SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-KSB

[X]   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

                 For the fiscal year ended December 31, 2003

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934
               For the transition period _________to _________

                         Commission file number 0-10304

                               ANGELES PARTNERS X
                 (Name of small business issuer in its charter)

         California                                             95-3557899
(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)

                            Issuer's telephone number
                                 (864) 239-1000

        Securities registered under Section 12(b) of the Exchange Act:

                                      None

        Securities registered under Section 12(g) of the Exchange Act:

                            Limited Partnership Units
                                (Title of class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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__

Check if there is no disclosure  of delinquent  filers in response to Item 405
of  Regulation  S-B  contained  in  this  form,  and  no  disclosure  will  be
contained,  to the best of the  registrant's  knowledge in definitive proxy or
information  statements  incorporated  by  reference  in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [X]

State issuer's revenues for its most recent fiscal year.  $1,572,000

State the aggregate  market value of the voting  partnership  interests  held by
non-affiliates  computed  by  reference  to the price at which  the  partnership
interests  were sold,  or the average bid and asked  prices of such  partnership
interests as of December 31, 2003. No market exists for the limited  partnership
interests of the Registrant,  and,  therefore,  no aggregate market value can be
determined.

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None

The matters discussed in this report contain certain forward-looking statements,
including, without limitation, statements regarding future financial performance
and the effect of government  regulations.  Actual results may differ materially
from those described in the forward-looking statements and will be affected by a
variety of risks and factors including,  without limitation:  national and local
economic  conditions;  the terms of  governmental  regulations  that  affect the
Registrant and interpretations of those regulations; the competitive environment
in which the Registrant operates;  financing risks, including the risk that cash
flows from operations may be insufficient to meet required payments of principal
and interest;  real estate risks, including variations of real estate values and
the general  economic  climate in local markets and  competition  for tenants in
such markets;  litigation,  including  costs  associated  with  prosecuting  and
defending  claims  and  any  adverse   outcomes,   and  possible   environmental
liabilities.   Readers  should  carefully  review  the  Registrant's   financial
statements and the notes thereto,  as well as the risk factors  described in the
documents  the  Registrant  files  from  time to time  with the  Securities  and
Exchange Commission.

                                     PART I

Item 1.  Description of Business

Angeles  Partners  X (the  "Registrant"  or  "Partnership")  is a  publicly-held
limited  partnership  organized under the California Uniform Limited Partnership
Act  pursuant to a  Certificate  and Amended  Agreement  of Limited  Partnership
(hereinafter  referred to as the  "Agreement")  dated June 24, 1980. The general
partner  responsible  for  management of the  Partnership's  business is Angeles
Realty Corporation ("ARC"), a California corporation (hereinafter referred to as
the "General  Partner").  Effective December 1992, 100% of the General Partner's
outstanding  stock was  purchased by MAE GP  Corporation  ("MAE GP").  Effective
February 25, 1998, MAE GP merged into Insignia  Properties Trust ("IPT"),  which
was merged  into  Apartment  Investment  and  Management  Company  ("AIMCO"),  a
publicly traded real estate investment trust,  effective February 26, 1999. Thus
the General Partner is now a wholly-owned  subsidiary of AIMCO. The Non-Managing
General Partner is AIMCO Properties, LP, a wholly-owned subsidiary of AIMCO. The
General Partner and the  Non-Managing  General  Partner are herein  collectively
referred to as the "General Partners".  The Partnership  Agreement provides that
the Partnership is to terminate on December 31, 2035, unless terminated prior to
such date.

The  Registrant  is engaged in the business of operating and holding real estate
properties for investment.  In 1981 and 1982, during its acquisition  phase, the
Registrant acquired eight investment properties. Prior to the calendar year 2002
six investment properties were either sold or foreclosed on. On August 19, 2003,
the Partnership sold another of its investment properties, Greentree Apartments.
The  Registrant  continues  to own and  operate  one  investment  property as of
December 31, 2003 (see "Item 2 - Description of Property").

Commencing  May 12, 1981,  the  Registrant  offered  pursuant to a  Registration
Statement  filed with the Securities and Exchange  Commission up to 25,000 Units
of Limited Partnership  Interest (the "Units") at a purchase price of $1,000 per
Unit  with a minimum  purchase  of 5 Units  ($5,000).  Upon  termination  of the
offering,  the  Registrant  had accepted  subscriptions  for 18,714 Units for an
aggregate  of  $18,714,000,  including  100 Units  which were  purchased  by the
General Partner for $100,000. Since its initial offering, the Registrant has not
received,  nor  are  limited  partners  required  to  make,  additional  capital
contributions.


<PAGE>



The Partnership  has no employees.  Management and  administrative  services are
performed by the General Partner and by agents retained by the General  Partner.
Property  management  services are provided at the Partnership's  property by an
affiliate of the General Partner.

Risk Factors

The  real  estate  business  in which  the  Partnership  is  engaged  is  highly
competitive.  There are other  residential  properties within the market area of
the Partnership's  property.  The number and quality of competitive  properties,
including those which may be managed by an affiliate of the General Partner,  in
such  market  area  could have a  material  effect on the rental  market for the
apartments at the  Partnership's  property and the rents that may be charged for
such apartments. While the General Partner and its affiliates own and/or control
a  significant  number of  apartment  units in the  United  States,  such  units
represent an  insignificant  percentage of total  apartment  units in the United
States, and competition for apartments is local.

Laws benefiting  disabled persons may result in the Partnership's  incurrence of
unanticipated  expenses.  Under the Americans with  Disabilities Act of 1990, or
ADA,  all places  intended to be used by the public are required to meet certain
Federal  requirements  related to access and use by disabled persons.  Likewise,
the Fair Housing Amendments Act of 1988, or FHAA, requires apartment  properties
first occupied after March 13, 1990 to be accessible to the  handicapped.  These
and other  Federal,  state  and  local  laws may  require  modifications  to the
Partnership's  property, or restrict renovations of the property.  Noncompliance
with these laws could result in the  imposition  of fines or an award of damages
to  private  litigants  and  also  could  result  in an  order  to  correct  any
non-complying  feature,  which could result in substantial capital expenditures.
Although  the   Partnership   believes  that  the   Partnership's   property  is
substantially in compliance with present requirements, the Partnership may incur
unanticipated expenses to comply with the ADA and the FHAA.

Both the income and expenses of operating the property owned by the  Partnership
are subject to factors outside of the Partnership's  control, such as changes in
the supply and demand for  similar  properties  resulting  from  various  market
conditions, increases/decreases in unemployment or population shifts, changes in
availability of permanent mortgage financing, changes in zoning laws, or changes
in patterns or needs of users.  In addition,  there are risks inherent in owning
and operating residential  properties because such properties are susceptible to
the  impact of  economic  and other  conditions  outside  of the  control of the
Partnership.

There have been, and it is possible there may be other, Federal, state and local
legislation  and  regulations   enacted   relating  to  the  protection  of  the
environment.  The Partnership is unable to predict the extent,  if any, to which
such new  legislation  or  regulations  might occur and the degree to which such
existing or new legislation or regulations  might adversely  affect the property
owned by the Partnership.

The  Partnership  monitors its property for evidence of  pollutants,  toxins and
other dangerous substances, including the presence of asbestos. In certain cases
environmental testing has been performed,  which resulted in no material adverse
conditions or liabilities.  In no case has the Partnership  received notice that
it is a potentially  responsible party with respect to an environmental clean up
site.

A further  description  of the  Partnership's  business  is included in "Item 6.
Management's Discussion and Analysis or Plan of Operation" of this Form 10-KSB.

Item 2.  Description of Property:

The following table sets forth the Registrant's investment in property:

<TABLE>
<CAPTION>

                               Date of
Property                      Purchase         Type of Ownership             Use

<S>                           <C>   <C>
Carriage Hills Apartments     07/30/82   Fee ownership subject to a     Apartment -
  East Lansing, Michigan                 first mortgage (1)             143 units
</TABLE>

(1)   Property  is held by a Limited  Partnership  which the  Registrant  owns a
      99.00% interest in.

Sale of Property

On August 19, 2003, the  Partnership  sold Greentree  Apartments to an unrelated
third party for a gross sale price of $5,250,000.  The net proceeds  realized by
the Partnership  were  approximately  $5,133,000 after payment of closing costs.
The Partnership used  approximately  $3,260,000 of the net proceeds to repay the
mortgages  encumbering  the  property.   The  Partnership  realized  a  gain  of
approximately  $4,283,000 as a result of the sale. In addition,  the Partnership
recorded a loss on early  extinguishment  of debt of  approximately  $5,000 as a
result of the write-off of unamortized loan costs and discounts.

Schedule of Property:

Set forth  below for the  Registrant's  property  is the gross  carrying  value,
accumulated  depreciation,  depreciable life, method of depreciation and Federal
tax basis.

<TABLE>
<CAPTION>

                       Gross
                     Carrying   Accumulated   Depreciable    Method of       Federal
Property               Value    Depreciation      Life      Depreciation    Tax Basis
                          (in thousands)                                  (in thousands)

Carriage Hills
<S>                  <C>         <C>            <C>                           <C>
 Apartments          $ 5,997     $ 4,203        5-30 yrs        S/L           $ 1,687
</TABLE>

See "Note A - Organization  and Summary of Significant  Accounting  Policies" to
the consolidated financial statements included in "Item 7. Financial Statements"
for a description of the Partnership's capitalization and depreciation policies.


<PAGE>




Schedule of Property Indebtedness

The  following  table  sets  forth  certain  information  relating  to the  loan
encumbering the Partnership's property:

<TABLE>
<CAPTION>

                          Principal                                      Principal
                          Balance At                                      Balance
                         December 31,   Interest    Period   Maturity      Due At
       Property              2003         Rate    Amortized    Date     Maturity (1)
                        (in thousands)                                 (in thousands)

Carriage Hills
  Apartments
<S>                        <C>           <C>        <C>        <C>       <C>
  1st mortgage             $ 5,030       7.39%      30 yrs     12/04     $ 4,958
</TABLE>

(1)   See  "Note  B -  Mortgage  Note  Payable"  to the  consolidated  financial
      statements  included in "Item 7. Financial  Statements" for other specific
      details about the loan.

Rental Rates and Occupancy:

Average annual rental rate and occupancy for 2003 and 2002 for the property were
as follows:

                                    Average Annual              Average Annual
                                     Rental Rate                  Occupancy
                                      (per unit)
 Property                        2003           2002          2003         2002
 Carriage Hills Apartments      $10,442       $10,680         93%           92%

As noted under "Item 1.  Description of Business",  the real estate  industry is
highly   competitive.   The  property  is  subject  to  competition  from  other
residential  apartment  complexes in the area. The General Partner believes that
the property is adequately  insured.  The property is an apartment complex which
leases  units  for  terms of one year or  less.  As of  December  31,  2003,  no
residential  tenant  leases  10% or  more of the  available  rental  space.  The
property is in good condition,  subject to normal depreciation and deterioration
as is typical for assets of this type and age.

