,766,199   100,000   2,479,092      (1,325)   100,000   2,477,767
2,577,767   682,392   12/89    7/89    5-50





                                                           -F -74-




<S>         <C>       <C>        <C>         <C>           <C>      <C>
<C>        <C>         <C>     <C>    <C>

                               Boston Capital Tax Credit Fund Limited
Partnership - Series 2
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                             Subsequent
                              Initial        capitalized      Gross amount at
which
                           cost to company     costs**      carried at close of
period
                           ---------------   -----------
-----------------------------
                                  Buildings                         Buildings
Accum.    Con-    Acq-   Depre-
                Encum-            and im-      Improve-              and im-
Depre-    struct  uired  ciation
Description    brances    Land   provements     ments       Land    provements
Total     ciation   Date    Date   Life
--------------------------------------------------------------------------------
---------------------------------------------
Redondo
Apts. II    1,432,633    11,800   1,145,806     745,448     11,800   1,891,254
1,903,054   789,447    7/90   12/89  5-27.5
           ---------- ---------  ----------  ----------  ---------  ----------
---------- ---------
           19,082,646 1,691,174  13,820,386  11,783,191  1,123,628  25,603,577
26,727,205 5,614,766
           ========== =========  ==========  ==========  =========  ==========
========== =========


Since the Operating Partnerships maintain a calendar year end, the information
reported on this schedule is as of December 31, 1999.

*Decrease due to a reallocation of acquisition costs and reduction of
development fees.














                                                          -F -75-Notes to
Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 2

Reconciliation of Land, Building & Improvements current year changes

Balance at beginning of period-04/01/92..........................$ 25,884,758

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................   (868,303)
    Other.............................................          0
                                                       ----------
                                                                 $   (868,303)

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/93............................$ 25,016,455

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................    137,541
    Other.............................................          0
                                                       ----------
                                                                 $    137,541

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/94............................$ 25,153,996
  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................    201,421
    Other.............................................          0
                                                       ----------
                                                                 $    201,421

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/95............................$ 25,355,417


                                             -F -76-

Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 2

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/95............................$ 25,355,417

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................   1,311,862
    Other............................................           0
                                                      -----------
                                                                 $ 1,311,862
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/96............................$ 26,667,279

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................      34,395
    Other............................................           0
                                                      -----------
                                                                 $ 34,395
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $           0
                                                                  -----------
Balance at close of period - 03/31/97............................$ 26,701,674

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................       4,950
    Other............................................           0
                                                      -----------
                                                                 $      4,950
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/98............................$ 26,706,624

                                             -F -77-
Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 2

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/98............................$ 26,706,624

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................       1,464
    Other............................................           0
                                                      -----------
                                                                 $      1,464
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/99............................$ 26,708,088

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................      19,117
    Other............................................           0
                                                      -----------
                                                                 $     19,117
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/00............................$ 26,727,205
                                                                   ==========












                                             -F- 78-

Notes to Schedule III - Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 2

Reconciliation of Accumulated Depreciation current year changes

Balance at beginning of period - 04/01/92.........................$ 1,024,113

  Current year expense..................................$  580,739
                                                         ---------

Balance at close of period - 3/31/93..............................$ 1,604,852

  Current year expense................................  $  572,977
                                                         ---------

Balance at close of period - 3/31/94..............................$ 2,177,829

  Current year expense...............................   $  582,155
                                                         ---------

Balance at close of period - 3/31/95..............................$ 2,759,984

  Current year expense...............................   $  571,705
                                                         ---------

Balance at close of period - 3/31/96..............................$ 3,331,689

  Current year expense................................  $  586,836
                                                         ---------

Balance at close of period - 3/31/97..............................$ 3,918,525

  Current year expense................................. $  582,095
                                                         ---------

Balance at close of period - 3/31/98..............................$ 4,500,620

  Current year expense..................................$  562,334
                                                         ---------

Balance at close of period - 3/31/99..............................$ 5,062,954

  Current year expense..................................$  551,812
                                                         ---------

Balance at close of period - 3/31/00..............................$ 5,614,766
                                                                   ==========





                                             -F -79-

</TABLE>
<TABLE>
<S>       <C>         <C>      <C>       <C>         <C>        <C>       <C>
<C>         <C>      <C>      <C>

                              Boston Capital Tax Credit Fund Limited Partnership
- Series 3
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                            Subsequent
                             Initial       capitalized     Gross amount at which
                          cost to company    costs**     carried at close of
period
                          ---------------  -----------
-----------------------------
                                Buildings                        Buildings
Accum.   Con-    Acq-    Depre-
                Encum-           and im-     Improve-             and im-
Depre-   struct  uired   ciation
Description    brances   Land   provements    ments     Land     provements
Total    ciation   Date    Date    Life
--------------------------------------------------------------------------------
-------------------------------------------

128 Park       510,671  27,000    919,215     58,207    27,000    977,422
1,004,422    377,889    7/88   4/89       28

Ashland
Invstmt.
Grp. II      1,773,701 165,464  2,210,076    (16,928)* 165,464  2,193,148
2,358,612    609,653    5/89   3/89     5-50

