UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

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

              For the quarterly period ended September 30, 2004


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


             For the transition period from _________to _________

                         Commission file number 0-15740


                RIVERSIDE PARK  ASSOCIATES  LIMITED  PARTNERSHIP
        (Exact Name of Small Business Issuer as Specified in Its Charter)



         Delaware                                           04-2924048
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

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

                                 (864) 239-1000
                           (Issuer's telephone number)

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



                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS



                RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                                  BALANCE SHEET
                                   (Unaudited)
                        (in thousands, except unit data)

                               September 30, 2004

<TABLE>
<CAPTION>


Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $ 617
   Receivables and deposits                                                     164
   Other assets                                                                 988
   Investment property:
       Land                                                   $ 6,357
       Buildings and related personal property                 79,585
                                                               85,942
       Less accumulated depreciation                          (53,648)       32,294
                                                                           $ 34,063
Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                          $ 318
   Tenant security deposit liabilities                                          240
   Accrued property taxes                                                       212
   Other liabilities                                                            579
   Mortgage notes payable                                                    54,591

Partners' Deficit:
   General partner                                            $ (1,501)
   Limited partners (566 units issued and outstanding)         (20,376)     (21,877)
                                                                           $ 34,063

                See Accompanying Notes to Financial Statements
</TABLE>



<PAGE>





                RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

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

<TABLE>
<CAPTION>



                                              Three Months Ended       Nine Months Ended
                                                September 30,            September 30,
                                               2004        2003        2004        2003
Revenues:
<S>                                        <C>          <C>         <C>         <C>
  Rental income                            $    3,273   $    3,176  $   9,453   $   9,444
  Other income                                    406          403      1,183       1,237
  Casualty gain (Note C)                           --           30         --          30
      Total revenues                            3,679        3,609     10,636      10,711

Expenses:
  Operating                                     1,324        1,240      3,755       3,690
  General and administrative                      116          124        367         376
  Depreciation                                    964          951      2,886       2,844
  Interest                                      1,035        1,059      3,129       3,216
  Property taxes                                  248          198        672         625
      Total expenses                            3,687        3,572     10,809      10,751

Net (loss) income                          $       (8)  $       37  $    (173)  $     (40)

Net income (loss) allocated to
  general partner (3%)                     $       --   $        1  $      (5)  $      (1)
Net (loss) income allocated to
  limited partners (97%)                           (8)          36       (168)        (39)

                                           $       (8)  $       37  $    (173)  $     (40)

Net (loss) income per limited
  partnership unit                         $   (14.13)  $    63.60  $ (296.82)  $  (68.90)
Distributions per limited
  partnership unit                         $       --   $       --  $2,030.04   $2,515.90

                See Accompanying Notes to Financial Statements
</TABLE>



<PAGE>




                RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                  STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                                   (Unaudited)
                        (in thousands, except unit data)


<TABLE>
<CAPTION>




                                     Limited
                                   Partnership     General      Limited
                                      Units        Partner      Partners      Total

<S>                                    <C>          <C>         <C>          <C>
Original capital contributions         566          $ --        $ 47,533     $ 47,533

Partners' deficit at
   December 31, 2003                   566         $(1,460)     $(19,059)    $(20,519)

Distributions to partners               --             (36)       (1,149)      (1,185)

Net loss for the nine months
   ended September 30, 2004             --              (5)         (168)        (173)



Partners' deficit
   at September 30, 2004               566         $(1,501)    $ (20,376)    $(21,877)

                See Accompanying Notes to Financial Statements
</TABLE>



<PAGE>



                RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)

<TABLE>
<CAPTION>

                                                                 Nine Months Ended
                                                                   September 30,
                                                                   2004       2003
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net loss                                                       $ (173)      $ (40)
  Adjustments to reconcile net loss to net cash
   provided by operating activities:
    Depreciation                                                   2,886       2,844
    Amortization of loan costs                                        36          36
    Casualty gain                                                     --         (30)
    Change in accounts:
      Receivables and deposits                                        33          51
      Other assets                                                  (153)        (76)
      Accounts payable                                               124         (74)
      Tenant security deposit liabilities                              4          12
      Accrued property taxes                                         212         217
      Other liabilities                                              (68)       (245)
      Due to affiliate                                                --          17
       Net cash provided by operating activities                   2,901       2,712