Schedule of Real Estate Taxes and Rate:

Real estate taxes and rate in 2003 for the property were as follows:

                                    2003             2003
                                  Billing            Rate
                                 (in thousands)

Carriage Hills Apartments         $160               6.25%

Capital Improvements:

Greentree Apartments: Prior to the sale, the Partnership completed approximately
$40,000 in capital improvements at Greentree Apartments, consisting primarily of
floor covering  replacement.  These improvements were funded from operations and
replacement  reserves.  The Partnership sold Greentree  Apartments on August 19,
2003 to an unrelated third party.


<PAGE>



Carriage Hills Apartments:  The Partnership completed  approximately $241,000 in
capital  improvements  at Carriage Hills  Apartments for the year ended December
31,  2003,  consisting  primarily  of  parking  area  upgrades,  floor  covering
replacement,  and  construction  related  to the  fire  discussed  in  "Item  6.
Management's  Discussion and Analysis or Plan of Operation".  These improvements
were funded from replacement reserves,  operations,  and insurance proceeds. The
Partnership  is  currently  evaluating  the  capital  improvement  needs  of the
property for the upcoming  year and  currently  expects to budget  approximately
$79,000.  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  capital  improvements
planned for 2004 at the  Partnership's  property will be made only to the extent
of cash available from operations and Partnership reserves.

Item 3.  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. (the "Nuanes action") 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 General Partner and several of
their affiliated  partnerships and corporate  entities.  The action purported to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships  (including the Partnership) that are
named as nominal defendants, challenging, among other things, the acquisition of
interests in certain General Partner entities by Insignia  Financial Group, Inc.
("Insignia") and entities that were, at one time,  affiliates of Insignia;  past
tender offers by the Insignia  affiliates to acquire limited  partnership units;
management of the  partnerships  by the Insignia  affiliates;  and the series of
transactions  which  closed on October 1, 1998 and  February  26,  1999  whereby
Insignia and Insignia  Properties Trust,  respectively,  were merged into AIMCO.
The plaintiffs sought monetary damages and equitable relief,  including judicial
dissolution of the Partnership. In addition, during the third quarter of 2001, a
complaint (the "Heller  action") was filed against the same  defendants that are
named in the Nuanes action,  captioned Heller v. Insignia Financial Group. On or
about August 6, 2001,  plaintiffs  filed a first amended  complaint.  The Heller
action was brought as a purported  derivative  action,  and asserted claims for,
among other things,  breach of fiduciary duty, unfair  competition,  conversion,
unjust enrichment, and judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the General Partner has also agreed to make at least
one round of tender offers to purchase all of the  partnership  interests in the
Partnerships within one year of final approval, if it is granted, and to provide
partners  with the  independent  appraisals  at the time of these  tenders.  The
proposed  settlement  also provided for the  limitation  of the allowable  costs
which the General  Partner or its  affiliates  will charge the  Partnerships  in
connection with this litigation and imposes limits on the class counsel fees and
costs in this litigation.  On April 11, 2003,  notice was distributed to limited
partners providing the details of the proposed settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
("Objector")  filed an  appeal  seeking  to  vacate  and/or  reverse  the  order
approving the settlement and entering  judgment  thereto.  On November 24, 2003,
the Objector filed an  application  requesting the Court order AIMCO to withdraw
settlement  tender offers it had  commenced,  refrain from making further offers
pending the appeal and auction any units tendered to third  parties,  contending
that the offers did not conform  with the terms of the  Settlement.  Counsel for
the Objector (on behalf of another  investor)  had  alternatively  requested the
Court take certain  action  purportedly  to enforce the terms of the  settlement
agreement.  On December 18, 2003,  the Court heard oral  argument on the motions
and denied them both in their entirety.  On January 28, 2004, Objector filed his
opening brief in his pending appeal. The General Partner is currently  scheduled
to file a brief in  support  of the  order  approving  settlement  and  entering
judgment thereto by April 23, 2004.

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours  worked  in  excess  of forty  per  week.  The  Complaint  is  styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the  Complaint  denying the  substantive  allegations.  Discovery  is  currently
underway.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs,  associated with these cases will be material
to the Partnership's overall operations.


<PAGE>



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

During the quarter ended December 31, 2003, no matter was submitted to a vote of
unit holders through the solicitation of proxies or otherwise.


<PAGE>




                                     PART II

Item 5.  Market for the Partnership's Common Equity and Related Security
         Holder Matters

The  Partnership,  a  publicly-held  limited  partnership,  sold 18,714  limited
partnership  units (the  "Units")  aggregating  $18,714,000  including 100 Units
purchased by the General Partner for $100,000. The Partnership currently has 827
holders of record owning an aggregate of 18,625 Units. Affiliates of the General
Partner  owned 11,468 units or 61.57% at December  31, 2003.  No public  trading
market has developed for the Units, and it is not anticipated that such a market
will develop in the future.

The  Partnership  distributed  the  following  amounts  during  the years  ended
December 31, 2003 and 2002 (in the thousands, except per unit data):

<TABLE>
<CAPTION>

                       Year Ended      Per Limited      Year Ended      Per Limited
                      December 31,     Partnership     December 31,     Partnership
                          2003            Unit             2002             Unit
<S>           <C>       <C>              <C>               <C>             <C>
Sale proceeds (1)       $1,331           $59.55            $ --            $   --
Operations                  50             2.68              --                --
Total                   $1,381           $62.23            $ --            $   --
</TABLE>

(1) From the sale of Greentree Apartments on August 19, 2003.

Future cash  distributions  will depend on the levels of net cash generated from
operations,  the  availability  of cash  reserves  and the  timing  of the  debt
maturitiy,  refinancing,  and/or  property  sale.  The  Partnership is currently
planning on refinancing the debt encumbering  Carriage Hills Apartments prior to
its December 2004 maturity. The Partnership's cash available for distribution is
reviewed  on a monthly  basis.  There  can be no  assurance,  however,  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital  expenditures  to permit any  distributions  to its  partners in 2004 or
subsequent periods. See "Item 2. Description of Property - Capital Improvements"
for information relating to capital expenditures at the property.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates owned 11,468 limited partnership units in
the Partnership  representing  61.57% of the  outstanding  Units at December 31,
2003. 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
acquire additional Units in exchange for cash or a combination of cash and units
in AIMCO  Properties  L.P., the operating  partnership of AIMCO,  either through
private  purchases  or tender  offers.  Pursuant to the  Partnership  Agreement,
unitholders  holding a majority  of the Units are  entitled  to take action with
respect to a variety of matters, that include, but are not limited to, voting on
certain amendments to the Partnership Agreement and voting to remove the General
Partner.  As a result of its ownership of 61.57% of the outstanding Units, AIMCO
and its affiliates  are in a position to control all such voting  decisions with
respect to the  Partnership.  Although the General Partner owes fiduciary duties
to the  limited  partners of the  Partnership,  the  General  Partner  also owes
fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the duties of
the General  Partner,  as general  partner,  to the  Partnership and its limited
partners may come into conflict with the duties of the General Partner to AIMCO,
as its sole stockholder.


<PAGE>



Item 6.  Management's Discussion and Analysis or Plan of Operation

This  item  should  be read  in  conjunction  with  the  consolidated  financial
statements and other items contained elsewhere in this report.

Results of Operations

The  Partnership's  net  income  for  the  year  ended  December  31,  2003  was
approximately  $4,271,000,  compared to a net loss of approximately  $30,000 for
the year ended December 31, 2002. The increase in net income is primarily due to
the gain on sale of one of the Partnership's  investment properties during 2003.
On August 19, 2003, the  Partnership  sold Greentree  Apartments to an unrelated
third party for a gross sale price of $5,250,000.  The net proceeds  realized by
the Partnership  were  approximately  $5,133,000 after payment of closing costs.
The Partnership used  approximately  $3,260,000 of the net proceeds to repay the
mortgages  encumbering  the property.  As a result of the sale, the  Partnership
realized a gain of  approximately  $4,283,000  for the year ended  December  31,
2003, and this amount is included in gain from sale of  discontinued  operations
on the  consolidated  statements  of operations  included in "Item 7.  Financial
Statements". The property's operations, loss of approximately $61,000 and $8,000
for the years ended December 31, 2003 and 2002, respectively, including revenues
of approximately $600,000 and $996,000,  respectively, are included in loss from
discontinued  operations  on the  consolidated  statements  of  operations.  The
Partnership  recorded a loss on early  extinguishment  of debt of  approximately
$5,000 for the year ended  December 31, 2003 due to the write off of unamortized
loan  costs and  discounts,  which is  included  in the loss  from  discontinued
operations on the consolidated statements of operations.

The Partnership's  income from continuing  operations was approximately  $49,000
for the year  ended  December  31,  2003,  compared  to a loss  from  continuing
operations of  approximately  $22,000 for the year ended  December 31, 2002. The
increase in income  from  continuing  operations  is due to an increase in total
revenues,  partially  offset by an increase in total  expenses.  The increase in
total  revenues  is due to the  recognition  of a  casualty  gain in 2003 and an
increase in other income,  partially offset by a decrease in rental income.  The
casualty  gain  recognized  in 2003 is a  result  of a fire  which  occurred  at
Carriage Hills Apartments (as discussed below).  The increase in other income is
primarily due to an increase in lease  cancellation  fees at the  property.  The
decrease in rental  income is  primarily  due to an increase in bad debt expense
and a decrease in the average rental rate,  partially  offset by the increase in
occupancy at Carriage Hills Apartments.

The increase in total  expenses is due to increases in  operating,  depreciation
and  general  and  administrative  expenses,  partially  offset by a decrease in
interest  expense.  Property tax expense  remained  relatively  constant for the
comparable  periods.  The  increase in operating  expenses is  primarily  due to
increases  in snow removal and contract  maintenance  expense at Carriage  Hills
Apartments.  The  increase  in  depreciation  expense  is a result  of  property
improvements  and  replacements  placed into service at the property  during the
past twelve  months.  The decrease in interest  expense is primarily a result of
scheduled principal payments, which reduced the carrying balance of the mortgage
encumbering  the  property.   General  and  administrative   expenses  increased
primarily due to an increase in management reimbursements to the General Partner
as allowed  under the  Partnership  Agreement.  Also  included  in  general  and
administrative expenses for the years ended December 31, 2003 and 2002 are costs
associated  with the  quarterly  and annual  communications  with  investors and
regulatory agencies and the annual audit required by the Partnership Agreement.