Belfast
Birches
Assocs.      1,082,747  50,000  1,370,933      5,791    50,000  1,376,724
1,426,724    413,000    5/89   5/89   5-27.5

Bowditch
School
Lodging      1,614,057  65,961  4,872,047     42,182    65,961  4,914,229
4,980,190  1,535,744   12/89   8/89       34

California
Investors VI 3,802,193 400,000  7,307,955 (1,458,472)  400,000  5,849,483
6,249,483  2,260,865    5/89   6/89       35

Carriage
Gate Apts.   1,466,538 128,480  1,816,497      8,835   128,480  1,825,332
1,953,812    710,936   11/89   6/89   7-27.5

Central
Parkway
Towers       2,800,000       0  9,276,692 (4,252,736)        0  5,023,956
5,023,956  4,052,384   12/89   9/89   5-27.5

Colony Ct.
Apts.        1,485,489 130,000  1,819,588      4,880   130,000  1,824,468
1,954,468    735,670    6/89   4/89   7-27.5

                                                       -F -80-

                              Boston Capital Tax Credit Fund Limited Partnership
- Series 3
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                            Subsequent
                             Initial       capitalized     Gross amount at which
                          cost to company    costs**     carried at close of
period
                          ---------------  -----------
-----------------------------
                                Buildings                        Buildings
Accum.   Con-    Acq-    Depre-
                Encum-           and im-     Improve-             and im-
Depre-   struct  uired   ciation
Description    brances   Land   provements    ments     Land     provements
Total     ciation  Date    Date    Life
--------------------------------------------------------------------------------
-------------------------------------------
Cruz Bay
Ltd.         1,481,679 217,600  1,729,345       (725)  217,600   1,728,620
1,946,220   686,966    2/89   2/89   5-27.5

Fylex
Housing      1,378,823 129,550  1,665,891     55,668   129,550   1,721,559
1,851,109   688,427    6/89   5/89     27.5

Greenwood
Apts.        1,429,652  55,000  1,824,558     29,189    55,000   1,853,747
1,908,747   813,105    8/89   3/89   7-27.5

Hidden Cove
Apts.        2,868,424 712,337  4,324,740     36,529 b  707,848  4,361,269
5,069,117 1,747,503    8/89   4/89   7-27.5

Jackson
Apts.        1,185,952 232,000  1,286,033     59,978    248,026  1,346,011
1,594,037   556,533    7/89   4/89   7-27.5

Lake North
Apts. II     1,053,835  60,000  1,340,829      1,963 a   60,000  1,342,792
1,402,792   398,210    1/89   4/89   5-27.5

Lake Park
LP           1,131,274  61,932  1,437,159     21,738     61,932  1,458,897
1,520,829   582,569    5/89   4/89   7-27.5

Lakewood
Terrace
Ltd.         3,735,725 124,707  2,263,782  4,593,605    124,707  6,857,387
6,982,094 1,906,714    8/89   5/89     27.5

Lincoln
Apts.        2,995,634 177,500  3,665,480 (2,056,897)         0  1,608,583
1,608,583 1,128,649   12/88   2/89   5-27.5

Maplewood
Apts.          752,753  37,900    938,775     41,382     37,900    980,157
1,018,057   276,232    4/89   5/89       40
                                                        -F -81-

                              Boston Capital Tax Credit Fund Limited Partnership
- Series 3
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000
                                            Subsequent
                             Initial       capitalized     Gross amount at which
                          cost to company    costs**     carried at close of
period
                          ---------------  -----------
-----------------------------
                                Buildings                        Buildings
Accum.   Con-    Acq-    Depre-
                Encum-           and im-     Improve-             and im-
Depre-   struct  uired   ciation
Description    brances   Land   provements    ments     Land     provements
Total     ciation  Date    Date    Life
--------------------------------------------------------------------------------
-------------------------------------------
Mound
Plaza Ltd.    619,793   17,058    772,173      2,923    17,059    775,096
792,155   300,631    9/89    8/89   5-27.5

Oak Crest
Manor II      904,353   77,500  1,049,551     48,196a   77,500  1,097,747
1,175,247   291,035    5/89    5/89       40

Orange-
wood
Villas      1,470,057   98,000  1,821,138      4,058    98,000  1,825,196
1,923,196   728,068    9/89    6/89   7-27.5

Paige Hall  2,253,150  633,666  2,544,140    706,485         0  3,250,625
3,250,625 1,066,849    4/89    3/89   7-27.5

Pedcor
Invstmts.   5,492,161  200,000  7,448,711    386,691   200,000  7,835,402
8,035,402 2,342,808    5/89    2/89   5-27.5

Queens
Ct. Apts.   1,035,233   92,200  2,185,579     94,804    92,200  2,280,383
2,372,583   927,742    1/89    2/89   5-27.5

