SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

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


                    For the fiscal year ended December 31, 2002

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


                For the transition period from _________to _________

                         Commission file number 0-10273

                       CONSOLIDATED CAPITAL PROPERTIES III
                 (Name of small business issuer in its charter)

         California                                              94-2653686
(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:

                     Units of Limited Partnership Interests
                                (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.  $3,117,000

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, 2002. 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.  The discussions of the  Registrant's
business  and  results  of  operations,   including  forward-looking  statements
pertaining to such matters,  do not take into account the effects of any changes
to the  Registrant's  business  and results of  operations.  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; 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

Consolidated  Capital  Properties III (the  "Partnership" or  "Registrant")  was
organized on May 22, 1980 as a limited  partnership under the California Uniform
Limited Partnership Act. Commencing November 25, 1980, the Partnership  offered,
pursuant to a  Registration  Statement  filed with the  Securities  and Exchange
Commission,  120,000 units of limited partnership  interest (the "Units"),  with
the general partner's right to increase the offering to 240,000 Units. The Units
represent equity interests in the Partnership and entitle the holders thereof to
participate in certain  allocations and  distributions of the  Partnership.  The
sale of Limited  Partnership  Units closed on December  17,  1981,  with 158,945
Units sold at $500 each, or gross proceeds of  $79,473,000  to the  Partnership.
The original general partners  contributed capital in the amount of $1,000 for a
4% interest in the  Partnership.  At the request of certain Limited Partners and
in accordance with its Partnership Agreement (herein so called), the Partnership
has retired a total of 363 Units.  The  Partnership  gave no  consideration  for
these units.  The  Partnership  Agreement  provides that the  Partnership  is to
terminate on December 31, 2010 unless terminated prior to such date.

By the end of fiscal year 1985,  approximately  71% of the  proceeds  raised had
been invested in twenty-eight properties. Of the remaining 29%, 11% was required
for  organizational  and offering  expenses,  sales  commissions and acquisition
fees, and 18% was retained in Partnership  reserves for project improvements and
working  capital as required  by the  Partnership  Agreement.  Since its initial
offering,  the Registrant has not received, nor are limited partners required to
make, additional capital contributions.

Upon  the  Partnership's   formation  in  1980,  Consolidated  Capital  Equities
Corporation ("CCEC"), a Colorado corporation, was the corporate general partner.
In 1988, through a series of transactions,  Southmark Corporation  ("Southmark")
acquired  controlling  interest  in CCEC.  In  December  1988,  CCEC  filed  for
reorganization  under Chapter 11 of the United States  Bankruptcy Code. In 1990,
as part of CCEC's reorganization plan, Concap Equities,  Inc. ("CEI" or "General
Partner") acquired CCEC's general partner interests in the Partnership and in 15
other affiliated public limited partnerships (the "Affiliated Partnerships") and
CEI  replaced  CCEC as  managing  general  partner in all 16  partnerships.  The
selection of CEI as the sole managing general partner was approved by a majority
of the  Limited  Partners  in the  Partnership  and in  each  of the  Affiliated
Partnerships pursuant to a solicitation of the Limited Partners dated August 10,
1990.  As part of this  solicitation,  the  Limited  Partners  also  approved an
amendment  to the  Partnership  Agreement  to limit  changes  of  control of the
Partnership.  CEI is a subsidiary of Apartment Investment and Management Company
("AIMCO"), a publicly traded real estate investment trust.

The  Partnership is engaged in the business of operating and holding real estate
properties for  investment.  At December 31, 2002, the  Partnership  owned three
apartment  complexes.  Prior to 2001, the  Partnership  disposed of twenty-seven
properties,  two of which  were  reacquired  through  foreclosure.  See "Item 2.
Description  of  Properties"  below  for  a  description  of  the  Partnership's
remaining properties.

The Registrant  has no employees.  Management  and  administrative  services are
provided by the General Partner and by agents  retained by the General  Partner.
An affiliate of the General Partner has been providing such property  management
services.

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 properties.  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 properties 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 the total apartment units in the United
States and competition for the apartments is local. In addition, various limited
partnerships have been formed by the General Partner and/or affiliates to engage
in business which may be competitive with the Partnership.

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   properties,   or  restrict   renovations   of  the   properties.
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
properties  are  substantially  in  compliance  with present  requirements,  the
Partnership  may incur  unanticipated  expenses  to comply  with the ADA and the
FHAA.

Both  the  income  and  expenses  of  operating  the  properties  owned  by  the
Partnership are subject to factors outside of the Partnership's control, such as
changes in the supply and demand of similar  properties  resulting  from various
market  conditions,  increases/decreases  in unemployment or population  shifts,
changes in the 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.


<PAGE>



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 properties
owned by the Partnership.

The Partnership  monitors its properties 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.

Insurance  coverage is becoming  more  expensive  and  difficult to obtain.  The
current  insurance market is  characterized by rising premium rates,  increasing
deductibles,  and more restrictive  coverage language.  Recent developments have
resulted in  significant  increases in insurance  premiums and have made it more
difficult to obtain  certain types of insurance.  As an example,  many insurance
carriers are excluding  mold-related  risks from their policy coverages,  or are
adding  significant  restrictions to such coverage.  Continued  deterioration in
insurance   market  place   conditions  may  have  a  negative   effect  on  the
Partnership's operating results.

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

Item 2.     Description of Properties

The following table sets forth the Partnership's investments in properties:

                                 Date of
Property                         Purchase      Type of Ownership            Use

Ventura Landing Apartments       10/07/81  Fee ownership subject to   Apartment
  Orlando, Florida                         a first mortgage           184 units

Village Green Apartments         12/20/91  Fee ownership subject to   Apartment
  Altamonte Springs, Florida               a first mortgage (1)       164 units

West Chase Apartments            09/17/90  Fee ownership subject to   Apartment
  Lexington, Kentucky                      a first mortgage           120 units

(1)  Property is held by a limited  partnership in which the  Registrant  owns a
     99% interest.


<PAGE>



Schedule of Properties

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

<TABLE>
<CAPTION>

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

Ventura Landing
<S>                       <C>          <C>          <C>                     <C>
 Apartments               $ 6,029      $ 4,958      5-30 yrs     S/L        $ 1,204
Village Green
 Apartments                 3,630        2,282      3-30 yrs     S/L          3,552
West Chase Apartments       2,735        1,834      5-30 yrs     S/L          1,738

         Total            $12,394      $ 9,074                              $ 6,494
</TABLE>

See "Note A - Organization  and Summary of Significant  Accounting  Policies" of
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 loans
encumbering the Registrant's properties.

<TABLE>
<CAPTION>

                       Principal                                             Principal
                       Balance At                                             Balance
                      December 31,    Interest      Period      Maturity      Due At
     Property           2002 (1)        Rate     Amortized(2)     Date     Maturity (2)
                     (in thousands)                                       (in thousands)

Ventura Landing
<S>                     <C>            <C>          <C>           <C>          <C>
 Apartments             $ 4,089        7.54%        20 yrs        07/21        $ --
Village Green
 Apartments               3,467        7.54%        20 yrs        08/21            --
West Chase
 Apartments               1,070        7.87%        20 yrs        12/19            --

      Totals            $ 8,626                                                $ --
</TABLE>

(1)   See  "Note D -  Mortgage  Notes  Payable"  of the  consolidated  financial
      statements included in "Item 7. Financial Statements" for information with
      respect  to the  Registrant's  ability  to  prepay  these  loans and other
      specific details about the loans.
<PAGE>

(2) The mortgage will be fully amortized at maturity.

On June 28, 2001, the Partnership  refinanced the mortgage  encumbering  Ventura
Landing  Apartments.  The refinancing  replaced  indebtedness  of  approximately
$2,200,000  with a new  mortgage  in the  amount  of  $4,225,000.  Approximately
$60,000 of the proceeds was placed into a restricted  escrow account  maintained
by the lender.  The new mortgage  carries a stated  interest rate of 7.54%.  The
interest rate on the old mortgage was 7.33%.  Principal and interest payments on
the  mortgage  loan of  approximately  $34,000  are due  monthly  until the loan
matures in July 2021 at which time the mortgage will be fully  amortized.  Total
capitalized loan costs were  approximately  $177,000 for the year ended December
31, 2001. The Partnership  recognized a loss on the early extinguishment of debt
of approximately  $36,000 due to the write-off of unamortized loan costs,  which
is included in interest expense.

On July 24, 2001, the Partnership  refinanced the mortgage  encumbering  Village
Green  Apartments.   The  refinancing  replaced  indebtedness  of  approximately
$2,000,000  with a new  mortgage  in the  amount  of  $3,575,000.  Approximately
$117,000 of the proceeds was placed into a restricted escrow account  maintained
by the lender.  The new mortgage  carries a stated  interest rate of 7.54%.  The
interest rate on the old mortgage was 7.33%.  Principal and interest payments on
the  mortgage  loan of  approximately  $29,000  are due  monthly  until the loan
matures in August 2021 at which time the mortgage will be fully amortized. Total
capitalized loan costs were  approximately  $161,000 for the year ended December
31, 2001. The Partnership  recognized a loss on the early extinguishment of debt
of approximately  $34,000 due to the write-off of unamortized loan costs,  which
is included in interest expense.

Rental Rates and Occupancy

Average  annual  rental rates and  occupancy for 2002 and 2001 for each property
are as follows:

<TABLE>
<CAPTION>

                                         Average Annual            Average Annual
                                          Rental Rates               Occupancy
                                           (per unit)
 Property                             2002           2001          2002      2001

<S>                                  <C>            <C>            <C>        <C>
 Ventura Landing Apartments          $7,754         $7,535         91%        94%
 Village Green Apartments             7,296          7,450         93%        93%
 West Chase Apartments                6,364          6,298         93%        89%
</TABLE>

The General  Partner  attributes  the decrease in  occupancy at Ventura  Landing
Apartments to increased market competition in the Orlando area.

The  General  Partner  attributes  the  increase  in  occupancy  at  West  Chase
Apartments to increased marketing efforts.

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


<PAGE>



Real Estate Taxes and Rates

Real estate taxes and rates in 2002 for each property are as follows:

                                             2002           2002
                                           Billing          Rate
                                        (in thousands)

Ventura Landing Apartments                   $96           2.20%
Village Green Apartments                      81           1.96%
West Chase Apartments                         17            .96%

Capital Improvements

Village Green Apartments

The  Partnership  completed  approximately  $135,000 in capital  expenditures at
Village  Green  Apartments  for the year ended  December  31,  2002,  consisting
primarily of structural  improvements,  air conditioning  unit upgrades,  gutter
improvements,  and floor covering  replacement.  These  improvements were funded
from replacement  reserves and operating cash flow. The Partnership is currently
evaluating the capital  improvement  needs of the property for the upcoming year
and currently expects to budget approximately $49,000.  Additional  improvements
may be considered  during 2003 and will depend on the physical  condition of the
property as well as anticipated cash flow generated by the property.

West Chase Apartments

The Partnership completed  approximately $42,000 in capital expenditures at West
Chase Apartments for the year ended December 31, 2002,  consisting  primarily of
construction  related to the damage  caused by a January 2001 fire (as discussed
in "Item 7. Financial  Statements - Note C"), office  computers,  water heaters,
and floor covering  replacement.  These  improvements were funded from insurance
proceeds and operating  cash flow. The  Partnership is currently  evaluating the
capital  improvement  needs of the property for the upcoming  year and currently
expects  to  budget  approximately  $36,000.   Additional  improvements  may  be
considered during 2003 and will depend on the physical condition of the property
as well as anticipated cash flow generated by the property.