Cash flows from investing activities:
  Property improvements and replacements                            (754)     (1,172)
  Net withdrawals from restricted escrows                             --         916
  Insurance proceeds received                                         --          43
       Net cash used in investing activities                        (754)       (213)

Cash flows from financing activities:
  Payments on mortgage notes payable                              (1,318)     (1,224)
  Advances from affiliate                                             --         407
  Payments on advances from affiliate                                 --        (150)
  Distributions to partners                                       (1,185)     (1,445)
       Net cash used in financing activities                      (2,503)     (2,412)

Net (decrease) increase in cash and cash equivalents                (356)         87

Cash and cash equivalents at beginning of period                     973         914

Cash and cash equivalents at end of period                       $ 617       $ 1,001

Supplemental disclosure of cash flow information:
  Cash paid for interest                                        $ 3,093      $ 3,188

At December  31,  2003 and 2002,  property  improvements  and  replacements  and
accounts   payable  were  adjusted  by   approximately   $16,000  and  $639,000,
respectively, for non-cash activity.

                See Accompanying Notes to Financial Statements
</TABLE>


                RIVERSIDE PARK ASSOCIATES LIMITED PARTNERSHIP

                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)



Note A - Basis of Presentation

The  accompanying  unaudited  financial  statements of Riverside Park Associates
Limited  Partnership (the  "Partnership" or "Registrant")  have been prepared in
accordance with generally accepted  accounting  principles for interim financial
information  and  with the  instructions  to Form  10-QSB  and  Item  310(b)  of
Regulation  S-B.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements.  In the opinion of AIMCO/Riverside Park Associates GP, LLC
("AIMCO GP" or "General Partner"),  a wholly-owned  subsidiary of NHP Management
Company  ("NHP"),  all  adjustments  (consisting of normal  recurring  accruals)
considered  necessary  for a fair  presentation  have been  included.  Operating
results for the three and nine month  periods  ended  September 30, 2004 are not
necessarily  indicative  of the results that may be expected for the fiscal year
ending  December  31,  2004.  For further  information,  refer to the  financial
statements and footnotes thereto included in the Partnership's  Annual Report on
Form 10-KSB for the fiscal year ended  December 31,  2003.  AIMCO GP and NHP are
affiliates of Apartment Investment and Management Company ("AIMCO"),  a publicly
traded real estate investment trust.

On December 11, 2003, NHP, a Delaware corporation, entered into a Redemption and
Contribution  Agreement (the "Agreement") with Winthrop Financial Associates,  A
Limited Partnership, a Maryland limited partnership ("Winthrop"),  which was the
previous general partner of the Partnership,  with respect to the acquisition of
its general partner interest in the Partnership (the "GP Interest").

As of the time of the  execution  of the  Agreement  and until  such time as the
transfer of the GP Interest  from  Winthrop to AIMCO GP was  effective,  NHP was
vested with the authority to, subject to certain limitations,  cause Winthrop to
take such actions as it deems  necessary and  advisable in  connection  with the
activities of the Partnership.  The transfer of the GP Interest from Winthrop to
AIMCO GP became  effective on April 30, 2004. As used herein,  the term "General
Partner" shall mean Winthrop,  with respect to matters  occurring prior to April
30, 2004 and AIMCO GP for matters occurring from and after April 30, 2004.

Note B - Transactions with Affiliated Parties

The  Partnership  has no employees and depends on NHP and its affiliates for the
management and  administration  of all Partnership  activities.  The Partnership
Agreement  provides  for  payment of asset  management  fees to  affiliates  for
services based on a percentage of revenue and an annual partnership and investor
service fee of $110,000 subject to a 6% annual increase.  For 2004 and 2003, the
annual  partnership  and  investor  service fee is  estimated  at  approximately
$279,000 and $264,000, respectively.

Affiliates  of NHP are  entitled  to  receive  4% of  gross  receipts  from  the
Partnership's   investment  property  as  compensation  for  providing  property
management  services.  The  Partnership  paid to such  affiliates  approximately
$420,000 and $421,000  for the nine months  ended  September  30, 2004 and 2003,
respectively, which are included in operating expenses.

Affiliates of NHP received reimbursement of accountable  administrative expenses
amounting  to  approximately  $329,000  and  $439,000  for the nine months ended
September  30, 2004 and 2003,  respectively,  which are  included in general and
administrative  expenses and  investment  property.  These  amounts  include the
annual  partnership and investor service fee discussed  above.  Also included in
these amounts are fees related to construction  management  services provided by
an  affiliate  of NHP of  approximately  $1,000 and $100,000 for the nine months
ended September 30, 2004 and 2003,  respectively.  The  construction  management
service  fees are  calculated  based on a  percentage  of current  additions  to
investment property.