Rainbow
Apts.       1,887,613  181,767  2,215,940     52,590   141,767  2,268,530
2,410,297   957,305    1/89    6/89   5-27.5

Ripon Apts.   848,385   29,040  1,016,757     16,425    29,040  1,033,182
1,062,222   451,580    7/89    3/89   5-27.5

Southport,
Ltd.          958,771   52,800  1,176,478     45,527a   52,800  1,222,005
1,274,805   506,575    2/89    4/89   5-27.5

Sun Village
Apts.       1,044,145   55,973  1,313,338     11,361    55,973  1,324,699
1,380,672   416,482    5/88    4/89   5-27.5


                                                       -F -82-


                              Boston Capital Tax Credit Fund Limited Partnership
- Series 3
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                            Subsequent
                             Initial       capitalized     Gross amount at which
                          cost to company    costs**     carried at close of
period
                          ---------------  -----------
-----------------------------
                                Buildings                        Buildings
Accum.   Con-    Acq-    Depre-
                Encum-           and im-     Improve-             and im-
Depre-   struct  uired   ciation
Description    brances   Land   provements    ments     Land     provements
Total     ciation  Date    Date    Life
--------------------------------------------------------------------------------
------------------------------------------
Taylor
Terrace
Apts.      1,049,457    70,994  1,277,601   112,288     70,994  1,389,889
1,460,883    664,483   11/88    4/89   5-27.5

Trinidad
Apts.        915,372    70,000  1,105,890    37,449     91,599  1,143,339
1,234,938    480,824    6/89    6/89     27.5

Vassar Apts. 915,635    60,823  1,159,060     5,814     60,823  1,164,874
1,225,697    512,076   11/89    3/89   7-27.5

Vidalia LP 1,477,124    75,000  1,887,347     1,407a    75,000  1,888,754
1,963,754    767,038    5/89    4/89   7-27.5

Willow St.
Assoc.     1,470,840   116,380  1,798,301     5,460    116,380  1,803,761
1,920,141    835,667   12/88    2/89  15-27.5
          ---------- ---------  ---------  --------- --------- ----------
---------- ----------
          54,891,236 4,606,632 78,841,599(1,294,333) 3,788,603 77,547,266
81,335,869 30,730,212
          ========== =========  ========= ========== ========= ==========
========== ==========

Since the Operating Partnerships maintain a calendar year end, the information
reported on this schedule is as of December 31, 1999.

*Decrease due to a reallocation of acquisition costs.
**There were no carrying costs as of December 31, 1999.  The column has been
omitted for presentation purposes.







                                                     -F -83-
Notes to Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 3

Reconciliation of Land, Building & Improvements current year changes

Balance at beginning of period-04/01/92..........................$ 83,692,934

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................     52,507
    Other.............................................          0
                                                       ----------
                                                                 $     52,507

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/93............................$ 83,745,441

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................     46,581
    Other.............................................          0
                                                       ----------
                                                                 $     46,581

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/94............................$ 83,792,022
  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................  4,295,176
    Other.............................................          0
                                                       ----------
                                                                 $  4,295,176

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/95............................$ 88,087,198


                                           -F- 84-

Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 3

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/95............................$ 88,087,198

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     168,411
    Other............................................           0
                                                      -----------
                                                                 $    168,411
 Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/96............................$88,255,609

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................   7,950,557
    Other............................................           0
                                                      -----------
                                                                 $  7,950,557
 Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................  (7,824,069)
                                                      -----------
                                                                 $ (7,824,069)
                                                                  -----------
Balance at close of period - 03/31/97............................$ 88,382,097

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................  (1,377,159)
    Other............................................           0
                                                      -----------
                                                                 $ (1,377,159)
 Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................  (3,844,767)
                                                      -----------
                                                                 $ (3,844,767)
                                                                  -----------
Balance at close of period - 03/31/98............................$ 83,160,171

                                            -F- 85-
Notes to Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 3

Reconciliation of Land, Building & Improvements current year changes

Balance at close of period - 03/31/98............................$ 83,160,171

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................  (3,829,441)
    Other............................................           0
                                                      -----------
                                                                 $ (3,829,441)
 Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................   1,588,310
                                                      -----------
                                                                 $  1,588,310
                                                                  -----------
Balance at close of period - 03/31/99............................$ 80,919,040

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................   4,734,899
    Other........................................               0
                                                      -----------
                                                                 $  4,734,899
 Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................  (4,318,070)
                                                      -----------
                                                                 $ (4,318,070)
                                                                  -----------
Balance at close of period - 03/31/00............................$ 81,335,869
                                                                  ===========















                                           -F- 86-

Notes to Schedule III - Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 3

Reconciliation of Accumulated Depreciation current year changes

Balance at beginning of period - 04/01/92.........................$ 7,778,563

  Current year expense..................................$2,897,006
                                                         ---------

Balance at close of period - 3/31/93..............................$10,675,569

  Current year expense..................................$2,848,313
                                                         ---------

Balance at close of period - 3/31/94..............................$13,523,882

  Current year expense..................................$2,914,588
                                                         ---------

