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


                                    FORM 10-Q

(Mark One)

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

For the quarterly period ended December 30, 2000
                               -----------------

                                       OR

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

For the transition period from ___________ to ____________

                         Commission file number: 0-19217


                     American Tax Credit Properties III L.P.
             (Exact name of Registrant as specified in its charter)

              Delaware                                           13-3545006
(State or other jurisdiction of                               (I.R.S. Employer
----------------------------------------                    Identification No.)
incorporation or organization)

Richman Tax Credit Properties III L.P.
599 West Putnam Avenue, 3rd Floor
Greenwich, Connecticut
---------------------------------------
(Address of principal executive offices)                           06830
                                                                 (Zip Code)

Registrant's telephone number, including area code:  (203) 869-0900
                                                     --------------

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required to file such reports),  and (2) has been subject to filing requirements
for the past 90 days.

Yes  X   No __.
    ---     --

<PAGE>


                     AMERICAN TAX CREDIT PROPERTIES III L.P.

                         PART I - FINANCIAL INFORMATION


       Item 1. Financial Statements


       Table of Contents                                                   Page

       Balance Sheets........................................................3

       Statements of Operations..............................................4

       Statements of Cash Flows..............................................5

       Notes to Financial Statements.........................................7


                                       2

<PAGE>
<TABLE>
<CAPTION>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                                 BALANCE SHEETS
                                   (UNAUDITED)

                                                                                     December 30,    March 30,
                                                                            Notes        2000          2000
                                                                            -----        ----          ----
                 ASSETS

<S>                                                                          <C>   <C>             <C>
Cash and cash equivalents                                                          $   166,474    $   873,709
Investments in bonds                                                          2      3,220,491      2,452,950
Investment in local partnerships                                              3      3,754,873      4,236,668
Interest receivable                                                                     39,426         16,628
                                                                                   -----------    -----------
                                                                                   $ 7,181,264    $ 7,579,955
                                                                                   ===========    ===========
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

Liabilities

   Accounts payable and accrued expenses                                           $ 1,171,446    $ 1,181,877
   Payable to general partner                                                        1,424,012      1,246,404
   Other                                                                                 2,200          6,950
                                                                                   -----------    -----------
                                                                                     2,597,658      2,435,231
                                                                                   ===========    ===========
Partners' equity (deficit)

   General partner                                                                    (269,739)      (262,775)
   Limited partners (35,883 units of limited partnership interest
     outstanding)                                                                    4,825,466      5,514,902

   Accumulated other comprehensive income (loss), net                         2         27,879       (107,403)
                                                                                   -----------    -----------
                                                                                     4,583,606      5,144,724
                                                                                   -----------    -----------
                                                                                   $ 7,181,264    $ 7,579,955
                                                                                   ===========    ===========
</TABLE>


                       See Notes to Financial Statements.


                                       3

<PAGE>
<TABLE>
<CAPTION>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                      Three Months      Nine Months    Three Months      Nine Months
                                                     Ended December   Ended December  Ended December    Ended December
                                              Notes     30, 2000         30, 2000       30, 1999          30, 1999
                                              -----  --------------   --------------  --------------    --------------
REVENUE

<S>                                             <C>    <C>           <C>             <C>              <C>
        Interest                                     $  58,617        $   174,193    $    55,858       $   168,467
        Other income from local partnerships    3        1,785              3,365          6,459            13,218
                                                     ---------        -----------    -----------       -----------
        TOTAL REVENUE                                   60,402            177,558         62,317           181,685
                                                     ---------        -----------    -----------       -----------

        EXPENSES

        Administration fees                             57,643            172,929         57,646           172,931
        Management fees                                 57,643            172,929         57,646           172,931
        Professional fees                               13,417             36,406          5,557            26,228
        Printing, postage and other                      2,873             13,157          6,330            16,188
                                                     ---------        -----------    -----------       -----------
        TOTAL EXPENSES                                 131,576            395,421        127,179           388,278
                                                     ---------        -----------    -----------       -----------
        Loss from operations                           (71,174)          (217,863)       (64,862)         (206,593)

        Equity in loss of investment in local
           partnerships                         3     (126,502)          (478,537)      (313,806)       (1,187,603)
                                                     ---------        -----------    -----------       -----------
        NET LOSS                                      (197,676)          (696,400)      (378,668)       (1,394,196)

        Other comprehensive income (loss)       2      103,013            135,282        (65,320)         (182,679)
                                                     ---------        -----------    -----------       -----------
        COMPREHENSIVE LOSS                           $ (94,663)       $  (561,118)   $  (443,988)      $(1,576,875)
                                                     =========        ===========    ===========       ===========

        NET LOSS ATTRIBUTABLE TO

           General partner                           $  (1,977)       $    (6,964)   $    (3,787)      $   (13,942)
           Limited partners                           (195,699)          (689,436)      (374,881)       (1,380,254)
                                                     ---------        -----------    -----------       -----------
                                                     $(197,676)       $  (696,400)   $  (378,668)      $(1,394,196)
                                                     =========        ===========    ===========       ===========

        NET LOSS per unit of limited partnership
           interest (35,883 units of limited
           partnership interest)                     $   (5.45)       $    (19.21)   $    (10.45)      $    (38.47)
                                                     =========        ===========    ===========       ===========
</TABLE>


                       See Notes to Financial Statements.


                                       4

<PAGE>
<TABLE>
<CAPTION>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                            STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED DECEMBER 30, 2000 AND 1999
                                   (UNAUDITED)

                                                                  2000         1999
                                                                  ----         ----
      CASH FLOWS FROM OPERATING ACTIVITIES

<S>                                                            <C>          <C>
Interest received                                              $ 107,733    $ 105,212
Cash used for local partnerships for deferred expenses            (4,750)      (4,750)
Cash paid for
    administration fees                                          (93,250)     (85,586)
    management fees                                              (75,000)     (75,000)
    professional fees                                            (46,837)     (40,233)
    printing, postage and other expenses                         (13,157)      (9,028)
                                                               ---------    ---------
Net cash used in operating activities                           (125,261)    (109,385)
                                                               ---------    ---------
CASH FLOWS FROM INVESTING ACTIVITIES

Investments in bonds (including accrued interest of $14,838)    (610,910)
Cash distributions and other income from local partnerships        6,623       29,126
Maturities/redemptions of bonds                                   22,313      275,004
                                                               ---------    ---------

Net cash provided by (used in) investing activities             (581,974)     304,130
                                                               ---------    ---------

Net increase (decrease) in cash and cash equivalents            (707,235)     194,745

Cash and cash equivalents at beginning of period                 873,709      567,613
                                                               ---------    ---------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                     $ 166,474    $ 762,358
                                                               =========    =========

SIGNIFICANT NON-CASH INVESTING ACTIVITIES

Unrealized gain (loss) on investments in bonds, net            $ 135,282    $(182,679)
                                                               =========    =========
</TABLE>

--------------------------------------------------------------------------------
See reconciliation of net loss to net cash used in operating  activities on page
6.


                       See Notes to Financial Statements.


                                       5

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                     STATEMENTS OF CASH FLOWS - (Continued)
                  NINE MONTHS ENDED DECEMBER 30, 2000 AND 1999
                                   (UNAUDITED)

                                                           2000         1999
                                                           ----         ----
RECONCILIATION OF NET LOSS TO NET CASH USED IN
OPERATING ACTIVITIES

Net loss                                                 $(696,400) $(1,394,196)

Adjustments to reconcile net loss to net cash used in
operating activities

   Equity in loss of investment in local partnerships      478,537    1,187,603
   Distributions from local partnerships classified as
     other income                                           (3,365)     (13,218)
   Amortization of net premium on investments in bonds       6,665       10,517
   Accretion of zero coupon bonds                          (65,165)     (65,165)
   Increase in interest receivable                          (7,960)      (8,607)
   Increase (decrease) in accounts payable and accrued
     expenses                                              (10,431)      53,542
   Decrease in other liabilities                            (4,750)      (4,750)
   Increase in payable to general partner                  177,608      124,889
                                                         ---------  -----------
NET CASH USED IN OPERATING ACTIVITIES                    $(125,261) $  (109,385)
                                                         =========  ===========


                       See Notes to Financial Statements.


                                       6

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                          NOTES TO FINANCIAL STATEMENTS
                                DECEMBER 30, 2000
                                   (UNAUDITED)


1.   Basis of Presentation

     The  accompanying  unaudited  financial  statements  have been  prepared in
     accordance  with  generally  accepted  accounting  principles  for  interim
     financial  information.  They do not include all  information and footnotes
     required by generally accepted accounting principles for complete financial
     statements.  The results of operations  are impacted  significantly  by the
     combined  results  of  operations  of the  Local  Partnerships,  which  are
     provided by the Local  Partnerships  on an unaudited  basis during  interim
     periods.  Accordingly,  the accompanying financial statements are dependent
     on such unaudited  information.  In the opinion of the General Partner, the
     financial  statements  include all adjustments  necessary to present fairly
     the  financial  position  as of  December  30,  2000  and  the  results  of
     operations  and  cash  flows  for  the  interim  periods   presented.   All
     adjustments are of a normal recurring nature. The results of operations for
     the  three  and  nine  month  periods  ended  December  30,  2000  are  not
     necessarily  indicative  of the results that may be expected for the entire
     year.

2.   Investments in Bonds

     As of December 30, 2000,  certain  information  concerning  investments  in
bonds is as follows:
<TABLE>
<CAPTION>

                                                           Gross            Gross
                                         Amortized       unrealized      unrealized    Estimated
     Description and maturity              cost            gains           losses      fair value
     ------------------------            ---------       ----------      ----------    ----------

Corporate debt securities
<S>                                     <C>           <C>            <C>            <C>
   Within one year                      $   150,556   $      --      $      (238)   $   150,318
   After one year through five years        898,022         4,059         (3,279)       898,802
   After five years through ten years       704,051        13,827         (7,415)       710,463
   After ten years                          198,242          --           (1,866)       196,376
                                        -----------   -----------    -----------    -----------
                                          1,950,871        17,886        (12,798)     1,955,959
                                        -----------   -----------    -----------    -----------
U.S. Treasury debt securities
   After five years through ten years     1,241,741        53,798        (31,007)     1,264,532
                                        -----------   -----------    -----------    -----------
                                        $ 3,192,612   $    71,684    $   (43,805)   $ 3,220,491
                                        ===========   ===========    ===========    ===========
</TABLE>


                                       7

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                   NOTES TO FINANCIAL STATEMENTS - (Continued)
                                DECEMBER 30, 2000
                                   (UNAUDITED)

3.   Investment in Local Partnerships

     The Partnership  owns limited  partnership  interests in forty-three  Local
     Partnerships  representing capital contributions in the aggregate amount of
     $29,264,476.  As  of  September  30,  2000,  the  Local  Partnerships  have
     outstanding mortgage loans payable totaling  approximately  $85,313,000 and
     accrued interest payable on such loans totaling  approximately  $3,110,000,
     which are secured by security  interests and liens common to mortgage loans
     on the Local Partnerships' real property and other assets.

     For the nine months  ended  December  30,  2000,  the  investment  in local
partnerships activity consists of the following:

        Investment in local partnerships as of March 30, 2000       $4,236,668

        Equity in loss of investment in local partnerships            (478,537)*

        Cash distributions received from Local Partnerships             (6,623)

        Cash distributions from Local Partnerships classified as
          other income                                                   3,365
                                                                    ----------
        Investment in local partnerships as of December 30, 2000    $3,754,873
                                                                    ==========


     * Equity in loss of  investment  in local  partnerships  is  limited to the
       Partnership's investment balance in each Local Partnership; any excess is
       applied to other  partners'  capital in any such Local  Partnership.  The
       amount of such  excess  losses  applied to other  partners'  capital  was
       $1,765,266  for the nine months ended  September 30, 2000 as reflected in
       the combined statement of operations of the Local Partnerships  reflected
       herein Note 3.

     The  combined  unaudited  balance  sheets of the Local  Partnerships  as of
     September  30,  2000  and  December  31,  1999 and the  combined  unaudited
     statements of operations of the Local  Partnerships  for the three and nine
     month  periods  ended  September 30, 2000 and 1999 are reflected on pages 9
     and 10, respectively.


                                       8

<PAGE>


                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                   NOTES TO FINANCIAL STATEMENTS - (Continued)
                                DECEMBER 30, 2000
                                   (UNAUDITED)


3.   Investment in Local Partnerships (continued)

     The combined  balance sheets of the Local  Partnerships as of September 30,
2000 and December 31, 1999 are as follows:
<TABLE>
<CAPTION>

                                                                    September 30,   December 31,
                                                                        2000           1999
                                                                    -------------   ------------
    ASSETS

<S>                                                                <C>             <C>
Cash and cash equivalents                                          $  1,235,954    $  1,515,733
Rents receivable                                                        380,843         415,459
Escrow deposits and reserves                                          5,073,549       4,772,669
Land                                                                  3,910,215       3,910,215
Buildings and improvements (net of accumulated depreciation
  of $38,035,762 and $35,035,895)                                    75,596,215      78,393,812
Intangible assets (net of accumulated amortization of
  $512,520 and $490,393)                                                639,473         670,822
Other                                                                 1,109,685         845,257
                                                                   ------------    ------------
                                                                   $ 87,945,934    $ 90,523,967
                                                                   ============    ============
LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

Liabilities

  Accounts payable and accrued expenses                            $  1,136,780    $    599,251
  Due to related parties                                              4,829,725       5,028,110
  Mortgage loans                                                     85,312,661      85,793,473
  Notes payable                                                          13,481          16,893
  Accrued interest                                                    3,110,104       2,826,511
  Other                                                                 634,854         866,170
                                                                   ------------    ------------
                                                                     95,037,605      95,130,408
                                                                   ------------    ------------
Partners' equity (deficit)

  American Tax Credit Properties III L.P.
     Capital contributions, net of distributions                     28,938,408      28,965,604
     Cumulative loss                                                (24,993,819)    (24,515,282)
                                                                   ------------    ------------
                                                                      3,944,589       4,450,322
                                                                   ------------    ------------

  General partners and other limited partners, including ATCP II
     Capital contributions, net of distributions                       (228,118)       (199,479)
     Cumulative loss                                                (10,808,142)     (8,857,284)
                                                                   ------------    ------------
                                                                    (11,036,260)     (9,056,763)
                                                                   ------------    ------------
                                                                     (7,091,671)     (4,606,441)
                                                                   ------------    ------------
                                                                   $ 87,945,934    $ 90,523,967
                                                                   ============    ============
</TABLE>

                                       9

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                   NOTES TO FINANCIAL STATEMENTS - (Continued)
                                DECEMBER 30, 2000
                                   (UNAUDITED)

3.   Investment in Local Partnerships (continued)

     The combined  statements of operations  of the Local  Partnerships  for the
     three and nine  month  periods  ended  September  30,  2000 and 1999 are as
     follows:
<TABLE>
<CAPTION>

                                                 Three Months      Nine Months    Three Months    Nine Months
                                                     Ended            Ended           Ended          Ended
                                                 September 30,    September 30,   September 30,   September 30,
                                                     2000              2000           1999            1999
                                                 -------------    -------------   -------------   -------------
    REVENUE

<S>                                             <C>             <C>              <C>             <C>
Rental                                          $  2,797,973    $  8,207,313    $  2,670,422    $  8,012,199
Interest and other                                    36,831         287,730         177,737         334,098
                                                ------------    ------------    ------------    ------------
Total Revenue                                      2,834,804       8,495,043       2,848,159       8,346,297
                                                ------------    ------------    ------------    ------------
EXPENSES

Administrative                                       534,248       1,701,568         528,353       1,564,224
Utilities                                            230,423         821,834         279,100         829,011
Operating, maintenance and other                     717,374       2,004,632         616,049       1,938,638
Taxes and insurance                                  303,835         932,049         314,206         942,492
Financial (including amortization of $10,451,
  $31,350, $11,440 and $34,334)                      806,402       2,464,488         831,491       2,510,388

Depreciation                                       1,001,701       2,999,867       1,002,250       3,008,759
                                                ------------    ------------    ------------    ------------

Total Expenses                                     3,593,983      10,924,438       3,571,449      10,793,512
                                                ------------    ------------    ------------    ------------

NET LOSS                                        $   (759,179)   $ (2,429,395)   $   (723,290)   $ (2,447,215)
                                                ============    ============    ============    ============
NET LOSS ATTRIBUTABLE TO

American Tax Credit Properties III L.P.         $   (126,502)   $   (478,537)   $   (313,806)   $ (1,187,603)
General partners and other limited
   partners, including ATCP II, which
   includes $493,597, $1,765,266, $352,670
   and $1,080,602 of Partnership loss in
   excess of investment                             (632,677)     (1,950,858)       (409,484)     (1,259,612)
                                                ------------    ------------    ------------    ------------

                                                $   (759,179)   $ (2,429,395)   $   (723,290)   $ (2,447,215)
                                                ============    ============    ============    ============
</TABLE>

     The combined results of operations of the Local  Partnerships for the three
     and nine  month  periods  ended  September  30,  2000  are not  necessarily
     indicative  of the  results  that may be expected  for an entire  operating
     period.

4.   Additional Information

     Additional  information,  including  the audited  March 30, 2000  Financial
     Statements  and  the  Organization,  Purpose  and  Summary  of  Significant
     Accounting Policies, is included in the Partnership's Annual Report on Form
     10-K for the fiscal year ended  March 30, 2000 on file with the  Securities
     and Exchange Commission.


                                       10

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

Material Changes in Financial Condition

As  of  December  30,  2000,  American  Tax  Credit  Properties  III  L.P.  (the
"Registrant") has not experienced a significant change in financial condition as
compared  to March 30,  2000.  Principal  changes  in assets  are  comprised  of
periodic  transactions  and  adjustments  and  anticipated  equity  in loss from
operations  of the  local  partnerships  (the  "Local  Partnerships")  which own
low-income  multifamily  residential  complexes (the "Properties") which qualify
for the  low-income  tax credit in  accordance  with  Section 42 of the Internal
Revenue  Code (the  "Low-income  Tax  Credit").  During  the nine  months  ended
December  30,   2000,   Registrant   received   cash  from   interest   revenue,
maturities/redemptions  of bonds and distributions  from local  partnerships and
utilized cash for operating  expenses and  investments  in bonds.  Cash and cash
equivalents  and  investments  in  bonds   increased,   in  the  aggregate,   by
approximately  $60,000  during the nine months  ended  December  30, 2000 (which
includes  a net  unrealized  gain  on  investments  in  bonds  of  approximately
$135,000,   the   amortization  of  net  premium  on  investments  in  bonds  of
approximately  $7,000 and the  accretion of zero coupon  bonds of  approximately
$65,000).  Notwithstanding  circumstances  that may arise in connection with the
Properties, Registrant does not expect to realize significant gains or losses on
its  investments  in bonds,  if any.  During the nine months ended  December 30,
2000, the investment in local partnerships decreased as a result of Registrant's
equity in the Local  Partnerships'  net loss for the nine months ended September
30, 2000 of $478,537 and cash distributions  received from Local Partnerships of
$3,258 (exclusive of distributions  from Local Partnerships of $3,365 classified
as other income from local partnerships).  Accounts payable and accrued expenses
includes  deferred  administration  fees of  $1,136,673  and  payable to general
partner  represents   deferred   management  and  administration   fees  in  the
accompanying balance sheet as of December 30, 2000.

Results of Operations

Registrant's  operating  results are dependent upon the operating results of the
Local  Partnerships and are  significantly  impacted by the Local  Partnerships'
policies. In addition, the operating results herein are not necessarily the same
for tax reporting.  Registrant accounts for its investment in local partnerships
in accordance with the equity method of accounting.  Accordingly, the investment
is  carried  at cost,  which  includes  capital  contributions  payable,  and is
adjusted  for  Registrant's  share  of  each  Local  Partnership's   results  of
operations and by cash distributions received. Equity in loss of each investment
in Local  Partnership  allocated to  Registrant  is  recognized to the extent of
Registrant's  investment  balance in each Local  Partnership.  Equity in loss in
excess of Registrant's investment balance in a Local Partnership is allocated to
other partners' capital in any such Local Partnership. As a result, the reported
equity in loss of  investment in local  partnerships  is expected to decrease as
Registrant's  investment  balances in the respective Local  Partnerships  become
zero. The combined statements of operations of the Local Partnerships  reflected
in Note 3 to Registrant's  financial statements include the operating results of
all Local Partnerships, irrespective of Registrant's investment balances.

Cumulative  losses  and cash  distributions  in  excess of  investment  in local
partnerships  may result  from a variety  of  circumstances,  including  a Local
Partnership's  accounting  policies,   subsidy  structure,  debt  structure  and
operating deficits, among other things. Accordingly,  cumulative losses and cash
distributions  in excess of the  investment  are not  necessarily  indicative of
adverse  operating  results of a Local  Partnership.  See discussion below under
Local  Partnership  Matters  regarding  certain  Local  Partnerships   currently
operating below economic break even levels.

Registrant's  operations  for the three months ended  December 30, 2000 and 1999
resulted in net losses of $197,676 and $378,668,  respectively.  The decrease in
net loss is primarily attributable to a decrease in equity in loss of investment
in local partnerships, which decrease of approximately $187,000 is primarily the
result  of  (i) a  decrease  in  the  net  operating  losses  of  certain  Local
Partnerships and (ii) an increase in the  nonrecognition  of losses in excess of
Registrant's  investment in local  partnerships  in  accordance  with the equity
method of  accounting.  Other  comprehensive  income (loss) for the three months
ended December 30, 2000 and 1999 resulted from a net  unrealized  gain (loss) on
investments in bonds of $103,013 and $(65,320), respectively.


                                       11

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations (continued)

The Local Partnerships' net loss of approximately  $759,000 for the three months
ended  September  30,  2000 was  attributable  to rental  and other  revenue  of
approximately $2,835,000,  exceeded by operating and interest expense (including
interest on non-mandatory  debt) of approximately  $2,582,000 and  approximately
$1,012,000 of depreciation and amortization expense. The Local Partnerships' net
loss of approximately $723,000 for the three months ended September 30, 1999 was
attributable to rental and other revenue of approximately  $2,848,000,  exceeded
by operating and interest expense (including  interest on non-mandatory debt) of
approximately  $2,557,000  and  approximately  $1,014,000  of  depreciation  and
amortization  expense.  The results of operations of the Local  Partnerships for
the three months ended September 30, 2000 are not necessarily  indicative of the
results that may be expected in future periods.

Registrant's  operations  for the nine months  ended  December 30, 2000 and 1999
resulted in net losses of $696,400 and $1,394,196, respectively. The decrease in
net loss is primarily attributable to a decrease in equity in loss of investment
in local partnerships, which decrease of approximately $709,000 is primarily the
result  of  (i) a  decrease  in  the  net  operating  losses  of  certain  Local
Partnerships and (ii) an increase in the  nonrecognition  of losses in excess of
Registrant's  investment in local  partnerships  in  accordance  with the equity
method of  accounting.  Other  comprehensive  income  (loss) for the nine months
ended December 30, 2000 and 1999 resulted from a net  unrealized  gain (loss) on
investments in bonds of $135,282 and $(182,679), respectively.

The Local Partnerships' net loss of approximately $2,429,000 for the nine months
ended  September  30,  2000 was  attributable  to rental  and other  revenue  of
approximately $8,495,000,  exceeded by operating and interest expense (including
interest on non-mandatory  debt) of approximately  $7,893,000 and  approximately
$3,031,000 of depreciation and amortization expense. The Local Partnerships' net
loss of  approximately  $2,447,000 for the nine months ended  September 30, 1999
was  attributable  to rental  and other  revenue  of  approximately  $8,346,000,
exceeded by operating and interest expense (including  interest on non-mandatory
debt) of approximately  $7,750,000 and approximately  $3,043,000 of depreciation
and amortization  expense.  The results of operations of the Local  Partnerships
for the nine months ended September 30, 2000 are not  necessarily  indicative of
the results that may be expected in future periods.

Local Partnership Matters

Registrant's  primary objective is to provide  Low-income Tax Credits to limited
partners  generally over a ten year period. The relevant state tax credit agency
has allocated each of  Registrant's  Local  Partnerships an amount of Low-income
Tax Credits,  which are generally  available for a ten year period from the year
the Property is placed in service (the "Ten Year Credit  Period").  The Ten Year
Credit Period is expected to be fully exhausted by the Local  Partnerships as of
December 31, 2003. The required  holding  period of each  Property,  in order to
avoid Low-income Tax Credit  recapture,  is fifteen years from the year in which
the  Low-income  Tax Credits  commence on the last building of the Property (the
"Compliance  Period").  In  addition,  certain  of the Local  Partnerships  have
entered into agreements with the relevant state tax credit agencies  whereby the
Local  Partnerships  must maintain the low-income nature of the Properties for a
period  which  exceeds  the  Compliance  Period,  regardless  of any sale of the
Properties by the Local Partnerships after the Compliance Period. The Properties
must satisfy various requirements  including rent restrictions and tenant income
limitations  (the  "Low-income  Tax Credit  Requirements")  in order to maintain
eligibility for the recognition of the Low-income Tax Credit at all times during
the Compliance  Period.  Once a Local  Partnership  has become  eligible for the
Low-income  Tax  Credit,  it may lose such  eligibility  and  suffer an event of
recapture if its Property fails to remain in compliance  with the Low-income Tax
Credit  Requirements.  Through December 31, 2000, none of the Local Partnerships
have reported an event of recapture of Low-income Tax Credits.

The Properties are principally  comprised of subsidized and leveraged low-income
multifamily  residential  complexes  located  throughout  the United  States and
Puerto Rico.  Many of the Local  Partnerships  receive rental subsidy  payments,
including  payments  under  Section 8 of Title II of the Housing  and  Community
Development Act of 1974 ("Section 8"). The subsidy  agreements expire at various
times during and after the Compliance Periods of the Local  Partnerships.  Since
October  1997,  the United States  Department  of Housing and Urban  Development
("HUD") has issued a series of  directives  related to project  based  Section 8
contracts that define owners'  notification  responsibilities,  advise owners of
project  based  Section 8 properties  of what their  options are  regarding  the
renewal of Section 8  contracts,  provide  guidance  and  procedures  to owners,
management agents,  contract  administrators and HUD staff concerning renewal of
Section 8 contracts,  provide  policies and procedures on setting  renewal rents
and  handling   renewal  rent  adjustments  and  provide  the  requirements  and
procedures  for  opting-out  of a Section 8 project based  contract.  Registrant
cannot reasonably predict legislative initiatives and governmental

                                       12

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations (continued)

budget  negotiations,  the outcome of which could result in a reduction in funds
available  for the  various  federal  and state  administered  housing  programs
including the Section 8 program.  Such changes could adversely affect the future
net  operating  income  and  debt  structure  of any or all  Local  Partnerships
currently  receiving such subsidy or similar subsidies.  One Local Partnership's
Section 8  contracts  are  currently  subject to renewal  under  applicable  HUD
guidelines.

The Local  Partnerships  have various  financing  structures  which  include (i)
required debt service payments  ("Mandatory Debt Service") and (ii) debt service
payments  which are payable only from  available  cash flow subject to the terms
and conditions of the notes, which may be subject to specific laws,  regulations
and agreements with appropriate federal and state agencies  ("Non-Mandatory Debt
Service or Interest").  During the nine months ended September 30, 2000, revenue
from  operations of the Local  Partnerships  have generally  been  sufficient to
cover operating  expenses and Mandatory Debt Service.  Substantially  all of the
Local  Partnerships  are  effectively  operating  at or near break even  levels,
although certain Local Partnerships'  operating  information  reflects operating
deficits that do not represent cash deficits due to their mortgage and financing
structure and the required  deferral of property  management fees.  However,  as
discussed below,  certain Local Partnerships'  operating  information  indicates
below  break even  operations  after  taking into  account  their  mortgage  and
financing structure and any required deferral of property management fees.

The  terms  of the  partnership  agreement  of  Westminster  Apartments  Limited
Partnership  ("Westminster")  require the Local General Partner to advance funds
to cover operating deficits through 2009. As of September 30, 2000,  Westminster
is almost two years in arrears on its  mortgage and over two years in arrears on
its  replacement  reserve and escrow  requirements.  Although the Local  General
Partner has been  conducting  discussions  with the lender,  the lender issued a
notice of default.  Current  proposals  include  the  potential  utilization  of
replacement  reserves to reduce the  arrearages.  There can be no assurance that
the Local  General  Partner  will be  successful  in its  negotiations  with the
lender.  Westminster incurred an operating deficit of approximately  $35,000 for
the nine months ended September 30, 2000,  which amount includes a provision for
mandatory debt service and replacement reserve deposits of $6,245 and $1,184 per
month,  respectively.  Registrant's  investment  balance in  Westminster,  after
cumulative  equity losses,  became zero during the year ended March 30, 1999. Of
Registrant's total annual Low-income Tax Credits,  approximately 4% is allocated
from Westminster.

Fulton  Street Houses  Limited  Partnership  ("Fulton  Street") has an escrow of
approximately  $304,000 as of September 30, 2000 to cover operating deficits and
there are no  Mandatory  Debt  Service  payments or real estate  taxes  required
during the Compliance  Period.  Fulton Street  reported an operating  deficit of
approximately   $9,000  for  the  nine  months  ended  September  30,  2000.  Of
Registrant's total annual Low-income Tax Credits,  approximately 8% is allocated
from Fulton Street.

Year 2000 Compliance

Registrant  successfully completed a program to ensure Year 2000 readiness. As a
result, Registrant had no Year 2000 problems that affected its business, results
of operations or financial condition.


Item 3.  Quantitative and Qualitative Disclosure about Market Risk

Registrant has invested a significant portion of its working capital reserves in
corporate  bonds  and  U.S.  Treasury  instruments.  The  market  value  of such
investments  is subject to  fluctuation  based upon  changes in  interest  rates
relative to each investment's  maturity date. Since Registrant's  investments in
bonds have various  maturity dates through 2023,  the value of such  investments
may be adversely  impacted in an  environment  of rising  interest  rates in the
event Registrant decides to liquidate any such investment prior to its maturity.
Although Registrant may utilize reserves to assist an underperforming  Property,
it otherwise  intends to hold such investments to their  respective  maturities.
Therefore,  Registrant  does not  anticipate  any  material  adverse  impact  in
connection with such investments.

                                       13

<PAGE>


                     AMERICAN TAX CREDIT PROPERTIES III L.P.

                           Part II - OTHER INFORMATION

Item 1.   Legal Proceedings

          Registrant was a defendant in a complaint brought in connection with
          the alleged wrongful interference with economic advantage resulting
          from the delay of Registrant in providing a list of Unit holders to
          facilitate a tender offer by plaintiff. The plaintiff sought
          compensatory damages of approximately $246,000 and unspecified
          punitive damages. Registrant filed a motion to dismiss which was
          granted May 2000. The Plaintiff and Registrant have agreed to a
          settlement whereby Registrant agreed to provide Plaintiff with a list
          of limited partners and Plaintiff agreed to waive its right to appeal
          the summary judgment. Each of the parties paid its own legal fees
          arising out of the litigation.

          Registrant is not aware of any other material legal proceedings.

Item 2.   Changes in Securities

          None

Item 3.   Defaults Upon Senior Securities

          None

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

          None

Item 5.   Other Information

          As discussed in Part I, Item 2 - Management's  Discussion and Analysis
          of Financial  Condition and Results of  Operations,  the local general
          partner of Westminster Apartments Limited Partnership  ("Westminster")
          reports that  Westminster  is almost two years in arrears on its first
          mortgage  obligation  as of  September  30,  2000.  Although the local
          general partner is conducting  discussions with the lender, the lender
          issued a notice of default.

Item 6.   Exhibits and Reports on Form 8-K

          None


                                       14

<PAGE>


                                   SIGNATURES



Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.


                                 AMERICAN TAX CREDIT PROPERTIES III L.P.
                                 (a Delaware limited partnership)

                                 By:    Richman Tax Credit Properties III L.P.,
                                        General Partner

                                 by:    Richman Housing Credits Inc.,
                                        general partner


Dated: February 13, 2001         /s/ Richard Paul Richman
                                 ------------------------------------
                                 by:  Richard Paul Richman
                                      President, Chief Executive
                                      Officer and Director of the
                                      general partner of the
                                      General Partner


Dated: February 13, 2001         /s/ Neal Ludeke
                                 ------------------------------------
                                 by:  Neal Ludeke
                                      Vice President and
                                      Treasurer of the general partner
                                      of the General Partner
                                      (Principal Financial and
                                      Accounting Officer of Registrant)


                                       15