The  Partnership  insures its  property up to certain  limits  through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers'  compensation,  property  casualty  and vehicle
liability.  The Partnership  insures its property above the AIMCO limits through
insurance policies obtained by AIMCO from insurers unaffiliated with NHP. During
the nine months ended  September 30, 2004 and 2003, the  Partnership was charged
by AIMCO and its affiliates  approximately $160,000 and $167,000,  respectively,
for insurance coverage and fees associated with policy claims administration.

Note C - Casualty Event

In January  2003,  Riverside  Park  Apartments  experienced  storm damage to two
units. The property incurred damages of approximately  $59,000.  During the nine
months ended September 30, 2003, the  Partnership  recognized a casualty gain of
approximately  $30,000  as a result of the  receipt  of  insurance  proceeds  of
approximately  $43,000,  offset by the  write-off of the  undepreciated  damaged
assets of approximately $13,000.

Note D - Contingencies

On August 8, 2003 AIMCO  Properties L.P., an affiliate of NHP, was served with a
complaint in the United States  District  Court,  District of Columbia  alleging
that AIMCO  Properties  L.P.  willfully  violated the Fair Labor  Standards  Act
("FLSA") by failing to pay maintenance  workers overtime for all hours worked in
excess of forty  per week.  On March 5,  2004 the  plaintiffs  filed an  amended
complaint also naming NHP Management Company, which is also an affiliate of NHP.
The  complaint  is styled  as a  Collective  Action  under the FLSA and seeks to
certify state subclasses in California,  Maryland, and the District of Columbia.
Specifically,  the  plaintiffs  contend  that AIMCO  Properties  L.P.  failed to
compensate maintenance workers for time that they were required to be "on-call".
Additionally,  the complaint alleges AIMCO Properties L.P. failed to comply with
the FLSA in  compensating  maintenance  workers  for time  that  they  worked in
responding to a call while "on-call". The defendants have filed an answer to the
amended complaint denying the substantive allegations.  Some discovery has taken
place  and  settlement  negotiations  continue.  Although  the  outcome  of  any
litigation  is  uncertain,  AIMCO  Properties,  L.P.  does not believe  that the
ultimate outcome will have a material adverse effect on its financial  condition
or results of  operations.  Similarly,  NHP does not believe  that the  ultimate
outcome  will have a  material  adverse  effect on the  Partnership's  financial
condition or results of operations.

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

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


<PAGE>



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

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

The  Partnership's  sole  asset  is a 1,229  unit  apartment  complex  known  as
Riverside Park Apartments located in Fairfax County, Virginia. Average occupancy
for the  nine  months  ended  September  30,  2004  and  2003  was 94% and  96%,
respectively.

The  Partnership's  financial  results depend upon a number of factors including
the ability to attract and maintain tenants at the investment property, interest
rates on mortgage  loans,  costs  incurred to operate the  investment  property,
general economic conditions and weather. As part of the ongoing business plan of
the  Partnership,  NHP monitors the rental market  environment of its investment
property  to  assess  the  feasibility  of  increasing  rents,   maintaining  or
increasing  occupancy  levels and protecting the  Partnership  from increases in
expenses. As part of this plan, NHP 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,  NHP  may  use  rental
concessions and rental rate reductions to offset  softening  market  conditions;
accordingly, there is no guarantee that NHP will be able to sustain such a plan.
Further,  a number of factors  that are outside  the control of the  Partnership
such as the local  economic  climate  and weather can  adversely  or  positively
affect the Partnership's financial results.

Results of Operations

The  Partnership's  net loss for the three and nine months ended  September  30,
2004 was  approximately  $8,000 and $173,000,  respectively,  as compared to net
income of approximately  $37,000 and net loss of  approximately  $40,000 for the
three and nine months ended September 30, 2003, respectively.

