FORM 10-QSB--QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                        Quarterly or Transitional Report

                      U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

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

                    For the quarterly period ended June 30, 2000


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


                For the transition period from _________to _________

                         Commission file number 0-13418

            CENTURY PROPERTIES GROWTH FUND XXII (Exact name of small
                  business issuer as specified in its charter)

         California                                             94-2939418
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                             Identification No.)

                          55 Beattie Place, PO Box 1089
                        Greenville, South Carolina 29602
                      (Address of principal executive offices)

                                 (864) 239-1000

                           (Issuer's telephone number)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act  during the  preceding  12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days. Yes X No___

                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

a)

                       CENTURY PROPERTIES GROWTH FUND XXII

                           CONSOLIDATED BALANCE SHEET

                                   (Unaudited)

                          (in thousands, except unit data)

                                  June 30, 2000
<TABLE>
<CAPTION>

Assets

<S>                                                         <C>              <C>
   Cash and cash equivalents                                                $ 1,212
   Receivables and deposits                                                   1,826
   Restricted escrows                                                         1,105
   Other assets                                                               1,420
   Investment properties:
      Land                                                   $ 14,396
      Buildings and related personal property                 122,369
                                                              136,765
      Less accumulated depreciation                           (62,926)       73,839
                                                                           $ 79,402

Liabilities and Partners' (Deficit) Capital
Liabilities

   Accounts payable                                                        $    331
   Tenant security deposit liabilities                                          393
   Accrued property taxes                                                     1,128
   Other liabilities                                                            695
   Mortgage notes payable                                                    72,064

Partners' (Deficit) Capital

   General partner                                           $ (8,119)
   Limited partners (82,848 units issued and
      outstanding)                                             12,910         4,791
                                                                           $ 79,402

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>

b)

<TABLE>
<CAPTION>

                       CENTURY PROPERTIES GROWTH FUND XXII

                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)

                          (in thousands, except unit data)

                                    Three Months Ended            Six Months Ended
                                         June 30,                     June 30,
                                    2000          1999          2000           1999
Revenues:                                      (restated)                   (restated)
<S>                               <C>           <C>          <C>           <C>
  Rental income                   $  5,519      $  5,344     $  10,967     $  10,666
  Other income                         359           254           613           526
     Total revenues                  5,878         5,598        11,580        11,192

Expenses:
  Operating                          1,852         1,728         3,652         3,593
  General and administrative            85           119           174           211
  Depreciation                       1,195         1,111         2,366         2,189
  Interest                           1,459         1,474         2,913         2,952
  Property taxes                       483           470         1,022           943
     Total expenses                  5,074         4,902        10,127         9,888

 Income before cumulative
     effect of change in
     accounting principle              804           696         1,453         1,304

Cumulative effect on prior
     years of a change in
     accounting principle               --            --            --           632
Net income                        $    804      $    696     $   1,453     $   1,936

Net income allocated
  to general partner              $     94      $     83     $     171     $     229
Net income allocated
  to limited partners                  710           613         1,282         1,707
                                  $    804      $    696     $   1,453     $   1,936

Per limited partnership unit:

Income before cumulative
  effect                          $   8.57      $   7.40     $   15.47     $   13.87
Cumulative effect of a change
  in accounting principle               --            --            --          6.73
Net income                        $   8.57      $   7.40     $   15.47     $   20.60

Distribution per limited
  partnership unit                $  24.01      $     --     $   35.72     $   53.23

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>

c)

                        CENTURY PROPERTIES GROWTH FUND XXII
          CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' (DEFICIT) CAPITAL
                                   (Unaudited)

                          (in thousands, except unit data)


<TABLE>
<CAPTION>

                                     Limited
                                   Partnership   General      Limited
                                      Units      Partner     Partners       Total

<S>                                   <C>          <C>        <C>          <C>
Original capital contributions        82,848       $ --       $82,848      $82,848

Partners' (deficit) capital at
   December 31, 1999                  82,848     $(7,893)     $14,587      $ 6,694

Net income for the six months
   ended June 30, 2000                    --         171        1,282        1,453

Distributions to partners                 --        (397)      (2,959)      (3,356)

Partners' (deficit) capital at
   June 30, 2000                      82,848     $(8,119)     $12,910      $ 4,791

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>

d)

                       CENTURY PROPERTIES GROWTH FUND XXII

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)

                                   (in thousands)

<TABLE>
<CAPTION>

                                                                 Six Months Ended
                                                                     June 30,

