SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-KSB
(Mark One)
[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE ACT OF
     1934

                    For the fiscal year ended December 31, 2003

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

                For the transition period from _________to _________

                         Commission file number 0-11934

                          CENTURY PROPERTIES FUND XVIII
                 (Name of small business issuer in its charter)

         California                                              94-2834149
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                             Identification No.)

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

                    Issuer's telephone number (864) 239-1000

           Securities registered under Section 12(b) of the Exchange Act:

                                      None

           Securities registered under Section 12(g) of the Exchange Act:

                      Units of Limited Partnership Interest
                                (Title of class)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes X No___

Check if there is no disclosure of delinquent  filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure  will be contained,  to
the best of the  registrant's  knowledge  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part III of this Form  10-KSB or any
amendment to this Form 10-KSB. [X]

State issuer's revenues for its most recent fiscal year.  $2,510,000

State the aggregate  market value of the voting  partnership  interests  held by
non-affiliates  computed  by  reference  to the price at which  the  partnership
interests  were sold,  or the average bid and asked  prices of such  partnership
interests as of December 31, 2003. No market exists for the limited  partnership
interests of the Registrant,  and,  therefore,  no aggregate market value can be
determined.

                       DOCUMENTS INCORPORATED BY REFERENCE
                                      None



<PAGE>



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


                                     PART I

Item 1.     Description of Business

Century  Properties Fund XVIII (the "Partnership" or "Registrant") was organized
in July 1982 as a  California  limited  partnership  under the  Uniform  Limited
Partnership Act of the California  Corporations Code. Fox Partners, a California
general  partnership,  is the  general  partner of the  Registrant.  The general
partners of Fox Partners are Fox Capital  Management  Corporation (the "Managing
General  Partner" or "FCMC"),  a California  corporation,  Fox Realty  Investors
("FRI"),  a California  general  partnership,  and Fox Partners 82, a California
general  partnership.  NPI Equity Investments II, Inc. ("NPI Equity"), a Florida
corporation,  is the  managing  general  partner of FRI.  The  Managing  General
Partner and NPI Equity are  subsidiaries of Apartment  Investment and Management
Company  ("AIMCO"),  a publicly  traded real estate  investment  trust. In prior
filings,  including the Partnership's  annual report on Form 10-KSB for the year
ended  December  31,  2002,  the  Partnership  disclosed  that  the  Partnership
Agreement  provided  that the  Partnership  was to  terminate  in 2020.  After a
detailed  review of the  Partnership's  records,  the Partnership has determined
that such statement was in error.  The Partnership  Agreement  provides that the
Partnership  is to terminate on December 31, 2007,  unless such date is modified
or amended in accordance with applicable law.

The  principal  business  of the  Registrant  is to operate and hold real estate
properties for investment.  From February 1983 to September 1983, the Registrant
offered and sold 75,000 Units of Limited Partnership Interest (the "Units") at a
purchase price of $1,000 per Unit for an aggregate of $75,000,000  pursuant to a
Registration  Statement filed with the Securities and Exchange  Commission.  The
net  proceeds  of the  offering  were used to acquire 12  income-producing  real
estate   properties.   The   Registrant's   original   property   portfolio  was
geographically  diversified  with  properties  acquired  in  seven  states.  The
Registrant's acquisition activities were completed in June 1984, and since then,
the principal activity of the Registrant has been managing its portfolio. In the
period from 1987  through  February  1994,  ten  properties  were either sold or
otherwise disposed.  In October 2003, the Partnership sold Overlook  Apartments.
At December 31, 2003, the Registrant  continues to own and operate one remaining
property. See "Item 2. Description of Properties".

The  Partnership  has no full time  employees.  The Managing  General Partner is
vested with full authority as to the general  management and  supervision of the
business and affairs of the  Partnership.  The Limited Partners have no right to
participate in the management or conduct of such business and affairs.  Property
management  services  are  performed  at  the  Partnership's  properties  by  an
affiliate of the Managing General Partner.

Risk Factors

The  real  estate  business  in which  the  Partnership  is  engaged  is  highly
competitive.  There are other  residential  properties within the market area of
the Partnership's  property.  The number and quality of competitive  properties,
including  those which may be managed by an affiliate  of the  Managing  General
Partner,  in such market area could have a material  effect on the rental market
for the  apartments  at the  Partnership's  property  and the rents  that may be
charged  for  such  apartments.  While  the  Managing  General  Partner  and its
affiliates  own and/or  control a significant  number of apartment  units in the
United  States,  such  units  represent  an  insignificant  percentage  of total
apartment units in the United States and competition for apartments is local.

Laws benefiting  disabled persons may result in the Partnership's  incurrence of
unanticipated  expenses.  Under the Americans with  Disabilities Act of 1990, or
ADA,  all places  intended to be used by the public are required to meet certain
Federal  requirements  related to access and use by disabled persons.  Likewise,
the Fair Housing Amendments Act of 1988, or FHAA, requires apartment  properties
first occupied after March 13, 1990 to be accessible to the  handicapped.  These
and other  Federal,  state  and  local  laws may  require  modifications  to the
Partnership's  property, or restrict renovations of the property.  Noncompliance
with these laws could result in the  imposition  of fines or an award of damages
to  private  litigants  and  also  could  result  in an  order  to  correct  any
non-complying  feature,  which could result in substantial capital expenditures.
Although the Managing General Partner believes that the  Partnership's  property
is  substantially in compliance with present  requirements,  the Partnership may
incur unanticipated expenses to comply with the ADA and the FHAA.

Both the income and expenses of operating the property owned by the  Partnership
are subject to factors outside of the Partnership's  control, such as changes in
the supply and demand for  similar  properties  resulting  from  various  market
conditions, increases/decreases in unemployment or population shifts, changes in
the  availability  of permanent  mortgage  financing,  changes in zoning laws or
changes in patterns or needs of users. In addition,  there are risks inherent in
owning  and  operating  residential   properties  because  such  properties  are
susceptible  to the  impact of  economic  and other  conditions  outside  of the
control of the Partnership.

There have been, and it is possible there may be other, Federal, state and local
legislation  and  regulations   enacted   relating  to  the  protection  of  the
environment.  The Partnership is unable to predict the extent,  if any, to which
such new  legislation  or  regulations  might occur and the degree to which such
existing or new legislation or regulations  might adversely  affect the property
owned by the Partnership.

The  Partnership  monitors its property for evidence of  pollutants,  toxins and
other dangerous substances, including the presence of asbestos. In certain cases
environmental  testing has been performed which resulted in no material  adverse
conditions or liabilities.  In no case has the Partnership  received notice that
it is a potentially  responsible party with respect to an environmental clean up
site.

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

Item 2.     Description of Property

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

                                  Date of
Property                         Purchase     Type of Ownership            Use

Oak Run Apartments                 11/83    Fee ownership subject     Apartments
  Dallas, Texas                             to first mortgage (1)     420 units

(1)   The property is held by Oak Run, LP in which the  Partnership  owns,  on a
      fully liquidated basis, a 100% interest.

On October 31, 2003,  the  Partnership  sold  Overlook  Point  Apartments  to an
unrelated third party,  for a gross sale price of $15,600,000.  The net proceeds
realized by the  Partnership  were  approximately  $15,317,000  after payment of
closing costs of  approximately  $283,000.  The Partnership  used  approximately
$8,397,000 of the net proceeds to repay the mortgage  encumbering  the property.
The Partnership  realized a gain of approximately  $10,546,000 during the twelve
months  ended  December  31,  2003,  as a result of this sale and this amount is
included  in  gain  on  sale  of  discontinued  operations  in the  accompanying
consolidated  statements of  operations.  The property's  operations,  a loss of
approximately  $440,000  and  income of  approximately  $373,000  for the twelve
months ended  December 31, 2003 and 2002,  respectively,  including  revenues of
approximately  $1,545,000 and $1,931,000,  respectively,  are included in (loss)
income from discontinued  operations.  The loss from discontinued operations for
2003 includes a loss on early  extinguishment of debt of approximately  $606,000
for  the  twelve  months  ended  December  31,  2003  due  to the  write-off  of
approximately $47,000 of unamortized loan costs and the payment of approximately
$559,000  for a  prepayment  penalty  relating to the  repayment of the mortgage
encumbering the property.

Schedule of Property

Set forth  below for the  Partnership's  property is the gross  carrying  value,
accumulated  depreciation,  depreciable life, method of depreciation and Federal
tax basis.
<TABLE>
<CAPTION>

                              Carrying   Accumulated                        Federal
Property                       Value    Depreciation    Rate     Method    Tax Basis
                                  (in thousands)                         (in thousands)

<S>                           <C>          <C>        <C>                   <C>
Oak Run Apartments            $17,937      $ 8,001    5-30 yrs    S/L       $ 5,928
</TABLE>

See  "Item  7.  Financial  Statements  - Note A" to the  consolidated  financial
statements  for  a  description   of  the   Partnership's   capitalization   and
depreciation policies.

