FORM 10-QSB---QUARTERLY OR TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF
                        THE SECURITIES EXCHANGE ACT OF 1934
                        Quarterly or Transitional Report



                      U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

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

                 For the quarterly period ended September 30, 2000


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


                For the transition period from _________to _________

                         Commission file number 0-15675


                             DAVIDSON GROWTH PLUS, L.P.
         (Exact name of small business issuer as specified in its charter)



         Delaware                                           52-1462866
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

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

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


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

<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

a)

                             DAVIDSON GROWTH PLUS, L.P.

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

                               September 30, 2000

<TABLE>
<CAPTION>


Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $  760
   Receivables and deposits                                                     210
   Restricted escrows                                                           438
   Other assets                                                                 215
   Investment properties:
       Land                                                  $  4,650
       Buildings and related personal property                 20,820
                                                               25,470
       Less accumulated depreciation                          (11,543)       13,927
                                                                           $ 15,550
Liabilities and Partners' (Deficit) Capital
Liabilities
   Accounts payable                                                          $   52
   Tenant security deposit liabilities                                          113
   Accrued property taxes                                                       372
   Other liabilities                                                            300
   Mortgage notes payable                                                    11,425

Minority interest                                                                86

Partners' (Deficit) Capital
   General partners                                           $  (722)
   Limited partners (28,371.75 units issued and
      outstanding)                                              3,924         3,202
                                                                           $ 15,550
</TABLE>


            See Accompanying Notes to Consolidated Financial Statements

<PAGE>

b)

                             DAVIDSON GROWTH PLUS, L.P.

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                          (in thousands, except unit data)
<TABLE>
<CAPTION>


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

 Revenues:
<S>                                   <C>           <C>          <C>          <C>
    Rental income                     $ 1,385       $ 1,315      $ 4,022      $ 3,932
    Other income                           90            65          279          241
          Total revenues                1,475         1,380        4,301        4,173

 Expenses:
    Operating                             514           510        1,507        1,442
    General and administrative            100            56          228          194
    Depreciation                          233           204          714          611
    Interest                              255           257          757          774
    Property taxes                        133           119          370          356
          Total expenses                1,235         1,146        3,576        3,377

 Income before minority interest
    in net income of joint venture        240           234          725          796
 Minority interest in net income
    of joint venture                      (24)          (12)         (64)         (68)

 Net income                            $  216         $ 222        $ 661        $ 728

 Net income allocated to general
    partners (3%)                      $    6         $   7        $  20        $  22
 Net income allocated to limited
    partners (97%)                        210           215          641          706

                                       $  216         $ 222        $ 661        $ 728

 Net income per limited
    partnership unit                   $ 7.40        $ 7.58      $ 22.59      $ 24.88

 Distributions per limited
    partnership unit                   $   --        $ 16.57     $ 23.76      $ 48.04
</TABLE>

            See Accompanying Notes to Consolidated Financial Statements

<PAGE>

c)

                             DAVIDSON GROWTH PLUS, L.P.

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

<TABLE>
<CAPTION>


                                     Limited
                                   Partnership    General      Limited
                                      Units      Partners     Partners       Total

<S>                                 <C>           <C>          <C>          <C>
Original capital contributions      28,371.75     $    1       $28,376      $28,377

Partners' (deficit) capital at
   December 31, 1999                28,371.75     $ (721)      $ 3,957      $ 3,236

Distributions to partners                  --        (21)         (674)        (695)

Net income for the nine months
   ended September 30, 2000                --         20           641          661

Partners' (deficit) capital
   at September 30, 2000            28,371.75     $ (722)      $ 3,924      $ 3,202
</TABLE>


            See Accompanying Notes to Consolidated Financial Statements

<PAGE>

d)

                             DAVIDSON GROWTH PLUS, L.P.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                   (in thousands)

<TABLE>
<CAPTION>

                                                                 Nine Months Ended
                                                                   September 30,
                                                                  2000        1999
Cash flows from operating activities:
<S>                                                              <C>          <C>
  Net income                                                     $ 661        $  728
  Adjustments to reconcile net income to net cash
   provided by operating activities:
      Depreciation                                                  714          611
      Amortization of discounts and loan costs                       83           79
      Minority interest in net income of joint venture               64           68
      Change in accounts:
         Receivables and deposits                                   156         (125)
         Other assets                                               (27)         (42)
         Accounts payable                                           (28)          28
         Tenant security deposit liabilities                         (7)         (17)
         Accrued property taxes                                     175          167
         Other liabilities                                          (17)         (16)
            Net cash provided by operating activities             1,774        1,481