                                                                 2000         1999
Cash flows from operating activities:                                      (Restated)
<S>                                                             <C>          <C>
  Net income                                                    $ 1,453      $ 1,936
  Adjustments to reconcile net income to net cash
   provided by operating activities:
   Depreciation                                                   2,366        2,189
   Amortization of loan costs                                       103          107
   Cumulative effect of a change in accounting principle             --         (632)
   Change in accounts:
      Receivables and deposits                                   (1,113)         593
      Other assets                                                  (54)          30
      Accounts payable                                               15          (31)
      Tenant security deposit liabilities                            36            3
      Accrued property taxes                                       (191)        (256)
      Other liabilities                                            (240)          87
       Net cash provided by operating activities                  2,375        4,026

Cash flows from investing activities:

  Net deposits to restricted escrows                               (124)         (99)
  Property improvements and replacements                           (960)      (1,029)
       Net cash used in investing activities                     (1,084)      (1,128)

Cash flows from financing activities:

  Mortgage principal payments                                      (376)        (341)
  Distributions to partners                                      (3,356)      (5,000)
       Net cash used in financing activities                     (3,732)      (5,341)

Net decrease in cash and cash equivalents                        (2,441)      (2,443)

Cash and cash equivalents at beginning of period                  3,653        6,684
Cash and cash equivalents at end of period                      $ 1,212      $ 4,241

Supplemental disclosure of cash flow information:

  Cash paid for interest                                        $ 2,810      $ 2,845

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>

e)

                       CENTURY PROPERTIES GROWTH FUND XXII

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note A - Basis of Presentation

The  accompanying   unaudited   consolidated  financial  statements  of  Century
Properties  Growth  Fund  XXII (the  "Partnership"  or  "Registrant")  have been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 10-QSB and Item 310(b)
of Regulation S-B.  Accordingly,  they do not include all of the information and
footnotes  required by generally  accepted  accounting  principles  for complete
financial  statements.  In the  opinion of Fox  Capital  Management  Corporation
("FCMC" or the  "Managing  General  Partner"),  a  California  corporation,  the
managing general partner of the Partnership's  general partner,  all adjustments
(consisting  of  normal  recurring  accruals)  considered  necessary  for a fair
presentation  have been included.  Operating results for the three and six month
periods ended June 30, 2000, are not necessarily  indicative of the results that
may be expected  for the fiscal  year  ending  December  31,  2000.  For further
information,  refer  to the  consolidated  financial  statements  and  footnotes
thereto  included  in the  Partnership's  Annual  Report on Form  10-KSB for the
fiscal year ended December 31, 1999.

Principles of Consolidation

The Partnership's consolidated financial statements include the accounts of Wood
Creek CPGF 22, L.P., Plantation Creek CPGF 22, L.P., Stoney Creek CPGF 22, L.P.,
Four Winds CPGF 22, L.P.,  Coopers Point CPGF 22, L.P.,  Hampton Greens CPGF 22,
L.P.,  Century Stoney  Greens,  L.P. and Copper Mill CPGF 22, L.P., in which the
Partnership  ultimately  owns 100% interest in each of these  partnerships.  The
Partnership  has the  ability  to  control  the major  operating  and  financial
policies of these  partnerships.  All  interpartnership  transactions  have been
eliminated.

Change in Accounting Principle

Effective  January 1, 1999, the Partnership  changed its method of accounting to
capitalize the cost of exterior painting and major landscaping.  The Partnership
believes that this accounting principle change is preferable because it provides
a better matching of expenses with the related benefit of the  expenditures  and
it is consistent with industry practice and the policies of the Managing General
Partner.  This accounting change was first reported during the fourth quarter of
1999.  Accordingly,  net income for the three and six months ended June 30, 1999
has been restated to reflect the accounting  change as if it were reported then.
This adjustment  increased income before the cumulative effect of the accounting
change for the three months ended June 30, 1999 by approximately  $33,000 ($0.35
per limited  partnership unit) and decreased income before the cumulative effect
of the accounting change for the six months ended June 30, 1999 by approximately
$16,000 ($0.17 per limited  partnership  unit). The cumulative effect adjustment
of approximately $632,000 is the result of applying the aforementioned change in
accounting  principle  retroactively  and is  included  in income for 1999.  The
accounting  principle  change  will  not  have an  effect  on cash  flow,  funds
available for  distribution or fees payable to the Managing  General Partner and
affiliates.