Ventura Landing Apartments

The  Partnership  completed  approximately  $109,000 in capital  expenditures at
Ventura  Landing  Apartments  for the year ended  December 31, 2002,  consisting
primarily of structural improvements,  parking area upgrades,  office computers,
air conditioning upgrades, and floor covering and appliance replacements.  These
improvements were funded from replacement  reserves and operating cash flow. The
Partnership  is  currently  evaluating  the  capital  improvement  needs  of the
property for the upcoming  year and  currently  expects to budget  approximately
$55,000.  Additional  improvements may be considered during 2003 and will depend
on the  physical  condition  of the  property as well as  anticipated  cash flow
generated by the property.

The  capital  improvements  planned  for  the  year  2003  at the  Partnership's
properties will be made only to the extent of cash available from operations and
Partnership  reserves. To the extent that such budgeted capital improvements are
completed,  the Registrant'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 purports to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships (including the Partnership) which are
named as nominal defendants, challenging, among other things, the acquisition of
interests in certain General Partner entities by Insignia  Financial Group, Inc.
("Insignia") and entities which were, at one time, affiliates of Insignia;  past
tender offers by the Insignia  affiliates to acquire limited  partnership units;
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 seek monetary damages and equitable  relief,  including  judicial
dissolution of the  Partnership.  On June 25, 1998, the General  Partner filed a
motion seeking dismissal of the action. In lieu of responding to the motion, the
plaintiffs  filed an amended  complaint.  The General Partner filed demurrers to
the amended complaint which were heard February 1999.

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims, subject to court approval, on behalf of the Partnership and all
limited partners who owned units as of November 3, 1999. Preliminary approval of
the  settlement  was obtained on November 3, 1999 from the Court,  at which time
the Court set a final  approval  hearing for  December  10,  1999.  Prior to the
December  10,  1999  hearing,  the  Court  received  various  objections  to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December  14,  1999,  the General  Partner  and its  affiliates  terminated  the
proposed settlement.  In February 2000, counsel for some of the named plaintiffs
filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated
the settlement.  On June 27, 2000, the Court entered an order disqualifying them
from the case and an appeal was taken  from the order on  October  5,  2000.  On
December 4, 2000, the Court  appointed the law firm of Lieff Cabraser  Heimann &
Bernstein  LLP as new  lead  counsel  for  plaintiffs  and the  putative  class.
Plaintiffs  filed a third  amended  complaint on January 19,  2001.  On March 2,
2001,  the  General  Partner  and its  affiliates  filed a demurrer to the third
amended  complaint.  On May 14, 2001,  the Court heard the demurrer to the third
amended  complaint.  On July 10,  2001,  the Court  issued  an order  sustaining
defendants'  demurrer on certain grounds.  On July 20, 2001,  Plaintiffs filed a
motion for  reconsideration  of the Court's July 10, 2001 order granting in part
and denying in part defendants' demurrer. On September 7, 2001, Plaintiffs filed
a fourth amended class and derivative action  complaint.  On September 12, 2001,
the Court denied Plaintiffs' motion for reconsideration. On October 5, 2001, the
General Partner and affiliated defendants filed a demurrer to the fourth amended
complaint,  which was heard on December 11, 2001. On February 2, 2002, the Court
served its order granting in part the demurrer.  The Court has dismissed without
leave  to amend  certain  of the  plaintiffs'  claims.  On  February  11,  2002,
plaintiffs  filed a motion seeking to certify a putative class  comprised of all
non-affiliated  persons  who own or have owned  units in the  partnerships.  The
General Partner and affiliated  defendants oppose the motion. On April 29, 2002,
the Court held a hearing on plaintiffs' motion for class  certification and took
the matter under submission after further briefing, as ordered by the court, was
submitted by the parties.  On July 10, 2002, the Court entered an order vacating
the  current  trial  date of  January  13,  2003 (as well as the  pre-trial  and
discovery cut-off dates) and stayed the case in its entirety through November 7,
2002 so that the parties could have an  opportunity  to discuss  settlement.  On
October  30,  2002,  the court  entered  an order  extending  the stay in effect
through January 10, 2003.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action described below. The Court
has  scheduled  the hearing on  preliminary  approval  for April 4, 2003 and the
hearing on final approval for June 2, 2003.

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 a tender
offer 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  provides  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.  If the Court grants preliminary approval of the proposed settlement
in March, a notice will be distributed to partners providing detail on the terms
of the proposed settlement.

During the third  quarter of 2001, a complaint  (the "Heller  action") was filed
against  the same  defendants  that are named in the  Nuanes  action,  captioned
Heller v. Insignia Financial Group. On or about August 6, 2001, plaintiffs filed
a first amended  complaint.  The first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  claims for among other
things  breach  of  fiduciary  duty;  unfair  competition;   conversion,  unjust
enrichment;  and judicial  dissolution.  Plaintiffs in the Nuanes action filed a
motion to  consolidate  the Heller action with the Nuanes action and stated that
the Heller action was filed in order to preserve the derivative claims that were
dismissed  without  leave to amend in the Nuanes action by the Court order dated
July 10, 2001. On October 5, 2001, the General Partner and affiliated defendants
moved to strike the first  amended  complaint in its entirety for  violating the
Court's  July 10, 2001 order  granting  in part and denying in part  defendants'
demurrer in the Nuanes action, or  alternatively,  to strike certain portions of
the  complaint  based on the statute of  limitations.  Other  defendants  in the
action demurred to the fourth amended complaint,  and,  alternatively,  moved to
strike the  complaint.  On December  11, 2001,  the court heard  argument on the
motions and took the matters under  submission.  On February 4, 2002,  the Court
served  notice of its order  granting  defendants'  motion to strike  the Heller
complaint  as a violation  of its July 10, 2001 order in the Nuanes  action.  On
March 27, 2002, the plaintiffs  filed a notice  appealing the order striking the
complaint.  Before completing briefing on the appeal, the parties stayed further
proceedings  in the  appeal  pending  the  Court's  review  of the  terms of the
proposed settlement described above.

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

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

<PAGE>

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

The  unit  holders  of the  Partnership  did  not  vote  on any  matter  through
solicitation of proxies or otherwise during the quarter ended December 31, 2002.


<PAGE>


                                     PART II

Item 5.     Market for Partnership Equity and Related Partner Matters

The  Partnership,  a  publicly-held  limited  partnership,  sold 158,945 Limited
Partnership  Units  aggregating  $79,473,000.  In addition,  the General Partner
contributed a total of $1,000 to the Partnership.  The Partnership currently has
4,689 holders of record owning an aggregate of 158,582 Units.  Affiliates of the
General Partner owned 81,569.50 Units or 51.44% at December 31, 2002.

The following table sets forth the distributions made by the Partnership for the
years ended December 31, 2001 and 2002.

                                                Distributions
                                                           Per Limited
                                        Aggregate        Partnership Unit
                                      (in thousands)
       01/01/01 - 12/31/01              $ 3,257 (1)          $ 20.33
       01/01/02 - 12/31/02                  542 (2)             3.35

(1)   Consists of $484,000 of cash from operations,  $2,760,000 of cash from the
      refinancing  proceeds of Ventura  Landing  Apartments  and  Village  Green
      Apartments  and  $13,000   distributed  to  the  general  partner  of  the
      majority-owned sub-tier limited partnership.

(2)   Consists  of $218,000 of cash from  operations  and  $324,000 of cash from
      proceeds  from the 2001  refinancings  of  Village  Green  Apartments  and
      Ventura Landing Apartments.

Future cash  distributions  will depend on the levels of net cash generated from
operations,   the  availability  of  cash  reserves,  and  the  timing  of  debt
maturities, property sales and/or refinancings. The Partnership's cash available
for distribution is reviewed on a monthly basis.  There can be no assurance that
the Partnership  will generate  sufficient  funds from operations after required
capital  expenditures to permit any additional  distributions to its partners in
the year 2003 or subsequent periods.

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 81,569.50 limited partnership units
in the Partnership  representing 51.44% of the outstanding Units at December 31,
2002. 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 of limited  partnership  interest in the Partnership in
exchange  for  cash  or a  combination  of  cash  and  units  in  the  operating
partnership of AIMCO either through  private  purchases or tender offers.  Under
the  Partnership  Agreement,  unitholders  holding a  majority  of the Units are
entitled to take action with respect to a variety of matters which would include
voting on certain  amendments to the Partnership  Agreement and voting to remove
the General  Partner.  As a result of its ownership of 51.44% of the outstanding
Units,  AIMCO is in a position to control all voting  decisions  with respect to
the  Registrant.  Although  the General  Partner  owes  fiduciary  duties to the
limited  partners of the  Partnership,  the General  Partner also owes fiduciary
duties to AIMCO as its sole stockholder.  As a result, the duties of the General
Partner,  as general  partner,  to the Partnership and its limited  partners may
come into conflict with the duties of the General  Partner to AIMCO, as its sole
stockholder.


<PAGE>


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

This item should be read in conjunction with "Item 7. Financial  Statements" and
other items contained elsewhere in this report.

Results of Operations

The   Partnership's   net  loss  for  the  year  ended  December  31,  2002  was
approximately  $199,000 as compared to net income of  approximately  $50,000 for
the year  ended  December  31,  2001.  The  decrease  in net  income is due to a
decrease in total revenues. Total revenues decreased due to a decrease in rental
income and the recognition  during 2001 of a casualty gain,  partially offset by
an  increase in other  income.  Rental  income  decreased  primarily  due to the
decrease in  occupancy  and an increase in bad debt  expense at Ventura  Landing
Apartments,  and a  decrease  in  the  average  rental  rate  at  Village  Green
Apartments,  partially  offset by an  increase  in the  average  rental  rate at
Ventura  Landing  Apartments  and  West  Chase  Apartments  and an  increase  in
occupancy at West Chase  Apartments.  The casualty gain is a result of a January
2001 fire which occurred at West Chase Apartments, resulting in damage to twelve
apartment  units.  The  property  incurred  damages of  approximately  $178,000.
Insurance  proceeds of  approximately  $173,000  were  received in 2001 to cover
these damages.  These proceeds were held on deposit with the mortgage  lender at
December 31, 2001 and were released during the year ended December 31, 2002 upon
completion of repairs at the  property.  The  Partnership  recognized a casualty
gain  of  approximately  $132,000  during  2001,  due  to the  write  off of the
undepreciated  damaged assets. Other income increased primarily due to increases
in lease  cancellation  fees and late  charges  at Ventura  Landing  Apartments,
partially  offset by a decrease in interest income  resulting from lower average
cash balances maintained in interest bearing accounts.