Schedule of Property Indebtedness

The  following  table  sets  forth  certain  information  relating  to the  loan
encumbering the Partnership's property.
<TABLE>
<CAPTION>

                         Principal                                        Principal
                         Balance At     Stated                             Balance
                        December 31,   Interest    Period    Maturity      Due At
      Property              2003         Rate     Amortized    Date     Maturity (1)
                       (in thousands)                                  (in thousands)

<S>                       <C>            <C>      <C>         <C>          <C>
Oak Run Apartments        $ 9,833        7.36%    30 years    10/2004      $ 9,728
</TABLE>

(1)   See "Item 7. Financial  Statements - Note B" for information  with respect
      to the  Partnership's  ability to prepay this loan and other more specific
      details as to the terms of the loan.

Schedule of Rental Rates and Occupancy

Average annual rental rate and occupancy for 2003 and 2002 for the property:

                                        Average Annual           Average Annual
                                         Rental Rates               Occupancy
                                          (per unit)
 Property                             2003         2002         2003        2002

 Oak Run Apartments                  $6,375       $7,026         90%         87%

Occupancy  at  Oak  Run  Apartments  increased  primarily  due  to an  increased
marketing  effort by the  property's  management  team over the past year  which
included a reduction in rental rates.

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

Real Estate Taxes and Rates

Real estate taxes and rates in 2003 for the property were:

                                      2003            2003
                                    Billing           Rate
                                 (in thousands)

Oak Run Apartments                   $ 314            2.88%

Capital Improvements

Overlook Point Apartments:  The Partnership completed  approximately $108,000 in
capital expenditures at Overlook Point Apartments during 2003 until the property
sold on October 31, 2003,  consisting  primarily of floor covering and appliance
replacements and air conditioning upgrades.

Oak Run Apartments:  The Partnership completed approximately $161,000 in capital
expenditures  at Oak Run  Apartments  during the year ended  December  31, 2003,
consisting primarily of floor covering replacement, parking lot resurfacing, air
conditioning  and  fencing  upgrades  and  swimming  pool  improvements.   These
improvements were funded from operating cash flow and replacement reserves.  The
Partnership  is  currently  evaluating  the  capital  improvement  needs  of the
property for the upcoming  year and  currently  expects to budget  approximately
$231,000.  Additional  improvements  may be  considered  and will  depend on the
physical  condition  of  the  property  as  well  as  replacement  reserves  and
anticipated cash flow generated by the property.

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

Item 3.     Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial Group, Inc., et al. (the "Nuanes action") in the Superior Court of the
State of  California  for the  County  of San  Mateo.  The  plaintiffs  named as
defendants,  among others,  the  Partnership,  its Managing  General Partner and
several of their  affiliated  partnerships  and corporate  entities.  The action
purported  to  assert  claims  on  behalf  of a class of  limited  partners  and
derivatively  on behalf  of a number  of  limited  partnerships  (including  the
Partnership)  that are named as nominal  defendants,  challenging,  among  other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc.  ("Insignia") and entities that were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged into AIMCO.  The plaintiffs  sought  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
In addition, during the third quarter of 2001, a complaint (the "Heller action")
was filed  against  the same  defendants  that are named in the  Nuanes  action,
captioned  Heller v.  Insignia  Financial  Group.  On or about  August 6,  2001,
plaintiffs filed a first amended  complaint.  The Heller action was brought as a
purported derivative action, and asserted claims for, among other things, breach
of fiduciary  duty,  unfair  competition,  conversion,  unjust  enrichment,  and
judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the Managing General Partner has also agreed to make
at least one round of tender offers to purchase all of the partnership interests
in the Partnerships within one year of final approval,  if it is granted, and to
provide  partners with the independent  appraisals at the time of these tenders.
The proposed  settlement also provided for the limitation of the allowable costs
which  the  Managing   General   Partner  or  its  affiliates  will  charge  the
Partnerships  in connection with this litigation and imposes limits on the class
counsel  fees and  costs in this  litigation.  On April  11,  2003,  notice  was
distributed  to  limited   partners   providing  the  details  of  the  proposed
settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
("Objector")  filed an  appeal  seeking  to  vacate  and/or  reverse  the  order
approving the settlement and entering  judgment  thereto.  On November 24, 2003,
the Objector filed an  application  requesting the Court order AIMCO to withdraw
settlement  tender offers it had  commenced,  refrain from making further offers
pending the appeal and auction any units tendered to third  parties,  contending
that the offers did not conform  with the terms of the  Settlement.  Counsel for
the Objector (on behalf of another  investor)  had  alternatively  requested the
Court take certain  action  purportedly  to enforce the terms of the  settlement
agreement.  On December 18, 2003,  the Court heard oral  argument on the motions
and denied them both in their entirety.  On January 28, 2004, Objector filed his
opening brief in his pending appeal.  The Managing  General Partner is currently
scheduled  to file a brief in  support  of the order  approving  settlement  and
entering judgment thereto by April 23, 2004.

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the Managing  General
Partner,  was served  with a  Complaint  in the United  States  District  Court,
District of Columbia alleging that AIMCO Properties L.P.  willfully violated the
Fair Labor Standards Act (FLSA) by failing to pay maintenance  workers  overtime
for all hours worked in excess of forty per week.  The  Complaint is styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the  Complaint  denying the  substantive  allegations.  Discovery  is  currently
underway.

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

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

During the year ended  December 31, 2003,  no matter was  submitted to a vote of
unit holders through the solicitation of proxies or otherwise.

                                     PART II

Item 5. Market for the  Partnership's  Common Equity and Related Security Holder
        Matters

The  Partnership,  a  publicly-held  limited  partnership,  sold 75,000  Limited
Partnership  Units  aggregating  $75,000,000.  The  Partnership has 75,000 units
outstanding  held by 3,276  Limited  Partners  of record at December  31,  2003.
Affiliates  of the Managing  General  Partner  owned  42,612.50 or 56.82% of the
limited  partnership  units at December 31, 2003. No public  trading  market has
developed  for the  Units,  and it is not  anticipated  that such a market  will
develop in the future.

The following table sets forth the distributions made by the Partnership for the
years ended December 31, 2003 and 2002:
<TABLE>
<CAPTION>

                                          Per Limited                     Per Limited
                          Year Ended      Partnership      Year Ended     Partnership
                       December 31, 2003      Unit     December 31, 2002      Unit

Sale and
<S>           <C>           <C>              <C>             <C>             <C>
  Refinancing (1)           $6,307           $83.25          $ 224           $ 2.96
</TABLE>

(1)   During 2003 and 2002, approximately $1,358,000 and $224,000, respectively,
      from prior  cumulative  undistributed  sale and  refinancing  proceeds and
      during 2003 an additional  distribution of  approximately  $4,949,000 from
      the sale of Overlook Point Apartments.

Future cash  distributions  will depend on the levels of net cash generated from
operations,  the  availability of cash reserves and the timing of debt maturity,
refinancing   and/or  property  sale.  The  Partnership's   cash  available  for
distribution is reviewed on a monthly basis.  There can be no assurance that the
Partnership  will generate  sufficient  funds from  operations,  after  required
capital  expenditures,  to  permit  distributions  to its  partners  in  2004 or
subsequent periods. See "Item 2. Description of Property - Capital Improvements"
for information relating to anticipated capital expenditures at the property.

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 42,612.50 limited partnership units
(the "Units") in the Partnership  representing  56.82% of the total  outstanding
Units at December 31, 2003.  A number of these Units were  acquired  pursuant to
tender offers made by AIMCO or its affiliates.  It is possible that AIMCO or its
affiliates will acquire  additional  Units in exchange for cash or a combination
of cash and units,  in AIMCO  Properties,  L.P.,  the operating  partnership  of
AIMCO, either through private purchases or tender offers.  Under the Partnership
Agreement,  unitholders  holding a majority  of the Units are  entitled  to take
action  with  respect to a variety  of  matters,  which  would  include  without
limitation, voting on certain amendments to the Partnership Agreement and voting
to remove the Managing General  Partner.  As a result of its ownership of 56.82%
of the total outstanding  Units,  AIMCO is in a position to influence all voting
decisions with respect to the Registrant.  AIMCO IPLP, L.P.,  formerly  Insignia
Properties L.P. ("IPLP"), an affiliate of AIMCO and the Managing General Partner
indirectly,  had agreed for the benefit of  non-tendering  unitholders,  that it
would vote the 21,513 Units  acquired in January 1996:  (i) against any increase
in compensation  payable to the Managing  General Partner or to affiliates;  and
(ii) on all other matters  submitted by it or its  affiliates,  in proportion to
the votes cast by non-tendering unitholders.  Except for the foregoing, no other
limitations are imposed on IPLP's,  AIMCO's or any of their  affiliates right to
vote each Unit acquired.  Although the Managing  General  Partner owes fiduciary
duties to the limited partners of the Partnership,  the Managing General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Managing  General Partner,  as managing  general  partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Managing General Partner to AIMCO, as its sole stockholder.

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

This  item  should  be read  in  conjunction  with  the  consolidated  financial
statements and other items contained elsewhere in this report.