On June 29, 2003, there was a fire at Carriage Hills Apartments,  causing damage
to six units. The property suffered damages of approximately $236,000. Insurance
proceeds of approximately  $191,000 were received during the year ended December
31, 2003 to cover damages to the property, including approximately $71,000 which
is  held on  deposit  with  the  mortgage  lender  at  December  31,  2003.  The
Partnership  recognized a casualty gain of approximately $153,000 resulting from
the receipt of insurance proceeds net of the write-off of approximately  $38,000
in undepreciated damaged assets.

As part of the ongoing  business plan of the  Partnership,  the General  Partner
monitors the rental market environment of its investment  property 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
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,  the  General  Partner may use rental
concessions  and  rental  reductions  to  offset  softening  market  conditions,
accordingly,  there is no  guarantee  that the General  Partner  will be able to
sustain such a plan.

Liquidity and Capital Resources

At  December  31,  2003,  the  Partnership  had  cash and  cash  equivalents  of
approximately $592,000, compared to approximately $111,000 at December 31, 2002.
The increase in cash and cash  equivalents of  approximately  $481,000 is due to
approximately   $5,133,000  of  cash  provided  by  investing   activities   and
approximately  $202,000 of cash  provided  by  operating  activities,  partially
offset by approximately  $4,854,000 of cash used in financing  activities.  Cash
provided by investing  activities  consisted of net proceeds  received  from the
sale  of  Greentree  Apartments,  insurance  proceeds  received  related  to the
casualty at Carriage  Hills  Apartments,  and net receipts from escrow  accounts
maintained by the mortgage lender, partially offset by property improvements and
replacements.  Cash used in financing  activities  consisted of the repayment of
the  mortgages  encumbering  Greentree  Apartments,  distributions  to partners,
payments  of  principal  made on the  mortgages  encumbering  the  Partnership's
properties,  and payments on advances from the General Partner, partially offset
by an advance  from the General  Partner.  The  Partnership  invests its working
capital reserves in interest bearing accounts.

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  investment  property to  adequately  maintain the
physical  assets and other operating needs of the Partnership and to comply with
Federal, state and local legal and regulatory requirements.  The General Partner
monitors  developments  in the area of legal and  regulatory  compliance  and is
studying  new  federal  laws,  including  the  Sarbanes-Oxley  Act of 2002.  The
Sarbanes-Oxley Act of 2002 mandates or suggests  additional  compliance measures
with regard to governance,  disclosure, audit and other areas. In light of these
changes,  the Partnership  expects that it will incur higher expenses related to
compliance,  including  increased  legal  and audit  fees.  The  Partnership  is
currently  evaluating  the capital  improvement  needs of the  property  for the
upcoming year and currently expects to budget approximately $79,000.  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.


<PAGE>



The additional  capital  expenditures will be incurred only if cash is available
from  operations  and  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  assets are thought to be sufficient for any near-term  needs
(exclusive  of capital  improvements  and the upcoming  maturity of debt) of the
Partnership.  The mortgage indebtedness encumbering Carriage Hills Apartments of
approximately  $5,030,000  matures in  December  2004 with a balloon  payment of
approximately  $4,958,000 due at maturity.  The General  Partner will attempt to
refinance such indebtedness  prior to such maturity date. If the property cannot
be refinanced for a sufficient  amount,  the  Partnership  will risk losing such
property through foreclosure.

The  Partnership  distributed  the  following  amounts  during  the years  ended
December 31, 2003 and 2002 (in the thousands, except per unit data):

<TABLE>
<CAPTION>

                       Year Ended      Per Limited      Year Ended      Per Limited
                      December 31,     Partnership     December 31,     Partnership
                          2003            Unit             2002             Unit
<S>           <C>       <C>              <C>               <C>             <C>
Sale proceeds (1)       $1,331           $59.55            $ --            $   --
Operations                  50             2.68              --                --
Total                   $1,381           $62.23            $ --            $   --
</TABLE>

(1) From the sale of Greentree Apartments on August 19, 2003.

Future cash  distributions  will depend on the levels of net cash generated from
operations,  the  availability  of cash  reserves  and the  timing  of the  debt
maturity,  refinancing,  and/or  property  sale.  The  Partnership  is currently
planning on refinancing the debt encumbering  Carriage Hills Apartments prior to
its December 2004 maturity. The Partnership's cash available for distribution is
reviewed  on a monthly  basis.  There  can be no  assurance,  however,  that the
Partnership  will generate  sufficient  funds from  operations,  after  required
capital expenditures,  to permit any additional distributions to its partners in
2004 or subsequent periods.

Other

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates owned 11,468 limited partnership units in
the Partnership  representing  61.57% of the  outstanding  Units at December 31,
2003. 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
acquire additional Units in exchange for cash or a combination of cash and units
in AIMCO  Properties  L.P., the operating  partnership of AIMCO,  either through
private  purchases  or tender  offers.  Pursuant to the  Partnership  Agreement,
unitholders  holding a majority  of the Units are  entitled  to take action with
respect to a variety of matters, that include, but are not limited to, voting on
certain amendments to the Partnership Agreement and voting to remove the General
Partner.  As a result of its ownership of 61.57% of the outstanding Units, AIMCO
and its affiliates  are in a position to control all such voting  decisions with
respect to the  Partnership.  Although the General Partner owes fiduciary duties
to the  limited  partners of the  Partnership,  the  General  Partner  also owes
fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the duties of
the General  Partner,  as general  partner,  to the  Partnership and its limited
partners may come into conflict with the duties of the General Partner to AIMCO,
as its sole stockholder.

Critical Accounting Policies and Estimates

A summary of the Partnership's  significant  accounting  policies is included in
"Note A - Organization and Summary of Significant  Accounting Policies" which is
included  in  the  consolidated  financial  statements  in  "Item  7.  Financial
Statements".  The General  Partner  believes that the consistent  application of
these  policies  enables the  Partnership  to provide  readers of the  financial
statements  with  useful  and  reliable   information  about  the  Partnership's
operating  results and financial  condition.  The  preparation  of  consolidated
financial statements in conformity with accounting principles generally accepted
in the United States requires the Partnership to make estimates and assumptions.
These  estimates  and  assumptions  affect  the  reported  amounts of assets and
liabilities at the date of the financial  statements as well as reported amounts
of revenues and expenses  during the  reporting  period.  Actual  results  could
differ from these  estimates.  Judgments and  assessments of  uncertainties  are
required in applying the  Partnership's  accounting  policies in many areas. The
Partnership believes that of its significant  accounting policies, the following
may involve a higher degree of judgment and complexity.

Impairment of Long-Lived Assets

The  Partnership's  investment  property is recorded at cost,  less  accumulated
depreciation,  unless considered impaired.  If events or circumstances  indicate
that the carrying  amount of a property may be impaired,  the  Partnership  will
make an assessment of its  recoverability by estimating the undiscounted  future
cash flows,  excluding interest charges, of the property. If the carrying amount
exceeds the aggregate  future cash flows,  the  Partnership  would  recognize an
impairment  loss to the extent the carrying amount exceeds the fair value of the
property.

Real  property  investments  are  subject  to varying  degrees of risk.  Several
factors  may  adversely  affect  the  economic  performance  and  value  of  the
Partnership's  investment  property.  These factors include, but are not limited
to,  changes  in the  national,  regional  and  local  economic  climate;  local
conditions,  such as an oversupply of multifamily  properties;  competition from
other available  multifamily property owners and changes in market rental rates.
Any adverse changes in these factors could cause impairment of the Partnership's
asset.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.
Rental income  attributable to leases is recognized monthly as it is earned. The
Partnership  evaluates all accounts receivable from residents and establishes an
allowance, after the application of security deposits, for accounts greater than
30 days past due on current tenants and all receivables due from former tenants.
The Partnership will offer rental concessions during particularly slow months or
in response to heavy  competition from other similar  complexes in the area. Any
concessions  given at the inception of the lease are amortized  over the life of
the lease.


<PAGE>


Item 7.  Financial Statements


ANGELES PARTNERS X

LIST OF FINANCIAL STATEMENTS

      Report of Ernst & Young LLP, Independent Auditors

      Consolidated Balance Sheet - December 31, 2003

      Consolidated  Statements of  Operations - Years ended  December 31, 2003
      and 2002

      Consolidated  Statements  of Changes in Partners'  Deficit - Years ended
      December 31, 2003 and 2002

      Consolidated Statements of Cash Flows - Years ended December 31, 2003
                                    and 2002

      Notes to Consolidated Financial Statements


<PAGE>


              Report of Ernst & Young LLP, Independent Auditors


The Partners
Angeles Partners X

We have audited the accompanying  consolidated balance sheet of Angeles Partners
X  as  of  December  31,  2003,  and  the  related  consolidated  statements  of
operations,  changes in  partners'  deficit,  and cash flows for each of the two
years in the period ended December 31, 2003. 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 auditing standards generally accepted
in 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 the  Partnership's  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 consolidated financial position of Angeles Partners X
at December 31, 2003,  and the  consolidated  results of its  operations and its
cash flows for each of the two years in the period ended  December 31, 2003,  in
conformity with accounting principles generally accepted in the United States.