Total  expenses  remained  relatively  constant for the comparable  periods,  as
increases in both interest and depreciation  expense were offset by decreases in
operating and general and administrative expenses. Property tax expense remained
relatively constant for the comparable periods. The increase in interest expense
is due to the  refinancing  of the mortgages at Ventura  Landing  Apartments and
Village  Green  Apartment  in 2001  which  resulted  in  larger  loan  balances,
partially offset by the loss recognized in 2001 on the early  extinguishment  of
debt at Village Green Apartments and Ventura Landing Apartments (as discussed in
"Liquidity and Capital Resources").  Depreciation expense increased at all three
investment  properties due to property improvements and replacements placed into
service during the past twelve months.  Operating expenses  decreased  primarily
due to decreases in insurance  expense and property  management fees as a result
of the decrease in rental income at Village Green Apartments and Ventura Landing
Apartments.  General and administrative  expenses  decreased  primarily due to a
decrease in the special  partnership  management  fees  charged as a result of a
decrease  in  distributions   from  operations  and  a  decrease  in  management
reimbursements  to the General Partner allowed under the Partnership  Agreement.
Also  included  in  general  and  administrative  expenses  for the years  ended
December 31, 2002 and 2001 are costs  associated  with the  quarterly and annual
communications  with  investors  and  regulatory  agencies  and the annual audit
required by the Partnership Agreement.

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

Liquidity and Capital Resources

At  December  31,  2002,  the  Partnership  had  cash and  cash  equivalents  of
approximately $88,000,  compared to approximately $336,000 at December 31, 2001.
The decrease in cash and cash  equivalents of  approximately  $248,000 is due to
approximately $716,000 of cash used in financing activities, partially offset by
approximately   $403,000  of  cash   provided  by   operating   activities   and
approximately  $65,000 of cash  provided by investing  activities.  Cash used in
financing  activities  consisted  of  distributions  to partners and payments of
principal on the mortgages encumbering the Partnership's  properties,  partially
offset by advances  from an  affiliate.  Cash  provided by investing  activities
consisted of the release of insurance  proceeds  related to the 2001 casualty at
West Chase  Apartments and net receipts from escrow  accounts  maintained by the
mortgage lender, partially offset by property improvements and replacements. 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  properties  to  adequately  maintain the physical
assets and other  operating  needs of the Registrant and to comply with Federal,
state, and local legal and regulatory requirements. The General Partner monitors
developments in the area of legal and regulatory  compliance and is studying new
federal laws,  including the  Sarbanes-Oxley Act of 2002. The Sarbanes-Oxley Act
of 2002  mandates  or suggests  additional  compliance  measures  with regard to
governance,  disclosure,  audit and other areas. In light of these changes,  the
Partnership  expects that it will incur higher  expenses  related to compliance,
including   increased  legal  and  audit  fees.  The  Partnership  is  currently
evaluating the capital improvement needs of the properties for the upcoming year
and currently expects to budget approximately $140,000.  Additional improvements
may be considered  during 2003 and will depend on the physical  condition of the
properties as well as anticipated cash flow generated by the properties.

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

The  Registrant's  assets are thought to be sufficient  for any near-term  needs
(exclusive of capital  improvements)  of the  Registrant.  On June 28, 2001, the
Partnership refinanced the mortgage encumbering Ventura Landing Apartments.  The
refinancing  replaced  indebtedness  of  approximately  $2,200,000  with  a  new
mortgage in the amount of $4,225,000. Approximately $60,000 of the proceeds were
placed into a  restricted  escrow  account  maintained  by the  lender.  The new
mortgage  carries a stated interest rate of 7.54%.  The interest rate on the old
mortgage  was 7.33%.  Principal  and interest  payments on the mortgage  loan of
approximately  $34,000  are due monthly  until the loan  matures in July 2021 at
which time the mortgage will be fully  amortized.  The Partnership  recognized a
loss on the early  extinguishment  of debt of  approximately  $36,000 due to the
write-off of unamortized loan costs, which is included in interest expense.

On July 24, 2001, the Partnership  refinanced the mortgage  encumbering  Village
Green  Apartments.   The  refinancing  replaced  indebtedness  of  approximately
$2,000,000  with a new  mortgage  in the  amount  of  $3,575,000.  Approximately
$117,000 of the proceeds was placed into a restricted escrow account  maintained
by the lender.  The new mortgage  carries a stated  interest rate of 7.54%.  The
interest rate on the old mortgage was 7.33%.  Principal and interest payments on
the  mortgage  loan of  approximately  $29,000  are due  monthly  until the loan
matures in August 2021 at which time the mortgage will be fully  amortized.  The
Partnership   recognized  a  loss  on  the  early   extinguishment  of  debt  of
approximately  $34,000 due to the write-off of unamortized loan costs,  which is
included in interest expense.

The mortgage  indebtedness on West Chase Apartments of approximately  $1,070,000
requires  monthly  payments of principal and interest  until the loan matures in
December 2019, at which time the loan will be fully amortized.

Pursuant to the Partnership Agreement,  the term of the Partnership is scheduled
to expire on December 31, 2010. Accordingly,  prior to such date the Partnership
will need to either  sell its  investment  properties  or extend the term of the
Partnership.

The  Partnership  distributed  the  following  amounts  during  the years  ended
December 31, 2002 and 2001 (in thousands, except per unit data):

<TABLE>
<CAPTION>

                                           Per                                Per
                                         Limited                            Limited
                      Year Ended       Partnership        Year Ended      Partnership
                  December 31, 2002        Unit       December 31, 2001       Unit

<S>                    <C>                <C>              <C>                 <C>
Operations             $  218             $ 1.31           $  497              $ 2.93
Refinancing
  Proceeds (1)            324               2.04            2,760               17.40
                       $  542             $ 3.35           $3,257              $20.33
</TABLE>

(1)   Proceeds  from the 2001  refinancings  of  Village  Green  Apartments  and
      Ventura Landing Apartments.

Future cash  distributions  will depend on the levels of net cash generated from
operations,   the  availability  of  cash  reserves,  and  the  timing  of  debt
maturities, property sales and/or refinancings. The Partnership's cash available
for distribution is reviewed on a monthly basis.  There can be no assurance that
the Partnership  will generate  sufficient  funds from operations after required
capital  expenditures to permit any additional  distributions to its partners in
the year 2003 or subsequent periods.

Other

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 81,569.50 limited partnership units
in the Partnership  representing 51.44% of the outstanding Units at December 31,
2002. 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 of limited  partnership  interest in the Partnership in
exchange  for  cash  or a  combination  of  cash  and  units  in  the  operating
partnership of AIMCO either through  private  purchases or tender offers.  Under
the  Partnership  Agreement,  unitholders  holding a  majority  of the Units are
entitled to take action with respect to a variety of matters which would include
voting on certain  amendments to the Partnership  Agreement and voting to remove
the General  Partner.  As a result of its ownership of 51.44% of the outstanding
Units,  AIMCO is in a position to control all voting  decisions  with respect to
the  Registrant.  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.

In April 2002,  the Financial  Accounting  Standards  Board issued SFAS No. 145,
"Rescission of FASB  Statements  No. 4, 44 and 64". SFAS No. 4 "Reporting  Gains
and Losses from Extinguishment of Debt," required that all gains and losses from
extinguishment  of  debt  be  aggregated  and,  if  material,  classified  as an
extraordinary item. SFAS No. 145 rescinds SFAS No. 4, and accordingly, gains and
losses from extinguishment of debt should only be classified as extraordinary if
they are unusual in nature and occur infrequently.  Effective April 1, 2002, the
General Partner  adopted SFAS 145. As a result,  the  accompanying  consolidated
statement of operations  for the year ended  December 31, 2001 has been restated
to reflect the $70,000 loss on early  extinguishment  of debt at Ventura Landing
Apartments and Village Green Apartments as interest expense.

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".  Management  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  following may involve a
higher degree of judgment and complexity.

Impairment of Long-Lived Assets

Investment  properties  are  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  properties.  These  factors  include  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 an impairment in the Partnership's assets.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.
Rental income  attributable to leases is recognized  monthly as it is earned and
the Partnership  fully reserves all balances  outstanding  over thirty days. The
Partnership will offer rental concessions during  particularly slow months or in
response  to  heavy  competition  from  other  similar  complexes  in the  area.
Concessions are charged to income as incurred.


<PAGE>


Item 7.     Financial Statements


CONSOLIDATED CAPITAL PROPERTIES III

LIST OF FINANCIAL STATEMENTS


      Report of Ernst & Young LLP, Independent Auditors

      Consolidated Balance Sheet - December 31, 2002

      Consolidated Statements of Operations - Years ended December 31, 2002 and
         2001

      Consolidated  Statements of Changes in Partners' (Deficit) Capital - Years
      ended December 31, 2002 and 2001

      Consolidated  Statements of Cash Flows - Years ended December 31, 2002 and
        2001

      Notes to Consolidated Financial Statements


<PAGE>


                 Report of Ernst & Young LLP, Independent Auditors



The Partners
Consolidated Capital Properties III


We have audited the  accompanying  consolidated  balance  sheet of  Consolidated
Capital  Properties  III as of December 31, 2002,  and the related  consolidated
statements of operations, changes in partners' (deficit) capital, and cash flows
for each of the two years in the period ended December 31, 2002. These financial
statements  are  the  responsibility  of  the  Partnership's   management.   Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  consolidated  financial  position of  Consolidated
Capital Properties III at December 31, 2002, and the consolidated results of its
operations  and its cash  flows  for each of the two years in the  period  ended
December 31, 2002, in conformity with accounting  principles  generally accepted
in the United States.

As discussed in Note A to the  consolidated  financial  statements,  in 2002 the
Partnership  adopted  Statement  of  Financial  Accounting  Standards  No.  145,
"Rescission of FASB Statements No. 4, 44 and 64." As a result,  the accompanying
consolidated  financial  statements  for  2001,  referred  to  above,  have been
restated  to conform to the  presentation  adopted  in 2002 in  accordance  with
accounting principles generally accepted in the United States.

                                                            /s/ERNST & YOUNG LLP



Greenville, South Carolina
February 14, 2003


<PAGE>





                       CONSOLIDATED CAPITAL PROPERTIES III

                           CONSOLIDATED BALANCE SHEET
                        (in thousands, except unit data)

                                December 31, 2002
<TABLE>
<CAPTION>


Assets
<S>                                                                           <C>
   Cash and cash equivalents                                                  $ 88
   Receivables and deposits                                                     119
   Other assets                                                                 390
   Investment properties (Notes D and F):
      Land                                                     $ 507
      Buildings and related personal property                  11,887
                                                               12,394
      Less accumulated depreciation                            (9,074)        3,320
                                                                            $ 3,917

Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                          $ 122
   Tenant security deposit liabilities                                           69
   Other liabilities                                                            247
   Mortgage notes payable (Note D)                                            8,626

Partners' Deficit
   General partners                                            $(1,887)
   Limited partners (158,582 units issued and
      outstanding)                                             (3,260)       (5,147)
                                                                            $ 3,917

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>


<PAGE>


                       CONSOLIDATED CAPITAL PROPERTIES III

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

<TABLE>
<CAPTION>

                                                           Years Ended December 31,
                                                              2002         2001
                                                                        (Restated)
Revenues:
<S>                                                          <C>          <C>
   Rental income                                             $ 2,749      $ 3,008
   Other income                                                  368          228
   Casualty gain (Note C)                                         --          132
      Total revenues                                           3,117        3,368

Expenses:
   Operating                                                   1,547        1,568
   General and administrative                                    260          330
   Depreciation                                                  620          591
   Interest                                                      690          635
   Property taxes                                                199          194
      Total expenses                                           3,316        3,318