The decrease in net income for the three months ended  September 30, 2004 is due
to an  increase  in total  expenses,  partially  offset by an  increase in total
revenues.  The increase in net loss for the nine months ended September 30, 2004
is due to a decrease in total  revenues and an increase in total  expenses.  The
increase in total  expenses for both  periods is due to increases in  operating,
depreciation  and property tax expenses,  partially  offset by decreases in both
interest  and general and  administrative  expenses.  The  increase in operating
expenses is primarily due to increases in utility and payroll  related  expenses
at the Partnership's  investment  property.  Depreciation expense increased as a
result of property  improvements  and  replacements  placed into  service at the
property during the past twelve months. Property tax expense increased primarily
as a result of an increase in the assessed  value of the property.  The decrease
in interest  expense for both the three and nine months ended September 30, 2004
is due to scheduled  principal payments resulting in a lower carrying balance of
the mortgages  encumbering  the property.  General and  administrative  expenses
decreased   for  both  periods   primarily  due  to  a  decrease  in  management
reimbursements  to NHP and its  affiliates  as  allowed  under  the  Partnership
Agreement.  Included in general and  administrative  expenses for both the three
and nine months ended September 30, 2004 and 2003 are the annual partnership and
investor  service fee as allowed under the Partnership  Agreement.  In addition,
costs associated with the quarterly and annual communications with investors and
regulatory  agencies and the annual audit required by the Partnership  Agreement
are also included in general and administrative  expenses for the three and nine
months ended September 30, 2004 and 2003.

The increase in total revenues for the three months ended  September 30, 2004 is
due to an  increase  in rental  income,  partially  offset by a decrease  in the
recognition  of a casualty  gain (as  discussed  below).  Other income  remained
relatively  constant for the three months ended September 30, 2004. The decrease
in total  revenues  for the  nine  months  ended  September  30,  2004 is due to
decreases  in other income and the  recognition  of a casualty  gain,  partially
offset by an increase in rental income. Rental income increased for both periods
due to an  increase in the  average  rental  rate and reduced bad debt  expense,
partially  offset by a decrease in  occupancy  at the  Partnership's  investment
property.  Other income  decreased for the nine months ended  September 30, 2004
primarily due to decreases in utility  reimbursements,  lease  cancellation fees
and corporate housing revenue at the Partnership's investment property.

In January  2003,  Riverside  Park  Apartments  experienced  storm damage to two
units. The property incurred damages of approximately  $59,000.  During the nine
months ended September 30, 2003, the  Partnership  recognized a casualty gain of
approximately  $30,000  as a result of the  receipt  of  insurance  proceeds  of
approximately  $43,000,  offset by the  write-off of the  undepreciated  damaged
assets of approximately $13,000.

Liquidity and Capital Resources

At  September  30,  2004,  the  Partnership  had cash and  cash  equivalents  of
approximately  $617,000,  compared to approximately  $1,001,000 at September 30,
2003. The decrease in cash and cash equivalents of approximately  $356,000, from
December 31, 2003, is due to approximately  $2,503,000 of cash used in financing
activities  and  approximately  $754,000 of cash used in  investing  activities,
partially  offset by  approximately  $2,901,000  of cash  provided by  operating
activities.  Cash used in financing  activities  consisted of a distribution  to
partners  and  payments  of  principal  made on the  mortgages  encumbering  the
Partnership's  investment property.  Cash used in investing activities consisted
of 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 property to adequately maintain the physical assets
and other operating needs of the Partnership, and to comply with Federal, state,
and local  legal and  regulatory  requirements.  The  General  Partner  monitors
developments in the area of legal and regulatory  compliance.  For example,  the
Sarbanes-Oxley Act of 2002 mandates or suggests  additional  compliance measures
with regard to governance, disclosure, audit, and other areas. In light of these
changes,  the Partnership  expects that it will incur higher expenses related to
compliance.

During the nine months ended  September  30,  2004,  the  Partnership  completed
approximately  $738,000  of capital  improvements  at the  property,  consisting
primarily of heating and air conditioning unit upgrades,  water heater upgrades,
swimming pool enhancements,  parking area upgrades,  roof replacement,  signage,
cabinet upgrades, major landscaping, structural improvements, exterior painting,
fitness and security equipment,  and floor covering and appliance  replacements.
These  improvements were funded from operations.  The Partnership  evaluates the
capital  improvement needs of the property during the year and currently expects
to complete an additional $85,000 in capital  improvements  during the remainder
of 2004.  Additional  capital  improvements may be considered and will depend on
the  physical  condition of the  property as well as the  anticipated  cash flow
generated by the property.