                                                         /s/ ERNST & YOUNG LLP


Greenville, South Carolina
February 27, 2004


<PAGE>




        See Accompanying Notes to Consolidated Financial Statements
                               ANGELES PARTNERS X

                           CONSOLIDATED BALANCE SHEET
                        (in thousands, except unit data)

                                December 31, 2003


<TABLE>
<CAPTION>





Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $ 592
   Receivables and deposits                                                       84
   Restricted escrow                                                              54
   Other assets                                                                   50
   Investment property (Notes B and G):
      Land                                                     $ 101
      Buildings and related personal property                    5,896
                                                                5,997
      Less accumulated depreciation                             (4,203)        1,794
                                                                            $ 2,574

Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                           $ 69
   Tenant security deposit liabilities                                            14
   Accrued property taxes                                                         59
   Other liabilities                                                              90
   Mortgage note payable (Note B)                                              5,030

Partners' Deficit
   General partners                                           $   (219)
   Limited partners (18,625 units issued and
      outstanding)                                              (2,469)      (2,688)
                                                                            $ 2,574

          See Accompanying Notes to Consolidated Financial Statements
</TABLE>

<PAGE>



                               ANGELES PARTNERS X

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      (in thousands, except per unit data)

<TABLE>
<CAPTION>

                                                                Years Ended December 31,
                                                                  2003           2002
                                                                              (Restated)
Revenues:
<S>                                                             <C>             <C>
  Rental income                                                 $ 1,296         $ 1,375
  Other income                                                      123              95
  Casualty gain (Note E)                                            153              --
     Total revenues                                               1,572           1,470

Expenses:
  Operating                                                         503             476
  General and administrative                                        150             145
  Depreciation                                                      322             314
  Interest                                                          395             401
  Property taxes                                                    153             156
     Total expenses                                               1,523           1,492

Income (loss) from continuing operations                             49             (22)
Loss from discontinued operations (Notes A and D)                   (61)             (8)
Gain from sale of discontinued operations (Note D)                4,283              --
Net income (loss) (Note C)                                      $ 4,271          $ (30)

Net income allocated to general partners                         $ 251           $ --
Net income (loss) allocated to limited partners                   4,020             (30)
                                                                $ 4,271          $ (30)
Per limited partnership unit:
Income (loss) from continuing operations                         $ 2.58         $ (1.18)
Loss from discontinued operations                                 (3.22)          (0.43)
Gain from sale of discontinued operations                        216.48              --
Net income (loss)                                               $215.84         $ (1.61)

Distributions per limited partnership unit                      $ 62.23          $ --

          See Accompanying Notes to Consolidated Financial Statements
</TABLE>

<PAGE>


                               ANGELES PARTNERS X

           CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' DEFICIT
                        (in thousands, except unit data)

<TABLE>
<CAPTION>


                                            Limited
                                          Partnership    General     Limited
                                             Units       Partners   Partners      Total

<S>                                          <C>           <C>       <C>       <C>
Original capital contributions               18,714        $ 1       $18,714   $ 18,715

Partners' deficit
   at December 31, 2001                      18,625         (248)     (5,300)    (5,548)

Net loss for the year ended
   December 31, 2002                             --           --         (30)       (30)

Partners' deficit at
   December 31, 2002                         18,625         (248)     (5,330)    (5,578)

Distributions to partners                                   (222)     (1,159)    (1,381)

Net income for the year
   ended December 31, 2003                       --          251       4,020      4,271

Partners' deficit
   at December 31, 2003                      18,625      $ (219)     $(2,469)  $ (2,688)

          See Accompanying Notes to Consolidated Financial Statements
</TABLE>

<PAGE>


                               ANGELES PARTNERS X

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)
<TABLE>
<CAPTION>

                                                              Years Ended December 31,
                                                                  2003         2002
Cash flows from operating activities:
<S>                                                             <C>           <C>
  Net income (loss)                                             $ 4,271       $ (30)
  Adjustments to reconcile net income (loss) to net cash
   provided by operating activities:
   Gain from sale of discontinued operations                     (4,283)         --
   Depreciation                                                     454          518
   Amortization of discounts and loan costs                          35           43
   Bad debt expense                                                 102           69
   Loss on early extinguishment of debt                               5           --
   Casualty gain                                                   (153)          --
   Change in accounts:
      Receivables and deposits                                     (156)         (60)
      Other assets                                                  (23)           2
      Accounts payable                                              (63)         (14)
      Tenant security deposit liabilities                           (23)          16
      Accrued property taxes                                        (14)          13
      Due to affiliates                                              49          (51)
      Other liabilities                                               1            2
       Net cash provided by operating activities                    202          508
Cash flows from investing activities:
  Proceeds from sale of discontinued operations                   5,133           --
  Property improvements and replacements                           (223)        (325)
  Insurance proceeds received                                       191           --
  Net withdrawals from restricted escrows                            32           18
       Net cash provided by (used in) investing activities        5,133         (307)
Cash flows from financing activities:
  Repayment of mortgage notes payable                            (3,260)          --
  Payments on mortgage notes payable                               (115)        (135)
  Advances from General Partner                                      15          147
  Payments on advances from General Partner                        (113)        (186)
  Distributions to partners                                      (1,381)          --
       Net cash used in financing activities                     (4,854)        (174)

Net increase in cash and cash equivalents                           481           27

Cash and cash equivalents at beginning of year                      111           84

Cash and cash equivalents at end of year                         $ 592        $ 111

Supplemental disclosure of cash flow information:
Cash paid for interest                                           $ 550        $ 648
Supplemental disclosures of non-cash activity:
 Property improvements and replacements in accounts payable       $ 58        $ --

          See Accompanying Notes to Consolidated Financial Statements
</TABLE>

<PAGE>

                               ANGELES PARTNERS X

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                December 31, 2003


Note A - Organization and Summary of Significant Accounting Policies

Organization:  Angeles  Partners  X (the  "Registrant"  or  "Partnership")  is a
publicly-held limited partnership organized under the California Uniform Limited
Partnership  Act  pursuant to a  Certificate  and Amended  Agreement  of Limited
Partnership  (hereinafter  referred to as the "Agreement")  dated June 24, 1980.
The general partner responsible for management of the Partnership's  business is
Angeles  Realty  Corporation  ("ARC"),  a  California  corporation  (hereinafter
referred to as the "General  Partner").  Effective  December  1992,  100% of the
General  Partners'  outstanding  stock was purchased by MAE GP Corporation ("MAE
GP").  Effective February 25, 1998, MAE GP merged into Insignia Properties Trust
("IPT"),  which was merged into  Apartment  Investment  and  Management  Company
("AIMCO"),  a publicly traded real estate investment trust,  effective  February
26, 1999.  Thus, the General Partner is now a wholly-owned  subsidiary of AIMCO.
The  Non-Managing  General  Partner  is AIMCO  Properties,  LP,  a  wholly-owned
subsidiary of AIMCO.  The General Partner and the  Non-Managing  General Partner
are herein collectively  referred to as the "General Partners".  The Partnership
Agreement  provides  that the  Partnership  is to terminate on December 31, 2035
unless  terminated prior to such date. The Partnership  commenced  operations on
May 12, 1981,  and completed its  acquisition  of  properties  during 1982.  The
Partnership operates one apartment property located in Michigan.

Principles of Consolidation:  The consolidated  financial statements include all
the  accounts of the  Partnership  and its 99% limited  partnership  interest in
Carriage  AP X Ltd.  The  general  partner of the  consolidated  partnership  is
Angeles Realty  Corporation.  Angeles Realty  Corporation  may be removed as the
general partner of the  consolidated  partnership by the Registrant;  therefore,
the  consolidated  partnership is controlled and consolidated by the Registrant.
All significant interpartnership balances have been eliminated.

Allocations to Partners: Net income (other than that arising from the occurrence
of a sale or  disposition)  and net loss shall be  allocated  1% to the  General
Partners  and  99% to the  Limited  Partners.  Gains  from  the  sale  or  other
disposition  of assets  shall be  allocated  as follows:  first,  to the General
Partner  to  the  extent  of  any  incentive  distribution,  as  defined  in the
Partnership Agreement, to which the General Partner is entitled;  second, to the
partners in proportion to their interests in the Partnership.

Except as discussed below, the Partnership will allocate distributions 1% to the
General Partners and 99% to the Limited Partners.

Upon  the  sale or  other  disposition,  or  refinancing,  of any  asset  of the
Partnership  other than in connection with the  dissolution of the  Partnership,
the  Distributable  Net  Proceeds  thereof,  if any,  which the General  Partner
determines  are not required for support of the  operations  of the  Partnership
must be distributed: (i) first, to the General Partners and the Limited Partners
in proportion to their interests in the Partnership,  until all Limited Partners
have  received   distributions   equal  to  their  Original  Capital  Investment
Applicable to the Disposition plus their 6% additional Cumulative  Distribution;
(ii) second,  to the General  Partner in an amount equal to 4% of the  aggregate
sales price of the property  ("Incentive  Distribution");  (iii)  third,  to the
General  Partners and the Limited  Partners in proportion to their  interests in
the Partnership  until all Limited Partners shall have received their additional
4% Cumulative Distribution;  and (iv) thereafter,  the remaining proceeds of the
disposition  shall be  distributed  eighty-eight  percent  (88%) to the  Limited
Partners in proportion to their interests in the Partnership, and twelve percent
(12%) to the General Partners.

Depreciation:  Depreciation  is  provided by the  straight-line  method over the
estimated lives of the investment  property and related personal  property.  For
Federal income tax purposes,  the  accelerated  cost recovery method is used for
real property over 18 years for additions after March 15, 1984 and before May 9,
1985, and 19 years for additions  after May 8, 1985, and before January 1, 1987.
As a result of the Tax Reform Act of 1986,  for  additions  after  December  31,
1986, the modified  accelerated cost recovery method is used for depreciation of
(1) real property over 27 1/2 years and (2) personal  property  additions over 5
years.

Cash and Cash Equivalents: Includes cash on hand and in banks. At certain times,
the amount of cash deposited at a bank may exceed the limit on insured deposits.
Cash  balances  include  approximately  $588,000  at  December  31, 2003 that is
maintained by an affiliated  management company on behalf of affiliated entities
in cash concentration accounts.

Tenant  Security  Deposits:  The  Partnership  requires  security  deposits from
lessees for the duration of the lease.  The security  deposits are refunded when
the tenant vacates, provided the tenant has not damaged its space and is current
on its rental payments.

Investment  Property:  Investment property consists of one apartment complex and
is stated at cost.  Acquisition  fees are  capitalized as a cost of real estate.
Expenditures  in excess of $250 that  maintain  an  existing  asset  which has a
useful  life of more  than one  year  are  capitalized  as  capital  replacement
expenditures  and  depreciated  over the  estimated  useful  life of the  asset.
Expenditures for ordinary repairs,  maintenance and apartment turnover costs are
expensed as incurred.  In  accordance  with  Statement  of Financial  Accounting
Standards  ("SFAS")  No.  144,  "Accounting  for the  Impairment  or Disposal of
Long-Lived  Assets," the  Partnership  records  impairment  losses on long-lived
assets used in operations when events and circumstances indicate that the assets
might be impaired and the  undiscounted  cash flows estimated to be generated by
those  assets  are less than the  carrying  amounts  of those  assets.  Costs of
apartment  properties that have been permanently impaired have been written down
to appraised  value. No adjustments for impairment of value were recorded in the
years ended December 31, 2003 or 2002.

Restricted  Escrow:  A replacement  reserve  account is maintained  for Carriage
Hills  Apartments to fund capital  improvements at the property.  The balance in
the account was approximately $54,000 at December 31, 2003.

Loan Costs: Loan costs of approximately  $133,000 less accumulated  amortization
of  approximately  $117,000,  are included in other  assets on the  accompanying
consolidated  balance sheet. Loan costs are amortized on a straight-line  method
over the life of the loan.  Amortization  expense  for 2003 was  $19,000  and is
included  in  interest   expense.   Amortization   expense  is  expected  to  be
approximately $16,000 in 2004.