Balance at close of period - 3/31/95..............................$16,438,470

  Current year expense..................................$2,967,670
                                                         ---------

Balance at close of period - 3/31/96..............................$19,406,140

  Current year expense..................................$2,896,912
                                                         ---------

Balance at close of period - 3/31/97..............................$22,303,052

  Current year expense..................................$  (88,832)
                                                         ---------

Balance at close of period - 3/31/98..............................$22,214,220

  Current year expense..................................$5,783,312
                                                         ---------

Balance at close of period - 3/31/99..............................$27,997,532

  Current year expense..................................$2,732,680
                                                         ---------

Balance at close of period - 3/31/00..............................$30,730,212
                                                                   ==========




                                            -F-87-

</TABLE>
<TABLE>
<S>       <C>         <C>     <C>        <C>         <C>      <C>         <C>
<C>        <C>    <C>     <C>

                              Boston Capital Tax Credit Fund Limited Partnership
- Series 4
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                            Subsequent
                             Initial       capitalized     Gross amount at which
                          cost to company    costs**     carried at close of
period
                          ---------------  -----------
-----------------------------
                                Buildings                        Buildings
Accum.   Con-    Acq-    Depre-
               Encum-           and im-     Improve-             and im-
Depre-   struct  uired   ciation
Description   brances    Land   provements    ments      Land    provements
Total   ciation  Date    Date    Life
--------------------------------------------------------------------------------
-------------------------------------------  Armory
Square
Ltd.       2,106,597    59,900  3,890,990     75,504     59,900   3,966,494
4,026,394   1,076,471   9/89   7/89   5-27.5

Auburn
Trace
Ltd.       9,849,938   730,000  5,564,052  9,226,717    730,000  14,790,769
15,520,769   6,034,636   1/90   6,89   5-27.5

Ault Apts.   478,812    12,058    570,737     86,716     12,058     657,453
669,511     267,499   7/89   6/89   7-27.5

Bowditch
School
Lodging    1,614,057    65,961  4,872,047     42,182     65,961   4,914,229
4,980,190   1,535,744  12/89   8/89   7-34

Burlwood
Apts.        370,784    20,000    267,333    158,092     20,000     425,425
445,425     124,646    8/89   6/89  7-27.5

Cambria
Commons    1,034,192     5,808  1,489,672     10,458      5,808   1,500,130
1,505,938     598,538   7/89   9/89   5-27.5

Central
Parkway
Towers     2,800,000         0  9,276,692 (4,252,736)         0   5,023,956
5,023,956   4,052,384  12/89   9/89   5-27.5









                                                        -F -88-


                              Boston Capital Tax Credit Fund Limited Partnership
- Series 4
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000
                                             Subsequent
                             Initial       capitalized     Gross amount at which
                          cost to company    costs**     carried at close of
period
                          ---------------  -----------
-----------------------------
                                 Buildings                        Buildings
Accum.    Con-    Acq-    Depre-
               Encum-            and im-     Improve-             and im-
Depre-    struct  uired   ciation
Description   brances    Land   provements    ments      Land     provements
Total    ciation   Date    Date    Life
--------------------------------------------------------------------------------
-------------------------------------------
Clear
View Apts.   752,315    45,000    928,226      9,692     45,000     937,918
982,918     385,010  11/89  10/89   7-27.5


Fuller
Townhomes    496,021    33,600    642,804     17,980     33,600     660,784
694,384     283,554   1/88   4/89   7-27.5

Greenwood
Terrace
Ltd.       1,074,054    80,439  1,352,865      6,463     80,439   1,359,328
1,439,767     541,301   9/89   7/89   7-27.5

Haven
Park II      486,100   225,000  1,038,703      6,708    225,000   1,045,411
1,270,411     398,202   6/89   7/89   7-40

Landmark
Ltd.
Partner-
ship       1,716,608   425,800  3,843,617     70,847    425,800   3,914,464
4,340,264   1,257,557   5/89   8/89   5-27.5

Meadow-
crest
Apts.      2,871,827   286,065    867,009  4,181,573    286,065   5,048,582
5,334,647   1,957,367  10/90   9/89   5-27.5

Milliken
Apts.        835,229    40,000    860,882    162,057     40,000   1,022,939
1,062,939     403,474   8/89   9/89   7-27.5

Montana
Ave. Apts.   646,597    92,179  1,007,036     47,196     93,846   1,054,232
1,148,078     406,881  11/89   8/89   5-27.5




                                                       -F -89-

                               Boston Capital Tax Credit Fund Limited
Partnership - Series 4
                                   Schedule III - Real Estate and Accumulated
Depreciation
                                                      March 31, 2000

                                             Subsequent
                              Initial       capitalized     Gross amount at
which
                           cost to company    costs**     carried at close of
period
                           ---------------  -----------
-----------------------------
                                 Buildings                        Buildings
Accum.   Con-    Acq-   Depre-
                Encum-            and im-     Improve-             and im-
Depre-   struct  uired  ciation
Description    brances    Land   provements    ments     Land     provements
Total    ciation   Date   Date   Life
--------------------------------------------------------------------------------
-------------------------------------------
Monti-
cello
Ltd.       1,099,862    48,000  1,436,974      4,751     48,000   1,441,725
1,489,725     560,181  12/89   7/89   7-27.5