Results of Operations

The  Partnership's  net  income  for  the  year  ended  December  31,  2003  was
approximately $9,706,000, as compared to net income of approximately $37,000 for
the year ended  December  31,  2002.  The  increase  in net income is due to the
recognition of a gain from sale of  discontinued  operations in 2003,  partially
offset by an increase in loss from both continuing and discontinued  operations.
Effective  January 1, 2002,  the  Partnership  adopted  Statement  of  Financial
Accounting  Standards  No. 144,  "Accounting  for the  Impairment or Disposal of
Long-Lived Assets", which established standards for the way that public business
enterprises  report  information  about long-lived  assets that are either being
held for sale or have  already  been  disposed  of. SFAS No. 144  requires  that
long-lived  assets  held  for  sale  or  already  disposed  of  be  reported  as
discontinued  operations  on the  statement  of  operations.  As a  result,  the
accompanying  consolidated  statement of operations  for the year ended December
31, 2002 has been  restated as of January 1, 2002 to reflect the  operations  of
Overlook Point Apartments as income from discontinued operations. On October 31,
2003,  the  Partnership  sold Overlook  Point  Apartments to an unrelated  third
party, for a gross sale price of $15,600,000.  The net proceeds  realized by the
Partnership  were  approximately  $15,317,000  after payment of closing costs of
approximately $283,000. The Partnership used approximately $8,397,000 of the net
proceeds  to repay  the  mortgage  encumbering  the  property.  The  Partnership
realized a gain of  approximately  $10,546,000  during the twelve  months  ended
December 31, 2003,  as a result of this sale and this amount is included in gain
on sale of discontinued  operations in the accompanying  consolidated statements
of operations.  The property's operations,  a loss of approximately $440,000 and
income of  approximately  $373,000 for the twelve months ended December 31, 2003
and 2002,  respectively,  including  revenues of  approximately  $1,545,000  and
$1,931,000,  respectively,  are  included  in (loss)  income  from  discontinued
operations.  The loss from  discontinued  operations for 2003 includes a loss on
early  extinguishment  of debt of  approximately  $606,000 for the twelve months
ended  December  31,  2003 due to the  write-off  of  approximately  $47,000  of
unamortized  loan  costs  and  the  payment  of  approximately  $559,000  for  a
prepayment  penalty  relating to the repayment of the mortgage  encumbering  the
property.

The  Partnership's  loss from continuing  operations for the year ended December
31,  2003  was  approximately  $400,000,  compared  to a  loss  from  continuing
operations of  approximately  $336,000 for the year ended December 31, 2002. The
increase  in loss  from  continuing  operations  is due to a  decrease  in total
revenues,  partially  offset by a decrease in total  expenses.  The  decrease in
total  revenues is due to a decrease  in rental  income  partially  offset by an
increase  in other  income.  Rental  income  decreased  due to a decrease in the
average  rental rates at Oak Run  Apartments and an increase in bad debt expense
at the property  partially  offset by an increase in occupancy at the  property.
The increase in other income is primarily  attributable  to an increase in lease
cancellation fees at Oak Run Apartments.

Total  expenses  decreased  due to a decrease  in  operating  and  property  tax
expenses.  General  and  administrative,   depreciation  and  interest  expenses
remained  relatively  constant between the comparable  periods.  The decrease in
operating   expense  is  due   primarily  to  decreases   in   maintenance   and
administrative  expenses  partially offset by an increase in insurance  expense.
Maintenance expense decreased due to decreases in interior painting and contract
cleaning at Oak Run  Apartments  associated  with the lower tenant  turnover the
property has experienced as a result of higher occupancy  rates.  Administrative
expense  decreased as a result of a decrease in legal fees at Oak Run Apartments
related to  tenant/employee  issues  occurring in the normal course of business.
Insurance expense  increased as a result of higher hazard insurance  premiums at
Oak Run Apartments. The decrease in property tax expense is due to a decrease in
the assessed value by the local taxing authorities at Oak Run Apartments.

Included in general and administrative expenses is the cost of services provided
by the  Managing  General  Partner  and its  affiliates  as  allowed  under  the
Partnership Agreement.  Also included in general and administrative expenses are
costs associated with the quarterly and annual communications with investors and
regulatory agencies and the annual audit required by the Partnership Agreement.

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

Capital Resources and Liquidity

At  December  31,  2003,  the  Partnership  had  cash and  cash  equivalents  of
approximately  $683,000 compared to approximately $716,000 at December 31, 2002,
a decrease  of  approximately  $33,000.  The  decrease  is due to  approximately
$15,512,000  of  cash  used  in  financing   activities   partially   offset  by
approximately  $15,006,000  and  $473,000  of cash  provided  by  investing  and
operating activities,  respectively. Cash used in financing activities consisted
of  distributions  to partners  and  principal  payments  made on the  mortgages
encumbering the Partnership's  properties and the repayment of the mortgage note
payable for Overlook Point  Apartments  and the payment of a prepayment  penalty
associated  with  the  sale of  Overlook  Point  Apartments.  Cash  provided  by
investing  activities  consisted  of net  proceeds  received  from  the  sale of
Overlook  Point  Apartments  partially  offset  by  property   improvements  and
replacements and net deposits to restricted  escrows  maintained by the mortgage
lender. The Partnership invests its working capital reserves in interest-bearing
accounts.

An  affiliate  of  the  Managing  General  Partner  has  made  available  to the
Partnership  a  credit  line  of  up to  $150,000  per  property  owned  by  the
Partnership. At the present time, the Partnership has no outstanding amounts due
under this line of credit.  Based on present plans, the Managing General Partner
does not anticipate  the need to borrow in the near future.  Other than cash and
cash equivalents,  the line of credit is the Partnership's only unused source of
liquidity.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures required at the property to adequately maintain the physical assets
and other operating needs of the Partnership and to comply with Federal,  state,
and local  legal and  regulatory  requirements.  The  Managing  General  Partner
monitors  developments  in the area of legal and  regulatory  compliance  and is
studying  new  federal  laws,  including  the  Sarbanes-Oxley  Act of 2002.  The
Sarbanes-Oxley Act of 2002 mandates or suggests  additional  compliance measures
with regard to governance,  disclosure, audit and other areas. In light of these
changes,  the Partnership  expects that it will incur higher expenses related to
compliance,  including  increased  legal  and audit  fees.  The  Partnership  is
currently  evaluating  the capital  improvement  needs of its  property  for the
upcoming year and currently expects to budget approximately $231,000. Additional
improvements may be considered and will depend on the physical  condition of the
property as well as replacement  reserves and anticipated cash flow generated by
the property.

The  Partnership's  assets are thought to be sufficient for any near-term  needs
(exclusive of capital improvements) of the Registrant. The mortgage indebtedness
of  approximately  $9,833,000  is  amortized  over  thirty  years with a balloon
payment of  approximately  $9,728,000 due in October 2004. The Managing  General
Partner  intends to refinance  such  indebtedness  before its  maturity.  If the
property cannot be refinanced for a sufficient  amount, the Partnership may risk
losing such property through foreclosure.

The following table sets forth the distributions made by the Partnership for the
years ended December 31, 2003 and 2002:
<TABLE>
<CAPTION>

                                          Per Limited                     Per Limited
                          Year Ended      Partnership      Year Ended     Partnership
                       December 31, 2003      Unit     December 31, 2002      Unit
Sale and
<S>           <C>           <C>              <C>             <C>             <C>
  Refinancing (1)           $6,307           $83.25          $ 224           $ 2.96
</TABLE>

(1)   During 2003 and 2002, approximately $1,358,000 and $224,000, respectively,
      from prior  cumulative  undistributed  sale and  refinancing  proceeds and
      during 2003 an additional  distribution of  approximately  $4,949,000 from
      the sale of Overlook Point Apartments.

Future cash  distributions  will depend on the levels of net cash generated from
operations,  the  availability of cash reserves and the timing of debt maturity,
refinancing   and/or  property  sale.  The  Partnership's   cash  available  for
distribution is reviewed on a monthly basis.  There can be no assurance that the
Partnership  will generate  sufficient  funds from  operations,  after  required
capital  expenditures,  to  permit  distributions  to its  partners  in  2004 or
subsequent periods. See "Item 2. Description of Property - Capital Improvements"
for information relating to anticipated capital expenditures at the property.

Other

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 42,612.50 limited partnership units
(the "Units") in the Partnership  representing  56.82% of the total  outstanding
Units at December 31, 2003.  A number of these Units were  acquired  pursuant to
tender offers made by AIMCO or its affiliates.  It is possible that AIMCO or its
affiliates will acquire  additional  Units in exchange for cash or a combination
of cash and units,  in AIMCO  Properties,  L.P.,  the operating  partnership  of
AIMCO, either through private purchases or tender offers.  Under the Partnership
Agreement,  unitholders  holding a majority  of the Units are  entitled  to take
action  with  respect to a variety  of  matters,  which  would  include  without
limitation, voting on certain amendments to the Partnership Agreement and voting
to remove the Managing General  Partner.  As a result of its ownership of 56.82%
of the total outstanding  Units,  AIMCO is in a position to influence all voting
decisions with respect to the Registrant.  AIMCO IPLP, L.P.,  formerly  Insignia
Properties L.P. ("IPLP"), an affiliate of AIMCO and the Managing General Partner
indirectly,  had agreed for the benefit of  non-tendering  unitholders,  that it
would vote the 21,513 Units  acquired in January 1996:  (i) against any increase
in compensation  payable to the Managing  General Partner or to affiliates;  and
(ii) on all other matters  submitted by it or its  affiliates,  in proportion to
the votes cast by non-tendering unitholders.  Except for the foregoing, no other
limitations are imposed on IPLP's,  AIMCO's or any of their  affiliates right to
vote each Unit acquired.  Although the Managing  General  Partner owes fiduciary
duties to the limited partners of the Partnership,  the Managing General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Managing  General Partner,  as managing  general  partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Managing General Partner to AIMCO, as its sole stockholder.

