UNITED STATES
                       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, 2004

[ ]   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.  $1,441,000

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, 2004. 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 2003
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, 2004 (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.

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  General  Partner  believes  that the  Partnership's  property  is
substantially in compliance with the 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.

From time to time, the Federal Bureau of  Investigation,  or FBI, and the United
States  Department  of  Homeland  Security  issue  alerts  regarding   potential
terrorist threats  involving  apartment  buildings.  Threats of future terrorist
attacks,  such as those  announced  by the FBI and the  Department  of  Homeland
Security,  could  have a  negative  effect on rent and  occupancy  levels at the
Partnership's  property.  The effect that future terrorist activities or threats
of such activities could have on the  Partnership's  operations is uncertain and
unpredictable. If the Partnership were to incur a loss at a property as a result
of an act of  terrorism,  the  Partnership  could  lose all or a portion  of the
capital  invested  in the  property,  as well as the  future  revenue  from  the
property.  In this regard, the Partnership has purchased insurance to cover acts
of terrorism. The General Partner does not anticipate that these costs will have
a negative  effect on the  Partnership's  consolidated  financial  condition  or
results of operations.

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 Partnership's investment in property:

                               Date of
Property                      Purchase      Type of Ownership          Use

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

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

Sale of Property

On August 19, 2003, the Partnership  sold Greentree  Apartments to a 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  Partnership'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          $ 6,335     $ 4,487        5-30 yrs        S/L           $ 1,697
</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.

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              2004         Rate    Amortized    Date     Maturity (2)
                        (in thousands)                                 (in thousands)

Carriage Hills
  Apartments
<S>                        <C>           <C>        <C>        <C>       <C>
  1st mortgage             $ 4,875       (1)        30 yrs     9/07      $ 4,598
</TABLE>

(1)   On December 1, 2004, the Partnership  obtained a mortgage in the principal
      amount of $4,875,000 on Carriage Hills  Apartments.  The existing mortgage
      with an outstanding  principal amount of approximately  $4,958,000 matured
      on December 1, 2004 and was repaid with proceeds from the new mortgage and
      an advance  from an  affiliate  of the General  Partner.  The new mortgage
      requires  monthly  payments  beginning  on  January 1, 2005 until the loan
      matures  September 15, 2007,  with interest  being equal to the Fannie Mae
      discounted  mortgage-backed  security index plus 85 basis points (3.07% at
      December 31,  2004).  The interest rate resets  monthly.  The new mortgage
      loan is amortized  over 30 years using the interest  rate in effect at the
      time  of  closing,  and has an  option  for one  five-year  extension.  In
      addition,  the new mortgage requires monthly escrow deposits for taxes and
      a completion repair reserve of approximately $152,000 that was established
      with the lender at  closing.  As a  condition  of making the new  mortgage
      loan,  the lender  required  AIMCO  Properties,  L.P., an affiliate of the
      Partnership,   to  guarantee  the   obligations  and  liabilities  of  the
      Partnership with respect to the new mortgage. In accordance with the terms
      of the loan  agreement  relating to the new mortgage,  payment of the note
      may be accelerated at the option of the lender if an event of default,  as
      defined in the loan  agreement,  occurs.  The loan is  prepayable  without
      penalty.   Total   capitalized  loan  costs  for  the  new  mortgage  were
      approximately  $119,000 for the year ended  December 31, 2004.  Loan costs
      associated with the existing mortgage were fully amortized.

(2)   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 2004 and 2003 for the property were
as follows:

                                    Average Annual              Average Annual
                                     Rental Rate                  Occupancy
                                      (per unit)
 Property                        2004           2003          2004         2003
 Carriage Hills Apartments      $ 9,639       $10,051         92%           93%

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,  2004,  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 2004 for the property were as follows:

                                    2004             2004
                                  Billing            Rate
                                 (in thousands)

Carriage Hills Apartments         $164               6.27%

Capital Improvements:

Carriage Hills Apartments:  The Partnership completed  approximately $365,000 in
capital  improvements  at Carriage Hills  Apartments for the year ended December
31,  2004,  consisting  primarily  of  air  conditioning  upgrades,   structural
improvements,  floor covering replacement,  and construction related to the fire
that occurred in June 2003, as 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  regularly
evaluates the capital  improvement needs of the property.  While the Partnership
has no material commitments for property improvements and replacements,  certain
routine  capital   expenditures  are  anticipated   during  2005.  Such  capital
expenditures  will depend on the  physical  condition of the property as well as
replacement reserves and anticipated cash flow generated by the property.

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

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 captioned Heller v. Insignia Financial Group (the "Heller action") was
filed against the same  defendants  that are named in the Nuanes  action.  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 (the "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.  The  Objector  filed a second
appeal challenging the court's use of a referee and its order requiring Objector
to pay those fees.

On January 28, 2004,  the  Objector  filed his opening  brief in the Appeal.  On
April 23, 2004, the General Partner and its affiliates filed a response brief in
support of the settlement  and the judgment  thereto.  The plaintiffs  have also
filed a brief in support of the  settlement.  On June 4, 2004,  Objector filed a
reply to the briefs submitted by the General Partner and Plaintiffs. In addition
both the Objector and  plaintiffs  filed  briefs in  connection  with the second
appeal.  On March 21, 2005, the Court of Appeals issued opinions in both pending
appeals.  With regard to the settlement and judgment entered thereto,  the Court
of Appeals  vacated the trial  court's order and remanded to the trial court for
further  findings on the basis that the "state of the record is  insufficient to
permit meaningful appellate review". With regard to the second appeal, the Court
of Appeals reversed the order requiring the Objector to pay referee fees.

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.