New Grand
Hotel      2,821,292   308,000  6,150,420  1,204,507    308,000   7,354,927
7,662,927   2,774,190   3/89   5/89   7-27.5

Pedcor
Invstmts.
1988 VI    4,927,261   454,472  7,748,826  1,188,686    454,472   8,937,512
9,391,984   2,271,944  12/89   8/89   5-27.5

Rosen-
burg
Hotel      1,796,276   452,000  4,946,965 (2,747,782)b  415,000   2,199,183
2,614,183     191,280   1/89  11/89   7-40

Shockoe
Hill Apts. 1,861,727         0  3,152,879     21,442a         0   3,174,321
3,174,321     860,814   9/89   8/89   5/27.5

Sunnyview
Apts.      2,105,792   135,000  1,806,927  2,030,736    315,000   3,837,663
4,152,663     781,280   9/89   9/89   5-50

Topeka
Park
Phase II     361,172    36,874    759,705     16,543     36,874     776,248
813,122     330,038  12/88   7/89   7-27.5








                                                        -F -90-

                               Boston Capital Tax Credit Fund Limited
Partnership - Series 4
                                   Schedule III - Real Estate and Accumulated
Depreciation
                                                      March 31, 2000

                                             Subsequent
                              Initial       capitalized     Gross amount at
which
                           cost to company    costs**     carried at close of
period
                           ---------------  -----------
-----------------------------
                                 Buildings                        Buildings
Accum.   Con-    Acq-   Depre-
                Encum-            and im-     Improve-             and im-
Depre-   struct  uired  ciation
Description    brances    Land   provements    ments     Land     provements
Total    ciation   Date   Date   Life
--------------------------------------------------------------------------------
-------------------------------------------

Unity
Park
Apts.      9,760,376    99,000  9,828,746 (5,617,928)    99,000    4,210,818
4,309,818  4,006,954  12/90   4/89   27.5

Van Dyke
Estates
XVI          638,584    80,000  1,134,679     87,787     80,000    1,222,466
1,302,466    388,655  11/89   2/90   7-40

Wichita
West
Housing    1,986,969   181,874  3,876,750     92,030    181,874    3,968,780
4,150,654  1,543,838   9/89   8/89   7-27.5
          ---------- --------- ---------- ----------  ---------  -----------
----------- ----------
          54,492,442 3,917,030 77,315,536  6,130,221  4,061,697   83,445,757
87,507,454 33,032,438
          ========== ========= ========== ==========  =========  ===========
=========== ==========
Since the Operating Partnerships maintain a calendar year end, the information
reported on this schedule is as of December 31, 1999.


*Decrease due to a reallocation of acquisition costs.
**There were no carrying costs as of December 31, 1999.  The column has been
omitted for presentation purposes.











                                                      -F -91-
Notes to Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 4

Reconciliation of Land, Building & Improvements current year changes

Balance at beginning of period-04/01/92.......................$103,193,346

  Additions during period:
    Acquisitions through foreclosure...............$         0
    Other acquisitions.............................          0
    Improvements, etc..............................  1,703,785
    Other..........................................          0
                                                    ----------
                                                              $  1,703,785

  Deductions during period:
    Cost of real estate sold.......................$         0
    Other..........................................    (16,119)
                                                    ----------
                                                              $    (16,119)
                                                               -----------
Balance at close of period - 03/31/93.........................$104,881,012

  Additions during period:
    Acquisitions through foreclosure...............$         0
    Other acquisitions.............................          0
    Improvements, etc..............................  2,453,119
    Other..........................................          0
                                                    ----------
                                                              $  2,453,119

  Deductions during period:
    Cost of real estate sold.......................$         0
    Other..........................................          0
                                                    ----------
                                                              $          0
                                                               -----------

Balance at close of period - 03/31/94.........................$107,334,131
  Additions during period:
    Acquisitions through foreclosure...............$         0
    Other acquisitions.............................          0
    Improvements, etc..............................     83,082
    Other..........................................          0
                                                    ----------
                                                              $     83,082
  Deductions during period:
    Cost of real estate sold.......................$         0
    Other..........................................
                                                    ----------
                                                              $          0
                                                               -----------
Balance at close of period - 03/31/95.........................$107,417,213

                                           -F -92-




Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 4

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/95............................$107,417,213

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     542,548
    Other............................................           0
                                                      -----------
                                                                 $    542,548
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/96............................$107,959,761

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     220,246
    Other............................................           0
                                                      -----------
                                                                 $     220,246
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................ (10,169,834)
                                                      -----------
                                                                 $ (10,169,834)
                                                                   -----------
Balance at close of period - 03/31/97. ...........................$ 98,010,173