Note B - Transfer of Control

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment  Investment and Management Company  ("AIMCO"),  a publicly
traded real estate investment trust, with AIMCO being the surviving  corporation
(the "Insignia Merger").  As a result, AIMCO acquired 100% ownership interest in
the Managing General Partner. The Managing General Partner does not believe that
this  transaction  has had or will have a  material  effect on the  affairs  and
operations of the Partnership.

Note C - Transactions with Affiliated Parties

The  Partnership  has no employees  and is  dependent  on the  Managing  General
Partner  and  its  affiliates  for  the  management  and  administration  of all
partnership activities.  The Partnership Agreement provides for certain payments
to affiliates for services and as reimbursement of certain expenses  incurred by
affiliates on behalf of the Partnership.

The following  transactions with affiliates of the Managing General Partner were
incurred during the six month periods ended June 30, 2000 and 1999:

                                                                  2000      1999
                                                                  (in thousands)
 Property management fees (included in operating expenses)        $585      $561
 Reimbursement for services of affiliates (included in
   operating and general and administrative expenses
   and investment properties)                                       86        82
 Partnership management incentive allocation (included in
   general partner distribution)                                   336       500

During the six months ended June 30, 2000 and 1999,  affiliates  of the Managing
General  Partner were  entitled to receive 5% of gross  receipts from all of the
Partnership's  properties  as  compensation  for providing  property  management
services.  The Partnership  paid to such affiliates  approximately  $585,000 and
$561,000 for the six months ended June 30, 2000 and 1999, respectively.

Affiliates of the Managing General Partner received reimbursement of accountable
administrative  expenses amounting to approximately  $86,000 and $82,000 for the
six months ended June 30, 2000 and 1999, respectively.

Pursuant  to  the  Partnership  Agreement,  for  managing  the  affairs  of  the
Partnership,  the Managing  General Partner is entitled to receive a Partnership
management fee equal to 10% of the  Partnership's  adjusted cash from operations
as  distributed.  Approximately  $336,000 of  Partnership  management  incentive
allocation was paid along with the distributions from operations made during the
six months  ended June 30,  2000.  During  the six months  ended June 30,  1999,
approximately  $500,000 of Partnership  management incentive allocation was paid
along with the  distributions  from  operations made during the six months ended
June 30, 1999. The incentive  allocation is accounted for as a  distribution  to
the general partner, in accordance with the terms of the Partnership Agreement.

AIMCO and its affiliates  currently own 40,757.50  limited  partnership units in
the Partnership representing 49.196% of the outstanding units. A number of these
units were acquired  pursuant to tender offers made by AIMCO or its  affiliates.
It is possible  that AIMCO or its  affiliates  will make one or more  additional
offers to acquire  additional limited  partnership  interests in the Partnership
for cash or in exchange for units in the operating  partnership of AIMCO.  Under
the  Partnership  Agreement,  unitholders  holding a  majority  of the Units are
entitled to take action with respect to a variety of matters. As a result of its
ownership  of  49.196%  of the  outstanding  units,  AIMCO is in a  position  to
significantly  influence all voting  decisions  with respect to the  Registrant.
When voting on matters, AIMCO would in all likelihood vote the Units it acquired
in a manner favorable to the interest of the Managing General Partner because of
their  affiliation with the Managing General Partner.  However,  with respect to
17,023.5 Units, such affiliates are required to vote such Units: (i) against any
increase  in  compensation  payable  to  the  Managing  General  Partner  or  to
affiliates;  and (ii) on all other matters submitted by it or its affiliates, in
proportion  to the  votes  cast by  non-tendering  unitholders.  Except  for the
foregoing,  no other  limitations  are  imposed on such  affiliates'  ability to
influence voting decisions with respect to the Partnership.

Note D - Distribution

During  the  six  months  ended  June  30,  2000,  the  Partnership  distributed
approximately  $3,356,000  (approximately  $2,959,000 to the limited partners or
$35.72 per limited  partnership  unit) from  operations.  Subsequent  to the six
months ended June 30, 2000 a distribution  was declared and paid in August 2000.
Approximately $262,000 was paid to partners  (approximately  $231,000 to limited
partners or $2.79 per limited  partnership  unit).  During the six months  ended
June  30,   1999,   the   Partnership   distributed   approximately   $5,000,000
(approximately   $4,410,000  or  $53.23  per  limited   partnership  unit)  from
operations.

Note E - Segment Reporting

Description  of the types of products  and  services  from which the  reportable
segment derives its revenues:

The  Partnership  has  one  reportable  segment:   residential  properties.  The
Partnership's  residential property segment consists of nine apartment complexes
in the Southeast,  Midwest and Southwest  United States.  The Partnership  rents
apartment units to tenants for terms that are typically twelve months or less.