Critical Accounting Policies and Estimates

A summary of the Partnership's  significant  accounting  policies is included in
"Note A - Organization and Significant Accounting Policies" which is included in
the consolidated  financial  statements in "Item 7. Financial  Statements".  The
Managing  General  Partner  believes that the  consistent  application  of these
policies enables the Partnership to provide readers of the financial  statements
with useful and reliable  information about the Partnership's  operating results
and financial condition. The preparation of consolidated financial statements in
conformity with accounting  principles  generally  accepted in the United States
requires the Partnership to make estimates and assumptions.  These estimates and
assumptions affect the reported amounts of assets and liabilities at the date of
the financial  statements  as well as reported  amounts of revenues and expenses
during the reporting  period.  Actual results could differ from these estimates.
Judgments  and  assessments  of  uncertainties  are  required  in  applying  the
Partnership's  accounting policies in many areas. The Partnership  believes that
of its  significant  accounting  policies,  the  following  may involve a higher
degree of judgment and complexity.

Impairment of Long-Lived Assets

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

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

Revenue Recognition

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


<PAGE>


Item 7.     Financial Statements

CENTURY PROPERTIES FUND XVIII

LIST OF FINANCIAL STATEMENTS

      Report of Ernst & Young, LLP Independent Auditors

      Consolidated Balance Sheet - December 31, 2003

     Consolidated  Statements of Operations - Years ended  December 31, 2003 and
     2002

      Consolidated  Statements  of Changes in Partners'  (Deficiency)  Capital -
      Years ended December 31, 2003 and 2002

     Consolidated  Statements of Cash Flows - Years ended  December 31, 2003 and
     2002

      Notes to Consolidated Financial Statements


<PAGE>


                 Report of Ernst & Young LLP, Independent Auditors



The Partners
Century Properties Fund XVIII


We  have  audited  the  accompanying   consolidated  balance  sheet  of  Century
Properties  Fund XVIII as of December  31,  2003,  and the related  consolidated
statements of operations,  changes in partners'  (deficiency)  capital, and cash
flows for each of the two years in the period ended  December  31,  2003.  These
financial statements are the responsibility of the Partnership's management. Our
responsibility  is to express an opinion on these financial  statements based on
our audits.

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

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the consolidated financial position of Century Properties
Fund XVIII at December 31, 2003, and the consolidated  results of its operations
and its cash flows for each of the two years in the period  ended  December  31,
2003, in conformity with accounting  principles generally accepted in the United
States.


                                                            /s/ERNST & YOUNG LLP


Greenville, South Carolina
February 27, 2004


<PAGE>

                          CENTURY PROPERTIES FUND XVIII
                           CONSOLIDATED BALANCE SHEET
                        (in thousands, except unit data)

                                December 31, 2003

<TABLE>
<CAPTION>

Assets
<S>                                                                            <C>
  Cash and cash equivalents                                                    $   683
  Receivables and deposits                                                          34
  Restricted escrows                                                               161
  Other assets                                                                      90
  Investment property (Notes B and E):
    Land                                                        $ 6,218
    Buildings and related personal property                       11,719
                                                                  17,937
    Less accumulated depreciation                                 (8,001)        9,936
                                                                              $ 10,904

Liabilities and Partners' (Deficiency) Capital
Liabilities
  Accounts payable                                                              $ 34
  Other liabilities                                                                 95
  Accrued property taxes                                                           314
  Tenant security deposit liabilities                                               39
  Mortgage note payable (Note B)                                                 9,833

Partners' (Deficiency) Capital
  General partner                                               $ (5,276)
  Limited partners (75,000 units issued and outstanding)           5,865           589
                                                                              $ 10,904

           See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>


                          CENTURY PROPERTIES FUND XVIII
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      (in thousands, except per unit data)

<TABLE>
<CAPTION>

                                                            Years Ended December 31,
                                                              2003            2002
                                                                           (Restated)
Revenues:
<S>                                                          <C>            <C>
  Rental income                                              $ 2,250        $ 2,461
  Other income                                                   260            225
      Total revenues                                           2,510          2,686

Expenses:
  Operating                                                    1,062          1,148
  General and administrative                                     296            290
  Depreciation                                                   473            467
  Interest                                                       765            775
  Property tax                                                   314            342
      Total expenses                                           2,910          3,022

Loss from continuing operations                                 (400)          (336)
(Loss) income from discontinued operations                      (440)           373
Gain on sale of discontinued operations                       10,546             --

Net income                                                   $ 9,706          $ 37

Net income allocated to general partner                      $ 1,027          $ 3
Net income allocated to limited partners                       8,679             34

                                                             $ 9,706          $ 37
Per limited partnership unit:
  Loss from continuing operations                            $ (4.80)       $ (4.03)
  (Loss) income from discontinued operations                   (5.28)          4.48
  Gain on sale of discontinued operations                     125.80             --

Net income per limited partnership unit                      $115.72         $ 0.45

Distributions per limited partnership unit                   $ 83.25         $ 2.96


           See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>

                           CENTURY PROPERTIES FUND XVIII
        CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' (DEFICIENCY) CAPITAL
                        (in thousands, except unit data)

<TABLE>
<CAPTION>


                                        Limited
                                       Partnership     General    Limited
                                          Units        Partner    Partners    Total

<S>                                       <C>           <C>       <C>        <C>
Original capital contributions            75,000        $ --      $75,000    $75,000

Partners' (deficiency) capital at
   December 31, 2001                      75,000       $(6,241)   $ 3,618    $(2,623)

Distributions to partners                     --            (2)      (222)      (224)

Net income for the year ended
   December 31, 2002                          --             3         34         37

Partners' (deficiency) capital at
   December 31, 2002                      75,000        (6,240)     3,430     (2,810)

Distributions to partners                     --           (63)    (6,244)    (6,307)

Net income for the year ended
   December 31, 2003                          --         1,027      8,679      9,706

Partners' (deficiency) capital at
   December 31, 2003                      75,000       $(5,276)   $ 5,865     $ 589


           See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>

                          CENTURY PROPERTIES FUND XVIII
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (in thousands)
<TABLE>
<CAPTION>

                                                               Years Ended December 31,
                                                                   2003         2002
Cash flows from operating activities:
<S>                                                              <C>            <C>
  Net income                                                     $ 9,706        $ 37
  Adjustments to reconcile net income to net cash provided
   by operating activities:
     Depreciation                                                     820          875
     Loss on early extinguishment of debt                             606           --
     Gain on sale of discontinued operations                      (10,546)          --
     Amortization of loan costs                                        56           60
     Change in accounts:
      Receivables and deposits                                         26          (14)
      Other assets                                                    (22)          (7)
      Accounts payable                                                (69)         (39)
      Other liabilities                                               (59)          45
      Accrued property taxes                                          (28)         (24)
      Tenant security deposit liabilities                             (17)           2
        Net cash provided by operating activities                     473          935

Cash flows from investing activities:
  Net proceeds from sale of discontinued operations                15,317           --
  Property improvements and replacements                             (269)        (280)
  Net deposits to restricted escrows                                  (42)         (42)
        Net cash provided by (used in) investing activities        15,006         (322)

Cash flows from financing activities:
  Repayment of mortgage note payable                               (8,397)          --
  Payment of prepayment penalty                                      (559)          --
  Payments on mortgage notes payable                                 (249)        (286)
  Distributions to partners                                        (6,307)        (224)
        Net cash used in financing activities                     (15,512)        (510)

Net (decrease) increase in cash and cash equivalents                  (33)         103
Cash and cash equivalents at beginning of year                        716          613

Cash and cash equivalents at end of year                          $ 683        $ 716

Supplemental disclosure of cash flow information:
  Cash paid for interest                                         $ 1,175      $ 1,328

           See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>
                          CENTURY PROPERTIES FUND XVIII
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


Note A - Organization and Significant Accounting Policies

Organization:  Century Properties Fund XVIII (the "Partnership" or "Registrant")
is a  California  limited  partnership  organized  in July 1982 to  acquire  and
operate residential  apartment complexes.  The Partnership's  general partner is
Fox Partners.  The general  partners of Fox Partners are Fox Capital  Management
Corporation  (the "Managing  General  Partner" or "FCMC"),  Fox Realty Investors
("FRI"),  and Fox  Partners  82. The Managing  General  Partner,  as well as the
managing  general  partner of FRI, are  affiliates of Apartment  Investment  and
Management Company ("AIMCO").  As of December 31, 2003, the Partnership operates
one  residential   apartment  complex  located  in  Texas.  In  prior  financial
statements,  including the Partnership's financial statements for the year ended
December 31, 2002,  the  Partnership  disclosed that the  Partnership  Agreement
provided that the Partnership was to terminate in 2020.  After a detailed review
of the Partnership's records, the Partnership has determined that such statement
was in error.  The  Partnership  Agreement  provides that the  Partnership is to
terminate  on  December  31,  2007,  unless  such date is modified or amended in
accordance with applicable law.