Leases: The Partnership  generally leases apartment units for twelve month terms
or less.  The  Partnership  recognizes  income  as  earned  on its  leases.  The
Partnership  evaluates all accounts receivable from residents and establishes an
allowance, after the application of security deposits, for accounts greater than
30 days past due on current tenants and all receivables due from former tenants.
In addition,  the General Partner's policy is to offer rental concessions during
particularly  slow months or in response to heavy competition from other similar
complexes in the area. Any  concessions  given at the inception of the lease are
amortized over the life of the lease.

Use of Estimates:  The  preparation of financial  statements in conformity  with
accounting   principles   generally  accepted  in  the  United  States  requires
management to make estimates and assumptions that affect the amounts reported in
the financial  statements and  accompanying  notes.  Actual results could differ
from those estimates.

Fair Value of Financial Instruments: SFAS No. 107, "Disclosures about Fair Value
of  Financial  Instruments",  as amended  by SFAS No.  119,  "Disclosures  about
Derivative  Financial  Instruments  and Fair  Value of  Financial  Instruments",
requires  disclosure  of fair value  information  about  financial  instruments,
whether or not recognized in the balance  sheet,  for which it is practicable to
estimate  fair  value.  Fair value is defined in the SFAS as the amount at which
the  instruments  could be exchanged in a current  transaction  between  willing
parties,  other than in a forced or liquidation  sale. The Partnership  believes
that the carrying amount of its financial  instruments  approximates  their fair
value  due to the  short  term  maturity  of these  instruments,  including  the
mortgage encumbering Carriage Hills Apartments.

Segment Reporting: SFAS No. 131, "Disclosure about Segments of an Enterprise and
Related  Information"  established  standards  for the way that public  business
enterprises  report  information  about operating  segments in annual  financial
statements and requires that those enterprises report selected information about
operating segments in interim financial  reports.  SFAS No. 131 also establishes
standards for related disclosures about products and services, geographic areas,
and major  customers.  As defined in SFAS No. 131, the  Partnership has only one
reportable segment.

Advertising  Costs:  The  Partnership  expenses  the  costs  of  advertising  as
incurred.  Advertising costs of continuing  operations of approximately  $19,000
and $16,000, for the years ended December 31, 2003 and 2002, respectively,  were
charged to operating expense as incurred.

Recent  Accounting  Pronouncements:  Effective  January 1, 2002, the Partnership
adopted SFAS No. 144,  "Accounting  for the Impairment or Disposal of Long-Lived
Assets",  which  established  standards  for the way that  business  enterprises
report  information  about long-lived assets that are either being held for sale
or have already been disposed of by sale or other means.  The standard  requires
that results of operations for a long-lived asset that is being held for sale or
has already  been  disposed of be reported  as  discontinued  operations  on the
statement of operations.  As a result, the accompanying  consolidated statements
of operations as of January 1, 2002 have been restated to reflect the operations
of  Greentree  Apartments,  which  was  sold  August  19,  2003,  as  loss  from
discontinued operations.


<PAGE>



Note B - Mortgage Note Payable
<TABLE>
<CAPTION>


                            Principal       Monthly                            Principal
                            Balance At      Payment                             Balance
                           December 31,    Including   Interest   Maturity      Due At
Property                       2003        Interest      Rate       Date       Maturity
                                 (in thousands)                             (in thousands)
Carriage Hills
  Apartments
<S>                           <C>            <C>         <C>       <C>          <C>
  1st mortgage                $5,030         $37         7.39%     12/04        $4,958
</TABLE>

The  mortgage  note  payable  is  nonrecourse  and is  secured  by pledge of the
property  and by a pledge of  revenues  from  operations  of the  property.  The
mortgage note imposes a prepayment penalty if repaid prior to maturity. Further,
the property may not be sold subject to existing indebtedness.

Note C - Income Taxes

The Partnership has received a ruling from the Internal  Revenue Service that it
will  be  classified  as  a  partnership   for  Federal   income  tax  purposes.
Accordingly,  no provision for income taxes is made in the financial  statements
of the Partnership. Taxable income or loss of the Partnership is reported in the
income tax returns of its partners.

The  following is a  reconciliation  of reported  net income  (loss) and Federal
taxable income (in thousands):

                                          2003          2002

Net income (loss) as reported            $ 4,271       $  (30)
Add (deduct):
     Depreciation differences                189          204
     Unearned income                         (33)          (5)
     Other                                   (36)         (23)
     Casualty gain                          (153)          --
     Mortgage discount                         2           --
     Gain on sale of property               (116)          --
Federal taxable income                   $ 4,124       $  146

Federal taxable income per
     limited partnership unit            $161.93       $ 7.76

The  following  is  a   reconciliation   at  December  31,  2003,   between  the
Partnership's  reported  amounts and Federal  tax basis of net  liabilities  (in
thousands):

Net liabilities - as reported         $(2,688)
 Land and buildings                       714
 Accumulated depreciation                (821)
 Syndication fees                       2,071
 Other                                      5
Net liabilities - Federal tax basis   $  (719)

Note D  - Disposition of Investment Property

On August 19, 2003, the  Partnership  sold Greentree  Apartments to an unrelated
third party for a gross sale price of $5,250,000.  The net proceeds  realized by
the Partnership  were  approximately  $5,133,000 after payment of closing costs.
The Partnership used  approximately  $3,260,000 of the net proceeds to repay the
mortgages  encumbering  the property.  As a result of the sale, the  Partnership
realized a gain of  approximately  $4,283,000  for the year ended  December  31,
2003, and this amount is included in gain from sale of  discontinued  operations
on the  accompanying  consolidated  statements  of  operations.  The  property's
operations,  loss of  approximately  $61,000  and  $8,000  for the  years  ended
December 31, 2003 and 2002,  respectively,  including  revenues of approximately
$600,000  and  $996,000  for  the  years  ended  December  31,  2003  and  2002,
respectively,   are  included  in  loss  from  discontinued  operations  on  the
accompanying  consolidated statements of operations.  The Partnership recorded a
loss on early  extinguishment of debt of approximately $5,000 for the year ended
December 31, 2003 due to the write off of unamortized  loan costs and discounts,
which is  included  in loss from  discontinued  operations  on the  accompanying
consolidated  statements of  operations.  During the three months ended December
31, 2003, certain accruals of approximately $95,000 established during the three
months ended September 30, 2003 related to the sale of Greentree Apartments were
reversed  due to  actual  costs  being  less  than  anticipated.  These  accrual
reversals are included in gain from sale of discontinued operations.

Note E - Casualty Event

On June 29, 2003, there was a fire at Carriage Hills Apartments,  causing damage
to six units. The property suffered damages of approximately $236,000. Insurance
proceeds of approximately  $191,000 were received during the year ended December
31, 2003 to cover damages to the property, including approximately $71,000 which
is  held on  deposit  with  the  mortgage  lender  at  December  31,  2003.  The
Partnership  recognized a casualty gain of approximately $153,000 resulting from
the receipt of insurance proceeds net of the write-off of approximately  $38,000
in undepreciated damaged assets.

Note F - Transactions with Affiliated Parties

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

Affiliates of the General  Partner are entitled to receive 5% of gross  receipts
from  the  Partnership's  properties  as  compensation  for  providing  property
management  services.  The  Partnership  paid to such  affiliates  approximately
$97,000  and  $133,000  for  the  years  ended   December  31,  2003  and  2002,
respectively, which is included in operating expenses and loss from discontinued
operations.

Affiliates  of the General  Partner were  eligible to receive  reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $80,000 and
$107,000  for the years ended  December 31, 2003 and 2002,  respectively.  These
amounts are  included  in general and  administrative  expenses  and  investment
property.  Included in these amounts are fees related to construction management
services  provided  by an  affiliate  of the  General  Partner of  approximately
$35,000 for the year ended  December 31, 2002.  There were no such fees incurred
for the year ended December 31, 2003. The construction  management  service fees
are  calculated  based  on a  percentage  of  current  additions  to  investment
property.  Approximately $11,000 of reimbursement of accountable  administrative
expenses were owed to affiliates of the General Partner at December 31, 2003 and
are included in other liabilities.

In accordance  with the  Partnership  Agreement,  the General Partner loaned the
Partnership  funds to cover capital  improvements  at Greentree  Apartments  and
Carriage  Hills  Apartments.  Interest  was  charged  at the prime rate plus 2%.
Interest  expense  was  approximately  $1,000  and  $4,000  for the years  ended
December 31, 2003 and 2002,  respectively.  During the years ended  December 31,
2003 and 2002, the Partnership made principal payments of approximately $113,000
and $186,000,  respectively,  and interest payments of approximately  $2,000 and
$5,000, respectively, to the General Partner. There were no outstanding loans or
associated accrued interest at December 31, 2003.

Pursuant  to the  Partnership  Agreement,  the  General  Partner is  entitled to
receive a distribution  equal to 4% of the aggregate  disposition  price of sold
properties. The Partnership paid a distribution of approximately $210,000 to the
General  Partner  related to the sale of  Greentree  Apartments  during the year
ended December 31, 2003. The Partnership  paid a distribution  of  approximately
$154,000,  to the General Partner related to the sale of Vista Hills  Apartments
in 1999. These  distributions are subordinate to the limited partners  receiving
their original capital  contributions  plus a cumulative  preferred return of 6%
per annum of their adjusted  capital  investment,  as defined in the Partnership
Agreement.  If the limited  partners  have not received  these  returns when the
Partnership  terminates,  the General  Partner will return these  amounts to the
Partnership.

The  Partnership  Agreement  provides  for a fee  equal to 5% of "net  cash from
operations",  as defined in the Partnership Agreement, to be paid to the General
Partner for executive and administrative  services.  The General Partner did not
earn a fee for the year ended December 31, 2003. The  Partnership  accrued a fee
of  approximately  $2,000 for the year ended December 31, 2002 which is included
in  general  and  administrative  expenses  and other  liabilities.  This fee is
subordinate  to the limited  partners  receiving a  cumulative  return of 5% per
annum on their  adjusted  capital  investment,  as  defined  in the  Partnership
Agreement.

The  Partnership  insures its  property up to certain  limits  through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability.  The Partnership  insures its property above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with the General
Partner.  During the years ended December 31, 2003 and 2002, the Partnership was
charged  by  AIMCO  and  its  affiliates   approximately  $33,000  and  $40,000,
respectively,  for  insurance  coverage and fees  associated  with policy claims
administration.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates owned 11,468 limited partnership units in
the Partnership  representing  61.57% of the  outstanding  Units at December 31,
2003. 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
acquire additional Units in exchange for cash or a combination of cash and units
in AIMCO  Properties  L.P., the operating  partnership of AIMCO,  either through
private  purchases  or tender  offers.  Pursuant to the  Partnership  Agreement,
unitholders  holding a majority  of the Units are  entitled  to take action with
respect to a variety of matters, that include, but are not limited to, voting on
certain amendments to the Partnership Agreement and voting to remove the General
Partner.  As a result of its ownership of 61.57% of the outstanding Units, AIMCO
and its affiliates  are in a position to control all such voting  decisions with
respect to the  Partnership.  Although the General Partner owes fiduciary duties
to the  limited  partners of the  Partnership,  the  General  Partner  also owes
fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the duties of
the General  Partner,  as general  partner,  to the  Partnership and its limited
partners may come into conflict with the duties of the General Partner to AIMCO,
as its sole stockholder.