Cash flows from investing activities:
  Property improvements and replacements                           (600)        (465)
  Net (deposits to) receipts from restricted escrows               (171)         219
            Net cash used in investing activities                  (771)        (246)

Cash flows from financing activities:
  Payments on mortgage notes payable                               (211)        (190)
  Distributions to partners                                        (695)        (921)
  Distributions to minority partner                                 (83)        (177)
            Net cash used in financing activities                  (989)      (1,288)

Net increase (decrease) in cash and cash equivalents                 14          (53)
Cash and cash equivalents at beginning of period                    746        1,186
Cash and cash equivalents at end of period                       $  760      $ 1,133

Supplemental disclosure of cash flow information:
  Cash paid for interest                                         $  675        $ 695

Supplemental disclosure of non-cash financing activities:
  Distribution payable                                           $   --        $ 484
</TABLE>

            See Accompanying Notes to Consolidated Financial Statements

<PAGE>
e)

                             DAVIDSON GROWTH PLUS, L.P.

                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note A - Basis of Presentation

The accompanying  unaudited consolidated financial statements of Davidson Growth
Plus, L.P. (the  "Partnership" or "Registrant") have been prepared in accordance
with generally accepted accounting  principles for interim financial information
and with the  instructions  to Form  10-QSB and Item 310(b) of  Regulation  S-B.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of Davidson  Growth Plus GP Corporation  (the  "Managing  General
Partner"),  all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included.  Operating results for the
three and nine month  periods  ended  September  30, 2000,  are not  necessarily
indicative  of the  results  that may be  expected  for the fiscal  year  ending
December 31, 2000. For further information,  refer to the consolidated financial
statements and footnotes thereto included in the Partnership's  Annual Report on
Form 10-KSB for the fiscal year ended December 31, 1999.

Principles of Consolidation

The consolidated financial statements of the Partnership include its 99% limited
partnership  interest in The New Fairways,  LP and its 82.5% general partnership
interest in Sterling  Crest Joint  Venture  ("Sterling  Crest")  which  operates
Brighton  Crest.  Because the  Partnership may remove the general partner of The
New  Fairways,  L.P.  and has a  controlling  interest  in Sterling  Crest,  the
partnerships are controlled and consolidated by the Partnership. All significant
inter-entity balances have been eliminated.

Note B - Transfer of Control

Pursuant  to a series  of  transactions  which  closed  on  October  1, 1998 and
February 26, 1999,  Insignia Financial Group, Inc. and Insignia Properties Trust
merged into Apartment  Investment and Management Company  ("AIMCO"),  a publicly
traded real estate investment trust, with AIMCO being the surviving  corporation
(the "Insignia Merger").  As a result, AIMCO acquired 100% ownership interest in
the Managing General Partner. The Managing General Partner does not believe that
this  transaction  has had or will have a  material  effect on the  affairs  and
operations of the Partnership.

Note C - 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.  Affiliates  of the Managing  General  Partner  provide
property  management  and asset  management  services  to the  Partnership.  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.

The  following  amounts  were paid or accrued to the  Managing  General  Partner
and/or its affiliates during the nine month periods ended September 30, 2000 and
1999:

                                                                  2000      1999
                                                                  (in thousands)

 Property management fees (included in operating expenses)        $219      $213
 Reimbursement for services of affiliates (included in
    general and administrative expense)                            124        82
 Subordinated management fee (included in general and
    administrative expense)                                         25        24

During the nine months  ended  September  30, 2000 and 1999,  affiliates  of the
Managing  General Partner were entitled to receive 5% of gross receipts from all
of  the  Partnership's   properties  as  compensation  for  providing   property
management  services.  The  Partnership  paid to such  affiliates  approximately
$219,000 and $213,000  for the nine months  ended  September  30, 2000 and 1999,
respectively.

An  affiliate  of  the  Managing  General  Partner  received   reimbursement  of
accountable  administrative  expenses  amounting to  approximately  $124,000 and
$82,000 for the nine months ended September 30, 2000 and 1999, respectively.