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     496,394
    Other............................................           0
                                                      -----------
                                                                 $     496,394
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/98............................$ 98,506,567

                                             -F-93-


Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 4

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/98............................$ 98,506,567

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................ (11,446,675)
    Other............................................           0
                                                      -----------
                                                                 $(11,446,675)
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/99............................$ 87,059,892

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     447,562
    Other............................................           0
                                                      -----------
                                                                 $    447,562
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/00............................$ 87,507,454
                                                                  ===========
















                                           -F- 94-


Notes to Schedule III - Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 4

Reconciliation of Accumulated Depreciation current year changes

Balance at beginning of period - 04/01/92.........................$ 6,809,399

  Current year expense..................................$3,546,208
                                                         ---------

Balance at close of period - 3/31/93..............................$10,355,607

  Current year expense..................................$3,739,080
                                                         ---------

Balance at close of period - 3/31/94..............................$14,094,687

  Current year expense..................................$3,783,175
                                                         ---------

Balance at close of period - 3/31/95..............................$17,877,862

  Current year expense..................................$3,670,792
                                                         ---------

Balance at close of period - 3/31/96..............................$21,548,654

  Current year expense..................................$1,951,906
                                                         ---------

Balance at close of period - 3/31/97..............................$23,500,560

  Current year expense..................................$3,280,453
                                                         ---------

Balance at close of period - 3/31/98..............................$26,781,013

  Current year expense..................................$3,394,201
                                                         ---------

Balance at close of period - 3/31/99..............................$30,175,214

  Current year expense..................................$2,857,224
                                                         ---------

Balance at close of period - 3/31/00..............................$33,032,438
                                                                   ==========








                                            -F- 95-

</TABLE>
<TABLE>
<S>         <C>        <C>       <C>          <C>          <C>       <C>
<C>         <C>       <C>    <C>      <C>

                             Boston Capital Tax Credit Fund Limited Partnership
- Series 5
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                             Subsequent
                             Initial        capitalized        Gross amount at
which
                          cost to company     costs**        carried at close of
period
                          ---------------   -----------
------------------------------
                                 Buildings                            Buildings
Accum.   Con-    Acq-   Depre-
               Encum-            and im-       Improve-                and im-
Depre-   struct  uired  ciation
Description   brances    Land    provements      ments       Land     provements
Total    ciation  Date    Date   Life
--------------------------------------------------------------------------------
--------------------------------------------
Annadale    9,757,626   794,249    3,448,985   8,736,115    226,000  12,185,100
12,411,100 2,133,322   6/90   10/90   5-50

Calexico    1,562,547   189,545    2,140,711       4,211    189,545   2,144,922
2,334,467   419,003   4/90    2/90   5-50

Glenhaven
Park          657,856   225,000      991,586    (223,115)*  195,000     768,471
963,471   210,678   6/89    6/89     40

Point
Arena       1,197,672    79,160    1,715,209      81,167     79,160   1,796,376
1,875,536   354,721   2/90    2/90   5-50

TKO
Investments
Props. V    1,025,410   192,656    2,991,964      23,665    190,691   3,015,629
3,206,320 1,025,699   9/89   10/89   5-30
           ---------- ---------   ----------   ---------    -------  ----------
---------- ---------
           14,201,111 1,480,610   11,288,455   8,622,043    880,396  19,910,498
20,790,894 4,143,423
           ========== =========   ==========   =========    =======  ==========
========== =========
Since the Operating Partnerships maintain a calendar year end the information
reported on this schedule is as of December 31,
1999.

*Reduction due to the sale of two building.
**There were no carrying costs as of December 31, 1999.  The column has been
omitted for presentation purposes.



                                                           -F- 96-Notes to
Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 5

Reconciliation of Land, Building & Improvements current year changes

Balance at beginning of period-04/01/92..........................$ 20,288,851

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................      4,975
    Other.............................................          0
                                                       ----------
                                                                 $      4,975

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................   (943,687)
                                                       ----------
                                                                 $   (943,687)
                                                                  -----------
Balance at close of period - 03/31/93............................$ 19,350,139

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................    139,600
    Other.............................................          0
                                                       ----------
                                                                 $    139,600

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/94............................$ 19,489,739
  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................     12,561
    Other.............................................          0
                                                       ----------
                                                                 $     12,561

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/95............................$ 19,502,300



                                            -F- 97-


Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 5

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/95............................$ 19,502,300

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................   1,315,415
    Other............................................           0
                                                      -----------
                                                                 $  1,315,415
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/96............................$ 20,817,715

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................      33,132
    Other............................................           0
                                                      -----------
                                                                 $      33,132
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/97............................$ 20,850,847

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................       4,950
    Other............................................           0
                                                      -----------
                                                                 $      4,950
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/98............................$ 20,855,797

                                            -F- 98-
Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 5

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/98............................$ 20,855,797

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     (65,649)
    Other............................................           0
                                                      -----------
                                                                 $    (65,649)
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/99............................$ 20,790,148