Note G - Investment Property and Accumulated Depreciation
<TABLE>
<CAPTION>


                                                  Initial Cost
                                                 To Partnership
                                                 (in thousands)

                                                         Buildings         Cost
                                                        and Related     Capitalized
                                                          Personal     Subsequent to
        Description           Encumbrances     Land       Property      Acquisition
                             (in thousands)                           (in thousands)

<S>                             <C>         <C>           <C>            <C>
Carriage Hills Apartments       $ 5,030     $   101       $ 3,509        $ 2,387
</TABLE>

<TABLE>
<CAPTION>

                      Gross Amount At Which Carried
                         At December 31, 2003
                            (in thousands)

                            Buildings
                           And Related
                            Personal             Accumulated    Date of     Date   Depreciable
    Description      Land   Property     Total   Depreciation ConstructionAcquired    Life
                                                     (in
                                                 thousands)

<S>                  <C>     <C>       <C>         <C>           <C>      <C>   <C> <C>
Carriage Hill        $ 101   $ 5,896   $ 5,997     $ 4,203       6/72     07/30/82  5-30 yrs
  Apartments
</TABLE>

Reconciliation of "investment property and accumulated depreciation":

                                                Years Ended December 31,
                                                  2003            2002
                                                     (in thousands)
Investment Properties

Balance at beginning of year                   $10,941          $10,616
    Property improvements                          281              325
    Sale of investment property                 (5,100)              --
    Disposal of property                          (125)              --
Balance at end of year                         $ 5,997          $10,941

Accumulated Depreciation

Balance at beginning of year                   $ 8,102          $ 7,584
    Depreciation expense                           454              518
    Sale of investment property                 (4,266)              --
    Disposal of property                           (87)              --
Balance at end of year                         $ 4,203          $ 8,102

The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  2003 and  2002,  is  approximately  $6,711,000  and  $12,557,000,
respectively.  The  accumulated  depreciation,  taken  for  Federal  income  tax
purposes  at  December  31,  2003 and  2002,  is  approximately  $5,024,000  and
$9,814,000, respectively.

Note H - 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. (the "Nuanes action") 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 General Partner and several of
their affiliated  partnerships and corporate  entities.  The action purported to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships  (including the Partnership) that are
named as nominal defendants, challenging, among other things, the acquisition of
interests in certain General Partner entities by Insignia  Financial Group, Inc.
("Insignia") and entities that were, at one time,  affiliates of Insignia;  past
tender offers by the Insignia  affiliates to acquire limited  partnership units;
management of the  partnerships  by the Insignia  affiliates;  and the series of
transactions  which  closed on October 1, 1998 and  February  26,  1999  whereby
Insignia and Insignia  Properties Trust,  respectively,  were merged into AIMCO.
The plaintiffs sought monetary damages and equitable relief,  including judicial
dissolution of the Partnership. In addition, during the third quarter of 2001, a
complaint (the "Heller  action") was filed against the same  defendants that are
named in the Nuanes action,  captioned Heller v. Insignia Financial Group. On or
about August 6, 2001,  plaintiffs  filed a first amended  complaint.  The Heller
action was brought as a purported  derivative  action,  and asserted claims for,
among other things,  breach of fiduciary duty, unfair  competition,  conversion,
unjust enrichment, and judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the General Partner has also agreed to make at least
one round of tender offers to purchase all of the  partnership  interests in the
Partnerships within one year of final approval, if it is granted, and to provide
partners  with the  independent  appraisals  at the time of these  tenders.  The
proposed  settlement  also provided for the  limitation  of the allowable  costs
which the General  Partner or its  affiliates  will charge the  Partnerships  in
connection with this litigation and imposes limits on the class counsel fees and
costs in this litigation.  On April 11, 2003,  notice was distributed to limited
partners providing the details of the proposed settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
("Objector")  filed an  appeal  seeking  to  vacate  and/or  reverse  the  order
approving the settlement and entering  judgment  thereto.  On November 24, 2003,
the Objector filed an  application  requesting the Court order AIMCO to withdraw
settlement  tender offers it had  commenced,  refrain from making further offers
pending the appeal and auction any units tendered to third  parties,  contending
that the offers did not conform  with the terms of the  Settlement.  Counsel for
the Objector (on behalf of another  investor)  had  alternatively  requested the
Court take certain  action  purportedly  to enforce the terms of the  settlement
agreement.  On December 18, 2003,  the Court heard oral  argument on the motions
and denied them both in their entirety.  On January 28, 2004, Objector filed his
opening brief in his pending appeal. The General Partner is currently  scheduled
to file a brief in  support  of the  order  approving  settlement  and  entering
judgment thereto by April 23, 2004.

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the General  Partner,
was served with a Complaint in the United  States  District  Court,  District of
Columbia alleging that AIMCO Properties L.P.  willfully  violated the Fair Labor
Standards  Act (FLSA) by failing to pay  maintenance  workers  overtime  for all
hours  worked  in  excess  of forty  per  week.  The  Complaint  is  styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the  Complaint  denying the  substantive  allegations.  Discovery  is  currently
underway.

The  General  Partner  does not  anticipate  that any costs to the  Partnership,
whether legal or settlement costs,  associated with these cases will be material
to the Partnership's overall operations.

The  Partnership  is unaware  of any other  pending  or  outstanding  litigation
matters involving it or its investment property that are not of a routine nature
arising in the ordinary course of business.

Item 8.     Changes in and  Disagreements  with  Accountants on Accounting and
            Financial Disclosures

            None.

Item 8A.    Controls and Procedures

(a) Disclosure Controls and Procedures.  The Partnership's management,  with the
participation of the principal executive officer and principal financial officer
of the General Partner,  who are the equivalent of the  Partnership's  principal
executive officer and principal financial officer,  respectively,  has evaluated
the  effectiveness of the Partnership's  disclosure  controls and procedures (as
such term is defined  in Rules  13a-15(e)  and  15d-15(e)  under the  Securities
Exchange  Act of 1934,  as amended  (the  "Exchange  Act")) as of the end of the
period covered by this report. Based on such evaluation, the principal executive
officer and  principal  financial  officer of the General  Partner,  who are the
equivalent  of the  Partnership's  principal  executive  officer  and  principal
financial  officer,  respectively,  have  concluded  that, as of the end of such
period, the Partnership's disclosure controls and procedures are effective.

(b) Internal Control Over Financial  Reporting.  There have not been any changes
in the Partnership's  internal control over financial reporting (as such term is
defined in Rules  13a-15(f)  and  15d-15(f)  under the Exchange  Act) during the
fourth quarter of 2003 that have materially  affected,  or are reasonably likely
to  materially  affect,  the  Partnership's   internal  control  over  financial
reporting.
                                  PART III


Item 9.  Directors,   Executive  Officers,   Promoters  and  Control  Persons;
Compliance  with Section 16(a) of the Exchange Act

The Registrant has no officers or directors.

The  names  and ages of,  as well as the  positions  and  offices  held by,  the
officers and directors of the General Partner,  Angeles Realty Corporation,  are
set forth below. There are no family relationships between or among any officers
and directors.

Peter K. Kompaniez               59   Director
Martha L. Long                   44   Director and Senior Vice President
Harry G. Alcock                  41   Executive Vice President
Miles Cortez                     60   Executive Vice President, General Counsel
                                      and Secretary
Patti K. Fielding                40   Executive Vice President
Paul J. McAuliffe                47   Executive Vice President and Chief
                                      Financial Officer
Thomas M. Herzog                 41   Senior Vice President and Chief Accounting
                                      Officer

Peter K.  Kompaniez  has been Director of the General  Partner since  February
2004.  Mr.  Kompaniez  has been Vice  Chairman  of the Board of  Directors  of
AIMCO since July 1994 and was appointed  President in July 1997. Mr. Kompaniez
has also served as Chief Operating  Officer of NHP  Incorporated  after it was
acquired by AIMCO in December 1997.  Effective  April 1, 2004,  Mr.  Kompaniez
resigned as President of AIMCO.  Mr.  Kompaniez  will  continue in his role as
Director of the General  Partner and Vice  Chairman of AIMCO's  Board and will
serve  AIMCO on a variety of special  and  ongoing  projects  in an  operating
role.

Martha L. Long has been a Director  and Senior  Vice  President  of the  General
Partner since February 2004. Ms. Long has been with AIMCO since October 1998 and
has served in various  capacities.  From 1998 to 2001, Ms. Long served as Senior
Vice President and Controller of AIMCO and the General Partner.  During 2002 and
2003,  Ms. Long served as Senior Vice  President of Continuous  Improvement  for
AIMCO.

Harry G. Alcock was appointed Executive Vice President of the General Partner in
February 2004 and has been Executive Vice President and Chief Investment Officer
of AIMCO since October  1999.  Prior to October 1999 Mr. Alcock served as a Vice
President  of AIMCO  from July 1996 to October  1997,  when he was  promoted  to
Senior Vice  President-Acquisitions  where he served  until  October  1999.  Mr.
Alcock has had responsibility for acquisition and financing  activities of AIMCO
since July 1994.

Miles  Cortez was  appointed  Executive  Vice  President,  General  Counsel  and
Secretary of the General  Partner in February  2004 and of AIMCO in August 2001.
Prior to joining  AIMCO,  Mr. Cortez was the senior  partner of Cortez  Macaulay
Bernhardt  &  Schuetze  LLC,  a Denver  law firm,  from  December  1997  through
September 2001.

Patti K. Fielding was appointed  Executive  Vice President - Securities and Debt
of the General  Partner in  February  2004 and of AIMCO in  February  2003.  Ms.
Fielding  previously  served as Senior Vice  President - Securities  and Debt of
AIMCO from  January  2000 to February  2003.  Ms.  Fielding is  responsible  for
securities and debt financing and the treasury  department.  Ms. Fielding joined
AIMCO in February 1997 and served as Vice  President - Tenders,  Securities  and
Debt until January 2000.