As previously disclosed,  AIMCO Properties L.P. and NHP Management Company, both
affiliates  of the General  Partner,  are  defendants in an action in the United
States  District Court,  District of Columbia.  The plaintiffs have styled their
complaint as a collective action under the Fair Labor Standards Act ("FLSA") and
seek 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,  plaintiffs  allege 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  defendants  have filed an
answer to the amended complaint denying the substantive  allegations.  Discovery
relating  to the  certification  of the  collective  action  has  concluded  and
briefing on the matter is underway.  Although the outcome of any  litigation  is
uncertain,  AIMCO  Properties,  L.P. does not believe that the ultimate  outcome
will have a material  adverse  effect on its  financial  condition or results of
operations.  Similarly,  the General  Partner does not believe that the ultimate
outcome will have a material  adverse effect on the  Partnership's  consolidated
financial condition or results of operations.

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

During the quarter ended December 31, 2004, no matter was submitted to a vote of
unit holders through the solicitation of proxies or otherwise.

                                     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 823
holders of record owning an aggregate of 18,625 Units. Affiliates of the General
Partner  owned 11,518 Units or 61.84% at December  31, 2004.  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, 2004 and 2003 (in thousands, except per unit data):
<TABLE>
<CAPTION>

                       Year Ended      Per Limited      Year Ended      Per Limited
                      December 31,     Partnership     December 31,     Partnership
                          2004            Unit             2003             Unit
<S>           <C>       <C>              <C>               <C>             <C>
Sale proceeds (1)       $  470           $24.97            $1,331          $59.55
Operations                  --               --                50            2.68
Total                   $  470           $24.97            $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 timing of the debt maturity,  refinancing, and/or property sale.
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 2005 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 11,518  Units in the  Partnership
representing  61.84% of the outstanding  Units at December 31, 2004. 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 61.84% 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 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.

The  Partnership's  financial  results depend upon a number of factors including
the ability to attract and maintain tenants at the investment property, interest
rates on mortgage  loans,  costs  incurred to operate the  investment  property,
general economic conditions and weather. 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  rate
reductions  to offset  softening  market  conditions;  accordingly,  there is no
guarantee that the General Partner will be able to sustain such a plan. Further,
a number of factors that are outside the control of the Partnership  such as the
local  economic  climate and  weather can  adversely  or  positively  affect the
Partnership's financial results.

Results of Operations

The   Partnership's   net  loss  for  the  year  ended  December  31,  2004  was
approximately  $113,000,  as compared to net income of approximately  $4,271,000
for the year ended December 31, 2003. On August 19, 2003, the  Partnership  sold
Greentree Apartments to a 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  for  the  year  ended   December  31,  2003,   including   revenues  of
approximately $600,000 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 loss from discontinued  operations on the consolidated statements of
operations.

The Partnership's loss from continuing operations was approximately $113,000 for
the year  ended  December  31,  2004,  as  compared  to income  from  continuing
operations of  approximately  $49,000 for the year ended  December 31, 2003. The
decrease  in income  from  continuing  operations  is due to a decrease in total
revenues and an increase in total  expenses.  The decrease in total  revenues is
due to  decreases  in rental and other  income and the  recognition  of casualty
gains (as discussed below). The decrease in rental income is due to decreases in
occupancy  and the average  rental  rate,  partially  offset by reduced bad debt
expense at the Partnership's  investment property.  The decrease in other income
is primarily due to decreases in lease cancellation fees, cleaning fees and late
charges at the property.

On June 29, 2003, there was a fire at Carriage Hills Apartments,  causing damage
to six units. The property suffered damages of approximately $287,000. Insurance
proceeds of approximately  $191,000 were received during the year ended December
31, 2003 to cover damages to the property. 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
during the year ended  December  31,  2003.  During the year ended  December 31,
2004,  the  Partnership  recognized a casualty  gain of  approximately  $99,000,
resulting  from the receipt of additional  insurance  proceeds of  approximately
$86,000 and an  adjustment  to correct the previous  write-off of  undepreciated
damaged assets of approximately  $13,000. In addition,  the Partnership received
approximately  $19,000 to cover lost rents,  which is included in rental  income
for the year ended December 31, 2004.

The  increase  in total  expenses  is due to  increases  in both  operating  and
property  tax  expenses,  partially  offset by  decreases  in both  general  and
administrative and interest expenses.  Depreciation  expense remained relatively
constant for the  comparable  periods.  The  increase in  operating  expenses is
primarily due to increases in advertising,  utility and payroll related expenses
at the Partnership's  investment property.  The increase in property tax expense
is due to an  increase  in the  assessed  value of  Carriage  Hills  Apartments.
Interest expense decreased primarily due to scheduled principal payments made on
the mortgage encumbering  Carriage Hills Apartments,  which reduced the carrying
balance of the loan, and the December 2004 refinance of the mortgage encumbering
the property at a lower,  variable interest rate (as discussed in "Liquidity and
Capital  Resources").  The  decrease in general and  administrative  expenses is
primarily  due to decreases in the cost of services  included in the  management
reimbursements to the General Partner as allowed under the Partnership Agreement
and audit fees.  Also  included in general and  administrative  expenses for the
years ended December 31, 2004 and 2003 are costs  associated  with the quarterly
and annual  communications with investors and regulatory agencies and the annual
audit required by the Partnership Agreement.