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................         746
    Other............................................           0
                                                      -----------
                                                                 $        746
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/00............................$ 20,790,894
                                                                  ===========
















                                            -F- 99-



Notes to Schedule III - Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 5

Reconciliation of Accumulated Depreciation current year changes

Balance at beginning of period - 04/01/92.........................$   724,098

  Current year expense.................................$   400,685
                                                         ---------

Balance at close of period - 3/31/93..............................$ 1,124,783

  Current year expense.................................$   406,272
                                                         ---------

Balance at close of period - 3/31/94..............................$ 1,531,055

  Current year expense.................................$   403,858
                                                         ---------

Balance at close of period - 3/31/95..............................$ 1,934,913

  Current year expense.................................$   434,339
                                                         ---------

Balance at close of period - 3/31/96..............................$ 2,369,252

  Current year expense.................................$   449,720
                                                         ---------

Balance at close of period - 3/31/97..............................$ 2,818,972

  Current year expense.................................$   462,407
                                                         ---------

Balance at close of period - 3/31/98..............................$ 3,281,379

 Current year expense..................................$   420,998
                                                         ---------

Balance at close of period - 3/31/99..............................$ 3,702,377

  Current year expense.................................$   441,046
                                                         ---------

Balance at close of period - 3/31/00..............................$ 4,143,423
                                                                   ==========






                                          -F- 100-

</TABLE>
<TABLE>

<S>       <C>        <C>      <C>         <C>        <C>        <C>         <C>
<C>         <C>    <C>     <C>

                             Boston Capital Tax Credit Fund Limited Partnership
- Series 6
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                            Subsequent
                             Initial       capitalized       Gross amount at
which
                          cost to company    costs**       carried at close of
period
                          ---------------  -----------
----------------------------
                                Buildings                        Buildings
Accum.   Con-    Acq-   Depre-
               Encum-           and im-      Improve-             and im-
Depre-   struct  uired  ciation
Description   brances    Land   provements     ments     Land    provments
Total    ciation  Date    Date   Life
--------------------------------------------------------------------------------
-----------------------------------------
Auburn
Trace        9,849,938  730,000  5,564,052  9,226,717   730,000  14,790,769
15,520,769  6,034,636   1/90   6/90   5-27.5

Briar-
wood
Estates        566,706   45,000    694,093      8,803    45,000     702,896
747,896    310,617   9/88   9/89   5-27.5

Columbia
Park
Apts.        3,712,553  189,631  7,194,885    710,773   189,631   7,905,658
8,095,289  2,499,535   2/90  11/89   5-27.5

Eldon
Estates        552,558   28,000    709,320     23,180    28,000     732,500
760,500    323,891   7/88   9/89   5-27.5

Green
Pines
Apts.        1,428,063  106,484  1,750,831     23,554   106,484   1,774,385
1,880,869    507,038  11/89  10/89   5-27.5

Hacienda
Villa
Apts.        3,827,912  233,165  4,135,079  3,376,390   233,165   7,511,469
7,744,634  1,898,245   1/90  12/89   5-27.5



                                                        -F- 101-


<S>       <C>        <C>      <C>         <C>        <C>        <C>         <C>
<C>         <C>    <C>     <C>
                             Boston Capital Tax Credit Fund Limited Partnership
- Series 6
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000
                                             Subsequent
                             Initial        capitalized        Gross amount at
which
                          cost to company     costs**        carried at close of
period
                          ---------------   -----------
------------------------------
                                 Buildings                        Buildings
Accum.   Con-    Acq-   Depre-
               Encum-            and im-       Improve-            and im-
Depre-   struct  uired  ciation
Description   brances    Land    provements     ments   Land      provements
Total    ciation  Date    Date   Life
--------------------------------------------------------------------------------
------------------------------------------
Hillandale
Commons    3,083,575  601,653  4,198,973   1,823,295   601,653   6,022,268
6,623,921  2,333,475  1/90  11/89   5-27.5

Holland
West Apts. 1,991,402  175,000  2,301,607     905,629   175,000   3,207,236
3,382,236  1,071,399   2/90  12/89   5-27.5

Kearney
Proper-
ties II      361,255   34,000    460,385       2,445    34,000     462,830
496,830    212,709  3/88   9/89   5-27.5

Pleasant
Hill
Properties   558,106   25,000    703,690      18,558    25,000     722,248
747,248    306,185   5/88   9/89   5-27.5

Rosen-
berg
Hotel      1,796,276  452,000  4,948,372  (2,749,189)  415,000   2,199,183
2,614,183    191,280  12/88   9/89   5-27.5

Sherburne
Sr. Hsng.  1,303,838   43,000  1,786,132     102,513    43,000   1,888,645
1,931,645    655,735   1/92  11/89   27.5

Socorro
Properties 1,243,936   85,000  1,652,129      79,694    85,000   1,731,823
1,816,823    750,757  10/89  11/89   5-27.5

Warrensburg
Properties   567,275   30,000    743,401      37,791    30,000     781,192
811,192    358,056   2/88   9/89   5-27.5
                                                       -F -102-


<S>       <C>        <C>      <C>         <C>        <C>        <C>         <C>
<C>         <C>    <C>     <C>
                               Boston Capital Tax Credit Fund Limited
Partnership - Series 6
                                  Schedule III - Real Estate and Accumulated
Depreciation
                                                     March 31, 2000

                                             Subsequent
                             Initial        capitalized        Gross amount at
which
                          cost to company     costs**        carried at close of
period
                          ---------------   -----------
------------------------------
                                 Buildings                        Buildings
Accum.   Con-    Acq-   Depre-
               Encum-            and im-       Improve-            and im-
Depre-   struct  uired  ciation
Description   brances    Land    provements     ments   Land      provements
Total    ciation  Date    Date   Life
--------------------------------------------------------------------------------
------------------------------------------
Woodcliff
Apts.        754,039    26,795    919,806     15,401    26,795     935,207
962,002    406,696  11/89  10/89   5-27.5
          ---------- --------- ---------- ---------- ---------  ----------
---------- ----------
          31,597,432 2,804,728 37,762,755 13,605,554 2,767,728  51,368,309
54,136,037 17,860,254
          ========== ========= ========== ========== =========  ==========
========== ==========

Since the Operating Partnerships maintain a calendar year end, the information
reported on this schedule is as of December
31, 1999.
*Decrease due to a reallocation of acquisition costs.
**There were no carrying costs as of December 31, 1999.  The column has been
ommitted for presentation purposes.















                                                      -F -103-
Notes to Schedule III
Boston Capital Tax Credit Fund Limited Partnership - Series 6

Reconciliation of Land, Building & Improvements current year changes

Balance at beginning of period-04/01/92..........................$ 59,489,199

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................  3,679,360
    Other.............................................          0
                                                       ----------
                                                                 $  3,679,360

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/93............................$ 63,168,559

  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................    447,307
    Other.............................................          0
                                                       ----------
                                                                 $    447,307
  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................          0
                                                       ----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/94............................$ 63,615,866
  Additions during period:
    Acquisitions through foreclosure..................$         0
    Other acquisitions................................          0
    Improvements, etc.................................    147,102
    Other.............................................          0
                                                       ----------
                                                                 $    147,102

  Deductions during period:
    Cost of real estate sold..........................$         0
    Other.............................................   (261,992)
                                                       ----------
                                                                 $   (261,992)
                                                                  -----------
Balance at close of period - 03/31/95............................$ 63,500,976



                                            -F- 104-

Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 6

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/95............................$ 63,500,976

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     231,479
    Other............................................           0
                                                      -----------
                                                                 $    213,479
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/96............................$ 63,714,455

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     149,680
    Other............................................           0
                                                      -----------
                                                                 $    149,680
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................ (10,169,864)
                                                      -----------
                                                                 $(10,169,864)
                                                                  -----------
Balance at close of period - 03/31/97...........................$ 53,694,271

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     213,929
    Other............................................           0
                                                      -----------
                                                                 $    213,929
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/98...........................$ 53,908,200

                                           -F- 105-
Notes to Schedule III-Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 6

Reconciliation of Land, Building & Improvements current year changes-Continued

Balance at close of period - 03/31/98...........................$ 53,908,200

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     127,127
    Other............................................           0
                                                      -----------
                                                                 $    127,127
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/99...........................$ 54,035,327

  Additions during period:
    Acquisitions through foreclosure.................$          0
    Other acquisitions...............................           0
    Improvements, etc................................     100,710
    Other............................................           0
                                                      -----------
                                                                 $    100,710
  Deductions during period:
    Cost of real estate sold.........................$          0
    Other............................................           0
                                                      -----------
                                                                 $          0
                                                                  -----------
Balance at close of period - 03/31/00...........................$ 54,136,037
                                                                  ===========















                                            -F- 106-


Notes to Schedule III - Continued
Boston Capital Tax Credit Fund Limited Partnership - Series 6

Reconciliation of Accumulated Depreciation current year changes

Balance at beginning of period -
04/01/92...........................$  3,757,494

  Current year
expense.....................................$2,096,245

---------

Balance at close of period -
3/31/93................................$  5,853,739

  Current year
expense.....................................$2,168,130

---------

Balance at close of period -
3/31/94................................$  8,021,869

  Current year
expense.....................................$2,112,071

---------

Balance at close of period -
3/31/95................................$ 10,133,940

  Current year
expense.....................................$2,079,902

---------

Balance at close of period -
3/31/96................................$ 12,213,842

  Current year expense.....................................$
419,476

---------

Balance at close of period -
3/31/97................................$ 12,633,318

  Current year
expense.....................................$1,767,719

---------

Balance at close of period -
3/31/98................................$ 14,401,037

  Current year expense...................................
$1,700,035

---------

Balance at close of period -
3/31/99................................$ 16,101,072

  Current year expense...................................
$1,759,182

---------

Balance at close of period -
3/31/00................................$ 17,860,254

==========





                                            -F- 107-




</TABLE>