Measurement of segment profit or loss:

The  Partnership  evaluates  performance  based on segment  profit (loss) before
depreciation.  The accounting policies of the reportable segment are the same as
those of the Partnership as described in the Partnership's Annual Report on Form
10-KSB for the year ended December 31, 1999.

Factors management used to identify the enterprise's reportable segment:

The  Partnership's  reportable  segment  consists of investment  properties that
offer similar products and services.  Although each of the investment properties
are  managed  separately,  they have been  aggregated  into one  segment as they
provide services with similar types of products and customers.

Segment  information  for the three and six months ended June 30, 2000 and 1999,
is shown in the  tables  below  (in  thousands).  The  "Other"  column  includes
partnership administration related items and income and expense not allocated to
the reportable segments.

   Three Months Ended June 30, 2000    Residential     Other     Totals
Rental revenue                           $ 5,519       $ --      $ 5,519
Other income                                 355            4        359
Interest expense                           1,459           --      1,459
Depreciation                               1,195           --      1,195
General and administrative expense            --           85         85
Segment profit (loss)                        885          (81)       804

    Six Months Ended June 30, 2000     Residential     Other     Totals
Rental revenue                           $10,967       $ --      $10,967
Other income                                 604            9        613
Interest expense                           2,913           --      2,913
Depreciation                               2,366           --      2,366
General and administrative expense            --          174        174
Segment profit (loss)                      1,618         (165)     1,453
Total assets                              79,098          304     79,402
Capital expenditures for investment
  properties                                 960           --        960

   Three Months Ended June 30, 1999    Residential     Other      Totals
                                                             (Restated)
Rental income                           $ 5,344       $ --      $ 5,344
Other income                                249            5        254
Interest expense                          1,474           --      1,474
Depreciation                              1,111           --      1,111
General and administrative expense           --          119        119
Segment profit (loss)                       810         (114)       696

   Six Months Ended June 30, 1999     Residential     Other      Totals
                                                             (Restated)
Rental income                           $10,666       $ --      $10,666
Other income                                511           15        526
Interest expense                          2,952           --      2,952
Depreciation                              2,189           --      2,189
General and administrative expense           --          211        211
Cumulative effect of a change in
  accounting principle                      632           --        632
Segment profit (loss)                     2,132         (196)     1,936
Total assets                             82,878          531     83,409
Capital expenditures for investment
  properties                              1,029           --      1,029

Note F - Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial  Group,  Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs  named as defendants,  among others,
the  Partnership,  its Managing  General Partner and several of their affiliated
partnerships  and corporate  entities.  The action  purports to assert claims on
behalf of a class of limited  partners and derivatively on behalf of a number of
limited  partnerships  (including  the  Partnership)  which are named as nominal
defendants,  challenging the acquisition of interests in certain general partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited  partnership units; the management of partnerships
by the  Insignia  affiliates;  and the  Insignia  Merger.  The  plaintiffs  seek
monetary damages and equitable  relief,  including  judicial  dissolution of the
Partnership.  On June 25, 1998,  the  Managing  General  Partner  filed a motion
seeking  dismissal  of the action.  In lieu of  responding  to the  motion,  the
plaintiffs have filed an amended  complaint.  The Managing General Partner filed
demurrers to the amended complaint which were heard February 1999.

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims,  subject to final court approval,  on behalf of the Partnership
and all limited  partners  who owned  units as of November 3, 1999.  Preliminary
approval of the settlement  was obtained on November 3, 1999 from the Court,  at
which time the Court set a final approval  hearing for December 10, 1999.  Prior
to the December 10, 1999 hearing,  the Court received various  objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December 14, 1999, the Managing  General  Partner and its affiliates  terminated
the  proposed  settlement.  In  February  2000,  counsel  for some of the  named
plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who
negotiated  the  settlement.  On June  27,  2000,  the  Court  entered  an order
disqualifying them from the case. The Court will entertain applications for lead
counsel which must be filed by August 4, 2000. The Court has scheduled a hearing
on August 21, 2000 to address the issue of appointing lead counsel. The Managing
General Partner does not anticipate that costs associated with this case will be
material to the Partnership's overall operations.

The  Partnership is unaware of any other pending or outstanding  litigation that
is not of a routine nature arising in the ordinary course of business.