Liquidity and Capital Resources

At  December  31,  2004,  the  Partnership  had  cash and  cash  equivalents  of
approximately $71,000,  compared to approximately $592,000 at December 31, 2003.
The decrease in cash and cash  equivalents of  approximately  $521,000 is due to
approximately  $435,000 of cash used in investing  activities and  approximately
$214,000 of cash used in financing activities, partially offset by approximately
$128,000  of cash  provided  by  operating  activities.  Cash used in  investing
activities consisted of property  improvements and replacements and net deposits
to an escrow account maintained by the mortgage lender,  partially offset by the
receipt  of  insurance  proceeds  related  to the  casualty  at  Carriage  Hills
Apartments.  Cash used in financing  activities  consisted of a distribution  to
partners,  payments of principal made on the mortgage encumbering Carriage Hills
Apartments,  the repayment of the existing mortgage  encumbering  Carriage Hills
Apartments,  and loan costs paid,  partially offset by proceeds received related
to the  refinancing of the mortgage  encumbering  Carriage Hills  Apartments and
advances from an affiliate of 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.  For
example,  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.  The Partnership  regularly evaluates the
capital improvement needs of the property. While the Partnership has no material
commitments for property improvements and replacements,  certain routine capital
expenditures are anticipated during 2005. Such capital  expenditures will depend
on the physical  condition of the property as well as  replacement  reserves and
anticipated cash flow generated by the property.

The  capital  expenditures  will be  incurred  only if  cash is  available  from
operations or from Partnership reserves. To the extent that 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) of the Partnership. On December 1, 2004, the
Partnership  obtained  a  mortgage  in the  principal  amount of  $4,875,000  on
Carriage Hills Apartments.  The existing mortgage with an outstanding  principal
amount of  approximately  $4,958,000  matured on December 1, 2004 and was repaid
with  proceeds  from the new  mortgage  and an advance  from an affiliate of the
General Partner. The new mortgage requires monthly payments beginning on January
1, 2005  until the loan  matures  September  15,  2007,  at which time a balloon
payment of  approximately  $4,598,000 is due,  with interest  being equal to the
Fannie Mae discounted mortgage-backed security index plus 85 basis points (3.07%
at December 31, 2004).  The interest rate resets monthly.  The new mortgage loan
is  amortized  over 30 years  using the  interest  rate in effect at the time of
closing,  and has an option for one five-year  extension.  In addition,  the new
mortgage  requires  monthly  escrow  deposits for taxes and a completion  repair
reserve  of  approximately  $152,000  that was  established  with the  lender at
closing.  As a condition of making the new mortgage  loan,  the lender  required
AIMCO  Properties,  L.P.,  an affiliate  of the  Partnership,  to guarantee  the
obligations and liabilities of the Partnership with respect to the new mortgage.
In accordance with the terms of the loan agreement relating to the new mortgage,
payment of the note may be  accelerated  at the option of the lender if an event
of default,  as defined in the loan agreement,  occurs.  Total  capitalized loan
costs for the new mortgage were approximately $119,000 and are included in other
assets  on the  consolidated  balance  sheet  included  in  "Item  7.  Financial
Statements".  Loan  costs  associated  with the  existing  mortgage  were  fully
amortized.

The  Partnership  distributed  the  following  amounts  during  the years  ended
December 31, 2004 and 2003 (in thousands, except per unit data):
<TABLE>
<CAPTION>

                       Year Ended      Per Limited      Year Ended      Per Limited
                      December 31,     Partnership     December 31,     Partnership
                          2004            Unit             2003             Unit
<S>           <C>       <C>              <C>               <C>             <C>
Sale proceeds (1)       $  470           $24.97            $1,331          $59.55
Operations                  --               --                50            2.68
Total                   $  470           $24.97            $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 timing of the debt maturity,  refinancing, and/or property sale.
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 2005 or subsequent periods.

Other

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its  affiliates  owned 11,518  Units in the  Partnership
representing  61.84% of the outstanding  Units at December 31, 2004. 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 61.84% 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.
The Partnership will offer rental concessions during particularly slow months or
in response  to heavy  competition  from other  similar  complexes  in the area.
Rental income attributable to leases, net of any concessions, is recognized on a
straight-line  basis over the term of the lease.  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.

Item 7.  Financial Statements


ANGELES PARTNERS X

LIST OF FINANCIAL STATEMENTS

      Report of Independent Registered Public Accounting Firm

      Consolidated Balance Sheet - December 31, 2004

      Consolidated  Statements of  Operations - Years ended  December 31, 2004
      and 2003

      Consolidated  Statements  of Changes in Partners'  Deficit - Years ended
      December 31, 2004 and 2003

      Consolidated Statements of Cash Flows - Years ended December 31, 2004
      and 2003

      Notes to Consolidated Financial Statements


<PAGE>




           Report of Independent Registered Public Accounting Firm


The Partners
Angeles Partners X

We have audited the accompanying  consolidated balance sheet of Angeles Partners
X  as  of  December  31,  2004,  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, 2004. 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 the standards of the Public  Company
Accounting Oversight Board (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.  We were not engaged to perform an
audit of the Partnership's internal control over financial reporting.  Our audit
included  consideration of internal control over financial  reporting as a basis
for designing audit  procedures that are appropriate in the  circumstances,  but
not for the  purpose  of  expressing  an  opinion  on the  effectiveness  of the
Partnership's internal control over financial reporting. Accordingly, we express
no such opinion.  An audit also includes  examining,  on a test basis,  evidence
supporting the amounts and  disclosures in the financial  statements,  assessing
the accounting principles used and significant estimates made by management, and
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, 2004,  and the  consolidated  results of its  operations and its
cash flows for each of the two years in the period ended  December 31, 2004,  in
conformity with accounting principles generally accepted in the United States.