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

The  Partnership's  assets are thought to be sufficient for any near-term  needs
(exclusive  of capital  improvements)  of the  Partnership.  The first  mortgage
indebtedness  of  approximately  $45,690,000 is being  amortized over 240 months
until the loan matures on July 1, 2020 at which time the loan is scheduled to be
fully amortized. The second mortgage indebtedness of approximately $8,901,000 is
being amortized over 214 months until the loan matures on July 1, 2020, at which
time the loan is scheduled to be fully amortized.

The Partnership  distributed the following  amounts during the nine months ended
September 30, 2004 and 2003 (in thousands, except per unit data):

<TABLE>
<CAPTION>

                   Nine Months Ended   Per Limited    Nine Months Ended   Per Limited
                     September 30,     Partnership      September 30,     Partnership
                         2004              Unit             2003              Unit
<S>                     <C>              <C>                <C>              <C>
Operations              $1,185           $2,030.04          $ 347            $  595.41
Financing
 Proceeds (1)               --                  --          1,098             1,920.49
  Total                 $1,185           $2,030.04         $1,445            $2,515.90
</TABLE>

(1) From proceeds from the second mortgage loan obtained in August 2002.

The  Partnership's  cash  available  for  distribution  is reviewed on a monthly
basis. Future cash distributions will depend on the levels of net cash generated
from operations, the availability of cash reserves,  refinancing and/or property
sale.  There can be no assurance,  however,  that the Partnership  will generate
sufficient funds from operations  after required capital  expenditures to permit
additional  distributions  to its  partners  during  the  remainder  of  2004 or
subsequent periods.

Other

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates  owned 382.91 limited  partnership  units
(the "Units") in the Partnership representing 67.65% of the outstanding Units at
September  30,  2004. A number of these Units were  acquired  pursuant to tender
offers  made by  AIMCO  or its  affiliates.  It is  possible  that  AIMCO or its
affiliates will acquire  additional  units in exchange for cash or a combination
of cash and units in AIMCO Properties, L.P., the operating partnership of AIMCO,
either through private  purchases or tender offers.  Pursuant to the Partnership
Agreement,  unitholders  holding a majority  of the Units are  entitled  to take
action  with  respect to a variety  of matters  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 67.65% of the outstanding Units, AIMCO
is  in  a  position  to  control  all  voting  decisions  with  respect  to  the
Partnership.  Although the General Partner owes fiduciary  duties to the limited
partners of the  Partnership,  the General Partner also owes fiduciary duties to
AIMCO as its sole stockholder.  As a result,  the duties of the General Partner,
as general  partner,  to the Partnership and its limited  partners may come into
conflict  with  the  duties  of  the  General  Partner  to  AIMCO  as  its  sole
stockholder.

Critical Accounting Policies and Estimates

The financial  statements are prepared in accordance with accounting  principles
generally  accepted in the United States,  which require the Partnership to make
estimates and  assumptions.  The  Partnership  believes that of its  significant
accounting  policies,  the following may involve a higher degree of judgment and
complexity.

Impairment of Long-Lived Assets

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

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

Revenue Recognition

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

Item 3.     Controls and Procedures

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

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

<PAGE>



                           PART II - OTHER INFORMATION


ITEM 1.     LEGAL PROCEEDINGS

On August 8, 2003 AIMCO  Properties L.P., an affiliate of NHP, was served with a
complaint in the United States  District  Court,  District of Columbia  alleging
that AIMCO  Properties  L.P.  willfully  violated the Fair Labor  Standards  Act
("FLSA") by failing to pay maintenance  workers overtime for all hours worked in
excess of forty  per week.  On March 5,  2004 the  plaintiffs  filed an  amended
complaint also naming NHP Management Company, which is also an affiliate of NHP.
The  complaint  is styled  as a  Collective  Action  under the FLSA and seeks to
certify state subclasses in California,  Maryland, and the District of Columbia.
Specifically,  the  plaintiffs  contend  that AIMCO  Properties  L.P.  failed to
compensate maintenance workers for time that they were required to be "on-call".
Additionally,  the complaint alleges AIMCO Properties L.P. failed to comply with
the FLSA in  compensating  maintenance  workers  for time  that  they  worked in
responding to a call while "on-call". The defendants have filed an answer to the
amended complaint denying the substantive allegations.  Some discovery has taken
place  and  settlement  negotiations  continue.  Although  the  outcome  of  any
litigation  is  uncertain,  AIMCO  Properties,  L.P.  does not believe  that the
ultimate outcome will have a material adverse effect on its financial  condition
or results of  operations.  Similarly,  NHP does not believe  that the  ultimate
outcome  will have a  material  adverse  effect on the  Partnership's  financial
condition or results of operations.