Principles of Consolidation:  The Partnership's financial statements include the
accounts of the Partnership and its  wholly-owned  partnership,  Oak Run LP, the
entity  which  holds  title  to  Oak  Run   Apartments.   All   interpartnership
transactions and balances have been eliminated in consolidation.

Allocations to Partners:  Net income, losses and cash available for distribution
(excluding  those arising from the occurrence of sales or  dispositions)  of the
Partnership  will be  allocated  (i) 9% to the  General  Partner  and  (ii)  the
remainder allocated 1% to the General Partner and 99% to the Limited Partners on
an annual basis.

In accordance  with the Partnership  Agreement,  any gain from the sale or other
disposition  of  Partnership  properties  shall be  allocated;  (i) first to the
General  Partner to the extent it is entitled to receive  distributions  of cash
pursuant to the above and from the sale or disposition of properties  (ii) next,
until such time as the  General  Partner  does not have a deficit in its capital
account,  10%  to the  General  Partner  and  90%  to  the  Limited  Partnership
Unitholders, and (iii) to the Limited Partnership Unitholders.

Cash from  sales or other  dispositions,  or  refinancing  and  working  capital
reserves are  distributed 99% to the Limited  Partnership  Unitholders and 1% to
the General Partner,  until: (i) each Limited Partnership Unitholder receives an
amount which equals the total of their original invested capital contributed for
his Limited Partnership Units and (ii) a sum equal to 8% per year, as determined
on a cumulative,  non-compounded  basis, on the Adjusted  Invested  Capital,  as
adjusted from time to time, of such Limited Partnership  Unitholder,  calculated
from the first day of the month in which he was  admitted as a Limited  Partner.
Thereafter,  the General  Partner will receive 15% of any  additional  cash from
sales or refinancing and working capital reserve available for distribution and,
finally,  the remainder of such being  allocated 99% to the Limited  Partnership
Unitholders  and 1% to the  General  Partner.  Upon sale of all  properties  and
termination  of  the  Partnership,  the  General  Partner  may  be  required  to
contribute  certain funds to the  Partnership in accordance with the Partnership
Agreement.

At December 31, 2003  approximately  $1,513,000 of cumulative  net proceeds from
sales and refinancings remained undistributed.  Therefore,  future distributions
will be  distributed  in  accordance  with  the  previous  paragraph  until  the
cumulative net proceeds from sales and refinancings are fully distributed.

Depreciation:  Depreciation is calculated by the  straight-line  method over the
estimated  lives of the rental  properties and related  personal  property.  For
Federal income tax purposes,  the  accelerated  cost recovery method is used for
real property over 18 years for additions after March 15, 1984 and before May 9,
1985, and 19 years for additions  after May 8, 1985, and before January 1, 1987.
As a result of the Tax Reform Act of 1986,  for  additions  after  December  31,
1986, the modified  accelerated cost recovery method is used for depreciation of
(1) real property  over 27.5 years and (2) personal  property  additions  over 5
years.

Cash and Cash Equivalents: Cash and cash equivalents include cash on hand and in
banks.  At certain times,  the amount of cash deposited at a bank may exceed the
limit on insured  deposits.  Cash balances  included  approximately  $668,000 at
December 31, 2003 that are  maintained  by an affiliated  management  company on
behalf of affiliated entities in cash concentration accounts.

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

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

Loan Costs: Loan costs of approximately $244,000 are included in other assets in
the  accompanying  consolidated  balance  sheet and are being  amortized  by the
straight-line  method  over  the  life  of  the  loan.  At  December  31,  2003,
accumulated  amortization is approximately $215,000.  Amortization of loan costs
is included in interest expense in the accompanying  consolidated  statements of
operations. Amortization expense is expected to be $29,000 in 2004.

Investment  Property:  Investment property consists of one apartment complex and
is stated at cost.  Acquisition  fees are  capitalized as a cost of real estate.
Expenditures  in excess of $250 that  maintain  an  existing  asset  which has a
useful  life of more  than one  year  are  capitalized  as  capital  replacement
expenditures  and  depreciated  over the  estimated  useful  life of the  asset.
Expenditures for ordinary repairs,  maintenance and apartment turnover costs are
expensed as incurred.  In  accordance  with  Statement  of Financial  Accounting
Standards  ("SFAS")  No.  144,  "Accounting  for the  Impairment  or Disposal of
Long-Lived  Assets," the  Partnership  records  impairment  losses on long-lived
assets used in operations when events and circumstances indicate that the assets
might be impaired and the  undiscounted  cash flows estimated to be generated by
those assets are less than the carrying amounts of these assets.  No adjustments
for  impairment of value were  recorded in the years ended  December 31, 2003 or
2002.

Income  Taxes:  Taxable  income or loss of the  Partnership  is  reported in the
income tax returns of its partners.  Accordingly,  no provision for income taxes
is made in the consolidated financial statements of the Partnership.

Fair Value of Financial Instruments: SFAS No. 107, "Disclosures about Fair Value
of  Financial  Instruments",  as amended  by SFAS No.  119,  "Disclosures  about
Derivative  Financial  Instruments  and Fair  Value of  Financial  Instruments",
requires  disclosure  of fair value  information  about  financial  instruments,
whether or not recognized in the balance  sheet,  for which it is practicable to
estimate  fair  value.  Fair value is defined in the SFAS as the amount at which
the  instruments  could be exchanged in a current  transaction  between  willing
parties,  other than in a forced or liquidation  sale. The Partnership  believes
that the carrying  amounts of its  financial  instruments  (except for long term
debt)  approximate  their fair  values due to the short term  maturity  of these
instruments. The fair value of the Partnership's long term debt approximates its
carrying balance.

Use of Estimates:  The  preparation of financial  statements in conformity  with
accounting   principles   generally  accepted  in  the  United  States  requires
management to make estimates and assumptions that affect the amounts reported in
the financial  statements and  accompanying  notes.  Actual results could differ
from those estimates.

Advertising  Costs:  The  Partnership  expenses  the  costs  of  advertising  as
incurred.  Advertising costs of approximately $86,000 and $103,000 for the years
ended December 31, 2003 and 2002,  respectively,  were charged to continuing and
discontinued operations.

Segment Reporting: SFAS No. 131, "Disclosure about Segments of an Enterprise and
Related  Information"   established   standards  for  the  way  public  business
enterprises  report  information  about operating  segments in annual  financial
statements and requires that those enterprises report selected information about
operating segments in interim financial reports.  It also establishes  standards
for related disclosures about products and services, geographic areas, and major
customers.  As defined in SFAS No. 131, the  Partnership has only one reportable
segment.

Recent  Accounting  Pronouncements:  In August 2001,  the  Financial  Accounting
Standards Board issued SFAS No. 144,  "Accounting for the Impairment or Disposal
of Long-Lived  Assets".  SFAS No. 144 provides accounting guidance for financial
accounting  and reporting for the  impairment or disposal of long-lived  assets.
SFAS No.  144  supersedes  SFAS  No.  121,  "Accounting  for the  Impairment  of
Long-Lived  Assets and for Long-Lived Assets to be Disposed Of". The Partnership
adopted SFAS No. 144 effective  January 1, 2002. As a result,  the  accompanying
consolidated  statement of operations  for the twelve months ended  December 31,
2002 have been  restated  as of January 1, 2002 to reflect  the gain on sale and
operations  of  Overlook  Point  Apartments  as gain  on  sale  of  discontinued
operations and income (loss) from discontinued operations,  respectively, due to
its sale in October 2003.

Note B - Mortgage Note Payable

The terms of mortgage note payable are as follows:
<TABLE>
<CAPTION>

                        Principal     Monthly                            Principal
                        Balance At    Payment    Stated                   Balance
                       December 31,  Including  Interest   Maturity        Due At
        Property           2003       Interest    Rate       Date         Maturity
                           (in thousands)                              (in thousands)

<S>                      <C>            <C>       <C>       <C>           <C>
Oak Run Apartments       $ 9,833        $ 73      7.36%     10/2004       $ 9,728
</TABLE>

The mortgage agreement includes non-recourse provisions which limit the lender's
remedies in the event of default to the specific  property  collateralizing  the
loan.  The note  requires a  prepayment  penalty if prepaid  prior to  maturity.
Further,  the  property may not be sold  subject to existing  indebtedness.  The
Partnership intends to refinance this mortgage prior to its maturity.

Note C - Income Taxes

Differences between the net income as reported and Federal taxable income result
primarily from  depreciation  over different  methods and lives and on differing
cost basis. The following is a reconciliation of reported net income and Federal
taxable income:

                                                     2003          2002
Net income as reported                             $ 9,706         $ 37
Add (deduct):
  Depreciation differences                             431            418
  Gain on sale                                       2,653             --
  Other                                                (50)            21
Federal taxable income                             $12,740         $ 476
Federal taxable income per limited
  partnership unit                                 $152.17        $ 5.72

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

                                                 2003
Net assets as reported                          $ 589
Land and buildings                               1,195
Accumulated depreciation                        (5,203)
Syndication and distribution costs               9,592
Other                                              130
Net assets - Federal tax basis                 $ 6,303

Note D - Transactions with Affiliated Parties

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

Affiliates of the Managing  General  Partner are entitled to receive 5% of gross
receipts  from  both  of the  Registrant's  properties  for  providing  property
management  services.  The  Registrant  paid  to such  affiliates  approximately
$219,000  and  $245,000  for  the  years  ended  December  31,  2003  and  2002,
respectively,  which is included  in  operating  expense and (loss)  income from
discontinued operations.