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

The  matters  discussed  in this Form  10-QSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions,   competitive  and  regulatory   matters,   etc.)  detailed  in  the
disclosures  contained  in this  Form  10-QSB  and the  other  filings  with the
Securities and Exchange  Commission made by the  Partnership  from time to time.
The  discussion  of  the  Partnership's  business  and  results  of  operations,
including  forward-looking  statements pertaining to such matters, does not take
into account the effects of any changes to the Registrant's business and results
of operations.  Accordingly,  actual results could differ  materially from those
projected in the forward-looking  statements as a result of a number of factors,
including those identified herein.

The Partnership's investment properties consist of nine apartment complexes. The
following table sets forth the average  occupancy for each of the properties for
the six months ended June 30, 2000 and 1999:

                                                   Average Occupancy

      Property                                      2000       1999

      Cooper's Pointe Apartments                    95%        97%
         North Charleston, South Carolina
      Copper Mill Apartments                        97%        96%
         Richmond, Virginia
      Four Winds Apartments                         95%        96%
         Overland Park, Kansas
      Autumn Run Apartments                         94%        95%
         Naperville, Illinois
      Plantation Creek Apartments                   94%        95%
         Atlanta, Georgia
      Wood Creek Apartments                         93%        94%
         Mesa, Arizona
      Promontory Point Apartments                   96%        96%
         Austin, Texas
      Hampton Greens Apartments                     96%        97%
         Dallas, Texas
      Stoney Creek Apartments                       97%        97%
         Dallas, Texas

Results of Operations

The  Partnership's  net  income  for the six  months  ended  June  30,  2000 was
approximately  $1,453,000 as compared to approximately  $1,936,000 (as restated)
for the  comparable  period in 1999.  The  decrease  in net income is  primarily
attributable  to the  cumulative  effect of a change in accounting  principle of
approximately  $632,000  recognized  during the six months  ended June 30, 1999.
Income  before the  cumulative  effect of a change in  accounting  principle was
approximately  $1,453,000  and $1,304,000 for the six months ended June 30, 2000
and 1999, respectively.  The Partnership's net income for the three months ended
June 30, 2000 was approximately  $804,000 compared to approximately $696,000 (as
restated)  for the  comparable  period in 1999.  The  increase in income for the
three and six month  periods ended June 30, 2000 is primarily due to an increase
in total revenues which was partially offset by an increase in total expenses.

The increase in total expenses for the three and six months ended June 30, 2000,
is primarily  due to increases in  operating,  depreciation  and property  taxes
expenses partially offset by a decrease in general and  administrative  expense.
The increase in operating  expenses is primarily due to an increase in insurance
premiums  during  the three  months  ended  June 30,  2000,  as well as  general
increases  in property  and  maintenance  expenses  at all of the  Partnership's
investment  properties.  The  increase  in  depreciation  expense  is due to new
depreciable  assets being placed into  service at the  Partnership's  properties
during the past twelve months. The increase in property tax expense is due to an
increase in assessed values at Plantation  Creek,  Stoney Creek,  and Promontory
Point. The decrease in general and administrative  expense is primarily due to a
decrease in legal expense,  as the result of a legal settlement during the first
quarter  of  1999,  and a  decrease  in  professional  expenses  related  to the
administration  of the Partnership.  The increase in operating expense is due to
an increase in insurance rate premiums. The increase in total revenues is due to
an increase in rental and other income. Rental income increased due to increased
rental rates at all of the  Partnership's  properties which more than offset the
slight  decrease  in  occupancy  at  six of the  Partnership's  nine  investment
properties and an increase in concessions offered at five investment properties.
The increase in other income is primarily due to increases in laundry  income at
Plantation  Creek,  cable television income at Autumn Run and Hampton Greens and
vending income and damage fees at Wood Creek.

Included in general and  administrative  expenses  for the six months ended June
30, 2000 and 1999, are  reimbursements  to the Managing  General Partner allowed
under  the  Partnership   Agreement   associated  with  its  management  of  the
Partnership.  In  addition,  costs  associated  with the  quarterly  and  annual
communications  with  investors  and  regulatory  agencies  and the annual audit
required by the Partnership Agreement are also included.