ITEM 6.     EXHIBITS


            See Exhibit Index.



<PAGE>


                                   SIGNATURES



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



                                    RIVERSIDE PARK ASSOCIATES LIMITED
                                   PARTNERSHIP


                                    By:   AIMCO/Riverside Park Associates GP,
                                          LLC,
                                          A Delaware Limited Liability
                                          Company,
                                          General Partner


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


                                    By:   /s/Stephen B. Waters
                                           Stephen B. Waters
                                           Vice President


                                    Date: November 15, 2004


<PAGE>


                Riverside Park Associates Limited Partnership

                                Index to Exhibits


Exhibit

   3.1        Riverside Park Associates Limited Partnership Amended and Restated
              Limited Partnership Agreement,  dated July 15, 1986;  incorporated
              by  reference  to the  Exhibits to the  Registrant's  Registration
              Statement  on Form  10,  filed  on  April  29,  1987.  (Commission
              Partnership file number 0-15740).

   3.2        Certificate of Limited  Partnership  of Riverside Park  Associates
              Limited Partnership, filed with the Secretary of State of Delaware
              May 14,  1986;  incorporated  by  reference to the exhibits to the
              Registrant's Annual Report filed on Form 10-K on March 30, 1988.

   3.3        Amendment  to  Amended  and  Restated  Partnership   Agreement  of
              Riverside Park  Associates  Limited  Partnership  dated August 23,
              1995;   incorporated   by   reference   to  the  Exhibits  to  the
              Registrant's Annual Report filed on Form 10KSB, filed on March 31,
              1998.

   10(e)      Multifamily  Note  dated June 29,  2000,  between  Riverside  Park
              Associates Limited  Partnership,  a Delaware limited  partnership,
              and  Reilly   Mortgage   Group,   Inc.,  a  District  of  Columbia
              corporation. (1)

   10(f)      Multifamily  Note dated August 2, 2002,  by and between  Riverside
              Park  Associates  Limited  Partnership  and Reilly Mortgage Group,
              Inc.,  a  District  of  Columbia   corporation;   incorporated  by
              reference to the  Exhibits to the  Registrant's  Quarterly  Report
              filed on Form 10-QSB, on August 14, 2002.

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

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

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

(1)   Incorporated  by  reference  to the  Exhibits to the  Registrant's  Annual
      Report filed on Form 10-KSB, on March 28, 2001.




<PAGE>


Exhibit 31.1
                                  CERTIFICATION
I, Martha L. Long, certify that:

1.    I have reviewed  this  quarterly  report on Form 10-QSB of Riverside  Park
      Associates Limited Partnership;

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

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

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

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

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

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

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

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

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

Date:  November 15, 2004
                                  /s/Martha L. Long
                                  Martha L. Long
                                  Senior Vice President of
                                  AIMCO/Riverside Park Associates
                                  GP, LLC, equivalent of the chief
                                  executive officer of the
                                  Partnership


<PAGE>



Exhibit 31.2
                                  CERTIFICATION

I, Stephen B. Waters, certify that:


1.    I have reviewed  this  quarterly  report on Form 10-QSB of Riverside  Park
      Associates Limited Partnership;

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

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

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

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

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

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

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

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

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

Date:  November 15, 2004
                                    /s/Stephen B. Waters
                                    Stephen B. Waters
                                    Vice President of
                                    AIMCO/Riverside Park
                                    Associates GP, LLC,
                                    equivalent of the chief
                                    financial officer of the
                                    Partnership

<PAGE>



Exhibit 32.1


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



In  connection  with the  Quarterly  Report  on Form  10-QSB of  Riverside  Park
Associates  Limited  Partnership (the  "Partnership"),  for the quarterly period
ended September 30, 2004 as filed with the Securities and Exchange Commission on
the date hereof (the  "Report"),  Martha L. Long, as the equivalent of the chief
executive  officer of the Partnership,  and Stephen B. Waters, as the equivalent
of the chief  financial  officer  of the  Partnership,  each  hereby  certifies,
pursuant to 18 U.S.C.  Section 1350,  as adopted  pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:

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

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


                                           /s/Martha L. Long
                                    Name:  Martha L. Long
                                    Date:  November 15, 2004


                                           /s/Stephen B. Waters
                                    Name:  Stephen B. Waters
                                    Date:  November 15, 2004


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