Paul J. McAuliffe has been Executive Vice President and Chief Financial  Officer
of the General  Partner since April 2002. Mr.  McAuliffe has served as Executive
Vice  President of AIMCO since February 1999 and was appointed  Chief  Financial
Officer  of AIMCO in October  1999.  From May 1996  until he joined  AIMCO,  Mr.
McAuliffe was Senior Managing Director of Secured Capital Corp.

Thomas M.  Herzog was  appointed  Senior  Vice  President  and Chief  Accounting
Officer of the General  Partner in February  2004 and of AIMCO in January  2004.
Prior to  joining  AIMCO in January  2004,  Mr.  Herzog  was at GE Real  Estate,
serving  as Chief  Accounting  Officer & Global  Controller  from  April 2002 to
January 2004 and as Chief Technical Advisor from March 2000 to April 2002. Prior
to joining GE Real  Estate,  Mr.  Herzog was at  Deloitte & Touche LLP from 1990
until 2000, including a two-year assignment in the real estate national office.

One or more of the above persons are also directors and/or officers of a general
partner (or general partner of a general partner) of limited  partnerships which
either have a class of  securities  registered  pursuant to Section 12(g) of the
Securities Exchange Act of 1934, or are subject to the reporting requirements of
Section  15(d) of such Act.  Further,  one or more of the above persons are also
directors and/or officers of Apartment Investment and Management Company and the
general  partner  of  AIMCO  Properties,  L.P.,  entities  that  have a class of
securities  registered  pursuant to Section 12(g) of the Securities Exchange Act
of 1934, or are subject to the reporting  requirements of Section 15 (d) of such
Act.

The board of  directors of the General  Partner  does not have a separate  audit
committee.  As such, the board of directors of the General Partner  fulfills the
functions of an audit  committee.  The board of directors  has  determined  that
Martha L. Long meets the requirement of an "audit committee financial expert".

The  directors  and  officers of the General  Partner  with  authority  over the
Partnership are all employees of subsidiaries of AIMCO. AIMCO has adopted a code
of ethics that applies to such  directors and officers that is posted on AIMCO's
website  (www.AIMCO.com).  AIMCO's  website is not  incorporated by reference to
this filing.

Item 10. Executive Compensation

Neither  the  officers  nor  directors  of  the  General  Partner  received  any
remuneration from the Registrant.

Item 11. Security Ownership of Certain Beneficial Owners and Management

Except as noted below, no person or entity was known by the Registrant to be the
beneficial  owner of more than 5% of the Limited Partner Units of the Registrant
as of December 31, 2003.

Entity                                  Number of Units      Percentage

AIMCO IPLP, LP                                 135               .72%
(an affiliate of AIMCO)
Cooper River Properties, LLC                 3,784             20.32%
(an affiliate of AIMCO)
AIMCO Properties, LP                         7,549             40.53%
(an affiliate of AIMCO)

Cooper River  Properties,  LLC and AIMCO IPLP,  LP  (formerly  known as Insignia
Properties,  LP),  are  indirectly  ultimately  owned by AIMCO.  Their  business
address is 55 Beattie Place, Greenville, SC 29602.

AIMCO Properties,  LP is indirectly ultimately controlled by AIMCO. Its business
address is 4582 S. Ulster St. Parkway, Suite 1100, Denver, Colorado 80237.

Item 12. Certain Relationships and Related Transactions

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

Affiliates of the General  Partner are entitled to receive 5% of gross  receipts
from  the  Partnership's  properties  as  compensation  for  providing  property
management  services.  The  Partnership  paid to such  affiliates  approximately
$97,000  and  $133,000  for  the  years  ended   December  31,  2003  and  2002,
respectively, which is included in operating expenses and loss from discontinued
operations on the  consolidated  statements  of operations  included in "Item 7.
Financial Statements".

Affiliates  of the General  Partner were  eligible to receive  reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $80,000 and
$107,000  for the years ended  December 31, 2003 and 2002,  respectively.  These
amounts are  included  in general and  administrative  expenses  and  investment
property on the consolidated financial statements included in "Item 7. Financial
Statements".  Included  in  these  amounts  are  fees  related  to  construction
management  services  provided  by  an  affiliate  of  the  General  Partner  of
approximately  $35,000 for the year ended December 31, 2002.  There were no such
fees incurred for the year ended December 31, 2003. The construction  management
service  fees are  calculated  based on a  percentage  of current  additions  to
investment  property.  Approximately  $11,000 of  reimbursement  of  accountable
administrative  expenses  were owed to  affiliates  of the  General  Partner  at
December 31, 2003 and are included in other liabilities.

In accordance  with the  Partnership  Agreement,  the General Partner loaned the
Partnership  funds to cover capital  improvements  at Greentree  Apartments  and
Carriage  Hills  Apartments.  Interest  was  charged  at the prime rate plus 2%.
Interest  expense  was  approximately  $1,000  and  $4,000  for the years  ended
December 31, 2003 and 2002,  respectively.  During the years ended  December 31,
2003 and 2002, the Partnership made principal payments of approximately $113,000
and $186,000,  respectively,  and interest payments of approximately  $2,000 and
$5,000, respectively, to the General Partner. There were no outstanding loans or
associated accrued interest at December 31, 2003.

Pursuant  to the  Partnership  Agreement,  the  General  Partner is  entitled to
receive a distribution  equal to 4% of the aggregate  disposition  price of sold
properties. The Partnership paid a distribution of approximately $210,000 to the
General  Partner  related to the sale of  Greentree  Apartments  during the year
ended December 31, 2003. The Partnership  paid a distribution  of  approximately
$154,000,  to the General Partner related to the sale of Vista Hills  Apartments
in 1999. These  distributions are subordinate to the limited partners  receiving
their original capital  contributions  plus a cumulative  preferred return of 6%
per annum of their adjusted  capital  investment,  as defined in the Partnership
Agreement.  If the limited  partners  have not received  these  returns when the
Partnership  terminates,  the General  Partner will return these  amounts to the
Partnership.

The  Partnership  Agreement  provides  for a fee  equal to 5% of "net  cash from
operations",  as defined in the Partnership Agreement, to be paid to the General
Partner for executive and administrative  services.  The General Partner did not
earn a fee for the year ended December 31, 2003. The  Partnership  accrued a fee
of  approximately  $2,000 for the year ended December 31, 2002 which is included
in general and administrative expenses and other liabilities on the consolidated
financial  statements  included in "Item 7. Financial  Statements".  This fee is
subordinate  to the limited  partners  receiving a  cumulative  return of 5% per
annum on their  adjusted  capital  investment,  as  defined  in the  Partnership
Agreement.

The  Partnership  insures its  property up to certain  limits  through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability.  The Partnership  insures its property above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with the General
Partner.  During the years ended December 31, 2003 and 2002, the Partnership was
charged  by  AIMCO  and  its  affiliates   approximately  $33,000  and  $40,000,
respectively,  for  insurance  coverage and fees  associated  with policy claims
administration.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates owned 11,468 limited partnership units in
the Partnership  representing  61.57% of the  outstanding  Units at December 31,
2003. 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
acquire additional Units in exchange for cash or a combination of cash and units
in AIMCO  Properties  L.P., the operating  partnership of AIMCO,  either through
private  purchases  or tender  offers.  Pursuant to the  Partnership  Agreement,
unitholders  holding a majority  of the Units are  entitled  to take action with
respect to a variety of matters, that include, but are not limited to, voting on
certain amendments to the Partnership Agreement and voting to remove the General
Partner.  As a result of its ownership of 61.57% of the outstanding Units, AIMCO
and its affiliates  are in a position to control all such voting  decisions with
respect to the  Partnership.  Although the General Partner owes fiduciary duties
to the  limited  partners of the  Partnership,  the  General  Partner  also owes
fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the duties of
the General  Partner,  as general  partner,  to the  Partnership and its limited
partners may come into conflict with the duties of the General Partner to AIMCO,
as its sole stockholder.

Item 13. Exhibits and Reports on Form 8-K

         (a)   Exhibits:

               See Exhibit Index.

         (b) Reports on Form 8-K:

               None filed during the quarter ended December 31, 2003.

Item 14.    Principal Accountant Fees and Services

The General Partner has reappointed Ernst & Young LLP as independent auditors to
audit the financial statements of the Partnership for 2004.

Audit Fees. The Partnership  paid to Ernst & Young LLP audit fees of $41,000 and
$35,000 for 2003 and 2002, respectively.

Tax Fees.  The  Partnership  paid to Ernst & Young LLP fees for tax services for
2003 and 2002 of approximately $13,000 and $16,000, respectively.


<PAGE>


                                   SIGNATURES



In accordance  with Section 13 or 15(d) of the Exchange Act, the  Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.



                                 ANGELES PARTNERS X


                                 By:     Angeles Realty Corporation
                                         Its General Partner


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


                                 By:     /s/Thomas M. Herzog
                                         Thomas M. Herzog
                                         Senior Vice President
                                         and Chief Accounting Officer


                                 Date:   March 29, 2004


In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf of the Registrant and in the capacities on the date
indicated.


/s/Peter K. Kompaniez         Director                      Date: March 29, 2004
Peter K. Kompaniez


/s/Martha L. Long             Senior Vice President         Date: March 29, 2004
Martha L. Long                and Director


/s/Thomas M. Herzog           Senior Vice President         Date: March 29, 2004
Thomas M. Herzog              and Chief Accounting Officer


                                  EXHIBIT INDEX

Exhibit Number    Description

      2.1         Agreement and Plan of Merger,  dated as of October 1, 1998, by
                  and  between  AIMCO  and IPT  (incorporated  by  reference  to
                  Exhibit  2.1 of IPT's  Current  Report on Form  8-K,  File No.
                  1-14179, dated October 1, 1998).

      3.1         Amended Certificate and Agreement of Limited Partnership dated
                  June 24, 1980,  filed in Form 10-K dated October 31, 1982, and
                  is incorporated herein by reference.

      10.2        Purchase  and  Sale   Agreement   with  Exhibits  -  Greentree
                  Apartments  filed in Form 8-K dated  December  31, 1981 and is
                  incorporated herein by reference.

      10.4        Purchase and Sale  Agreement  with  Exhibits - Carriage  Hills
                  Apartments  filed  in  Form  8-K  dated  July  30,  1982,  and
                  incorporated herein by reference.

      10.9        Stock Purchase  Agreement  dated November 24, 1992 showing the
                  purchase of 100% of the  outstanding  stock of Angeles  Realty
                  Corporation  by IAP GP  Corporation,  a  subsidiary  of MAE GP
                  Corporation,  filed in Form 8-K dated December 31, 1992, which
                  is incorporated herein by reference.

      10.10       Contracts related to financing of debt:

             (a)  First Deeds of Trust and Security  Agreements  dated September
                  30, 1993 between Greentree  Apartments and Lexington  Mortgage
                  Company, a Virginia Corporation, securing Greentree Apartments
                  filed  in Form  10-QSB  dated  September  30,  1993,  which is
                  incorporated herein by reference.