Effective  January 1, 1999, the Partnership  changed its method of accounting to
capitalize the cost of exterior painting and major landscaping.  The Partnership
believes that this accounting principle change is preferable because it provides
a better matching of expenses with the related benefit of the  expenditures  and
it is consistent with industry practice and the policies of the Managing General
Partner.  This accounting change was first reported during the fourth quarter of
1999.  Accordingly,  net income for the three and six months ended June 30, 1999
has been restated to reflect the accounting  change as if it were reported then.
This adjustment  increased income before the cumulative effect of the accounting
change for the three months ended June 30, 1999 by approximately  $33,000 ($0.35
per limited  partnership unit) and decreased income before the cumulative effect
of the accounting change for the six months ended June 30, 1999 by approximately
$16,000 ($0.17 per limited  partnership  unit). The cumulative effect adjustment
of approximately $632,000 is the result of applying the aforementioned change in
accounting  principle  retroactively  and is  included  in income for 1999.  The
accounting  principle  change  will  not  have an  effect  on cash  flow,  funds
available for  distribution or fees payable to the Managing  General Partner and
affiliates.

As part of the ongoing  business plan of the  Partnership,  the Managing General
Partner monitors the rental market  environment of its investment  properties to
assess the feasibility of increasing rents,  maintaining or increasing occupancy
levels and protecting  the  Partnership  from increases in expenses.  As part of
this plan, the Managing General Partner attempts to protect the Partnership from
the burden of  inflation-related  increases in expenses by increasing  rents and
maintaining a high overall  occupancy  level.  However,  due to changing  market
conditions,  which  can  result  in the use of  rental  concessions  and  rental
reductions to offset softening market conditions, there is no guarantee that the
Managing General Partner will be able to sustain such a plan.

Capital Resources and Liquidity

At June 30, 2000, the Partnership had cash and cash equivalents of approximately
$1,212,000 as compared to approximately $4,241,000 at June 30, 1999. For the six
months ended June 30, 2000, cash and cash  equivalents  decreased  approximately
$2,441,000 from the Partnership's  year ended December 31, 1999. The decrease in
cash and cash  equivalents  is due to  approximately  $3,732,000 of cash used in
financing  activities  and  approximately  $1,084,000  of cash used in investing
activities,  which was  partially  offset by  approximately  $2,375,000  of cash
provided by operating activities.  Cash used in financing activities consists of
principal   payments  made  on  the  mortgages   encumbering  the  Partnership's
investment properties and cash distributions made to the partners.  Cash used in
investing activities consists of property  improvements and replacements and net
deposits  to  restricted  escrows  maintained  by  the  mortgage  lenders.   The
Partnership invests its working capital reserves in money market accounts.

An  affiliate  of  the  Managing  General  Partner  has  made  available  to the
Partnership  a  credit  line  of  up to  $150,000  per  property  owned  by  the
Partnership.  The Partnership has no outstanding  amounts due under this line of
credit. Based on present plans, the Managing General Partner does not anticipate
the need to borrow in the near future. Other than cash and cash equivalents, the
line of credit is the Partnership's only unused source of liquidity.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures  required at the  properties  to  adequately  maintain the physical
assets and other operating needs of the  Partnership.  Such assets are currently
thought to be  sufficient  for any  near-term  needs of the  Partnership  and to
comply with Federal, state, and local legal and regulatory requirements. Capital
improvements  planned  for each of the  Partnership's  properties  are  detailed
below.

Cooper's Pointe

Approximately $190,000 has been budgeted for capital improvements during 2000 at
Cooper's  Pointe  consisting   primarily  of  interior   decoration,   appliance
replacements,   exterior  painting,   and  floor  covering   replacements.   The
Partnership completed  approximately $81,000 in capital expenditures at Cooper's
Pointe  Apartments as of June 30, 2000,  consisting  primarily of floor covering
replacements,  exterior painting, and appliance replacements. These improvements
were  funded  from  operating  cash flow and  replacement  reserves.  Additional
improvements may be considered and will depend on the physical  condition of the
property as well as replacement  reserves and anticipated cash flow generated by
the property.

Copper Mill

Approximately $107,000 has been budgeted for capital improvements during 2000 at
Copper Mill consisting primarily of carpet replacement,  appliance replacements,
and structural improvements.  The Partnership completed approximately $44,000 in
capital  expenditures at Copper Mill Apartments as of June 30, 2000,  consisting
primarily of floor covering replacements,  building improvements,  and appliance
replacement.  These  improvements  were funded  from  replacement  reserves  and
operating cash flows.  Additional improvements may be considered and will depend
on the physical  condition of the property as well as  replacement  reserves and
anticipated cash flow generated by the property.