Net (loss) income (Note E)                                   $ (199)       $ 50

Net (loss) income allocated to general partners (4%)          $ (8)         $ 2
Net (loss) income allocated to limited partners (96%)           (191)          48
                                                             $ (199)       $ 50

Net (loss) income per limited partnership unit               $ (1.20)      $ .30

Distributions per limited partnership unit                   $ 3.35       $ 20.33

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>


<PAGE>


                       CONSOLIDATED CAPITAL PROPERTIES III

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


<TABLE>
<CAPTION>

                                        Limited
                                       Partnership    General     Limited
                                          Units      Partners    Partners     Total

<S>                                      <C>            <C>       <C>        <C>
Original capital contributions           158,945        $ 1       $79,473    $79,474

Partners' (deficit) capital
   at December 31, 2000                  158,582      $(1,838)     $ 639    $ (1,199)

Distributions to partners                     --          (33)     (3,224)    (3,257)

Net income for the year ended
   December 31, 2001                          --            2          48         50

Partners' deficit at
   December 31, 2001                     158,582       (1,869)     (2,537)    (4,406)

Distributions to partners                     --          (10)       (532)      (542)

Net loss for the year
   ended December 31, 2002                    --           (8)       (191)      (199)

Partners' deficit
   at December 31, 2002                  158,582      $(1,887)    $(3,260)   $(5,147)

            See Accompanying Notes to Consolidated Financial Statements
</TABLE>


<PAGE>


                       CONSOLIDATED CAPITAL PROPERTIES III

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)

<TABLE>
<CAPTION>

                                                              Years Ended December 31,
                                                                  2002         2001
Cash flows from operating activities:
<S>                                                            <C>           <C>
  Net (loss) income                                            $  (199)      $    50
  Adjustments to reconcile net (loss) income to net cash
   provided by operating activities:
   Depreciation                                                    620           591
   Amortization of loan costs                                       31            29
   Loss on early extinguishment of debt                             --            70
   Casualty gain                                                    --          (132)
   Bad debt expense                                                305            54
   Change in accounts:
      Receivables and deposits                                    (362)          (44)
      Other assets                                                   7            11
      Accounts payable                                              15            24
      Tenant security deposit liabilities                          (11)          (19)
      Other liabilities                                             (3)           44

       Net cash provided by operating activities                   403           678

Cash flows from investing activities:
  Property improvements and replacements                          (286)         (768)
  Insurance proceeds received                                      173            --
  Net withdrawals from (deposits to) restricted escrows            178           (33)
       Net cash provided by (used in) investing activities          65          (801)

Cash flows from financing activities:
  Loan costs paid                                                   --          (338)
  Proceeds from mortgage notes payable                              --         7,800
  Repayment of mortgage notes payable                               --        (4,200)
  Payments on mortgage notes payable                              (208)          (91)
  Distributions to partners                                       (542)       (3,257)
  Advances from affiliate                                           34           150
  Payments on advances from affiliate                               --          (150)

       Net cash used in financing activities                      (716)          (86)

Net decrease in cash and cash equivalents                         (248)         (209)

Cash and cash equivalents at beginning of year                     336           545

Cash and cash equivalents at end of year                       $    88       $   336

Supplemental disclosure of cash flow information:
  Cash paid for interest                                       $   663       $   511

At December 31,  2001,  receivables  and  deposits and cash flow from  investing
activities were adjusted by approximately $173,000 for non-cash activity related
to  insurance  proceeds  received  which were held on deposit  with the mortgage
lender and received during the year ended December 31, 2002.


            See Accompanying Notes to Consolidated Financial Statements
</TABLE>


<PAGE>

                       CONSOLIDATED CAPITAL PROPERTIES III

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                December 31, 2002


Note A - Organization and Summary of Significant Accounting Policies

Organization:   Consolidated   Capital  Properties  III,  a  California  limited
partnership (the  "Partnership" or "Registrant")  was formed on May 22, 1980, to
acquire and operate commercial and residential  properties.  The general partner
responsible  for management of the  Partnership's  business is ConCap  Equities,
Inc. (the "General  Partner" or "CEI").  The General  Partner is a subsidiary of
Apartment  Investment and Management Company  ("AIMCO"),  a publicly traded real
estate  investment  trust. The director and officers of the General Partner also
serve as executive  officers of AIMCO. The Partnership  Agreement  provides that
the Partnership is to terminate on December 31, 2010 unless  terminated prior to
such date.  As of December  31,  2002,  the  Partnership  owned two  residential
properties in Florida and one residential property in Kentucky.

At the  time  of the  Partnership's  formation,  Consolidated  Capital  Equities
Corporation ("CCEC"), a Colorado corporation,  was the corporate general partner
and Consolidated  Capital  Management  Company  ("CCMC"),  a California  general
partnership, was the non-corporate general partner. In 1988, through a series of
transactions,  Southmark Corporation ("Southmark") acquired controlling interest
in CCEC. In December 1988, CCEC filed for reorganization under Chapter 11 of the
United  States  Bankruptcy  Code.  As part of CCEC's  reorganization  plan,  CEI
acquired  CCEC's general  partner  interests in the  Partnership and in 15 other
affiliated public limited  partnerships (the "Affiliated  Partnerships") and CEI
replaced CCEC as managing general partner in all 16 partnerships. As part of the
solicitation for approval of CEI as general  partner,  the limited partners also
approved the conversion of CCMC from the general  partner to a limited  partner,
thereby leaving CEI as the sole general partner of the Partnership.

Principles of Consolidation:  The Partnership's financial statements include the
accounts of ConCap Village Green  Associates,  Ltd. The  Partnership  owns a 99%
interest  in this  partnership,  and it has the  ability  to  control  the major
operating  and  financial   policies  of  this  partnership.   All  intercompany
transactions have been eliminated.

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.

Allocation of Profits, Gains, and Losses: The Partnership Agreement provides for
net income and net losses for both  financial and tax  reporting  purposes to be
allocated 96% to the Limited Partners and 4% to the general partners.

Upon  the  sale or  other  disposition,  or  refinancing,  of any  asset  of the
Partnership,  the  distributable  net proceeds  shall be distributed as follows:
First,  to the  partners  in  proportion  to their  interests  until the limited
partners have  received  proceeds  equal to their  original  capital  investment
applicable to the property;  Second,  to the limited  partners until the limited
partners  have  received  distributions  from all  sources  equal  to their  12%
cumulative return; Third,  concurrent with limited partner distributions,  4% to
the general  partners  subordinated and deferred until the limited partners have
received 100% of their  capital  contributions;  Thereafter,  86% to the limited
partners in proportion to their interests and 14% to the general partners.

Investment   Properties:   Investment  properties  consist  of  three  apartment
complexes and are stated at cost.  Acquisition fees are capitalized as a cost of
real  estate.  Expenditures  in excess of $250 that  maintain an existing  asset
which  has a  useful  life of more  than one year  are  capitalized  as  capital
replacement  expenditures  and depreciated over the estimated useful life of the
asset.  Expenditures for ordinary  repairs,  maintenance and apartment  turnover
costs are  expensed as  incurred.  In  accordance  with  Statement  of Financial
Accounting  Standards  ("SFAS")  No.  144,  "Accounting  for the  Impairment  or
Disposal of Long-Lived  Assets," the Partnership  records  impairment  losses on
long-lived assets used in operations when events and circumstances indicate that
the assets might be impaired  and the  undiscounted  cash flows  estimated to be
generated by those assets are less than the  carrying  amounts of those  assets.
Costs of investment  properties  that have been  permanently  impaired have been
written down to appraised  value.  No  adjustments  for impairment of value were
recorded in the years ended December 31, 2002 or 2001.

During 2001, AIMCO, an affiliate of the General Partner,  commissioned a project
to study process  improvement ideas to reduce operating costs. The result of the
study led to a re-engineering of business processes and eventual redeployment of
personnel and related capital spending. The implementation of these plans during
2002, accounted for as a change in accounting estimate, resulted in a refinement
of the  Partnership's  process  for  capitalizing  certain  direct and  indirect
project costs (principally  payroll related costs) and increased  capitalization
of such costs by approximately $34,000 in 2002 compared to 2001.

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

Cash and Cash Equivalents: Includes cash on hand and in banks. At certain times,
the amount of cash deposited at a bank may exceed the limit on insured deposits.
Cash  balances  include  approximately  $42,000 at  December  31,  2002 that are
maintained by an affiliated  management company on behalf of affiliated entities
in cash concentration accounts.

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  amounts of its  financial  instruments  (except for long term
debt)  approximate  their fair  values due to the short term  maturity  of these
instruments.  The  fair  value  of  the  Partnership's  long  term  debt,  after
discounting  the  scheduled  loan  payments  to  maturity  at the  Partnership's
incremental borrowing rate, was approximately $9,614,000 at December 31, 2002.

Loan Costs: Loan costs of approximately $379,000, less accumulated  amortization
of approximately  $46,000,  are included in other assets and are being amortized
using both the straight-line and effective  interest method over the life of the
loans.  Amortization expense, which is included in interest expense, is expected
to be $28,000 in 2003,  $27,000 for each of the years 2004 and 2005,  $26,000 in
2006, and $25,000 in 2007.

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

Leases: The Partnership  generally leases apartment units for twelve-month terms
or less.  The  Partnership  recognizes  income as earned on its leases and fully
reserves all balances  outstanding  over thirty days.  In addition,  the General
Partner's policy is to offer rental concessions during  particularly slow months
or in response to heavy  competition  from other similar  complexes in the area.
Concessions are charged against rental income as incurred.

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.  It also established  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:  The  Partnership  expenses the costs of  advertising  as incurred.
Advertising  costs of  approximately  $72,000  and  $65,000  for the years ended
December 31, 2002 and 2001,  respectively,  were charged to operating expense as
incurred.

Recent  Accounting  Pronouncements:  In August 2001,  the  Financial  Accounting
Standards Board issued SFAS No. 144,  "Accounting for the Impairment or Disposal
of Long-Lived  Assets".  SFAS No. 144 provides accounting guidance for financial
accounting  and reporting for the  impairment or disposal of long-lived  assets.
SFAS No.  144  supersedes  SFAS  No.  121,  "Accounting  for the  Impairment  of
Long-Lived  Assets and for Long-Lived Assets to be Disposed Of". SFAS No. 144 is
effective for fiscal years  beginning  after December 15, 2001. The  Partnership
adopted SFAS No. 144  effective  January 1, 2002.  The adoption of which did not
have a material effect on the financial position or results of operations of the
Partnership.

In April 2002,  the Financial  Accounting  Standards  Board issued SFAS No. 145,
"Rescission of FASB  Statements  No. 4, 44 and 64". SFAS No. 4 "Reporting  Gains
and Losses from Extinguishment of Debt," required that all gains and losses from
extinguishment  of  debt  be  aggregated  and,  if  material,  classified  as an
extraordinary item. SFAS No. 145 rescinds SFAS No. 4, and accordingly, gains and
losses from extinguishment of debt should only be classified as extraordinary if
they are unusual in nature and occur infrequently.  Effective April 1, 2002, the
Partnership  adopted  SFAS  145.  As a  result,  the  accompanying  consolidated
statement of operations  for the year ended  December 31, 2001 has been restated
to reflect the $70,000 loss on early  extinguishment  of debt at Ventura Landing
Apartments  and Village  Green  Apartments  as interest  expense  (see "Note D -
Mortgage Notes Payable").