As  compensation  for the  services  rendered in managing the  Partnership,  the
Managing  General  Partner is entitled to receive a Partnership  Management  Fee
equal to 9% of  distributions  from  operations  as defined  in the  Partnership
Agreement.  During the years ended  December 31, 2003 and 2002,  no amounts were
paid to the  Managing  General  Partner  as all  distributions  were  made  from
cumulative undistributed sales and refinancing proceeds.

An  affiliate  of  the  Managing  General  Partner  received   reimbursement  of
accountable  administrative  expenses  amounting to  approximately  $177,000 and
$172,000 for the years ended December 31, 2003 and 2002, respectively,  which is
included in general and administrative expense.

An  affiliate  of  the  Managing  General  Partner  has  made  available  to the
Partnership  a  credit  line  of  up to  $150,000  per  property  owned  by  the
Partnership. At the present time, the Partnership has no outstanding amounts due
under this line of credit.

The  Partnership  insures its properties up to certain  limits through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability. The Partnership insures its properties above the AIMCO limits through
insurance  policies  obtained  by  AIMCO  from  insurers  unaffiliated  with the
Managing General Partner. During the years ended December 31, 2003 and 2002, the
Partnership  was charged by AIMCO and its affiliates  approximately  $66,000 and
$79,000,  respectively,  for insurance  coverage and fees associated with policy
claims administration.

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 42,612.50 limited partnership units
(the "Units") in the Partnership  representing  56.82% of the total  outstanding
Units at December 31, 2003.  A number of these Units were  acquired  pursuant to
tender offers made by AIMCO or its affiliates.  It is possible that AIMCO or its
affiliates will acquire  additional  Units in exchange for cash or a combination
of cash and units,  in AIMCO  Properties,  L.P.,  the operating  partnership  of
AIMCO, either through private purchases or tender offers.  Under the Partnership
Agreement,  unitholders  holding a majority  of the Units are  entitled  to take
action  with  respect to a variety  of  matters,  which  would  include  without
limitation, voting on certain amendments to the Partnership Agreement and voting
to remove the Managing General  Partner.  As a result of its ownership of 56.82%
of the total outstanding  Units,  AIMCO is in a position to influence all voting
decisions with respect to the Registrant.  AIMCO IPLP, L.P.,  formerly  Insignia
Properties L.P. ("IPLP"), an affiliate of AIMCO and the Managing General Partner
indirectly,  had agreed for the benefit of  non-tendering  unitholders,  that it
would vote the 21,513 Units  acquired in January 1996:  (i) against any increase
in compensation  payable to the Managing  General Partner or to affiliates;  and
(ii) on all other matters  submitted by it or its  affiliates,  in proportion to
the votes cast by non-tendering unitholders.  Except for the foregoing, no other
limitations are imposed on IPLP's,  AIMCO's or any of their  affiliates right to
vote each Unit acquired.  Although the Managing  General  Partner owes fiduciary
duties to the limited partners of the Partnership,  the Managing General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Managing  General Partner,  as managing  general  partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Managing General Partner to AIMCO, as its sole stockholder.

Note E - Investment Property and Accumulated Depreciation

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

                                                          Buildings          Costs
                                                         and Related      Capitalized
                                                          Personal       Subsequent to
     Description           Encumbrances       Land        Property        Acquisition
                          (in thousands)                                (in thousands)

<S>                          <C>             <C>           <C>              <C>
Oak Run Apartments           $ 9,833         $ 6,218       $ 8,713          $ 3,006
</TABLE>

<TABLE>
<CAPTION>

                        Gross Amount At Which Carried
                             At December 31, 2003
                                (in thousands)

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

<S>                      <C>        <C>       <C>        <C>         <C>        <C>
Oak Run Apartments       $ 6,218    $11,719   $17,937    $ 8,001     11/83      5-30 yrs
</TABLE>

Reconciliation of "Investment Property and Accumulated Depreciation":

                                                Years Ended December 31,
                                                  2003            2002
Investment Property                                  (in thousands)
Balance at beginning of year                    $ 28,946         $28,666
  Property improvements                              269             280
  Sale of investment property                    (11,278)             --
Balance at end of year                          $ 17,937         $28,946

Accumulated Depreciation
Balance at beginning of year                    $ 13,745         $12,870
  Depreciation expense                               820             875
  Sale of investment property                     (6,564)             --
Balance at end of year                          $ 8,001          $13,745

The aggregate cost of the investment property for Federal income tax purposes at
December  31,  2003 and 2002,  is  approximately  $19,132,000  and  $30,140,000,
respectively. The accumulated depreciation taken for Federal income tax purposes
at December 31, 2003 and 2002, is  approximately  $13,204,000  and  $22,032,000,
respectively.

Note F - Disposition of Investment Property

On October 31, 2003,  the  Partnership  sold  Overlook  Point  Apartments  to an
unrelated third party,  for a gross sale price of $15,600,000.  The net proceeds
realized by the  Partnership  were  approximately  $15,317,000  after payment of
closing costs of  approximately  $283,000.  The Partnership  used  approximately
$8,397,000 of the net proceeds to repay the mortgage  encumbering  the property.
The Partnership  realized a gain of approximately  $10,546,000 during the twelve
months  ended  December  31,  2003,  as a result of this sale and this amount is
included  in  gain  on  sale  of  discontinued  operations  in the  accompanying
consolidated  statements of  operations.  The property's  operations,  a loss of
approximately  $440,000  and  income of  approximately  $373,000  for the twelve
months ended  December 31, 2003 and 2002,  respectively,  including  revenues of
approximately  $1,545,000 and $1,931,000,  respectively,  are included in (loss)
income from discontinued  operations.  The loss from discontinued operations for
2003 includes a loss on early  extinguishment of debt of approximately  $606,000
for  the  twelve  months  ended  December  31,  2003  due  to the  write-off  of
approximately $47,000 of unamortized loan costs and the payment of approximately
$559,000  for a  prepayment  penalty  relating to the  repayment of the mortgage
encumbering the property.

Note G - Legal Proceedings

In March 1998, several putative unit holders of limited partnership units of the
Partnership  commenced an action  entitled  Rosalie  Nuanes,  et al. v. Insignia
Financial Group, Inc., et al. (the "Nuanes action") in the Superior Court of the
State of  California  for the  County  of San  Mateo.  The  plaintiffs  named as
defendants,  among others,  the  Partnership,  its Managing  General Partner and
several of their  affiliated  partnerships  and corporate  entities.  The action
purported  to  assert  claims  on  behalf  of a class of  limited  partners  and
derivatively  on behalf  of a number  of  limited  partnerships  (including  the
Partnership)  that are named as nominal  defendants,  challenging,  among  other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc.  ("Insignia") and entities that were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged into AIMCO.  The plaintiffs  sought  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
In addition, during the third quarter of 2001, a complaint (the "Heller action")
was filed  against  the same  defendants  that are named in the  Nuanes  action,
captioned  Heller v.  Insignia  Financial  Group.  On or about  August 6,  2001,
plaintiffs filed a first amended  complaint.  The Heller action was brought as a
purported derivative action, and asserted claims for, among other things, breach
of fiduciary  duty,  unfair  competition,  conversion,  unjust  enrichment,  and
judicial dissolution.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes action and the Heller action.

In general  terms,  the  proposed  settlement  provides  for  certification  for
settlement  purposes of a settlement class consisting of all limited partners in
this  Partnership and others (the  "Partnerships")  as of December 20, 2002, the
dismissal  with  prejudice  and  release  of claims  in the  Nuanes  and  Heller
litigation,  payment by AIMCO of $9.9  million  (which shall be  distributed  to
settlement  class  members  after  deduction of attorney fees and costs of class
counsel and certain costs of settlement) and up to $1 million toward the cost of
independent  appraisals of the  Partnerships'  properties  by a Court  appointed
appraiser.  An affiliate of the Managing General Partner has also agreed to make
at least one round of tender offers to purchase all of the partnership interests
in the Partnerships within one year of final approval,  if it is granted, and to
provide  partners with the independent  appraisals at the time of these tenders.
The proposed  settlement also provided for the limitation of the allowable costs
which  the  Managing   General   Partner  or  its  affiliates  will  charge  the
Partnerships  in connection with this litigation and imposes limits on the class
counsel  fees and  costs in this  litigation.  On April  11,  2003,  notice  was
distributed  to  limited   partners   providing  the  details  of  the  proposed
settlement.

On June 13, 2003, the Court granted final approval of the settlement and entered
judgment in both the Nuanes and Heller actions.  On August 12, 2003, an objector
("Objector")  filed an  appeal  seeking  to  vacate  and/or  reverse  the  order
approving the settlement and entering  judgment  thereto.  On November 24, 2003,
the Objector filed an  application  requesting the Court order AIMCO to withdraw
settlement  tender offers it had  commenced,  refrain from making further offers
pending the appeal and auction any units tendered to third  parties,  contending
that the offers did not conform  with the terms of the  Settlement.  Counsel for
the Objector (on behalf of another  investor)  had  alternatively  requested the
Court take certain  action  purportedly  to enforce the terms of the  settlement
agreement.  On December 18, 2003,  the Court heard oral  argument on the motions
and denied them both in their entirety.  On January 28, 2004, Objector filed his
opening brief in his pending appeal.  The Managing  General Partner is currently
scheduled  to file a brief in  support  of the order  approving  settlement  and
entering judgment thereto by April 23, 2004.