                                                         /s/ ERNST & YOUNG LLP


Greenville, South Carolina
March 21, 2005

                               ANGELES PARTNERS X

                           CONSOLIDATED BALANCE SHEET
                        (in thousands, except unit data)

                                December 31, 2004
<TABLE>
<CAPTION>


Assets
<S>                                                                           <C>
   Cash and cash equivalents                                                  $ 71
   Receivables and deposits                                                       97
   Restricted escrow                                                             152
   Other assets                                                                  182
   Investment property (Notes B and G):
      Land                                                     $ 101
      Buildings and related personal property                    6,234
                                                                6,335
      Less accumulated depreciation                             (4,487)        1,848
                                                                            $ 2,350

Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                           $ 27
   Tenant security deposit liabilities                                            13
   Accrued property taxes                                                         60
   Other liabilities                                                              67
   Due to affiliates (Note F)                                                    579
   Mortgage note payable (Note B)                                              4,875

Partners' Deficit
   General partners                                           $   (225)
   Limited partners (18,625 units issued and
      outstanding)                                              (3,046)      (3,271)
                                                                            $ 2,350

        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,
                                                                  2004           2003

Revenues:
<S>                                                             <C>             <C>
  Rental income                                                 $ 1,255         $ 1,296
  Other income                                                       87             123
  Casualty gain (Note E)                                             99             153
     Total revenues                                               1,441           1,572

Expenses:
  Operating                                                         571             503
  General and administrative                                        120             150
  Depreciation                                                      324             322
  Interest                                                          371             395
  Property taxes                                                    168             153
     Total expenses                                               1,554           1,523

(Loss) income from continuing operations                           (113)             49
Loss from discontinued operations (Note D)                           --             (61)
Gain from sale of discontinued operations (Note D)                   --           4,283
Net (loss) income (Note C)                                       $ (113)        $ 4,271

Net (loss) income allocated to general partners                   $ (1)          $ 251
Net (loss) income allocated to limited partners                    (112)          4,020
                                                                 $ (113)        $ 4,271
Per limited partnership unit:
(Loss) income from continuing operations                        $ (6.01)        $ 2.58
Loss from discontinued operations                                    --           (3.22)
Gain from sale of discontinued operations                            --          216.48
Net (loss) income                                               $ (6.01)        $215.84

Distributions per limited partnership unit                      $ 24.97         $ 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, 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)

Distribution to partners                        --           (5)       (465)       (470)

Net loss for the year
   ended December 31, 2004                      --           (1)       (112)       (113)

Partners' deficit
   at December 31, 2004                     18,625       $ (225)    $(3,046)    $(3,271)

        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,
                                                                  2004          2003
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net (loss) income                                              $ (113)      $ 4,271
  Adjustments to reconcile net (loss) income to net cash
   provided by operating activities:
   Gain from sale of discontinued operations                          --       (4,283)
   Depreciation                                                      324          454
   Amortization of discounts and loan costs                           16           35
   Bad debt expense                                                   28          102
   Loss on early extinguishment of debt                               --            5
   Casualty gain                                                     (99)        (153)
   Change in accounts:
      Receivables and deposits                                       (41)        (156)
      Other assets                                                   (29)         (23)
      Accounts payable                                                16          (63)
      Tenant security deposit liabilities                             (1)         (23)
      Accrued property taxes                                           1          (14)
      Due to affiliates                                               49           49
      Other liabilities                                              (23)           1
       Net cash provided by operating activities                     128          202
Cash flows from investing activities:
  Proceeds from sale of discontinued operations                       --        5,133
  Property improvements and replacements                            (423)        (223)
  Insurance proceeds received                                         86          191
  Net (deposits to) withdrawals from restricted escrows              (98)          32
       Net cash (used in) provided by investing activities          (435)       5,133
Cash flows from financing activities:
  Proceeds from mortgage note payable                              4,875           --
  Repayment of mortgage notes payable                             (4,958)      (3,260)
  Payments on mortgage notes payable                                 (72)        (115)
  Advances from affiliate                                            530           15
  Payments on advances from affiliate                                 --         (113)
  Loan costs paid                                                   (119)         --
  Distributions to partners                                         (470)      (1,381)
       Net cash used in financing activities                        (214)      (4,854)
Net (decrease) increase in cash and cash equivalents                (521)         481
Cash and cash equivalents at beginning of year                       592          111
Cash and cash equivalents at end of year                          $ 71         $ 592
Supplemental disclosure of cash flow information:
Cash paid for interest                                            $ 396        $ 550
Supplemental disclosure of non-cash activity:
 Property improvements and replacements included in
   accounts payable                                               $ --         $ 58

        See Accompanying Notes to Consolidated Financial Statements
</TABLE>

                               ANGELES PARTNERS X

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                December 31, 2004


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 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  $63,000  at  December  31,  2004 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 the unit and is current
on 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.
The  Partnership  capitalizes  all  expenditures  in excess of $250 that clearly
relate  to the  acquisition  and  installation  of real  and  personal  property
components.  These  expenditures  include  costs  incurred  to replace  existing
property components, costs incurred to add a material new feature to a property,
and costs that  increase  the useful  life or  service  potential  of a property
component.  These  capitalized costs are depreciated over the 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. No
adjustments  for  impairment of value were recorded in the years ended  December
31, 2004 or 2003.

Restricted  Escrow:  A completion  repair  reserve  account was  established  in
conjunction  with the  refinancing  of the mortgage  encumbering  Carriage Hills
Apartments  (see "Note B") to fund capital  improvements  at the  property.  The
balance in the account was approximately $152,000 at December 31, 2004.

Deferred  Costs:  Loan costs of  approximately  $119,000  are  included in other
assets on the accompanying  consolidated balance sheet. Loan costs are amortized
over the term of the related loan agreement.  Amortization  expense for 2004 was
approximately $16,000 and is included in interest expense.  Amortization expense
is expected to be  approximately  $45,000 in each of the years 2005 and 2006 and
$29,000 in 2007.

Leasing   commissions  and  other  direct  costs  incurred  in  connection  with
successful  leasing  efforts are  deferred and  amortized  over the terms of the
related leases. Amortization of these costs is included in operating expenses.

Leases: The Partnership  generally leases apartment units for twelve-month terms
or less. The Partnership will offer rental concessions during  particularly slow
months or in response to heavy  competition from other similar  complexes in the
area.  Rental  income  attributable  to  leases,  net  of  any  concessions,  is
recognized on a straight-line  basis over the term of the lease. 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.