The Partnership Agreement provides for the Managing General Partner to receive a
fee for managing the affairs of the Partnership.  The fee is 2% of adjusted cash
from  operations,  as  defined  in the  Partnership  Agreement.  Payment of this
management fee is  subordinated  and is payable only after the  Partnership  has
distributed,  to the limited partners, adjusted cash from operations in any year
equal to 10% of the limited partners adjusted invested capital as defined in the
Partnership  Agreement.  Unpaid  subordinated  Partnership  management  fees  at
September  30,  2000,  are  approximately  $158,000.  Included  in the  $158,000
subordinated  management  fee payable at September  30, 2000,  were  Partnership
management fees of approximately  $25,000 and $24,000 for the nine month periods
ended September 30, 2000 and 1999, respectively.

On September 25, 1997, an affiliate of the Managing  General  Partner  purchased
Lehman Brothers' Class "D" subordinated bonds of SASCO, 1992-MI. These bonds are
secured  by 55  multi-family  apartment  mortgage  loan  pairs  held  in  Trust,
including The Fairway Apartments owned by the Partnership.

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates  currently own 15,466 limited partnership
units in the Partnership  representing 54.51% of the outstanding units. 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 make one or more
additional offers to acquire  additional  limited  partnership  interests in the
Partnership  for cash or in exchange for units in the operating  partnership  of
AIMCO. 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  54.51% of the  outstanding  units,  AIMCO is in a
position to influence all voting decisions with respect to the Registrant.  When
voting on matters, AIMCO would in all likelihood vote the Units it acquired in a
manner  favorable  to the interest of the Managing  General  Partner  because of
their affiliation with the Managing General Partner.

Note D - Distributions to Partners

Cash  distributions  from operations of  approximately  $695,000  (approximately
$674,000 to the limited  partners or $23.76 per limited  partnership  unit) were
paid to the partners during the nine months ended September 30, 2000. Subsequent
to September 30, 2000, a distribution from operations of approximately  $106,000
(approximately $103,000 to the limited partners or $3.63 per limited partnership
unit) was declared. Cash distributions from operations of approximately $921,000
(approximately   $893,000  to  the  limited   partners  or  $31.47  per  limited
partnership  unit)  were  paid to the  partners  during  the nine  months  ended
September 30, 1999. Subsequent to September 30, 1999 an additional  distribution
from operations of approximately $484,000 (approximately $470,000 to the limited
partners or $16.57 per limited  partnership unit) was paid to the partners which
was approved and accrued during the nine months ended September 30, 1999.

Note E - Segment Information

Description  of the types of products  and  services  from which the  reportable
segment  derives its  revenues:  The  Partnership  has one  reportable  segment:
residential properties.  The Partnership's residential property segment consists
of three apartment  complexes one each in Marietta,  Georgia;  Plano, Texas; and
Brandon,  Florida.  The  Partnership  rents apartment units to tenants for terms
that are typically twelve months or less.

Measurement  of segment profit or loss: The  Partnership  evaluates  performance
based on segment profit (loss) before  depreciation.  The accounting policies of
the reportable segments are the same as those of the Partnership as described in
the  Partnership's  Annual Report on Form 10-KSB for the year ended December 31,
1999.

Factors management used to identify the enterprise's  reportable  segments:  The
Partnership's  reportable  segment consists of investment  properties that offer
similar  products and services.  Although each of the  investment  properties is
managed  separately,  they have been aggregated into one segment as they provide
services with similar types of products and customers.

Segment  information  for the three and nine month periods  ended  September 30,
2000 and 1999,  is shown in the  following  tables (in  thousands).  The "Other"
column includes Partnership  administration related items and income and expense
not allocated to the reportable segment.


      For the Three Months Ended
          September 30, 2000           Residential    Other      Totals

Rental income                            $ 1,385       $  --     $ 1,385
Other income                                  82           8          90
Interest expense                             255          --         255
Depreciation                                 233          --         233
General and administrative expense            --         100         100
Minority interest in net income of
  joint venture                               --         (24)        (24)
Segment profit (loss)                        332        (116)        216


      For the Nine Months Ended
          September 30, 2000           Residential    Other      Totals

Rental income                            $ 4,022       $  --     $ 4,022
Other income                                 249          30         279
Interest expense                             757          --         757
Depreciation                                 714          --         714
General and administrative expense            --         228         228
Minority interest in net income of
  joint venture                               --         (64)        (64)
Segment profit (loss)                        923        (262)        661
Total assets                              15,343         207      15,550
Capital expenditures for investment
  properties                                 600          --         600


      For the Three Months Ended
          September 30, 1999           Residential    Other      Totals

Rental income                            $ 1,315       $  --     $ 1,315
Other income                                  65          --          65
Interest expense                             257          --         257
Depreciation                                 204          --         204
General and administrative expense            --          56          56
Minority interest in net income of
  joint venture                               --         (12)        (12)
Segment profit (loss)                        290         (68)        222


      For the Nine Months Ended
          September 30, 1999           Residential    Other      Totals

Rental income                            $ 3,932       $  --     $ 3,932
Other income                                 195          46         241
Interest expense                             774          --         774
Depreciation                                 611          --         611
General and administrative expense            --         194         194
Minority interest in net income of
  joint venture                               --         (68)        (68)
Segment profit (loss)                        944        (216)        728
Total assets                              15,448         681      16,129
Capital expenditures for investment
  properties                                 465          --         465


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

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims,  subject to final court approval,  on behalf of the Partnership
and all limited  partners  who owned  units as of November 3, 1999.  Preliminary
approval of the settlement  was obtained on November 3, 1999 from the Court,  at
which time the Court set a final approval  hearing for December 10, 1999.  Prior
to the December 10, 1999 hearing,  the Court received various  objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December 14, 1999, the Managing  General  Partner and its affiliates  terminated
the  proposed  settlement.  In  February  2000,  counsel  for some of the  named
plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who
negotiated  the  settlement.  On June  27,  2000,  the  Court  entered  an order
disqualifying them from the case. The Court is considering applications for lead
counsel and has  currently  scheduled a hearing on the matter for  November  20,
2000. The Managing  General  Partner does not anticipate  that costs  associated
with this case will be material to the Partnership's overall operations.

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

<PAGE>

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

The  matters  discussed  in this Form  10-QSB  contain  certain  forward-looking
statements  and  involve  risks and  uncertainties  (including  changing  market
conditions,   competitive  and  regulatory   matters,   etc.)  detailed  in  the
disclosures  contained  in this  Form  10-QSB  and the  other  filings  with the
Securities and Exchange  Commission made by the  Partnership  from time to time.
The  discussion  of  the  Partnership's  business  and  results  of  operations,
including  forward-looking  statements pertaining to such matters, does not take
into  account  the  effects of any  changes to the  Partnership's  business  and
results of operation.  Accordingly,  actual results could differ materially from
those  projected in the  forward-looking  statements  as a result of a number of
factors, including those identified herein.

The Partnership's  investment  properties consist of three apartment  complexes.
The following  table sets forth the average  occupancy of the properties for the
nine months ended September 30, 2000 and 1999:

                                                  Average Occupancy
      Property                                     2000       1999

      Brighton Crest Apartments                     94%        94%
         Marietta, Georgia
      The Fairway Apartments                        95%        94%
         Plano, Texas
      The Village Apartments                        96%        97%
         Brandon, Florida

Results of Operations

The  Partnership  realized  net income of  approximately  $661,000  for the nine
months  ended  September  30,  2000,  compared  to net  income of  approximately
$728,000 for the nine months ended  September 30, 1999.  The  Partnership's  net
income for the three months ended September 30, 2000, was approximately $216,000
compared to net income of  approximately  $222,000  for the three  months  ended
September  30,  1999.  The  decrease  in net  income for the nine  months  ended
September 30, 2000 is primarily  attributable  to an increase in total  expenses
partially  offset by an increase in total  revenues.  The slight decrease in net
income  for the three  month  period  ended  September  30,  2000,  is due to an
increase in total  expenses and an increase in minority  interest in income from
the joint  venture  which was largely  offset by an increase in total  revenues.
Total  revenues  increased for the three and nine month periods ended  September
30, 2000  primarily as a result of an increase in rental income and, to a lesser
extent, an increase in other income. Rental income increased primarily due to an
increase in average  rental  rates at all of the  Partnership's  properties  and
increased  occupancy at The Fairway  Apartments.  These  factors were  partially
offset by  decreased  occupancy  at The  Village  Apartments  and an increase in
concession costs at all of the Partnership's properties.  Other income increased
primarily due to an increase in tenant charges at The Fairway  Apartments and an
incentive received from a utility company at The Village Apartments.