             (b)  Second Deeds of Trust and Security  Agreements dated September
                  30, 1993, between Greentree  Apartments and Lexington Mortgage
                  Company, a Virginia Corporation, securing Greentree Apartments
                  filed  in Form  10-QSB  dated  September  30,  1993,  which is
                  incorporated herein by reference.

             (c)  First Assignments of Leases and Rents dated September 30, 1993
                  between Greentree Apartments and Lexington Mortgage Company, a
                  Virginia  Corporation,  securing Greentree Apartments filed in
                  Form 10-QSB dated  September 30, 1993,  which is  incorporated
                  herein by reference.

             (d)  Second  Assignments  of Leases and Rents dated  September  30,
                  1993  between  Greentree  Apartments  and  Lexington  Mortgage
                  Company, a Virginia Corporation, securing Greentree Apartments
                  filed  in Form  10-QSB  dated  September  30,  1993,  which is
                  incorporated herein by reference.

             (e)  First  Deeds  of  Trust  dated   September  30,  1993  between
                  Greentree Apartments and Lexington Mortgage Company,  relating
                  to Greentree  Apartments  filed in Form 10-QSB dated September
                  30, 1993, which is incorporated herein by reference.


<PAGE>



             (f)  Second  Deeds of  Trust  dated  September  30,  1993,  between
                  Greentree Apartments and Lexington Mortgage Company,  relating
                  to Greentree  Apartments  filed in Form 10-QSB dated September
                  30, 1993, which is incorporated herein by reference.

      10.11       Contracts related to refinancing of debt:

             (a)  First Deeds of Trust and Security  Agreements  dated September
                  30, 1993 between  Greentree  Apartments,  Ltd.  and  Lexington
                  Mortgage Company, a Virginia  Corporation,  securing Greentree
                  Apartments  filed in Form 10-QSB  dated  September  30,  1993,
                  which is incorporated herein by reference.

             (b)  Second Deeds of Trust and Security  Agreements dated September
                  30, 1993 between  Greentree  Apartments,  Ltd.  and  Lexington
                  Mortgage Company, a Virginia  Corporation,  securing Greentree
                  Apartments  filed in Form 10-QSB  dated  September  30,  1993,
                  which is incorporated herein by reference.

             (c)  First  Assignments  of Leases and Rents  dated  September  30,
                  1993,  between  Greentree   Apartments,   Ltd.  and  Lexington
                  Mortgage Company, a Virginia  Corporation,  securing Greentree
                  Apartments  filed in Form 10-QSB  dated  September  30,  1993,
                  which is incorporated herein by reference.

             (d)  Second  Assignments  of Leases and Rents dated  September  30,
                  1993,  between  Greentree   Apartments,   Ltd.  and  Lexington
                  Mortgage Company, a Virginia  Corporation,  securing Greentree
                  Apartments  filed in Form 10-QSB  dated  September  30,  1993,
                  which is incorporated herein by reference.

             (e)  First Deeds of Trust Notes dated  September 30, 1993,  between
                  Greentree  Apartments,  Ltd. and Lexington  Mortgage  Company,
                  relating to  Greentree  Apartments  filed in Form 10-QSB dated
                  September 30, 1993, which is incorporated herein by reference.

             (f)  Second Deeds of Trust Notes dated September 30, 1993,  between
                  Greentree  Apartments,  Ltd. and Lexington  Mortgage  Company,
                  relating to  Greentree  Apartments  filed in Form 10-QSB dated
                  September 30, 1993, which is incorporated herein by reference.

      10.13       Promissory  Note dated  November  20,  1997,  by and between
                  Carriage  Hills   Apartments,   Ltd.,  a  Michigan   limited
                  partnership,  and Lehman Brothers Holdings, Inc., a Delaware
                  corporation.

      10.15       Purchase   and  Sale   Contract   between   Cardinal   Woods
                  Apartments,  Ltd. and BH Equities, LLC, dated June 10, 2003,
                  filed on Form 8-K dated  August  19,  2003 and  incorporated
                  herein by reference.

      10.16       First  Amendment  to  Purchase  and  Sale  Contract  between
                  Cardinal Woods Apartments,  Ltd. and BH Equities, LLC, dated
                  July 10,  2003,  filed on Form 8-K dated August 19, 2003 and
                  incorporated herein by reference.

      10.17       Second   Amendment  to  purchase  and  sale  contract  between
                  Cardinal  Woods  Apartments,  Ltd. and BH Equities,  LLC dated
                  August 15,  2003 filed on Form 8-K dated  August 19,  2003 and
                  incorporated herein by reference.

      31.1        Certification  of  equivalent  of  Chief  Executive  Officer
                  pursuant     to     Securities     Exchange     Act    Rules
                  13a-14(a)/15d-14(a),  as Adopted  Pursuant to Section 302 of
                  the Sarbanes-Oxley Act of 2002.

      31.2        Certification  of  equivalent  of  Chief  Financial  Officer
                  pursuant     to     Securities     Exchange     Act    Rules
                  13a-14(a)/15d-14(a),  as Adopted  Pursuant to Section 302 of
                  the Sarbanes-Oxley Act of 2002.

      32.1        Certification   Pursuant  to  18  U.S.C.  Section  1350,  as
                  Adopted  Pursuant to Section 906 of the  Sarbanes-Oxley  Act
                  of 2002.

      99A         Agreement  of Limited  Partnership  for Angeles  Partners X GP
                  Limited  Partnership  between  Angeles Realty  Corporation and
                  Angeles  Partners X, L.P.  entered into on September 15, 1993,
                  filed  in Form  10-QSB  dated  September  30,  1993,  which is
                  incorporated herein by reference.

      99B         Agreement of Limited Partnership of Greentree Apartments, Ltd.
                  between  Angeles Realty  Corporation  and Angeles  Partners X,
                  L.P.  entered  into on November 1, 1989,  filed in Form 10-QSB
                  dated  September  30, 1993,  which is  incorporated  herein by
                  reference.

      99C         Purchase  Agreement  dated  November  24,  1992,  by and among
                  Angeles Corporation, et. al. and IAP GP Corporation and MAE GP
                  Corporation is incorporated by reference to the Report on Form
                  8-K dated December 31, 1992.


<PAGE>


Exhibit 31.1

                                  CERTIFICATION


I, Martha L. Long, certify that:


1.    I have reviewed this annual report on Form 10-KSB of Angeles Partners X;

2.    Based on my knowledge,  this report does not contain any untrue  statement
      of a material fact or omit to state a material fact  necessary to make the
      statements made, in light of the circumstances under which such statements
      were made,  not  misleading  with  respect  to the period  covered by this
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  report,  fairly  present  in all  material
      respects the financial condition,  results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and

      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.

Date: March 29, 2004

                                    /s/Martha L. Long
                                    Martha L. Long
                                    Senior Vice  President  of Angeles  Realty
                                    Corporation,   equivalent   of  the  chief
                                    executive officer of the Partnership


<PAGE>



Exhibit 31.2


                                  CERTIFICATION


I, Thomas M. Herzog, certify that:


1.    I have reviewed this annual report on Form 10-KSB of Angeles Partners X;

2.    Based on my knowledge,  this report does not contain any untrue  statement
      of a material fact or omit to state a material fact  necessary to make the
      statements made, in light of the circumstances under which such statements
      were made,  not  misleading  with  respect  to the period  covered by this
      report;

3.    Based on my  knowledge,  the  financial  statements,  and other  financial
      information  included  in this  report,  fairly  present  in all  material
      respects the financial condition,  results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The  registrant's  other  certifying  officer(s) and I are responsible for
      establishing  and  maintaining  disclosure  controls  and  procedures  (as
      defined in Exchange Act Rules  13a-15(e) and 15d-15(e)) for the registrant
      and have:

      (a)   Designed such  disclosure  controls and  procedures,  or caused such
            disclosure   controls  and  procedures  to  be  designed  under  our
            supervision,  to ensure that  material  information  relating to the
            registrant,  including its consolidated subsidiaries,  is made known
            to us by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Evaluated the effectiveness of the registrant's  disclosure controls
            and  procedures and presented in this report our  conclusions  about
            the effectiveness of the disclosure  controls and procedures,  as of
            the  end  of the  period  covered  by  this  report  based  on  such
            evaluation; and

      (c)   Disclosed  in this  report any change in the  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's  most recent fiscal  quarter (the  registrant's  fourth
            fiscal  quarter in the case of an annual report) that has materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying  officer(s) and I have disclosed,  based
      on  our  most  recent   evaluation  of  internal  control  over  financial
      reporting,  to the  registrant's  auditors and the audit  committee of the
      registrant's  board of directors  (or persons  performing  the  equivalent
      functions):

      (a)   All significant  deficiencies and material  weaknesses in the design
            or operation of internal control over financial  reporting which are
            reasonably  likely to adversely affect the  registrant's  ability to
            record, process, summarize and report financial information; and


      (b)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant's
            internal control over financial reporting.


Date: March 29, 2004

                                    /s/Thomas M. Herzog
                                    Thomas M. Herzog
                                    Senior Vice  President and Chief  Accounting
                                    Officer  of  Angeles   Realty   Corporation,
                                    equivalent of the chief financial officer of
                                    the Partnership


<PAGE>


Exhibit 32.1


                          Certification of CEO and CFO
                       Pursuant to 18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                Section 906 of the Sarbanes-Oxley Act of 2002



In connection  with the Annual Report on Form 10-KSB of Angeles  Partners X (the
"Partnership"),  for the  year  ended  December  31,  2003  as  filed  with  the
Securities and Exchange Commission on the date hereof (the "Report"),  Martha L.
Long, as the equivalent of the chief executive  officer of the Partnership,  and
Thomas M.  Herzog,  as the  equivalent  of the chief  financial  officer  of the
Partnership,  each hereby  certifies,  pursuant to 18 U.S.C.  Section  1350,  as
adopted pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002, that, to the
best of his knowledge:

      (1)   The Report fully complies with the  requirements of Section 13(a) or
            15(d) of the Securities Exchange Act of 1934; and

      (2)   The  information  contained in the Report  fairly  presents,  in all
            material respects, the financial condition and results of operations
            of the Partnership.


                                           /s/Martha L. Long
                                    Name:  Martha L. Long
                                    Date:  March 29, 2004


                                           /s/Thomas M. Herzog
                                    Name:  Thomas M. Herzog
                                    Date:  March 29, 2004

This  certification is furnished with this Report pursuant to Section 906 of the
Sarbanes-Oxley  Act of 2002 and shall not be deemed filed by the Partnership for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended.