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 June 29, 1999

                                       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
incorporation or organization)                               Identification No.)

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



<PAGE>



                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                                 BALANCE SHEETS
                                   (UNAUDITED)
<TABLE>
<CAPTION>



<S>                                                                        <C>          <C>                 <C>
                                                                                          June 29,            March 30,
                                                                            Notes           1999                1999
                                                                           -------      -----------         ------------
     ASSETS

     Cash and cash equivalents                                                          $   759,779         $    567,613
     Investments in bonds available-for-sale                                  2           2,631,034            2,890,010
     Investment in local partnerships                                         3           5,613,098            6,032,392
     Interest receivable                                                                     29,776               21,531
                                                                                        -----------         ------------

                                                                                        $ 9,033,687         $  9,511,546
                                                                                        ===========         ============

     LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

     Liabilities

        Accounts payable and accrued expenses                                           $ 1,150,403         $  1,105,703
        Payable to general partner                                                        1,093,828            1,061,185
        Other                                                                                11,700               11,700
                                                                                        -----------         ------------

                                                                                          2,255,931            2,178,588
                                                                                        -----------         ------------

     Commitment and contingencies                                             3

     Partners' equity (deficit)

        General partner                                                                    (247,158)            (242,419)
        Limited partners (35,883 units of limited partnership interest
          outstanding)                                                                    7,061,027            7,530,193
        Accumulated other comprehensive income (loss), net                    2             (36,113)              45,184
                                                                                        -----------         ------------

                                                                                          6,777,756            7,332,958
                                                                                        -----------         ------------

                                                                                        $ 9,033,687         $  9,511,546
                                                                                        ===========         ============
</TABLE>

                                        See Notes to Financial Statements.


<PAGE>



                                      AMERICAN TAX CREDIT PROPERTIES III L.P.
                                           STATEMENTS OF OPERATIONS
                                     THREE MONTHS ENDED JUNE 29, 1999 AND 1998
                                                  (UNAUDITED)
<TABLE>
<CAPTION>
<S>                                                                        <C>      <C>             <C>
                                                                            Notes      1999            1998
                                                                           -------  ----------      ----------
     REVENUE

     Interest                                                                       $   56,766      $   61,859
     Other income from local partnerships                                                4,172           4,172
                                                                                    ----------      ----------

     TOTAL REVENUE                                                                      60,938          66,031
                                                                                    ----------      ----------
     EXPENSES

     Administration fees                                                                57,643          57,643
     Management fees                                                                    57,643          57,643
     Professional fees                                                                   6,355          12,412
     Printing, postage and other                                                         5,908           9,855
                                                                                    ----------     -----------

     TOTAL EXPENSES                                                                    127,549         137,553
                                                                                    ----------     -----------

     Loss from operations                                                              (66,611)        (71,522)

     Equity in loss of investment in local partnerships                       3       (407,294)       (455,651)
                                                                                    ----------     -----------

     NET LOSS                                                                         (473,905)       (527,173)

     Other comprehensive income (loss)                                        2        (81,297)         26,874
                                                                                    ----------     -----------

     COMPREHENSIVE LOSS                                                             $ (555,202)     $ (500,299)
                                                                                    ==========      ==========

     NET LOSS ATTRIBUTABLE TO

        General partner                                                             $   (4,739)      $   (5,272)
        Limited partners                                                              (469,166)        (521,901)
                                                                                    ----------       ----------

                                                                                    $ (473,905)      $ (527,173)
                                                                                    ==========       ==========

     NET LOSS per unit of limited partnership interest (35,883 units of
        limited partnership interest)                                               $   (13.07)       $  (14.54)
                                                                                    ==========        =========

</TABLE>


                                      See Notes to Financial Statements.


<PAGE>



                                   AMERICAN TAX CREDIT PROPERTIES III L.P.
                                          STATEMENTS OF CASH FLOWS
                                  THREE MONTHS ENDED JUNE 29, 1999 AND 1998
                                               (UNAUDITED)
<TABLE>
<CAPTION>
<S>                                                                                   <C>             <C>


                                                                                         1999            1998
                                                                                      ----------      ----------
        CASH FLOWS FROM OPERATING ACTIVITIES

        Interest received                                                             $   30,299      $   34,551
        Cash paid for
            administration fees                                                          (25,000)        (25,000)
            management fees                                                              (25,000)        (25,000)
            professional fees                                                                             (1,287)
            printing, postage and other expenses                                            (206)         (9,855)
                                                                                      ----------      ----------