Note B - Transactions with Affiliated Parties

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

During the years ended  December  31, 2002 and 2001,  affiliates  of the General
Partner  were  entitled  to  receive  5% of  gross  receipts  from  all  of  the
Registrant's  properties  as  compensation  for  providing  property  management
services.  The Registrant  paid to such  affiliates  approximately  $150,000 and
$181,000  for the years ended  December 31, 2002 and 2001,  respectively.  These
amounts are included in operating expenses.

Affiliates  of  the  General  Partner  received   reimbursement  of  accountable
administrative expenses amounting to approximately $155,000 and $430,000 for the
years ended December 31, 2002 and 2001, respectively. These amounts are included
in general and administrative  expenses and investment  properties.  Included in
these amounts are fees related to construction  management  services provided by
an affiliate of the General Partner of approximately $7,000 and $258,000 for the
years  ended  December  31,  2002  and  2001,  respectively.   The  construction
management  service  fees  are  calculated  based  on a  percentage  of  current
additions to investment properties.

The Partnership  Agreement  provides for a special management fee equal to 9% of
the  total  distributions  made to the  limited  partners  from  cash  flow from
operations to be paid to the General  Partner for  executive and  administrative
management services.  During the years ended December 31, 2002 and 2001, fees of
approximately  $20,000  and  $46,000,  respectively,  were  paid to the  General
Partner. These amounts are included in general and administrative expenses.

During the year ended  December  31, 2002,  an affiliate of the General  Partner
advanced the Registrant  approximately $34,000 to fund operations and payment of
property  taxes.  These advances  accrued  interest at the prime rate plus 2% or
6.25% at December 31, 2002,  and are included in other  liabilities.  During the
year ended December 31, 2001, an affiliate of the General  Partner  advanced the
Registrant  $150,000 to fund repairs related to a fire at West Chase  Apartments
in January 2001 (see "Note C").  This  advance  bore  interest at the prime rate
plus  2%.  The  Partnership   repaid  this  advance  and  accrued   interest  of
approximately $1,000 during 2001 with a portion of the refinancing proceeds from
Ventura Landing Apartments.

For  services  provided in  connection  with the  refinancing  of two  mortgages
encumbering the  Partnership's  investment  properties,  the General Partner was
paid approximately  $78,000 during the year ended December 31, 2001. These costs
were  capitalized and are included in other assets on the  consolidated  balance
sheet and are amortized over the respective lives of the loans.

Pursuant  to the  Partnership  Agreement,  the  General  Partner is  entitled to
receive a  commission  equal to 3% of the  aggregate  disposition  price of sold
properties. The Partnership paid a commission of $108,000 to the General Partner
related to the sale of Professional Plaza in 1999. This amount is 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 this amount to the Partnership.

Beginning in 2001, the  Partnership  began insuring its properties 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 properties above the
AIMCO  limits  through  insurance  policies  obtained  by  AIMCO  from  insurers
unaffiliated with the General Partner.  During the years ended December 31, 2002
and 2001, the Partnership was charged by AIMCO and its affiliates  approximately
$48,000 and $63,000,  respectively,  for insurance  coverage and fees associated
with policy claims administration.

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 81,569.50 limited partnership units
in the Partnership  representing 51.44% of the outstanding Units at December 31,
2002. 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 of limited  partnership  interest in the Partnership in
exchange  for  cash  or a  combination  of  cash  and  units  in  the  operating
partnership of AIMCO either through  private  purchases or tender offers.  Under
the  Partnership  Agreement,  unitholders  holding a  majority  of the Units are
entitled to take action with respect to a variety of matters which would include
voting on certain  amendments to the Partnership  Agreement and voting to remove
the General  Partner.  As a result of its ownership of 51.44% of the outstanding
Units,  AIMCO is in a position to control all voting  decisions  with respect to
the  Registrant.  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 C - Casualty Event

In January 2001, a fire  occurred at West Chase  Apartments,  which  resulted in
damage to twelve apartment units. The property incurred damages of approximately
$178,000.  Insurance proceeds of approximately $173,000 were received in 2001 to
cover these  damages.  These  proceeds  were held on deposit  with the  mortgage
lender at December 31, 2001 and were released during the year ended December 31,
2002  upon  completion  of  repairs  at the  property.  After  writing  off  the
undepreciated  cost of the damaged units, the Partnership  recognized a casualty
gain of approximately $132,000 during the year ended December 31, 2001.


<PAGE>

Note D - Mortgage Notes Payable

The principle terms of mortgage notes payable are as follows:

<TABLE>
<CAPTION>

                             Principal   Monthly                          Principal
                            Balance At   Payment     Stated                Balance
                             December   Including   Interest  Maturity      Due At
                                31,
         Property              2002      Interest     Rate      Date       Maturity
                                (in thousands)                          (in thousands)

<S>                           <C>          <C>       <C>        <C>          <C>
Ventura Landing Apartments    $4,089       $ 34      7.54%      07/21        $ --
Village Green Apartments       3,467          29     7.54%      08/21           --
West Chase Apartments          1,070          10     7.87%      12/19           --
      Total                   $8,626       $ 73                              $ --
</TABLE>

On June 28, 2001, the Partnership  refinanced the mortgage  encumbering  Ventura
Landing  Apartments.  The refinancing  replaced  indebtedness  of  approximately
$2,200,000  with a new  mortgage  in the  amount  of  $4,225,000.  Approximately
$60,000 of the proceeds were placed into a restricted escrow account  maintained
by the lender.  The new mortgage  carries a stated  interest rate of 7.54%.  The
interest rate on the old mortgage was 7.33%.  Principal and interest payments on
the  mortgage  loan of  approximately  $34,000  are due  monthly  until the loan
matures in July 2021 at which time the mortgage will be fully  amortized.  Total
capitalized  loan  costs  were  approximately  $177,000  during  the year  ended
December 31, 2001. The Partnership recognized a loss on the early extinguishment
of debt of approximately $36,000 due to the write-off of unamortized loan costs,
which is included in interest expense.

On July 24, 2001, the Partnership  refinanced the mortgage  encumbering  Village
Green  Apartments.   The  refinancing  replaced  indebtedness  of  approximately
$2,000,000  with a new  mortgage  in the  amount  of  $3,575,000.  Approximately
$117,000 of the proceeds was placed into a restricted escrow account  maintained
by the lender.  The new mortgage  carries a stated  interest rate of 7.54%.  The
interest rate on the old mortgage was 7.33%.  Principal and interest payments on
the  mortgage  loan of  approximately  $29,000  are due  monthly  until the loan
matures in August 2021 at which time the mortgage will be fully amortized. Total
capitalized  loan  costs  were  approximately  $161,000  during  the year  ended
December 31, 2001. The Partnership recognized a loss on the early extinguishment
of debt of approximately $34,000 due to the write-off of unamortized loan costs,
which is included in interest expense.

The  mortgage  notes  payable are  nonrecourse  and are secured by pledge of the
Partnership's  properties and by pledge of revenues from the  respective  rental
properties.  Also,  the loans  require  prepayment  penalties if repaid prior to
maturity and prohibit resale of the properties subject to existing indebtedness.

Scheduled  principal  payments  of the  mortgage  notes  payable  subsequent  to
December 31, 2002 are as follows (in thousands):

                               2003            $ 224
                               2004               242
                               2005               261
                               2006               282
                               2007               304
                            Thereafter          7,313
                                               $8,626

Note E - 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 consolidated 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 (in thousands, except per unit data):

                                          2002          2001

Net (loss) income as reported           $ (199)      $    50
Add (deduct):
     Deferred revenue and other
       liabilities                          40           (21)
     Depreciation differences               23           (22)
     Other                                 (20)         (142)
Federal taxable loss                   $  (156)      $  (135)
Federal taxable loss per
     limited partnership unit          $ (0.94)      $ (0.82)

The following is a reconciliation between the Partnership's reported amounts and
Federal  tax  basis  of net  (liabilities)  assets  at  December  31,  2002  (in
thousands):

Net liabilities as reported                          $ (5,147)
Differences in basis of assets and liabilities
   Investment properties at cost                        3,514
   Accumulated depreciation                              (340)
   Other assets and liabilities                           177
   Syndication costs                                    8,692

Net assets - Federal tax basis                       $  6,896

Note F - Investment Properties 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>
Ventura Landing Apartments       $ 4,089       $ 282       $ 3,754         $ 1,993
Village Green Apartments           3,467          125        2,375           1,130
West Chase Apartments              1,070          100        1,702             933
           Totals                $ 8,626       $ 507       $ 7,831         $ 4,056
</TABLE>


<TABLE>
<CAPTION>

                          Gross Amount At Which Carried
                              At December 31, 2002
                                 (in thousands)
                                    Buildings
                                   And Related
                                    Personal              Accumulated     Date    Depreciable
      Description          Land     Property     Total    Depreciation  Acquired     Life
                                                         (in thousands)
<S>                        <C>       <C>         <C>         <C>        <C>   <C>  <C>
Ventura  Landing           $ 282     $ 5,747     $ 6,029     $ 4,958    10/07/81   5-30 yrs
Apartments
Village Green Apartments     125      3,505       3,630       2,282    12/20/91   3-30 yrs
West Chase Apartments        100      2,635       2,735       1,834    09/17/90   5-30 yrs
         Totals           $ 507     $11,887     $12,394     $ 9,074
</TABLE>

Reconciliation of "investment properties and accumulated depreciation":


                                                Years Ended December 31,
                                                  2002            2001
                                                     (in thousands)
Investment Properties
Balance at beginning of year                    $12,108          $11,475
    Property improvements                           286              768
    Disposal of property                             --             (135)
Balance at end of year                          $12,394          $12,108

Accumulated Depreciation
Balance at beginning of year                    $ 8,454          $ 7,957
    Additions charged to expense                    620              591
    Disposal of property                             --              (94)
Balance at end of year                          $ 9,074          $ 8,454


The  aggregate  cost of the real  estate  for  Federal  income tax  purposes  at
December  31,  2002  and  2001 is  approximately  $15,908,000  and  $15,622,000,
respectively. The accumulated depreciation taken for Federal income tax purposes
at  December  31,  2002 and 2001 is  approximately  $9,414,000  and  $8,817,000,
respectively.

Note G - 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 purports to
assert  claims on behalf of a class of  limited  partners  and  derivatively  on
behalf of a number of limited partnerships (including the Partnership) which are
named as nominal defendants, challenging, among other things, the acquisition of
interests in certain General Partner entities by Insignia  Financial Group, Inc.
("Insignia") and entities which were, at one time, affiliates of Insignia;  past
tender offers by the Insignia  affiliates to acquire limited  partnership units;
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 seek monetary damages and equitable  relief,  including  judicial
dissolution of the  Partnership.  On June 25, 1998, the General  Partner filed a
motion seeking dismissal of the action. In lieu of responding to the motion, the
plaintiffs  filed an amended  complaint.  The General Partner filed demurrers to
the amended complaint which were heard February 1999.