Four Winds

Approximately $224,000 has been budgeted for capital improvements during 2000 at
Four  Winds  consisting  primarily  of  plumbing  enhancements,  floor  covering
replacements,  structural improvements,  and air conditioning replacements.  The
Partnership  completed  approximately  $133,000 in capital  expenditures at Four
Winds  Apartments as of June 30, 2000,  consisting  primarily of floor  covering
replacements,  major  landscaping,   structural  and  other  improvements,  HVAC
condensing  units, and appliance  replacements.  These  improvements were funded
from operating cash flow, and replacement reserves.  Additional improvements may
be considered and will depend on the physical  condition of the property as well
as replacement reserves and anticipated cash flow generated by the property.

Autumn Run

Approximately $256,000 has been budgeted for capital improvements during 2000 at
Autumn Run  consisting  primarily  of  appliance  replacements,  floor  covering
replacements,   and   structural   improvements.   The   Partnership   completed
approximately  $138,000 in capital  expenditures  at Autumn Run Apartments as of
June 30, 2000,  consisting  primarily of plumbing  improvements,  floor covering
replacements,   electrical   upgrades,   and   appliance   replacements.   These
improvements  were funded from  operating  cash flow and  replacement  reserves.
Additional  improvements  may be  considered  and will  depend  on the  physical
condition of the property as well as replacement  reserves and anticipated  cash
flow generated by the property.

Plantation Creek

Approximately $794,000 has been budgeted for capital improvements during 2000 at
Plantation  Creek  consisting  primarily of structural  improvements,  clubhouse
renovations,   plumbing   enhancements,   carpet   replacement,   and  appliance
replacements.   The  Partnership  completed  approximately  $49,000  in  capital
expenditures  at Plantation  Creek  Apartments  as of June 30, 2000,  consisting
primarily of structural  improvements,  carpet  replacements,  submetering,  and
appliance replacements. These improvements were funded from operating cash flow.
Additional  improvements  may be  considered  and will  depend  on the  physical
condition of the property as well as replacement  reserves and anticipated  cash
flow generated by the property.

Wood Creek

The Partnership is currently  modifying the 2000 capital  improvement budget for
Wood Creek Apartments. The budget is anticipated to include amounts to cover the
following   capital   improvement   needs  at  the  property:   floor   covering
replacements,  plumbing enhancements, air conditioning improvements,  structural
improvements,  and roof replacements.  The Partnership  completed  approximately
$291,000 in capital  expenditures at Wood Creek  Apartments as of June 30, 2000,
consisting primarily of structural  improvements,  floor covering  replacements,
interior and  exterior  building  improvements,  and  plumbing  fixtures.  These
improvements were funded from operating cash flow.  Additional  improvements may
be considered and will depend on the physical  condition of the property as well
as replacement reserves and anticipated cash flow generated by the property.

Promontory Point

Approximately $225,000 has been budgeted for capital improvements during 2000 at
Promontory  Point  consisting  primarily of structural  improvements,  appliance
replacements,  floor covering replacements,  and air conditioning  replacements.
The  Partnership  completed  approximately  $134,000 in capital  expenditures at
Promontory  Point  Apartments  as of June  30,  2000,  consisting  primarily  of
structural  improvements,  floor covering replacements,  appliance replacements,
parking  lot   improvements,   pool   improvements   and  structural  and  other
improvements.  These  improvements  were funded from  replacement  reserves  and
operating cash flow.  Additional  improvements may be considered and will depend
on the physical  condition of the property as well as  replacement  reserves and
anticipated cash flow generated by the property.

Hampton Greens

Approximately $103,000 has been budgeted for capital improvements during 2000 at
Hampton Greens consisting  primarily of floor covering  replacements,  appliance
replacements,  interior decoration, air conditioning  replacements,  and counter
top replacements.  The Partnership  completed  approximately  $37,000 in capital
expenditures  at  Hampton  Greens  Apartments  as of June 30,  2000,  consisting
primarily of floor covering replacements,  appliance replacements, and perimeter
fencing.  These  improvements  were funded from operating cash flow.  Additional
improvements may be considered and will depend on the physical  condition of the
property as well as replacement  reserves and anticipated cash flow generated by
the property.

Stoney Creek

Approximately $116,000 has been budgeted for capital improvements during 2000 at
Stoney Creek  consisting  primarily  of floor  covering  replacements,  interior
decoration,  air conditioning unit  replacements,  and counter top replacements.
The  Partnership  completed  approximately  $53,000 in capital  expenditures  at
Stoney Creek Apartments as of June 30, 2000,  consisting primarily of structural
improvements,  floor covering  replacements  and appliance  replacements.  These
improvements were funded from operating cash flow.  Additional  improvements may
be considered and will depend on the physical  condition of the property as well
as replacement reserves and anticipated cash flow generated by the property.