        Net cash used in operating activities                                            (19,907)        (26,591)
                                                                                      ----------      ----------

        CASH FLOWS FROM INVESTING ACTIVITIES

        Cash distributions and other income from local partnerships                       16,172          10,713
        Maturity/redemption of bonds                                                     195,901          85,000
                                                                                      ----------      ----------

        Net cash provided by investing activities                                        212,073          95,713
                                                                                      ----------      ----------

        Net increase in cash and cash equivalents                                        192,166          69,122

        Cash and cash equivalents at beginning of period                                 567,613         419,372
                                                                                      ----------      ----------

        CASH AND CASH EQUIVALENTS AT END OF PERIOD                                    $  759,779      $  488,494
                                                                                      ==========      ==========

        SIGNIFICANT NON-CASH INVESTING ACTIVITIES

        Unrealized gain (loss) on investments in bonds available-for-sale, net        $  (81,297)     $   26,874
                                                                                      ==========      ==========

</TABLE>

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


                                            See Notes to Financial Statements.


<PAGE>

                                        AMERICAN TAX CREDIT PROPERTIES III L.P.
                                         STATEMENTS OF CASH FLOWS - (continued)
                                       THREE MONTHS ENDED JUNE 29, 1999 AND 1998
                                                     (UNAUDITED)

<TABLE>
<CAPTION>
<S>                                                                                <C>                <C>
                                                                                      1999              1998
                                                                                   -----------       -----------


     RECONCILIATION OF NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES

     Net loss                                                                      $  (473,905)      $  (527,173)

     Adjustments to reconcile net loss to net cash used in operating activities
        Equity in loss of investment in local partnerships                             407,294           455,651
        Distributions from local partnerships classified as other income                (4,172)           (4,172)
        Amortization of net premium on investments in bonds                              3,342             3,314
        Accretion of zero coupon bonds                                                 (21,564)          (21,564)
        Increase in interest receivable                                                 (8,245)           (9,058)
        Increase in payable to general partner                                          32,643            32,643
        Increase in accounts payable and accrued expenses                               44,700            43,768
                                                                                   -----------       -----------

     NET CASH USED IN OPERATING ACTIVITIES                                         $   (19,907)      $   (26,591)
                                                                                   ===========       ===========
</TABLE>


                                    See Notes to Financial Statements.


<PAGE>



                                 AMERICAN TAX CREDIT PROPERTIES III, L.P.
                                     NOTES TO FINANCIAL STATEMENTS
                                            JUNE 29, 1999
                                             (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 June 29, 1999 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 months
     ended June 29, 1999 are not necessarily  indicative of the results that may
     be expected for the entire year.


2.   Investments in Bonds Available-For-Sale

     As of June 29, 1999, certain  information  concerning  investments in bonds
     available-for-sale is as follows:


<TABLE>
       <S>                                           <C>                 <C>               <C>              <C>

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

       Corporate debt securities
          Within one year                             $    76,249         $       293       $        --       $    76,542
          After one year through five years               459,640               4,665            (2,101)          462,204
          After five years through ten years              703,691              13,112           (14,683)          702,120
          After ten years                                 308,951               1,466                --           310,417
                                                      -----------         -----------       -----------       -----------

                                                        1,548,531              19,536           (16,784)        1,551,283
                                                      -----------         -----------       -----------       -----------
       U.S. Treasury debt securities
          After five years through ten years            1,118,616                  --           (38,865)        1,079,751
                                                      -----------         -----------       -----------       -----------

                                                      $ 2,667,147         $    19,536       $   (55,649)      $ 2,631,034
                                                      ===========         ===========       ===========       ===========
</TABLE>



<PAGE>



                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                   NOTES TO FINANCIAL STATEMENTS - (Continued)
                                  JUNE 29, 1999
                                   (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,  all of which have been paid. As of March 31, 1999,  the Local
     Partnerships have outstanding mortgage loans payable totaling approximately
     $86,221,000   and  accrued   interest   payable  on  such  loans   totaling
     approximately $2,527,000, which are secured by security interests and liens
     common to mortgage loans on the Local Partnerships' real property and other
     assets.

     For the  three  months  ended  June  29,  1999,  the  investment  in  Local
     Partnerships activity consists of the following:
<TABLE>

           <S>                                                                   <C>

           Investment in Local Partnerships as of March 30, 1999                 $    6,032,392

           Equity in loss of investment in local partnerships                          (407,294)*

           Cash distributions received from Local Partnerships                          (16,172)

           Cash distributions classified as other income                                  4,172
                                                                                 --------------
           Investment in Local Partnerships as of June 29, 1999                  $    5,613,098
                                                                                 ==============
</TABLE>

     * 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
       $326,238  for the three  months  ended March 31, 1999 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 March
     31, 1999 and  December 31, 1998 and the combined  unaudited  statements  of
     operations of the Local  Partnerships  for the three months ended March 31,
     1999 and 1998 are reflected on pages 9 and 10, respectively.



<PAGE>



                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                   NOTES TO FINANCIAL STATEMENTS - (Continued)
                                  JUNE 29, 1999
                                   (UNAUDITED)


3.   Investment in Local Partnerships (continued)

     The combined balance sheets of the Local  Partnerships as of March 31, 1999
     and December 31, 1998 are as follows:
<TABLE>

<S>                                                                              <C>                  <C>
                                                                                    March 31,          December 31,
                                                                                      1999                 1998
                                                                                 -------------        -------------
      ASSETS

      Cash and cash equivalents                                                  $   1,359,855        $   1,396,493
      Rents receivable                                                                 340,185              429,688
      Capital contributions receivable                                                                       84,433
      Escrow deposits and reserves                                                   4,809,898            4,657,419
      Land                                                                           3,910,215            3,910,215
      Buildings and improvements (net of accumulated depreciation of
        $32,057,999 and $31,057,575)                                                81,044,355           82,003,262
      Intangible assets (net of accumulated amortization of $630,338 and
        $618,890)                                                                      705,276              716,724
      Other                                                                            838,759              804,785
                                                                                 -------------        -------------

                                                                                 $  93,008,543        $  94,003,019
                                                                                 =============        =============

      LIABILITIES AND PARTNERS' EQUITY (DEFICIT)

      Liabilities

        Accounts payable and accrued expenses                                    $     630,584        $     619,342
        Due to related parties                                                       4,962,056            5,154,179
        Mortgage loans                                                              86,221,053           86,358,980
        Notes payable                                                                   24,887               26,990
        Accrued interest                                                             2,526,561            2,420,323
        Other                                                                          642,869              613,520
                                                                                 -------------        -------------

                                                                                    95,008,010           95,193,334
                                                                                 -------------        -------------
      Partners' equity (deficit)

        American Tax Credit Properties III L.P.
           Capital contributions, net of distributions (includes
             receivable of $84,433 as of December 31, 1998)                         28,996,587           29,004,177
           Cumulative loss                                                         (23,383,760)         (22,976,466)
                                                                                 -------------        -------------

                                                                                     5,612,827            6,027,711
                                                                                 -------------        -------------
        General partners and other limited partners, including ATCP II
           Capital contributions, net of distributions                                (196,921)            (177,871)
           Cumulative loss                                                          (7,415,373)          (7,040,155)
                                                                                 -------------        -------------

                                                                                    (7,612,294)          (7,218,026)
                                                                                 -------------        -------------

                                                                                    (1,999,467)          (1,190,315)
                                                                                 -------------        -------------

                                                                                 $  93,008,543        $  94,003,019
                                                                                 =============        =============
</TABLE>

<PAGE>

                     AMERICAN TAX CREDIT PROPERTIES III L.P.
                   NOTES TO FINANCIAL STATEMENTS - (Continued)
                                  JUNE 29, 1999
                                   (UNAUDITED)


3.   Investment in Local Partnerships (continued)

     The combined  statements of operations  of the Local  Partnerships  for the
     three months ended March 31, 1999 and 1998 are as follows:
<TABLE>

<S>                                                                             <C>                 <C>

                                                                                     1999                1998
                                                                                ------------        ------------
      REVENUE

      Rental                                                                    $  2,694,711        $  2,615,715
      Interest and other                                                              77,144              79,279
                                                                                ------------        ------------
      TOTAL REVENUE                                                                2,771,855           2,694,994
                                                                                ------------        ------------

      EXPENSES

      Administrative                                                                 497,760             495,485
      Utilities                                                                      305,931             279,931
      Operating, maintenance and other                                               589,608             587,786
      Taxes and insurance                                                            320,778             329,825
      Financial (including amortization of $11,448 and $12,292)                      839,866             858,595
      Depreciation                                                                 1,000,424           1,003,583
                                                                                ------------        ------------