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims, subject to court approval, on behalf of the Partnership and all
limited partners who owned units as of November 3, 1999. Preliminary approval of
the  settlement  was obtained on November 3, 1999 from the Court,  at which time
the Court set a final  approval  hearing for  December  10,  1999.  Prior to the
December  10,  1999  hearing,  the  Court  received  various  objections  to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December  14,  1999,  the General  Partner  and its  affiliates  terminated  the
proposed settlement.  In February 2000, counsel for some of the named plaintiffs
filed a motion to disqualify plaintiff's lead and liaison counsel who negotiated
the settlement.  On June 27, 2000, the Court entered an order disqualifying them
from the case and an appeal was taken  from the order on  October  5,  2000.  On
December 4, 2000, the Court  appointed the law firm of Lieff Cabraser  Heimann &
Bernstein  LLP as new  lead  counsel  for  plaintiffs  and the  putative  class.
Plaintiffs  filed a third  amended  complaint on January 19,  2001.  On March 2,
2001,  the  General  Partner  and its  affiliates  filed a demurrer to the third
amended  complaint.  On May 14, 2001,  the Court heard the demurrer to the third
amended  complaint.  On July 10,  2001,  the Court  issued  an order  sustaining
defendants'  demurrer on certain grounds.  On July 20, 2001,  Plaintiffs filed a
motion for  reconsideration  of the Court's July 10, 2001 order granting in part
and denying in part defendants' demurrer. On September 7, 2001, Plaintiffs filed
a fourth amended class and derivative action  complaint.  On September 12, 2001,
the Court denied Plaintiffs' motion for reconsideration. On October 5, 2001, the
General Partner and affiliated defendants filed a demurrer to the fourth amended
complaint,  which was heard on December 11, 2001. On February 2, 2002, the Court
served its order granting in part the demurrer.  The Court has dismissed without
leave  to amend  certain  of the  plaintiffs'  claims.  On  February  11,  2002,
plaintiffs  filed a motion seeking to certify a putative class  comprised of all
non-affiliated  persons  who own or have owned  units in the  partnerships.  The
General Partner and affiliated  defendants oppose the motion. On April 29, 2002,
the Court held a hearing on plaintiffs' motion for class  certification and took
the matter under submission after further briefing, as ordered by the court, was
submitted by the parties.  On July 10, 2002, the Court entered an order vacating
the  current  trial  date of  January  13,  2003 (as well as the  pre-trial  and
discovery cut-off dates) and stayed the case in its entirety through November 7,
2002 so that the parties could have an  opportunity  to discuss  settlement.  On
October  30,  2002,  the court  entered  an order  extending  the stay in effect
through January 10, 2003.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action described below. The Court
has  scheduled  the hearing on  preliminary  approval  for April 4, 2003 and the
hearing on final approval for June 2, 2003.

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 a tender
offer 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  provides  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.  If the Court grants preliminary approval of the proposed settlement
in March, a notice will be distributed to partners providing detail on the terms
of the proposed settlement.

During the third  quarter of 2001, a complaint  (the "Heller  action") was filed
against  the same  defendants  that are named in the  Nuanes  action,  captioned
Heller v. Insignia Financial Group. On or about August 6, 2001, plaintiffs filed
a first amended  complaint.  The first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  claims for among other
things  breach  of  fiduciary  duty;  unfair  competition;   conversion,  unjust
enrichment;  and judicial  dissolution.  Plaintiffs in the Nuanes action filed a
motion to  consolidate  the Heller action with the Nuanes action and stated that
the Heller action was filed in order to preserve the derivative claims that were
dismissed  without  leave to amend in the Nuanes action by the Court order dated
July 10, 2001. On October 5, 2001, the General Partner and affiliated defendants
moved to strike the first  amended  complaint in its entirety for  violating the
Court's  July 10, 2001 order  granting  in part and denying in part  defendants'
demurrer in the Nuanes action, or  alternatively,  to strike certain portions of
the  complaint  based on the statute of  limitations.  Other  defendants  in the
action demurred to the fourth amended complaint,  and,  alternatively,  moved to
strike the  complaint.  On December  11, 2001,  the court heard  argument on the
motions and took the matters under  submission.  On February 4, 2002,  the Court
served  notice of its order  granting  defendants'  motion to strike  the Heller
complaint  as a violation  of its July 10, 2001 order in the Nuanes  action.  On
March 27, 2002, the plaintiffs  filed a notice  appealing the order striking the
complaint.  Before completing briefing on the appeal, the parties stayed further
proceedings  in the  appeal  pending  the  Court's  review  of the  terms of the
proposed settlement described above.

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

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

<PAGE>

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

            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  General  Partner  of the
Registrant  is  ConCap  Equities,  Inc.  The  names  and ages of, as well as the
positions  and  offices  held by, the  executive  officers  and  director of the
General Partner are set forth below. There are no family  relationships  between
or among any officers or director.

Name                        Age    Position

Patrick J. Foye              45    Executive Vice President and Director
Paul J. McAuliffe            46    Executive Vice President and Chief
                                     Financial Officer
Thomas C. Novosel            44    Senior Vice President and Chief Accounting
                                     Officer

Patrick J. Foye has been  Executive  Vice  President and Director of the General
Partner since October 1, 1998.  Mr. Foye has served as Executive  Vice President
of AIMCO since May 1998,  where he is responsible  for  continuous  improvement,
acquisitions of partnership securities, consolidation of minority interests, and
corporate and other acquisitions.  Prior to joining AIMCO, Mr. Foye was a Merger
and Acquisitions Partner in the law firm of Skadden, Arps, Slate, Meagher & Flom
LLP from 1989 to 1998.

Paul J. McAuliffe has been Executive Vice President and Chief Financial  Officer
of the  General  Partner  since  April 1,  2002.  Mr.  McAuliffe  has  served as
Executive  Vice  President  of AIMCO  since  February  1999 and Chief  Financial
Officer of AIMCO since  October 1999.  From May 1996 until he joined AIMCO,  Mr.
McAuliffe was Senior Managing Director of Secured Capital Corp.

Thomas C. Novosel has been Senior Vice President and Chief Accounting Officer of
the General  Partner since April 1, 2002.  Mr. Novosel has served as Senior Vice
President and Chief  Accounting  Officer of AIMCO since April 2000. From October
1993  until he joined  AIMCO,  Mr.  Novosel  was a partner at Ernst & Young LLP,
where he  served  as the  director  of real  estate  advisory  services  for the
southern Ohio Valley area offices but did not work on any assignments related to
AIMCO or the Partnership.

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  executive  officers  and  director  of  the  General  Partner  fulfill  the
obligations  of the Audit  Committee  and  oversee the  Partnership's  financial
reporting  process on behalf of the General Partner.  Management has the primary
responsibility for the financial  statements and the reporting process including
the systems of internal controls. In fulfilling its oversight  responsibilities,
the executive  officers and director of the General Partner reviewed the audited
financial  statements with management including a discussion of the quality, not
just the  acceptability,  of the accounting  principles,  the  reasonableness of
significant  judgments,   and  the  clarity  of  disclosures  in  the  financial
statements.

The  executive  officers and director of the General  Partner  reviewed with the
independent  auditors,  who are  responsible  for  expressing  an opinion on the
conformity of those audited  financial  statements  with  accounting  principles
generally accepted in the United States,  their judgments as to the quality, not
just the  acceptability,  of the  Partnership's  accounting  principles and such
other  matters as are required to be discussed  with the Audit  Committee or its
equivalent under auditing standards  generally accepted in the United States. In
addition,  the  Partnership  has  discussed  with the  independent  auditors the
auditors' independence from management and the Partnership including the matters
in the written  disclosures  required by the  Independence  Standards  Board and
considered  the   compatibility   of  non-audit   services  with  the  auditors'
independence.

The executive  officers and director of the General  Partner  discussed with the
Partnership's  independent auditors the overall scope and plans for their audit.
In  reliance on the reviews and  discussions  referred to above,  the  executive
officers and director of the General  Partner have approved the inclusion of the
audited financial  statements in the Form 10-KSB for the year ended December 31,
2002 for filing with the Securities and Exchange Commission.

The General Partner has reappointed Ernst & Young LLP as independent auditors to
audit the financial  statements of the  Partnership for 2003. Fees for 2002 were
audit  services of  approximately  $42,000 and non-audit  services  (principally
tax-related) of approximately $19,000.

Item 10.    Executive Compensation

Neither  the  officers  nor the  director 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  Partnership  Units  of the
Registrant as of December 31, 2002.


              Entity                      Number of Units             Percentage

Cooper River Properties, LLC
  (an affiliate of AIMCO)                    17,056.00                  10.76%
Insignia Properties LP
  (an affiliate of AIMCO)                    39,831.50                  25.12%
AIMCO Properties LP
  (an affiliate of AIMCO)                    24,682.00                  15.56%

Cooper River Properties LLC and Insignia Properties LP are indirectly ultimately
owned by AIMCO.  Their business address is 55 Beattie Place,  Greenville,  South
Carolina 29602.

AIMCO  Properties  LP is  indirectly  ultimately  controlled  by  AIMCO  and its
business  address is Stanford Place 3, 4582 S. Ulster St.  Parkway,  Suite 1100,
Denver, Colorado 80237.

No director or officer of the General Partner owns any Units.

Item 12.    Certain Relationships and Related Transactions

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

During the years ended  December  31, 2002 and 2001,  affiliates  of the General
Partner  were  entitled  to  receive  5% of  gross  receipts  from  all  of  the
Registrant's  properties  as  compensation  for  providing  property  management
services.  The Registrant  paid to such  affiliates  approximately  $150,000 and
$181,000  for the years ended  December 31, 2002 and 2001,  respectively.  These
amounts are included in operating expenses.

Affiliates  of  the  General  Partner  received   reimbursement  of  accountable
administrative expenses amounting to approximately $155,000 and $430,000 for the
years ended December 31, 2002 and 2001, respectively. These amounts are included
in general and administrative  expenses and investment  properties.  Included in
these amounts are fees related to construction  management  services provided by
an affiliate of the General Partner of approximately $7,000 and $258,000 for the
years  ended  December  31,  2002  and  2001,  respectively.   The  construction
management  service  fees  are  calculated  based  on a  percentage  of  current
additions to investment properties.

The Partnership  Agreement  provides for a special management fee equal to 9% of
the  total  distributions  made to the  limited  partners  from  cash  flow from
operations to be paid to the General  Partner for  executive and  administrative
management services.  During the years ended December 31, 2002 and 2001, fees of
approximately  $20,000  and  $46,000,  respectively,  were  paid to the  General
Partner. These amounts are included in general and administrative expenses.

During the year ended  December  31, 2002,  an affiliate of the General  Partner
advanced the Registrant  approximately $34,000 to fund operations and payment of
property  taxes.  These advances  accrued  interest at the prime rate plus 2% or
6.25% at December 31, 2002,  and are included in other  liabilities.  During the
year ended December 31, 2001, an affiliate of the General  Partner  advanced the
Registrant  $150,000 to fund repairs related to a fire at West Chase  Apartments
in January 2001 (see "Item 7. Financial Statements,  Note C"). This advance bore
interest  at the prime rate plus 2%. The  Partnership  repaid  this  advance and
accrued  interest  of  approximately  $1,000  during  2001 with a portion of the
refinancing proceeds from Ventura Landing Apartments.

For  services  provided in  connection  with the  refinancing  of two  mortgages
encumbering the  Partnership's  investment  properties,  the General Partner was
paid approximately  $78,000 during the year ended December 31, 2001. These costs
were  capitalized and are included in other assets on the  consolidated  balance
sheet and are amortized over the respective lives of the loans.