On August 8, 2003 AIMCO  Properties  L.P., an affiliate of the Managing  General
Partner,  was served  with a  Complaint  in the United  States  District  Court,
District of Columbia alleging that AIMCO Properties L.P.  willfully violated the
Fair Labor Standards Act (FLSA) by failing to pay maintenance  workers  overtime
for all hours worked in excess of forty per week.  The  Complaint is styled as a
Collective  Action  under  the FLSA and seeks to  certify  state  subclasses  in
California, Maryland, and the District of Columbia. Specifically, the plaintiffs
contend that AIMCO Properties L.P. failed to compensate  maintenance workers for
time  that they were  required  to be  "on-call".  Additionally,  the  Complaint
alleges AIMCO  Properties  L.P.  failed to comply with the FLSA in  compensating
maintenance  workers  for time that they  worked in  responding  to a call while
"on-call".  The  Complaint  also  attempts  to certify a subclass  for  salaried
service  directors who are challenging  their  classification as exempt from the
overtime  provisions of the FLSA.  AIMCO  Properties L.P. has filed an answer to
the  Complaint  denying the  substantive  allegations.  Discovery  is  currently
underway.

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

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

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

None.

Item 8a.    Controls and Procedures

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

(b) Internal Control Over Financial  Reporting.  There have not been any changes
in the Partnership's  internal control over financial reporting (as such term is
defined in Rules  13a-15(f)  and  15d-15(f)  under the Exchange  Act) during the
fourth quarter of 2003 that have materially  affected,  or are reasonably likely
to  materially  affect,  the  Partnership's   internal  control  over  financial
reporting.

                                    PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
        with Section 16(a) of the Exchange Act

Neither the  Registrant,  nor Fox Partners  ("Fox"),  the general partner of the
Registrant,  has any directors or officers.  Fox Capital Management  Corporation
(the "Managing General Partner" or "FCMC"), the managing general partner of Fox,
manages  and  controls  substantially  all of the  Registrant's  affairs and has
general  responsibility  and  ultimate  authority in all matters  affecting  its
business.

The  names  and ages of,  as well as the  positions  and  offices  held by,  the
directors  and  officers of the  Managing  General  Partner are set forth below.
There are no family relationships between or among any directors or officers.

Name                        Age    Position

Peter K. Kompaniez           59    Director
Martha L. Long               44    Director and Senior Vice President
Harry G. Alcock              41    Executive Vice President
Miles Cortez                 60    Executive Vice President, General Counsel
                                     and Secretary
Patti K. Fielding            40    Executive Vice President
Paul J. McAuliffe            47    Executive Vice President and Chief
                                     Financial Officer
Thomas M. Herzog             41    Senior Vice President and Chief Accounting
                                     Officer

Peter K.  Kompaniez  has been  Director of the Managing  General  Partner  since
February 2004. Mr. Kompaniez has been Vice Chairman of the Board of Directors of
AIMCO since July 1994 and was appointed  President in July 1997.  Mr.  Kompaniez
has also  served as Chief  Operating  Officer of NHP  Incorporated  after it was
acquired by AIMCO in  December  1997.  Effective  April 1, 2004,  Mr.  Kompaniez
resigned as  President  of AIMCO.  Mr.  Kompaniez  will  continue in his role as
Director of the Managing  General Partner and Vice Chairman of AIMCO's Board and
will serve AIMCO on a variety of special and  ongoing  projects in an  operating
role.

Martha L. Long has been a Director  and Senior Vice  President  of the  Managing
General  Partner since February 2004. Ms. Long has been with AIMCO since October
1998 and has served in various capacities. From 1998 to 2001, Ms. Long served as
Senior Vice President and Controller of AIMCO and the Managing  General Partner.
During 2002 and 2003,  Ms. Long served as Senior Vice  President  of  Continuous
Improvement for AIMCO.

Harry G. Alcock was appointed  Executive Vice President of the Managing  General
Partner  in  February  2004 and has been  Executive  Vice  President  and  Chief
Investment Officer of AIMCO since October 1999. Prior to October 1999 Mr. Alcock
served as a Vice President of AIMCO from July 1996 to October 1997,  when he was
promoted to Senior Vice  President-Acquisitions  where he served  until  October
1999. Mr. Alcock has had responsibility for acquisition and financing activities
of AIMCO since July 1994.

Miles  Cortez was  appointed  Executive  Vice  President,  General  Counsel  and
Secretary  of the  Managing  General  Partner in  February  2004 and of AIMCO in
August 2001. Prior to joining AIMCO, Mr. Cortez was the senior partner of Cortez
Macaulay Bernhardt & Schuetze LLC, a Denver law firm, from December 1997 through
September 2001.

Patti K. Fielding was appointed  Executive  Vice President - Securities and Debt
of the Managing  General Partner in February 2004 and of AIMCO in February 2003.
Ms. Fielding previously served as Senior Vice President - Securities and Debt of
AIMCO from  January  2000 to February  2003.  Ms.  Fielding is  responsible  for
securities and debt financing and the treasury  department.  Ms. Fielding joined
AIMCO in February 1997 and served as Vice  President - Tenders,  Securities  and
Debt until January 2000.

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

Thomas M.  Herzog was  appointed  Senior  Vice  President  and Chief  Accounting
Officer of the Managing General Partner in February 2004 and of AIMCO in January
2004.  Prior to joining AIMCO in January 2004, Mr. Herzog was at GE Real Estate,
serving  as Chief  Accounting  Officer & Global  Controller  from  April 2002 to
January 2004 and as Chief Technical Advisor from March 2000 to April 2002. Prior
to joining GE Real  Estate,  Mr.  Herzog was at  Deloitte & Touche LLP from 1990
until 2000, including a two-year assignment in the real estate national office.

One or more of the above persons are also directors and/or officers of a general
partner (or general partner of a general partner) of limited  partnerships which
either have a class of  securities  registered  pursuant to Section 12(g) of the
Securities Exchange Act of 1934, or are subject to the reporting requirements of
Section  15(d) of such Act.  Further,  one or more of the above persons are also
directors and/or officers of Apartment Investment and Management Company and the
general  partner  of  AIMCO  Properties,  L.P.,  entities  that  have a class of
securities  registered  pursuant to Section 12(g) of the Securities Exchange Act
of 1934, or are subject to the reporting  requirements of Section 15 (d) of such
Act.

The board of directors of the Managing  General Partner does not have a separate
audit committee. As such, the board of directors of the Managing General Partner
fulfills  the  functions  of an audit  committee.  The  board of  directors  has
determined  that  Martha L. Long meets the  requirement  of an "audit  committee
financial expert".

The directors and officers of the Managing  General  Partner with authority over
the Partnership are all employees of subsidiaries of AIMCO.  AIMCO has adopted a
code of ethics that applies to such  directors  and  officers  that is posted on
AIMCO's  website  (www.AIMCO.com).   AIMCO's  website  is  not  incorporated  by
reference to this filing.

Item 10.    Executive Compensation

No direct form of compensation  or  remuneration  was paid by the Partnership to
any officer or director of Fox Partners.

Item 11.    Security Ownership of Certain Beneficial Owners and Management

Except as noted below, no person or entity was known by the Registrant to be the
beneficial owner of more than 5% of the Registrant's  limited  partnership units
as of December 31, 2003.

               Name of                                         Percentage
          Beneficial Owner                Number of Units       of Class

AIMCO IPLP, L.P.
  (an affiliate of AIMCO)                    21,717.0            28.96%
Madison River Properties, LLC
  (an affiliate of AIMCO)                     5,259.5             7.01%
AIMCO Properties, L.P.
  (an affiliate of AIMCO)                    15,536.0            20.72%
Fox Capital Management Company
  (an affiliate of AIMCO)                       100.0             0.13%

Madison  River  Properties,  LLC,  AIMCO IPLP,  L.P. and Fox Capital  Management
Company are indirectly  ultimately owned by AIMCO.  Their business address is 55
Beattie Place, Greenville, SC 29602.

AIMCO  Properties,  L.P.  is  indirectly  ultimately  controlled  by AIMCO.  Its
business  address is 4582 S. Ulster St. Parkway,  Suite 1100,  Denver,  Colorado
80237.

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

Item 12.    Certain Relationships and Related Transactions

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

Affiliates of the Managing  General  Partner are entitled to receive 5% of gross
receipts  from  both  of the  Registrant's  properties  for  providing  property
management  services.  The  Registrant  paid  to such  affiliates  approximately
$219,000  and  $245,000  for  the  years  ended  December  31,  2003  and  2002,
respectively,  which is included  in  operating  expense and (loss)  income from
discontinued operations.

As  compensation  for the  services  rendered in managing the  Partnership,  the
Managing  General  Partner is entitled to receive a Partnership  Management  Fee
equal to 9% of  distributions  from  operations  as defined  in the  Partnership
Agreement.  During the years ended  December 31, 2003 and 2002,  no amounts were
paid to the  Managing  General  Partner  as all  distributions  were  made  from
cumulative undistributed sales and refinancing proceeds.

An  affiliate  of  the  Managing  General  Partner  received   reimbursement  of
accountable  administrative  expenses  amounting to  approximately  $177,000 and
$172,000 for the years ended December 31, 2003 and 2002, respectively,  which is
included in general and administrative expense.

An  affiliate  of  the  Managing  General  Partner  has  made  available  to the
Partnership  a  credit  line  of  up to  $150,000  per  property  owned  by  the
Partnership. At the present time, the Partnership has no outstanding amounts due
under this line of credit.

The  Partnership  insures its properties up to certain  limits through  coverage
provided by AIMCO which is  generally  self-insured  for a portion of losses and
liabilities  related to workers  compensation,  property  casualty  and  vehicle
liability. The Partnership insures its properties above the AIMCO limits through
insurance  policies  obtained  by  AIMCO  from  insurers  unaffiliated  with the
Managing General Partner. During the years ended December 31, 2003 and 2002, the
Partnership  was charged by AIMCO and its affiliates  approximately  $66,000 and
$79,000,  respectively,  for insurance  coverage and fees associated with policy
claims administration.

In addition to its indirect  ownership of the general  partner  interests in the
Partnership,  AIMCO and its affiliates owned 42,612.50 limited partnership units
(the "Units") in the Partnership  representing  56.82% of the total  outstanding
Units at December 31, 2003.  A number of these Units were  acquired  pursuant to
tender offers made by AIMCO or its affiliates.  It is possible that AIMCO or its
affiliates will acquire  additional  Units in exchange for cash or a combination
of cash and units,  in AIMCO  Properties,  L.P.,  the operating  partnership  of
AIMCO, either through private purchases or tender offers.  Under the Partnership
Agreement,  unitholders  holding a majority  of the Units are  entitled  to take
action  with  respect to a variety  of  matters,  which  would  include  without
limitation, voting on certain amendments to the Partnership Agreement and voting
to remove the Managing General  Partner.  As a result of its ownership of 56.82%
of the total outstanding  Units,  AIMCO is in a position to influence all voting
decisions with respect to the Registrant.  AIMCO IPLP, L.P.,  formerly  Insignia
Properties L.P. ("IPLP"), an affiliate of AIMCO and the Managing General Partner
indirectly,  had agreed for the benefit of  non-tendering  unitholders,  that it
would vote the 21,513 Units  acquired in January 1996:  (i) against any increase
in compensation  payable to the Managing  General Partner or to affiliates;  and
(ii) on all other matters  submitted by it or its  affiliates,  in proportion to
the votes cast by non-tendering unitholders.  Except for the foregoing, no other
limitations are imposed on IPLP's,  AIMCO's or any of their  affiliates right to
vote each Unit acquired.  Although the Managing  General  Partner owes fiduciary
duties to the limited partners of the Partnership,  the Managing General Partner
also owes fiduciary duties to AIMCO as its sole  stockholder.  As a result,  the
duties of the Managing  General Partner,  as managing  general  partner,  to the
Partnership  and its limited  partners may come into conflict with the duties of
the Managing General Partner to AIMCO, as its sole stockholder.

Item 13.    Exhibits and Reports on Form 8-K

      (a)   Exhibits:

            See Exhibit Index

      (b) Reports on Form 8-K filed during the quarter ended December 31, 2003:

            Current  Report  on Form 8-K  dated  October  31,  2003 and filed on
            November 10, 2003 disclosing the sale of Overlook Point Apartments.

Item 14.    Principal Accountant Fees and Services

The Managing  General Partner has  reappointed  Ernst & Young LLP as independent
auditors to audit the financial statements of the Partnership for 2004.

Audit  Fees.  The  Partnership   paid  to  Ernst  &  Young  LLP  audit  fees  of
approximately $37,000 and $36,000 for 2003 and 2002, respectively.

Tax Fees.  The  Partnership  paid to Ernst & Young LLP fees for tax services for
2003 and 2002 of approximately $11,000 and $13,000, respectively.


<PAGE>


                                   SIGNATURES



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


                                    CENTURY PROPERTIES FUND XVIII


                                    By:   Fox Partners
                                          General Partner


                                    By:   Fox Capital Management Corporation
                                          Managing General Partner


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


                                    By:   /s/Thomas M. Herzog
                                          Thomas M. Herzog
                                          Senior Vice President
                                          and Chief Accounting Officer


                                    Date: March 29, 2004


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


/s/Peter K. Kompaniez         Date:       March 29, 2004
Peter K. Kompaniez
Director


/s/Martha L. Long             Date:       March 29, 2004
Martha L. Long
Director and Senior Vice
President


/s/Thomas M. Herzog           Date:       March 29, 2004
Thomas M. Herzog
Senior Vice President and
Chief Accounting Officer


<PAGE>


                          CENTURY PROPERTIES FUND XVIII

                                  EXHIBIT INDEX


 Exhibit Number   Description of Exhibit

2.5  Master Indemnity  Agreement  Incorporated by reference to Form 8-K filed by
     Insignia Financial Group, Inc. with the Securities and Exchange  Commission
     on September 1, 1995.

3.4  Agreement of Limited Partnership  Incorporated by reference to Exhibit A to
     the  Prospectus  of the  Registrant  dated  November  5,  1982,  as revised
     December 30, 1982,  and after  supplemented  contained in the  Registrant's
     Agreement on Form S-11 (Reg. No. 2-78495).

10.1 Promissory Note between Oak Run, L.L.C., a South Carolina limited liability
     company, and Lehman Brothers Holdings Inc. d/b/a Lehman Capital, a division
     of Lehman Brothers Holdings Inc., a Delaware  corporation,  dated September
     1997.  Incorporated  by reference to the  Registrant's  Form 10-KSB for the
     year ended December 31, 1997.

10.2 Deed of Trust and  Security  Agreement  between  Oak Run,  L.L.C.,  a South
     Carolina limited liability company,  David M. Parnell,  and Lehman Brothers
     Holdings Inc. d/b/a Lehman Capital,  a division of Lehman Brothers Holdings
     Inc.,  a  Delaware  corporation,  dated  September  1997.  Incorporated  by
     reference to the  Registrant's  Form 10-KSB for the year ended December 31,
     1997.

10.3 Multi-Family Note between Century Properties Fund XVIII, L.P., a California
     limited  partnership,  and Newport Mortgage Company,  L.P., a Texas limited
     partnership,  dated  August 24,  1998.  Incorporated  by  reference  to the
     Registrant's Form 10-KSB for the year ended December 31, 1998.

10.4 Purchase  and Sale  Contract  between  Century  Properties  Fund  XVIII and
     Rohnert Crossbrook  Associates,  dated August 15, 2003 for sale of Overlook
     Apartments.  Incorporated by reference to the  Registrant's  Form 8-K dated
     October 13, 2003 and filed on November 10, 2003.

10.5 Reinstatement  and Amendment to Purchase and Sale Contract  between Century
     Properties Fund XVIII and Rohnert  Crossbrook  Associates,  dated September
     24, 2003 for sale of Overlook Apartments.  Incorporated by reference to the
     Registrant's  Form 8-K dated  October 13,  2003 and filed on  November  10,
     2003.

10.6 Second Amendment to Purchase and Sale Contract  between Century  Properties
     Fund XVIII and Rohnert  Crossbrook  Associates,  dated  October 3, 2003 for
     sale of Overlook Apartments.  Incorporated by reference to the Registrant's
     Form 8-K dated October 13, 2003 and filed on November 10, 2003.

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

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

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

<PAGE>

Exhibit 31.1


                                  CERTIFICATION


I, Martha L. Long, certify that:


1.    I have reviewed  this annual  report on Form 10-KSB of Century  Properties
      Fund XVIII;

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

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

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

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

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

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

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

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

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

Date:  March 29, 2004

                                 /s/Martha L. Long
                                 Martha L. Long
                                 Senior   Vice   President   of  Fox  Capital
                                 Management  Corporation,  equivalent  of the
                                 chief executive officer of the Partnership


<PAGE>



Exhibit 31.2


                                  CERTIFICATION


I, Thomas M. Herzog, certify that:


1.    I have reviewed  this annual  report on Form 10-KSB of Century  Properties
      Fund XVIII;

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

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

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

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

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

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

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

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

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

Date:  March 29, 2004

                                /s/Thomas M. Herzog
                                Thomas M. Herzog
                                Senior  Vice  President  and  Chief   Accounting
                                Officer of Fox Capital Management Corporation,
                                equivalent of the chief financial officer of
                                the Partnership


<PAGE>


Exhibit 32.1


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



In connection  with the Annual Report on Form 10-KSB of Century  Properties Fund
XVIII (the  "Partnership"),  for the year ended  December 31, 2003 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), Martha
L. Long, as the equivalent of the Chief  Executive  Officer of the  Partnership,
and Thomas M. Herzog,  as the equivalent of the Chief  Financial  Officer of the
Partnership,  each hereby  certifies,  pursuant to 18 U.S.C.  Section  1350,  as
adopted pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002, that, to the
best of his knowledge:

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

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


                                           /s/Martha L. Long
                                    Name:  Martha L. Long
                                    Date:  March 29, 2004


                                           /s/Thomas M. Herzog
                                    Name:  Thomas M. Herzog
                                    Date:  March 29, 2004


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