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  (except for long term
debt)  approximates  their fair value due to the short  term  maturity  of these
instruments.  The Partnership  estimates the fair value of its long term debt by
discounting  future  cash flows  using a discount  rate  commensurate  with that
currently  believed to be available to the Partnership  for similar term,  fully
amortizing  long-term debt. The fair value of the  Partnership's  long term debt
approximates its carrying value.

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 approximately $36,000 and $30,000, for the years
ended  December  31, 2004 and 2003,  respectively,  are  included  in  operating
expenses and loss from discontinued operations.

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

                            Principal       Monthly                            Principal
                            Balance At      Payment                             Balance
                           December 31,    Including   Interest   Maturity      Due At
Property                       2004        Interest      Rate       Date       Maturity
                                 (in thousands)                             (in thousands)
Carriage Hills
  Apartments
<S>                           <C>            <C>          <C>       <C>         <C>
  1st mortgage                $4,875         $ 23         (1)       9/07        $4,598
</TABLE>

(1)    Adjustable  rate  based  on the  Fannie  Mae  discounted  mortgage-backed
       security  index plus 85 basis  points.  The rate at December 31, 2004 was
       3.07%.

On December 1, 2004, the Partnership obtained a mortgage in the principal amount
of  $4,875,000  on Carriage  Hills  Apartments.  The existing  mortgage  with an
outstanding principal amount of approximately  $4,958,000 matured on December 1,
2004 and was repaid with  proceeds  from the new mortgage and an advance from an
affiliate of the General  Partner.  The new mortgage  requires  monthly payments
beginning on January 1, 2005 until the loan  matures  September  15, 2007,  with
interest being equal to the Fannie Mae discounted mortgage-backed security index
plus 85 basis points  (3.07% at December  31,  2004).  The interest  rate resets
monthly.  The new mortgage  loan is  amortized  over 30 years using the interest
rate in  effect at the time of  closing,  and has an  option  for one  five-year
extension.  In addition,  the new mortgage  requires monthly escrow deposits for
taxes  and a  completion  repair  reserve  of  approximately  $152,000  that was
established  with the  lender at  closing.  As a  condition  of  making  the new
mortgage loan, the lender required AIMCO  Properties,  L.P., an affiliate of the
Partnership,  to guarantee the  obligations  and  liabilities of the Partnership
with  respect  to the new  mortgage.  In  accordance  with the terms of the loan
agreement  relating to the new mortgage,  payment of the note may be accelerated
at the  option of the  lender if an event of  default,  as  defined  in the loan
agreement,  occurs.  The loan is prepayable  without penalty.  Total capitalized
loan costs for the new mortgage were  approximately  $119,000 for the year ended
December 31, 2004 and are included in other assets.  Loan costs  associated with
the existing mortgage were fully amortized.

The  mortgage  note  payable  is  nonrecourse  and is  secured  by pledge of the
property and by a pledge of revenues from the property.  The property may not be
sold subject to existing indebtedness.

Scheduled principal payments of the mortgage note payable subsequent to December
31, 2004 are as follows (in thousands):

                             2005             $    93
                             2006                 104
                             2007               4,678
                             Total            $ 4,875

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 (loss)  income and Federal
taxable (loss) income (in thousands):

                                          2004          2003

Net (loss) income as reported            $  (113)      $ 4,271
Add (deduct):
     Depreciation differences                125           189
     Unearned income                          24           (33)
     Other                                    98           (36)
     Casualty gain                          (252)         (153)
     Mortgage discount                        --             2
     Gain on sale of property                 --          (116)
Federal taxable (loss) income            $  (118)      $ 4,124

Federal taxable (loss) income per
     limited partnership unit            $ (5.92)      $161.93

The  following  is  a   reconciliation   at  December  31,  2004,   between  the
Partnership's  reported  amounts and Federal  tax basis of net  liabilities  (in
thousands):

Net liabilities - as reported         $(3,271)
 Land and buildings                       585
 Accumulated depreciation                (736)
 Syndication fees                       2,071
 Other                                     43
Net liabilities - Federal tax basis   $(1,308)

Note D  - Disposition of Investment Property

On August 19, 2003, the Partnership  sold Greentree  Apartments to a 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 for the year ended December 31, 2003,
including   revenues  of  approximately   $600,000  is  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.

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 $287,000. Insurance
proceeds of approximately  $191,000 were received during the year ended December
31, 2003 to cover damages to the property. 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
during the year ended  December  31,  2003.  During the year ended  December 31,
2004,  the  Partnership  recognized a casualty  gain of  approximately  $99,000,
resulting  from the receipt of additional  insurance  proceeds of  approximately
$86,000 and an  adjustment  to correct the previous  write-off of  undepreciated
damaged  assets of  approximately  $13,000.  During the year ended  December 31,
2004, the Partnership received  approximately $19,000 to cover lost rents, which
is included in rental income.

Note F - Transactions with Affiliated Parties

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

Affiliates  of the  General  Partner  receive  5% of  gross  receipts  from  the
Partnership's  properties  as  compensation  for providing  property  management
services.  The  Partnership  paid to such affiliates  approximately  $65,000 and
$97,000 for the years ended December 31, 2004 and 2003, respectively,  which are
included in operating expenses and loss from discontinued operations.

Affiliates of the General Partner charged the Partnership for  reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $93,000 and
$80,000 for the years ended  December  31,  2004 and 2003,  respectively.  These
amounts are  included  in general and  administrative  expenses  and  investment
property.  The portion of these  reimbursements  included in investment property
for the year ended December 31, 2004 are fees related to construction management
services  provided  by an  affiliate  of the  General  Partner of  approximately
$48,000.  The  construction  management  service fees are calculated  based on a
percentage of current additions to investment property.  There were no such fees
incurred  for  the  year  ended   December  31,  2003.  At  December  31,  2004,
approximately  $46,000  is owed to  affiliates  of the  General  Partner  and is
included in due to affiliates.