The additional  capital  expenditures will be incurred only if cash is available
from operations or from Partnership  reserves.  To the extent that such budgeted
capital improvements are completed,  the Partnership's  distributable cash flow,
if any, may be adversely affected at least in the short term.

The Partnership's  current assets are thought to be sufficient for any near-term
needs  (exclusive  of capital  improvements)  of the  Partnership.  The mortgage
indebtedness  of  approximately  $72,064,000  is being  amortized  over  varying
periods with balloon payments due over periods ranging from November 2003 to May
2008.  The Managing  General  Partner will attempt to refinance  such  remaining
indebtedness  and/or sell the properties  prior to such maturity  dates.  If the
properties cannot be refinanced or sold for a sufficient amount, the Partnership
will risk losing such properties through foreclosure.

During  the  six  months  ended  June  30,  2000,  the  Partnership  distributed
approximately  $3,356,000  (approximately  $2,959,000 to the limited partners or
$35.72 per limited  partnership  unit) from  operations.  Subsequent  to the six
months ended June 30, 2000, a distribution was declared and paid in August 2000.
Approximately $262,000 was paid to partners  (approximately  $231,000 to limited
partners or $2.79 per limited  partnership  unit).  During the six months  ended
June  30,   1999,   the   Partnership   distributed   approximately   $5,000,000
(approximately   $4,410,000  or  $53.23  per  limited   partnership  unit)  from
operations.  The  Partnership's  distribution  policy is reviewed on a quarterly
basis.  Future cash  distributions  will depend on the levels of cash  generated
from  operations,  the  availability  of cash  reserves,  and the timing of debt
maturities,  property  sales,  and/or  refinancings.  There can be no assurance,
however,  that the Partnership  will generate  sufficient  funds from operations
after required capital  improvements to permit  additional  distributions to its
partners during the remainder of 2000 or subsequent periods.

                           PART II - OTHER INFORMATION

ITEM 1.     LEGAL PROCEEDINGS

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial  Group,  Inc., et al. in the Superior Court of the State of California
for the County of San Mateo. The plaintiffs  named as defendants,  among others,
the  Partnership,  its Managing  General Partner and several of their affiliated
partnerships  and corporate  entities.  The action  purports to assert claims on
behalf of a class of limited  partners and derivatively on behalf of a number of
limited  partnerships  (including  the  Partnership)  which are named as nominal
defendants,  challenging the acquisition of interests in certain general partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited  partnership units; the management of partnerships
by the  Insignia  affiliates;  and the  Insignia  Merger.  The  plaintiffs  seek
monetary damages and equitable  relief,  including  judicial  dissolution of the
Partnership.  On June 25, 1998,  the  Managing  General  Partner  filed a motion
seeking  dismissal  of the action.  In lieu of  responding  to the  motion,  the
plaintiffs have filed an amended  complaint.  The Managing General Partner filed
demurrers to the amended complaint which were heard February 1999.

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims,  subject to final court approval,  on behalf of the Partnership
and all limited  partners  who owned  units as of November 3, 1999.  Preliminary
approval of the settlement  was obtained on November 3, 1999 from the Court,  at
which time the Court set a final approval  hearing for December 10, 1999.  Prior
to the December 10, 1999 hearing,  the Court received various  objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December 14, 1999, the Managing  General  Partner and its affiliates  terminated
the  proposed  settlement.  In  February  2000,  counsel  for some of the  named
plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who
negotiated  the  settlement.  On June  27,  2000,  the  Court  entered  an order
disqualifying them from the case. The Court will entertain applications for lead
counsel which must be filed by August 4, 2000. The Court has scheduled a hearing
on August 21, 2000 to address the issue of appointing lead counsel. The Managing
General Partner does not anticipate that costs associated with this case will be
material to the Partnership's overall operations.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  Exhibit 27, Financial Data Schedule, is filed as an exhibit to
                  this report.

            b)    Reports on Form 8-K:

                  None filed during the quarter ended June 30, 2000.

                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                    CENTURY PROPERTIES GROWTH FUND XXII


                                    By:   FOX PARTNERS IV
                                          Its General Partner

                                    By:   FOX CAPITAL MANAGEMENT CORPORATION
                                          Managing General Partner

                                    By:   /s/Patrick J. Foye
                                          Patrick J. Foye
                                          Executive Vice President

                                    By:   /s/Martha L. Long
                                          Martha L. Long
                                          Senior Vice President
                                          and Controller

                                    Date: August 11, 2000