Pursuant  to the  Partnership  Agreement,  the  General  Partner is  entitled to
receive a  commission  equal to 3% of the  aggregate  disposition  price of sold
properties. The Partnership paid a commission of $108,000 to the General Partner
related to the sale of Professional Plaza in 1999. This amount is 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 this amount to the Partnership.

Beginning in 2001, the  Partnership  began insuring its properties 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 properties above the
AIMCO  limits  through  insurance  policies  obtained  by  AIMCO  from  insurers
unaffiliated with the General Partner.  During the years ended December 31, 2002
and 2001, the Partnership was charged by AIMCO and its affiliates  approximately
$48,000 and $63,000,  respectively,  for insurance  coverage and fees associated
with policy claims administration.

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 81,569.50 limited partnership units
in the Partnership  representing 51.44% of the outstanding Units at December 31,
2002. 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 of limited  partnership  interest in the Partnership in
exchange  for  cash  or a  combination  of  cash  and  units  in  the  operating
partnership of AIMCO either through  private  purchases or tender offers.  Under
the  Partnership  Agreement,  unitholders  holding a  majority  of the Units are
entitled to take action with respect to a variety of matters which would include
voting on certain  amendments to the Partnership  Agreement and voting to remove
the General  Partner.  As a result of its ownership of 51.44% of the outstanding
Units,  AIMCO is in a position to control all voting  decisions  with respect to
the  Registrant.  Although  the General  Partner  owes  fiduciary  duties to the
limited  partners of the  Partnership,  the General  Partner also owes fiduciary
duties to AIMCO as its sole stockholder.  As a result, the duties of the General
Partner,  as general  partner,  to the Partnership and its limited  partners may
come into conflict with the duties of the General  Partner to AIMCO, as its sole
stockholder.


<PAGE>


Item 13.    Exhibits and Reports on Form 8-K

      (a)   Exhibits:

            See Exhibit Index.

b) Reports on Form 8-K filed during the quarter ended December 31, 2002:

            None.

Item 14.    Controls and Procedures

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,  within 90 days of the
filing  date  of  this  annual  report,   evaluated  the  effectiveness  of  the
Partnership's  disclosure  controls and  procedures  (as defined in Exchange Act
Rules 13a-14(c) and 15d-14(c)) and have determined that such disclosure controls
and  procedures  are  adequate.  There have been no  significant  changes in the
Partnership's  internal  controls or in other  factors that could  significantly
affect the  Partnership's  internal  controls since the date of evaluation.  The
Partnership does not believe any significant deficiencies or material weaknesses
exist in the Partnership's internal controls. Accordingly, no corrective actions
have been taken.



<PAGE>


                                   SIGNATURES



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


                                    CONSOLIDATED CAPITAL PROPERTIES III


                                    By:   CONCAP EQUITIES, INC.
                                          General Partner


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


                                    By:   /s/Thomas C. Novosel
                                          Thomas C. Novosel
                                          Senior Vice President
                                          and Chief Accounting Officer

                                    Date: March 28, 2003


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 and on the
date indicated.

/s/Patrick J. Foye            Executive Vice President      Date: March 28, 2003
Patrick J. Foye               and Director


/s/Thomas C. Novosel          Senior Vice President         Date: March 28, 2003
Thomas C. Novosel             and Chief Accounting Officer


<PAGE>



                                  CERTIFICATION


I, Patrick J. Foye, certify that:


1. I have  reviewed this annual  report on Form 10-KSB of  Consolidated  Capital
Properties III;


2.  Based on my  knowledge,  this  annual  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 annual
report;


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


4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:


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


      b) Evaluated the effectiveness of the registrant's disclosure controls and
      procedures  as of a date  within 90 days prior to the filing  date of this
      annual report (the "Evaluation Date"); and


      c) Presented in this annual report our conclusions about the effectiveness
      of the disclosure  controls and  procedures  based on our evaluation as of
      the Evaluation Date;


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


      a) All  significant  deficiencies  in the design or  operation of internal
      controls which could adversely affect the registrant's  ability to record,
      process,  summarize and report  financial data and have identified for the
      registrant's auditors any material weaknesses in internal controls; and


      b) Any fraud,  whether or not material,  that involves management or other
      employees  who  have  a  significant  role  in the  registrant's  internal
      controls; and


6. The  registrant's  other  certifying  officers  and I have  indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


Date: March 28, 2003

                                /s/Patrick J. Foye
                                Patrick J. Foye
                                Executive  Vice  President  of ConCap  Equities,
                                Inc.,  equivalent of the chief executive officer
                                of the Partnership


<PAGE>



                                  CERTIFICATION


I, Paul J. McAuliffe, certify that:


1. I have  reviewed this annual  report on Form 10-KSB of  Consolidated  Capital
Properties III;


2.  Based on my  knowledge,  this  annual  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 annual
report;


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


4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:


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


      b) Evaluated the effectiveness of the registrant's disclosure controls and
      procedures  as of a date  within 90 days prior to the filing  date of this
      annual report (the "Evaluation Date"); and


      c) Presented in this annual report our conclusions about the effectiveness
      of the disclosure  controls and  procedures  based on our evaluation as of
      the Evaluation Date;


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


      a) All  significant  deficiencies  in the design or  operation of internal
      controls which could adversely affect the registrant's  ability to record,
      process,  summarize and report  financial data and have identified for the
      registrant's auditors any material weaknesses in internal controls; and


      b) Any fraud,  whether or not material,  that involves management or other
      employees  who  have  a  significant  role  in the  registrant's  internal
      controls; and


6. The  registrant's  other  certifying  officers  and I have  indicated in this
annual report whether or not there were significant changes in internal controls
or in other factors that could significantly affect internal controls subsequent
to the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.


Date: March 28, 2003

                                /s/Paul J. McAuliffe
                                Paul J. McAuliffe
                                Executive  Vice  President  and Chief  Financial
                                Officer of ConCap Equities,  Inc., equivalent of
                                the chief financial officer of the Partnership


<PAGE>


                                  EXHIBIT INDEX

Exhibit Number

      2.1         Agreement  and Plan of Merger,  dated as of October 1, 1998 by
                  and  between  AIMCO  and IPT;  incorporated  by  reference  to
                  Exhibit 2.1 filed with Registrant's Current Report on Form 8-K
                  dated October 1, 1998.

      3.1         Certificate  of  Limited  Partnership,   as  amended  to  date
                  (Exhibit 3 to the Registrant's  Annual Report on Form 10-K for
                  the year ended  December 31, 1991, is  incorporated  herein by
                  reference).

      3.2         Partnership  Agreement  dated May 22, 1980 is  incorporated by
                  reference to Exhibit A to the  Prospectus of the  Registration
                  dated August 17, 1981 as filed with the Commission pursuant to
                  Rule 424(b) under the Act.

      10.1        Property Management  Agreement No. 104 dated October 23, 1990,
                  by and  between  the  Partnership  and CCEC  (Incorporated  by
                  reference to the Quarterly Report on Form 10-Q for the quarter
                  ended September 30, 1990).

      10.2        Property Management  Agreement No. 204 dated October 23, 1990,
                  by and  between  the  Partnership  and CCEC  (Incorporated  by
                  reference to the Quarterly Report on Form 10-Q for the quarter
                  ended September 30, 1990).

      10.3        Property Management  Agreement No. 305 dated October 23, 1990,
                  by and  between  the  Partnership  and CCEC  (Incorporated  by
                  reference to the Quarterly Report on Form 10-Q for the quarter
                  ended September 30, 1990).

      10.4        Property Management  Agreement No. 402 dated October 23, 1990,
                  by and  between  the  Partnership  and CCEC  (Incorporated  by
                  reference to the Quarterly Report on Form 10-Q for the quarter
                  ended September 30, 1990).

      10.5        Bill of Sale and  Assignment  dated  October 23, 1990,  by and
                  between  CCEC and ConCap  Services  Company  (Incorporated  by
                  reference to the Quarterly Report on Form 10-Q for the quarter
                  ended September 30, 1990).

      10.6        Assignment and Assumption Agreement dated October 23, 1990, by
                  and between  CCEC and ConCap  Management  Limited  Partnership
                  ("CCMLP")  (Incorporated  by reference to the Quarterly Report
                  on Form 10-Q for the quarter ended September 30, 1990).

      10.7        Assignment  and  Agreement as to Certain  Property  Management
                  Services  dated  October 23,  1990,  by and between  CCMLP and
                  ConCap  Capital  Company  (Incorporated  by  reference  to the
                  Quarterly  Report on Form 10-Q for the quarter ended September
                  30, 1990).

      10.8        Assignment and Assumption Agreement dated October 23, 1990, by
                  and between CCMLP and The Hayman Group (100 Series of Property
                  Management  Contracts),  (Incorporated  by  reference  to  the
                  Quarterly  Report on Form 10-Q for the quarter ended September
                  30, 1990).

      10.9        Assignment and Assumption Agreement dated October 23, 1990, by
                  and between  CCMLP and  Horn-Barlow  Companies  (200 Series of
                  Property Management  Contracts)  (Incorporated by reference to
                  the Annual Report on Form 10-K for the year ended December 31,
                  1991).

      10.10       Assignment and Assumption Agreement dated October 23, 1990, by
                  and  between  CCMLP  and Metro  ConCap,  Inc.  (300  Series of
                  Property Management Contracts).  (Incorporated by reference to
                  the Annual Report on Form 10-K for the year ended December 31,
                  1991).

      10.11       Assignment and Assumption Agreement dated October 23, 1990, by
                  and  between   R&B  Realty   Group  (400  Series  of  Property
                  Management  Contracts).  (Incorporated  by  reference  to  the
                  Annual  Report on Form 10-K for the year  ended  December  31,
                  1991).

10.12Assignment and Assumption  Agreement dated August 1, 1991, by and between R
     & B  Arizona  Management  Company,  Inc.  and  R & B  Apartment  Management
     Company, Inc.  (Incorporated by reference to the Annual Report on Form 10-K
     for the year ended December 31, 1991).

10.13Assignment  and  Assumption  Agreement  dated  September  1,  1991,  by and
     between the Partnership and CCP III Associates,  Ltd.  (Property  Agreement
     No. 305).  (Incorporated by reference to the Annual Report on Form 10-K for
     the year ended December 31, 1991).

10.14Assignment  and  Assumption  Agreement  dated  September  1,  1991,  by and
     between the Partnership and CCP III Associates,  Ltd.  (Property  Agreement
     No. 104).  (Incorporated by reference to the Annual Report on Form 10-K for
     the year ended December 31, 1991).

10.15Assignment  and  Assumption  Agreement  dated  September  1,  1991,  by and
     between the Partnership and CCP III Associates,  Ltd.  (Property  Agreement
     No. 204).  (Incorporated by reference to the Annual Report on Form 10-K for
     the year ended December 31, 1991).

10.16Construction  Management  Cost  Reimbursement  Agreement  dated  January 1,
     1991,  by and  between  the  Partnership  and  Horn-Barlow  Companies  (the
     "Horn-Barlow Construction Management Agreement").

10.17Assignment  and  Assumption  Agreement  dated  September  1,  1991,  by and
     between  CCP III  Associates,  Ltd.  (Horn-Barlow  Construction  Management
     Agreement).  (Incorporated  by reference to the Annual  Report on Form 10-K
     for the year ended December 31, 1991).