In  accordance  with the  Partnership  Agreement,  an  affiliate  of the General
Partner  loaned the  Partnership  approximately  $530,000 to repay the  mortgage
encumbering  Carriage Hills  Apartments and to cover  operating  expenses at the
property  during the year ended  December 31, 2004.  During 2003 an affiliate of
the General  Partner  advanced the  Partnership  approximately  $15,000 to cover
capital  improvements  at Greentree  Apartments and Carriage  Hills  Apartments.
Interest  accrues  at the  prime  rate plus 2% (7.25%  at  December  31,  2004).
Interest  expense  was  approximately  $3,000  and  $1,000  for the years  ended
December  31, 2004 and 2003,  respectively.  During the year ended  December 31,
2003, the  Partnership  made principal  payments of  approximately  $113,000 and
interest  payments  of  approximately  $2,000  to an  affiliate  of the  General
Partner.  At December 31, 2004,  the total amount of loans and accrued  interest
due to an affiliate  of the General  Partner was  approximately  $533,000 and is
included in due to affiliates.

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.

In connection  with the refinancing of the mortgage  encumbering  Carriage Hills
Apartments,  the Partnership paid a fee of approximately  $49,000 to the General
Partner during the year ended December 31, 2004. This fee has been  capitalized,
is included in other assets and is being  amortized over the term of the related
loan agreement.

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 either of the years ended December 31, 2004 or 2003.

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, 2004 and 2003, the Partnership was
charged  by  AIMCO  and  its  affiliates   approximately  $17,000  and  $18,000,
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 11,518 limited  partnership  units
(the "Units") in the Partnership representing 61.84% of the outstanding Units at
December  31,  2004.  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 61.84% 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

                                                  Initial Cost
                                                 To Partnership
                                                 (in thousands)
<TABLE>
<CAPTION>

                                                         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       $ 4,875     $   101       $ 3,509        $ 2,725
</TABLE>

                          Gross Amount At Which Carried
                         At December 31, 2004
                            (in thousands)
<TABLE>
<CAPTION>

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

<S>                  <C>     <C>       <C>         <C>           <C>      <C>   <C> <C>
Carriage Hills       $ 101   $ 6,234   $ 6,335     $ 4,487       6/72     07/30/82  5-30 yrs
  Apartments
</TABLE>

Reconciliation of "investment property and accumulated depreciation":

                                                Years Ended December 31,
                                                  2004            2003
                                                     (in thousands)
Investment Property

Balance at beginning of year                   $ 5,997          $10,941
    Property improvements                          365              281
    Sale of investment property                     --           (5,100)
    Disposal of property                           (27)            (125)
Balance at end of year                         $ 6,335          $ 5,997

Accumulated Depreciation

Balance at beginning of year                   $ 4,203          $ 8,102
    Depreciation expense                           324              454
    Sale of investment property                     --           (4,266)
    Disposal of property                           (40)             (87)
Balance at end of year                         $ 4,487          $ 4,203

The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  2004  and  2003,  is  approximately  $6,920,000  and  $6,711,000,
respectively.  The  accumulated  depreciation,  taken  for  Federal  income  tax
purposes  at  December  31,  2004 and  2003,  is  approximately  $5,223,000  and
$5,024,000, respectively.

Note H - Contingencies

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 captioned Heller v. Insignia Financial Group (the "Heller action") was
filed against the same  defendants  that are named in the Nuanes  action.  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 (the "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.  The  Objector  filed a second
appeal challenging the court's use of a referee and its order requiring Objector
to pay those fees.

On January 28, 2004,  the  Objector  filed his opening  brief in the Appeal.  On
April 23, 2004, the General Partner and its affiliates filed a response brief in
support of the settlement  and the judgment  thereto.  The plaintiffs  have also
filed a brief in support of the  settlement.  On June 4, 2004,  Objector filed a
reply to the briefs submitted by the General Partner and Plaintiffs. In addition
both the Objector and  plaintiffs  filed  briefs in  connection  with the second
appeal.  On March 21, 2005, the Court of Appeals issued opinions in both pending
appeals.  With regard to the settlement and judgment entered thereto,  the Court
of Appeals  vacated the trial  court's order and remanded to the trial court for
further  findings on the basis that the "state of the record is  insufficient to
permit meaningful appellate review". With regard to the second appeal, the Court
of Appeals reversed the order requiring the Objector to pay referee fees.

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.

As previously disclosed,  AIMCO Properties L.P. and NHP Management Company, both
affiliates  of the General  Partner,  are  defendants in an action in the United
States  District Court,  District of Columbia.  The plaintiffs have styled their
complaint as a collective action under the Fair Labor Standards Act ("FLSA") and
seek 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,  plaintiffs  allege 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  defendants  have filed an
answer to the amended complaint denying the substantive  allegations.  Discovery
relating  to the  certification  of the  collective  action  has  concluded  and
briefing on the matter is underway.  Although the outcome of any  litigation  is
uncertain,  AIMCO  Properties,  L.P. does not believe that the ultimate  outcome
will have a material  adverse  effect on its  financial  condition or results of
operations.  Similarly,  the General  Partner does not believe that the ultimate
outcome will have a material  adverse effect on the  Partnership's  consolidated
financial condition or results of 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.