      TOTAL EXPENSES                                                               3,554,367           3,555,205
                                                                                ------------        ------------

      NET LOSS                                                                  $   (782,512)       $   (860,211)
                                                                                ============        ============


      NET LOSS ATTRIBUTABLE TO

        American Tax Credit Properties III L.P.                                 $   (407,294)       $   (455,651)

        General partners and other limited  partners,  including  ATCP II,
           which includes $326,238 and $356,022 of Partnership
           loss in excess of investment                                             (375,218)           (404,560)
                                                                                ------------        ------------

                                                                                $   (782,512)       $   (860,211)
                                                                                ============        ============

</TABLE>

     The combined results of operations of the Local  Partnerships for the three
     months ended March 31, 1999 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, 1999  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, 1999 on file with the  Securities
     and Exchange Commission.


<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 June 29, 1999,  American Tax Credit Properties III L.P. (the "Registrant")
has not experienced a significant  change in financial  condition as compared to
March  30,  1999.   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 three  months ended June 29, 1999,
Registrant received cash from interest revenue, maturity/redemption of bonds and
distributions from Local Partnerships and utilized cash for operating  expenses.
Cash and cash equivalents and investments in bonds available-for-sale decreased,
in the aggregate,  by  approximately  $67,000 during the three months ended June
29,  1999  (which  includes a net  unrealized  loss on  investments  in bonds of
approximately  $81,000,  the amortization of net premium on investments in bonds
of approximately  $3,000 and the accretion of zero coupon bonds of approximately
$22,000).  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 three months ended June 29, 1999,
the  investment  in Local  Partnerships  decreased  as a result of  Registrant's
equity in the Local  Partnerships' net loss for the three months ended March 30,
1999 of $407,294 and cash  distributions  received  from Local  Partnerships  of
$12,000 (exclusive of distributions from Local Partnerships of $4,172 classified
as other income from local partnerships).  Accounts payable and accrued expenses
includes  deferred  administration  fees of  $1,093,828  and  payable to general
partner represents deferred management fees in the accompanying balance sheet as
of June 29, 1999.

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  June 29,  1999 and 1998
resulted in net losses of $473,905 and $527,173,  respectively.  The decrease in
net loss is primarily attributable to a decrease in equity in loss of investment
in local  partnerships of  approximately  $48,000.  Other  comprehensive  income
(loss) for the three  months  ended June 29, 1999 and 1998  resulted  from a net
unrealized gain (loss) on investments in bonds  available-for-sale  of ($81,297)
and $26,874, respectively.


<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  $783,000 for the three months
ended  March  31,  1999  was   attributable  to  rental  and  other  revenue  of
approximately $2,772,000, exceeded by operating and interest expenses (including
interest on non-mandatory  debt) of approximately  $2,543,000 and  approximately
$1,012,000 of depreciation and amortization  expenses.  The Local  Partnerships'
net loss of approximately $860,000 for the three months ended March 31, 1998 was
attributable to rental and other revenue of approximately  $2,695,000,  exceeded
by operating and interest expenses (including interest on non-mandatory debt) of
approximately  $2,539,000  and  approximately  $1,016,000  of  depreciation  and
amortization  expenses.  The results of operations of the Local Partnerships for
the three  months  ended March 31, 1999 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 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,
1998,  none of the Local  Partnerships  have  suffered 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.  In
October 1997,  Congress passed the Multifamily  Assisted  Housing and Reform and
Affordability  Act,  whereby the United  States  Department of Housing and Urban
Development  ("HUD") was given the  authority  to renew  certain  project  based
Section 8 contracts  expiring during HUD's fiscal year 1998,  where requested by
an owner,  for an  additional  one year term  generally at or below current rent
levels,  subject to certain guidelines.  In October 1998, HUD issued a directive
related to project based Section 8 contracts  expiring  during HUD's fiscal year
1999 which defines  owners'  notification  responsibilities,  advises  owners of
project  based  Section 8 properties  of what their  options are  regarding  the
renewal of Section 8  contracts,  provides  guidance and  procedures  to owners,
management agents,  contract  administrators and HUD staff on renewing Section 8
contracts,  provides guidance on setting renewal rents and handling renewal rent
increases  and provides the  requirements  and  procedures  for  opting-out of a
Section  8  project  based  contract.   Registrant  cannot  reasonably   predict
legislative  initiatives and governmental  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 contract  is  currently
subject to annual year-to-year renewals.

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").  In the event rents are not sufficient to cover operating
expenses, Mandatory Debt Service requirements and other charges, certain general
partners of the Local  Partnerships (the "Local General Partners") are obligated
to provide advances to cover deficits for a certain period of time up to certain
amounts (the "Deficit  Guarantee").  A Local General  Partner's  funding of such
Deficit  Guarantee  is  dependent  on its  liquidity  or  ability  to borrow the
required  funds.  During the three  months  ended March 31,  1999,  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



<PAGE>



                     AMERICAN TAX CREDIT PROPERTIES III L.P.

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

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 and to cause the management  agent to
defer property  management  fees in order to avoid a default under the mortgage.
Westminster reported an operating deficit of approximately $15,000 for the three
months  ended  March  31,  1999,  which  includes  property  management  fees of
approximately  $4,000.  In addition,  as of March 31, 1999,  Westminster is four
months in  arrears  on its  mortgage,  and eight to ten months in arrears on its
replacement  reserve  and  escrow  requirements.  The Local  General  Partner is
conducting  discussions  with the  lender,  which has not  declared  a  default.
Registrant's  investment  balance in  Westminster,  after the 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  $290,000 as of March 31, 1999 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 $22,000 for the three months March 31, 1999. Of Registrant's total
annual Low-income Tax Credits, approximately 8% is allocated from Fulton Street.

The terms of the partnership agreement of Batesville Family, L.P. ("Batesville")
require the management agent to defer property management fees in order to avoid
a default  under the  mortgage.  Batesville  reported  an  operating  deficit of
approximately  $6,000 for the three months ended March 31, 1999,  which includes
property management fees of approximately  $1,000.  Payments on the mortgage and
real estate taxes are current.  Registrant's  investment  balance in Batesville,
after  cumulative  equity  losses,  became  zero during the year ended March 30,
1997. Of Registrant's  total annual Low-income Tax Credits,  approximately 1% is
allocated from Batesville.

Year 2000 Compliance

The   inability   of   computers,   software  and  other   equipment   utilizing
microprocessors  to recognize and properly process data fields  containing a two
digit year is commonly referred to as the year 2000 compliance ("Y2K") issue. As
the year 2000  approaches,  such  systems  may be unable to  accurately  process
certain  data-based  information.  Many businesses may need to upgrade  existing
systems or purchase new ones to correct the Y2K issue.  Registrant has performed
an assessment of its computer software and hardware and believes it has made the
necessary upgrades in an effort to ensure compliance.  However,  there can be no
assurance  that the  systems  of other  entities  on  which  Registrant  relies,
including the Local  Partnerships which report to Registrant on a periodic basis
for the  purpose of  Registrant's  reporting  to its  investors,  will be timely
converted.  Registrant has  corresponded  with the Local  Partnerships to ensure
their  awareness  of the Y2K issue and has  requested  details  regarding  their
efforts to ensure compliance.  The total cost associated with Y2K implementation
is not expected to materially impact Registrant's  financial position or results
of  operations  in any given year.  However,  there can be no  assurance  that a
failure to convert by  Registrant  or another  entity  would not have a material
adverse impact on Registrant.

Item 3.  Quantitative and Qualitative Disclosure About Market Risk

The market value of Registrant's  investments in bonds 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.  Because  Registrant
presently  intends  to hold such  investments  to their  respective  maturities,
Registrant  does not anticipate any material  adverse impact in connection  with
such investments.

The  Properties  are generally  located  where there is a demand for  low-income
housing.  Accordingly,  there is a significant  likelihood  that new  properties
could  be built in the  general  vicinity  of the  respective  Properties.  As a
result, the respective  Properties'  ability to operate at high occupancy levels
is subject to competition from newly built low-income housing.


<PAGE>



                               AMERICAN TAX CREDIT PROPERTIES III L.P.

                                     Part II - OTHER INFORMATION


Item 1.   Legal Proceedings

          None

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 four  months  in  arrears  on its first
          mortgage obligation as of March 31, 1999. The local general partner is
          conducting  discussions  with the  lender,  which has not  declared  a
          default.

Item 6.   Exhibits and Reports on Form 8-K

          None




<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: August 12, 1999       /s/ Richard Paul Richman
                             ------------------------------------------
                             by:  Richard Paul Richman
                                  President, Chief Executive
                                  Officer and Director of the
                                  general partner of the
                                  General Partner


Dated: August 12, 1999       /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)