10.18Construction  Management  Cost  Reimbursement  Agreement  dated  January 1,
     1991, by and between the  Partnership  and Metro  ConCap,  Inc. (the "Metro
     Construction  Management  Agreement").  (Incorporated  by  reference to the
     Annual Report on Form 10-K for the year ended December 31, 1991).

10.19Assignment  and  Assumption  Agreement  dated  September  1,  1991,  by and
     between the Partnership and CCP III  Associates,  Ltd. (Metro  Construction
     Management  Agreement).  (Incorporated by reference to the Annual Report on
     Form 10-K for the year ended December 31, 1991).

10.20Construction  Management  Cost  Reimbursement  Agreement  dated  January 1,
     1991, by and between the  Partnership  and The Hayman  Company (the "Hayman
     Construction  Management  Agreement").  (Incorporated  by  reference to the
     Annual Report on Form 10-K for the year ended December 31, 1991).

10.21Assignment  and  Assumption  Agreement  dated  September  1,  1991,  by and
     between the Partnership and CCP III Associates,  Ltd. (Hayman  Construction
     Management  Agreement).  (Incorporated by reference to the Annual Report on
     Form 10-K for the year ended December 31, 1991).

10.22Construction  Management  Cost  Reimbursement  Agreement  dated  January 1,
     1991, by and between the Partnership and R & B Apartment Management Company
     (Incorporated  by reference to the Annual  Report on Form 10-K for the year
     ended December 31, 1991).

10.23Investor  Services  Agreement  dated  October 23, 1990,  by and between the
     Partnership and CCEC  (Incorporated by reference to the Quarterly Report on
     Form 10-Q for the quarter ended September 30, 1990).

      10.24       Assignment  and  Assumption   Agreement   (Investor   Services
                  Agreement)  dated  October 23,  1990,  by and between CCEC and
                  ConCap  Services  Company.  (Incorporated  by reference to the
                  Annual  Report on Form 10-K for the year  ended  December  31,
                  1990).

      10.25       Letter of Notice dated  December 20,  1991,  from  Partnership
                  Services, Inc. ("RSI") to the Partnership regarding the change
                  in  ownership  and  dissolution  of  ConCap  Services  Company
                  whereby   PSI  assumed  the   Investor   Services   Agreement.
                  (Incorporated  by reference to the Annual  Report on Form 10-K
                  for the year ended December 31, 1991).

      10.26       Financial  Services  Agreement  dated October 23, 1990, by and
                  between the Partnership and CCEC (Incorporated by reference to
                  the  Quarterly  Report  on Form  10-Q  for the  quarter  ended
                  September 30, 1990).

      10.27       Assignment  and  Assumption   Agreement   (Financial  Services
                  Agreement)  dated  October 23,  1990,  by and between CCEC and
                  ConCap  Capital  Company  (Incorporated  by  reference  to the
                  Quarterly  Report on Form 10-Q for the quarter ended September
                  30, 1990).

      10.28       Letter of Notice  dated  December  20,  1991,  from PSI to the
                  Partnership  regarding the change in ownership and dissolution
                  of ConCap  Capital  Company  whereby PSI assumed the Financial
                  Services  Agreement.  (Incorporated by reference to the Annual
                  Report on Form 10-K for the year ended December 31, 1991).

      10.29       Property  Management  Agreement No. 416 dated May 13, 1993, by
                  and between the  Partnership  and  Coventry  Properties,  Inc.
                  (Incorporated  by  reference to the  Quarterly  Report on Form
                  10-Q for the quarter ended September 30, 1993).

10.30Assignment  and Assumption  Agreement  (Property  Management  Agreement No.
     416) dated May 13, 1993,  by and between  Coventry  Properties,  Inc.,  R&B
     Apartment  Management  Company,   Inc.  and  Partnership   Services,   Inc.
     (Incorporated  by  reference to the  Quarterly  Report on Form 10-Q for the
     quarter ended September 30, 1993).


<PAGE>



10.31Assignment and Agreement as to Certain Property  Management  Services dated
     May 13, 1993,  by and between  Coventry  Properties,  Inc. and  Partnership
     Services,  Inc.  (Incorporated by reference to the Quarterly Report on Form
     10-Q for the quarter ended September 30, 1993).

      10.32       Property  Management  Agreement No, 418 dated May 13, 1993, by
                  and between the  Partnership  and  Coventry  Properties,  Inc.
                  (Incorporated  by  reference to the  Quarterly  Report on Form
                  10-Q for the quarter ended September 30, 1993).

10.33Assignment  and Assumption  Agreement  (Property  Management  Agreement No.
     418) dated May 13, 1993,  by and between  Coventry  Properties,  Inc.,  R&B
     Apartment  Management  Company,   Inc.  and  Partnership   Services,   Inc.
     (Incorporated  by  reference to the  Quarterly  Report on Form 10-Q for the
     quarter ended September 30, 1993).

10.34Assignment and Agreement as to Certain Property  Management  Services dated
     May 13, 1993,  by and between  Coventry  Properties,  Inc. and  Partnership
     Services,  Inc.  (Incorporated by reference to the Quarterly Report on Form
     10-Q for the quarter ended September 30, 1993).

      10.35       Property Management  Agreement No, 426 dated June 30, 1993, by
                  and between the  Partnership  and  Coventry  Properties,  Inc.
                  (Incorporated  by  reference to the  Quarterly  Report on Form
                  10-Q for the quarter ended September 30, 1993).

10.36Assignment  and Assumption  Agreement  (Property  Management  Agreement No.
     426) dated June 30, 1993, by and between  Coventry  Properties,  Inc.,  R&B
     Apartment  Management  Company,   Inc.  and  Partnership   Services,   Inc.
     (Incorporated  by  reference to the  Quarterly  Report on Form 10-Q for the
     quarter ended September 30, 1993).

10.37Assignment and Agreement as to Certain Property  Management  Services dated
     June 30, 1993, by and between  Coventry  Properties,  Inc. and  Partnership
     Services,  Inc.  (Incorporated by reference to the Quarterly Report on Form
     10-Q for the quarter ended September 30, 1993).

10.38Property  Management  Agreement  No. 510 dated June 1, 1993, by and between
     the Partnership and Coventry Properties, Inc.

10.39Property  Management  Agreement  No.  510A dated  August 18,  1993,  by and
     between the Partnership and Coventry Properties, Inc.

10.40Assignment and Agreement as to Certain Property  Management  Services dated
     November 17, 1993, by and between Coventry Properties, Inc. and Partnership
     Services, Inc.

10.41Property  Management  Agreement  No. 511 dated June 1, 1993, by and between
     the Partnership and Coventry Properties, Inc.

10.42Assignment and Agreement as to Certain Property  Management  Services dated
     November 17, 1993, by and between Coventry Properties, Inc. and Partnership
     Services, Inc.

10.43Property  Management  Agreement  No. 512 dated June 1, 1993, by and between
     the Partnership and Coventry Properties, Inc.

10.44Assignment and Agreement as to Certain Property  Management  Services dated
     November 17, 1993, by and between Coventry Properties, Inc. and Partnership
     Services, Inc.

10.45Stock and Asset  Purchase  Agreement,  dated  December 8, 1994 (the "Gordon
     Agreement"),   among  MAE-ICC,   Inc.   ("MAE-ICC"),   Gordon  Realty  Inc.
     ("Gordon"),  GII Realty,  Inc. ("GII  Realty"),  and certain other parties.
     (Incorporated by reference to Form 8-K dated December 8, 1994).

      10.46       Exercise of the Option (as  defined in the Gordon  Agreement),
                  dated   December   8,  1994,   between   MAE-ICC  and  Gordon.
                  (Incorporated  by  reference  to Form 8-K  dated  December  8,
                  1994).

      10.50       Multifamily  Note dated  December  1, 1999  between CCP III, a
                  California limited  partnership,  and GMAC Commercial Mortgage
                  Corporation  (West Chase  Apartments note is filed with 10-KSB
                  dated December 31, 1999).

      10.51       Multifamily  Note dated  June 27,  2001  between  Consolidated
                  Capital Properties III, a California limited partnership,  and
                  GMAC  Commercial   Mortgage   Corporation.   (Incorporated  by
                  reference  to the  Quarterly  Report  on Form  10-QSB  for the
                  quarter ended June 30, 2001).

10.52Multifamily   Note  dated  July  23,  2001  between  ConCap  Village  Green
     Associates, Ltd., a Texas limited partnership, and GMAC Commercial Mortgage
     Corporation.  (Incorporated  by reference to the  Quarterly  Report on Form
     10-QSB for the quarter ended June 30, 2001).

11   Statement regarding  computation of Net Income per Limited Partnership Unit
     (Incorporated  by reference to Note 1 of Item 8 - Financial  Statements  of
     this Form 10-K).

      19.1        Modified  First  Amended  Plan of  Reorganization  for CCP/III
                  Associates,  Ltd.,  dated and filed  March  24,  1992,  in the
                  United States  Bankruptcy  Court for the Northern  District of
                  Texas,  Dallas  Division.  (Incorporated  by  reference to the
                  Annual  Report on Form 10-K for the year  ended  December  31,
                  1992).

      19.2        Modified First Amended  Disclosure  Statement for the Modified
                  First Amended Plan of Reorganization  for CCP/III  Associates,
                  Ltd.,  dated and filed March 24,  1992,  in the United  States
                  Bankruptcy  Court for the Northern  District of Texas,  Dallas
                  Division.  (Incorporated  by reference to the Annual Report on
                  Form 10-K for the year ended December 31, 1992).

      19.3        First   Modification   to  Modified   First  Amended  Plan  of
                  Reorganization for CCP/III  Associates,  Inc., dated and filed
                  April 22, 1992, in the United States  Bankruptcy Court for the
                  Northern District of Texas, Dallas Division.  (Incorporated by
                  reference to the Annual Report on Form 10-K for the year ended
                  December 31, 1992).

      19.4        Second   Modification   to  Modified  First  Amended  Plan  of
                  Reorganization for CCP/III  Associates,  Inc., dated and filed
                  April 29, 1992, in the United States  Bankruptcy Court for the
                  Northern District of Texas, Dallas Division.  (Incorporated by
                  reference to the Annual Report on Form 10-K for the year ended
                  December 31, 1992).

      19.5        Third   Modification   to  Modified   First  Amended  Plan  of
                  Reorganization for CCP/III  Associates,  Inc., dated and filed
                  April 29, 1992, in the United States  Bankruptcy Court for the
                  Northern District of Texas, Dallas Division.  (Incorporated by
                  reference to the Annual Report on Form 10-K for the year ended
                  December 31, 1992).

99   Certification of Chief Executive Officer and Chief Financial Officer



<PAGE>


Exhibit 99


                          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  Consolidated  Capital
Properties  III (the  "Partnership"),  for the year ended  December  31, 2002 as
filed with the  Securities  and  Exchange  Commission  on the date  hereof  (the
"Report"),  Patrick J. Foye, as the equivalent of the chief executive officer of
the Partnership, and Paul J. McAuliffe, 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/Patrick J. Foye
                                    Name:  Patrick J. Foye
                                    Date:  March 28, 2003


                                           /s/Paul J. McAuliffe
                                    Name:  Paul J. McAuliffe
                                    Date:  March 28, 2003

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