Environmental

Various  Federal,  state and local laws subject  property owners or operators to
liability for management,  and the costs of removal or  remediation,  of certain
hazardous  substances  present on a property.  Such laws often impose  liability
without regard to whether the owner or operator knew of, or was responsible for,
the release or presence of the  hazardous  substances.  The  presence of, or the
failure to manage or remedy properly,  hazardous substances may adversely affect
occupancy at affected  apartment  communities and the ability to sell or finance
affected properties.  In addition to the costs associated with investigation and
remediation  actions brought by government  agencies,  the presence of hazardous
substances  on a  property  could  result in claims by  private  plaintiffs  for
personal injury,  disease,  disability or other  infirmities.  Various laws also
impose  liability for the cost of removal,  remediation or disposal of hazardous
substances  through a  licensed  disposal  or  treatment  facility.  Anyone  who
arranges for the disposal or treatment of hazardous  substances  is  potentially
liable  under such laws.  These laws often impose  liability  whether or not the
person arranging for the disposal ever owned or operated the disposal  facility.
In connection with the ownership and operation of its property,  the Partnership
could  potentially be liable for  environmental  liabilities or costs associated
with its property.

Mold

The Partnership is aware of lawsuits  against owners and managers of multifamily
properties asserting claims of personal injury and property damage caused by the
presence of mold, some of which have resulted in substantial  monetary judgments
or settlements. The Partnership has only limited insurance coverage for property
damage loss claims  arising from the  presence of mold and for  personal  injury
claims  related  to  mold  exposure.  Affiliates  of the  General  Partner  have
implemented a national  policy and  procedures to prevent or eliminate mold from
its  properties  and the  General  Partner  believes  that these  measures  will
eliminate,  or at least minimize, the effects that mold could have on residents.
To date,  the  Partnership  has not incurred any material  costs or  liabilities
relating to claims of mold exposure or to abate mold conditions. Because the law
regarding  mold is unsettled and subject to change the General  Partner can make
no assurance that liabilities resulting from the presence of or exposure to mold
will  not have a  material  adverse  effect  on the  Partnership's  consolidated
financial condition or results of operations.

SEC Investigation

As  previously  disclosed,  the  Central  Regional  Office of the United  States
Securities  and  Exchange   Commission   (the  "SEC")  is  conducting  a  formal
investigation relating to certain matters.  Although the staff of the SEC is not
limited  in the  areas  that it may  investigate,  AIMCO  believes  the areas of
investigation include AIMCO's miscalculated monthly net rental income figures in
third quarter 2003,  forecasted  guidance,  accounts payable,  rent concessions,
vendor  rebates,  capitalization  of payroll and certain  other  costs,  and tax
credit  transactions.  AIMCO is cooperating  fully. AIMCO is not able to predict
when the matter  will be  resolved.  AIMCO does not  believe  that the  ultimate
outcome  will  have a  material  adverse  effect on its  consolidated  financial
condition  or results of  operations.  Similarly,  the General  Partner does not
believe that the ultimate  outcome  will have a material  adverse  effect on the
Partnership's consolidated financial condition or results of operations.



<PAGE>



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 2004 that have materially  affected,  or are reasonably likely
to  materially  affect,  the  Partnership's   internal  control  over  financial
reporting.

Item 8B.    Other Information

None.



<PAGE>



                                    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 of the Partnership, Angeles Realty
Corporation (the "General Partner" or "ARC"),  are set forth below. There are no
family relationships between or among any officers and directors.

Martha L. Long                   45   Director and Senior Vice President
Harry G. Alcock                  42   Director and Executive Vice President
Miles Cortez                     61   Executive Vice President, General Counsel
                                      and Secretary
Patti K. Fielding                41   Executive Vice President
Paul J. McAuliffe                48   Executive Vice President and Chief
                                      Financial Officer
Thomas M. Herzog                 42   Senior Vice President and Chief Accounting
                                       Officer
Stephen B. Waters                43   Vice President

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  as a Director of the General  Partner in October
2004 and 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 was  appointed  Treasurer  of AIMCO in January  2005.  Ms.  Fielding is
responsible  for  debt  financing  and the  treasury  department.  Ms.  Fielding
previously  served as Senior Vice  President - Securities and Debt of AIMCO from
January 2000 to February 2003. Ms.  Fielding  joined AIMCO in February 1997 as a
Vice President.

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.

Stephen B. Waters was appointed Vice  President of the General  Partner in April
2004. Mr. Waters previously served as a Director of Real Estate Accounting since
joining AIMCO in September 1999. Mr. Waters has responsibilities for real estate
and partnership accounting with AIMCO.

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 (the "Units") of
the Registrant as of December 31, 2004.

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                         7,599             40.80%
(an affiliate of AIMCO)

Cooper River Properties, LLC and AIMCO IPLP, 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.


<PAGE>


Item 12. Certain Relationships and Related Transactions

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

Affiliates  of the  General  Partner  receive  5% of  gross  receipts  from  the
Partnership's  properties  as  compensation  for providing  property  management
services.  The  Partnership  paid to such affiliates  approximately  $65,000 and
$97,000 for the years ended December 31, 2004 and 2003, respectively,  which are
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 charged the Partnership for  reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $93,000 and
$80,000 for the years ended  December  31,  2004 and 2003,  respectively.  These
amounts are  included  in general and  administrative  expenses  and  investment
property on the consolidated financial statements included in "Item 7. Financial
Statements". The portion of these reimbursements included in investment property
for the year ended December 31, 2004 are fees related to construction management
services  provided  by an  affiliate  of the  General  Partner of  approximately
$48,000.  The  construction  management  service fees are calculated  based on a
percentage of current additions to investment property.  There were no such fees
incurred  for  the  year  ended   December  31,  2003.  At  December  31,  2004,
approximately  $46,000  is owed to  affiliates  of the  General  Partner  and is
included in due to affiliates  on the  consolidated  balance  sheet  included in
"Item 7. Financial Statements".

In  accordance  with the  Partnership  Agreement,  an  affiliate  of the General
Partner  loaned the  Partnership  approximately  $530,000 to repay the  mortgage
encumbering  Carriage Hills  Apartments and to cover  operating  expenses at the
property  during the year ended December 31, 2004.  During 2003, an affiliate of
the General  Partner  advanced the  Partnership  approximately  $15,000 to cover
capital  improvements  at Greentree  Apartments and Carriage  Hills  Apartments.
Interest  accrues  at the  prime  rate plus 2% (7.25%  at  December  31,  2004).
Interest was  approximately  $3,000 and $1,000 for the years ended  December 31,
2004 and 2003,  respectively.  During  the year ended  December  31,  2003,  the
Partnership  made  principal  payments of  approximately  $113,000  and interest
payments of  approximately  $2,000 to an  affiliate of the General  Partner.  At
December  31,  2004,  the total  amount of loans and accrued  interest due to an
affiliate of the General Partner was  approximately  $533,000 and is included in
due to  affiliates  on the  consolidated  balance  sheet  included  in  "Item 7.
Financial Statements".

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.

In connection  with the refinancing of the mortgage  encumbering  Carriage Hills
Apartments,  the Partnership paid a fee of approximately  $49,000 to the General
Partner during the year ended December 31, 2004. This fee has been  capitalized,
is included in other assets on the consolidated  balance sheet included in "Item
7.  Financial  Statements"  and is being  amortized over the term of the related
loan agreement.

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 either of the years ended December 31, 2004 or 2003.

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, 2004 and 2003, the Partnership was
charged  by  AIMCO  and  its  affiliates   approximately  $17,000  and  $18,000,
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 11,518  Units in the  Partnership
representing  61.84% of the outstanding  Units at December 31, 2004. 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 61.84% 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

See Exhibit Index.

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 2005. The aggregate fees
billed  for  services  rendered  by  Ernst & Young  LLP for  2004  and  2003 are
described below.

Audit Fees. Fees for audit services  totaled  approximately  $29,000 and $41,000
for 2004 and 2003,  respectively.  Fees for audit services also include fees for
the reviews of the Partnership's Quarterly Reports on Form 10-QSB.

Tax Fees. Fees for tax services  totaled  approximately  $11,000 and $13,000 for
2004 and 2003, 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/Stephen B. Waters
                                         Stephen B. Waters
                                         Vice President


                                 Date:   March 25, 2005


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/Harry G. Alcock            Director and Executive  Date: March 25, 2005
Harry G. Alcock               Vice President


/s/Martha L. Long             Director and Senior     Date: March 25, 2005
Martha L. Long                Vice President


/s/Stephen B. Waters          Vice President          Date: March 25, 2005
Stephen B. Waters


<PAGE>


                                  EXHIBIT INDEX

Exhibit Number    Description

      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.

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

      10.15       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.

      10.18       Loan Agreement dated November 30, 2004 between Carriage APX, a
                  Michigan  limited  partnership  and GMAC  Commercial  Mortgage
                  Corporation,  filed on Form 8-K  dated  December  1,  2004 and
                  incorporated herein by reference.

      10.19       Promissory Note dated November 30, 2004 between  Carriage APX,
                  a Michigan  limited  partnership and GMAC Commercial  Mortgage
                  Corporation,  filed on Form 8-K  dated  December  1,  2004 and
                  incorporated herein by reference.

      10.20       Guaranty  dated November 30, 2004 by AIMCO  Properties,  L.P.,
                  for the benefit of GMAC Commercial Mortgage Corporation, filed
                  on Form 8-K dated December 1, 2004 and incorporated  herein by
                  reference.

      10.21       Completion/Repair  and Security  Agreement  dated November 30,
                  2004   between   Carriage   Hills  APX,  a  Michigan   limited
                  partnership and GMAC Commercial Mortgage Corporation, filed on
                  Form 8-K dated  December  1, 2004 and  incorporated  herein by
                  reference.

      10.22       Assignment  of Security  Instrument  dated  November  30, 2004
                  between GMAC Commercial  Mortgage  Corporation and Fannie Mae,
                  filed on Form 8-K  dated  December  1,  2004 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.


<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 small  business  issuer as of, and for, the periods  presented in this
      report;

4.    The  small  business  issuer'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 small business issuer 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
            small business issuer, 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  small  business   issuer'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 small  business  issuer's
            internal  control over financial  reporting that occurred during the
            small  business  issuer's  most  recent  fiscal  quarter  (the small
            business  issuer's  fourth  fiscal  quarter in the case of an annual
            report) that has  materially  affected,  or is reasonably  likely to
            materially affect, the small business issuer's internal control over
            financial reporting; and

5.    The  small  business  issuer's  other  certifying  officer(s)  and I  have
      disclosed,  based on our most recent  evaluation of internal  control over
      financial reporting, to the small business issuer's auditors and the audit
      committee of the small  business  issuer'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 small business  issuer'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 small  business
            issuer's internal control over financial reporting.

Date: March 25, 2005

                                    /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, Stephen B. Waters, 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 small  business  issuer as of, and for, the periods  presented in this
      report;

4.    The  small  business  issuer'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 small business issuer 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
            small business issuer, 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  small  business   issuer'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 small  business  issuer's
            internal  control over financial  reporting that occurred during the
            small  business  issuer's  most  recent  fiscal  quarter  (the small
            business  issuer's  fourth  fiscal  quarter in the case of an annual
            report) that has  materially  affected,  or is reasonably  likely to
            materially affect, the small business issuer's internal control over
            financial reporting; and

5.    The  small  business  issuer's  other  certifying  officer(s)  and I  have
      disclosed,  based on our most recent  evaluation of internal  control over
      financial reporting, to the small business issuer's auditors and the audit
      committee of the small  business  issuer'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 small business  issuer'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 small  business
            issuer's internal control over financial reporting.


Date: March 25, 2005

                                    /s/Stephen B. Waters
                                    Stephen B. Waters
                                    Vice President 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,  2004  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
Stephen B.  Waters,  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 25, 2005


                                           /s/Stephen B. Waters
                                    Name:  Stephen B. Waters
                                    Date:  March 25, 2005

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.