The increase in total  expenses for the nine months ended  September 30, 2000 is
primarily attributable to increases in operating,  depreciation, and general and
administrative  expenses.  The  increase in total  expenses  for the three month
period  ended  September  30, 2000 is  primarily  attributable  to  increases in
depreciation  and  general  and   administrative   expenses.   The  increase  in
depreciation  expense for the three and nine month periods  ended  September 30,
2000 is due to an increase in capital  improvements  put into service during the
past twelve  months.  Operating  expenses  increased  for the nine months  ended
September 30, 2000 due to increased advertising and utility expenses at Brighton
Crest  Apartments  and  increased  payroll  expenses at The Fairway  Apartments.
General  and  administrative  expenses  increased  for the three and nine  month
periods  ended  September  30, 2000  primarily due to an increase in the cost of
services  included in the  management  reimbursements  to the  Managing  General
Partner as allowed under the  Partnership  Agreement and increased  professional
fees  associated  with managing the  Partnership  partially  offset by decreased
legal  expenses.  Included  in  general  and  administrative  expenses  at  both
September 30, 2000 and 1999, are  reimbursements to the Managing General Partner
allowed under the  Partnership  Agreement  associated with its management of the
Partnership.  Costs associated with the quarterly and annual communications with
investors  and  regulatory  agencies  and  the  annual  audit  required  by  the
Partnership  Agreement are also included.  The increase in minority  interest in
net income of the joint  venture for the three month period ended  September 30,
2000 is due to an  increase  in the net income of the joint  venture,  resulting
from  increased  average  rental  rates and  decreased  maintenance  and repairs
expenses at the joint venture's property, Brighton Crest.

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

Liquidity and Capital Resources

The  Partnership  held cash and cash  equivalents of  approximately  $760,000 at
September 30, 2000, compared to approximately  $1,133,000 at September 30, 1999.
The  increase in cash and cash  equivalents  of  approximately  $14,000 from the
Partnership's   cash  balance  at  December  31,  1999,   is  due  primarily  to
approximately  $1,774,000  of cash provided by operating  activities,  which was
largely offset by  approximately  $771,000 of cash used in investing  activities
and to approximately $989,000 of cash used in financing activities. Cash used in
investing   activities   consisted   primarily  of  property   improvements  and
replacements and, to a lesser extent, net deposits to escrow accounts maintained
by the mortgage lenders.  Cash used in financing  activities consisted primarily
of distributions to the partners, and to a lesser extent,  payments of principal
made on the mortgages encumbering the Partnership's properties and distributions
to the minority partner of Sterling Crest.  The Partnership  invests its working
capital reserves in money market accounts.

The sufficiency of existing  liquid assets to meet future  liquidity and capital
expenditure   requirements   is  directly   related  to  the  level  of  capital
expenditures  required at the various  properties  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.   Capital
improvements planned for the Partnership's properties are detailed below.

Brighton Crest Apartments

During the nine months ended  September  30,  2000,  the  Partnership  completed
approximately  $354,000 of budgeted and non-budgeted capital improvements at the
property,   consisting   primarily  of  roof   replacement,   carpet  and  vinyl
replacements,  appliances,  major  landscaping,  plumbing  upgrades,  and  other
building improvements. These improvements were funded from cash from operations.
The Partnership has evaluated the capital  improvement needs of the property for
the year  2000.  The  amount  budgeted  is  approximately  $379,000,  consisting
primarily of air conditioning unit replacements,  plumbing upgrades,  and carpet
and vinyl  replacements.  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.

Fairway Apartments

During the nine months ended  September  30,  2000,  the  Partnership  completed
approximately  $74,000  of  capital  improvements  at the  property,  consisting
primarily of carpet and tile replacements,  interior decoration, and appliances.
These  improvements  were funded from operating cash flow. The  Partnership  has
evaluated the capital  improvement  needs of the property for the year 2000. The
amount  budgeted  is  approximately   $150,000,   consisting  primarily  of  air
conditioning  unit  replacements,  carpet  replacements,   interior  decoration,
parking  lot  improvements,  and  appliances.  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 Village Apartments

During the nine months ended  September  30,  2000,  the  Partnership  completed
approximately  $172,000 of budgeted and non-budgeted capital improvements at the
property, consisting primarily of plumbing upgrades, interior decoration, carpet
and vinyl  replacements,  roof  replacement,  air conditioning unit replacement,
appliances, and building structural improvements. These improvements were funded
from operating cash flow. The Partnership has evaluated the capital  improvement
needs  of the  property  for the  year  2000.  The  amount  budgeted  in 2000 is
approximately   $119,000,   consisting   primarily  of  air  conditioning   unit
replacement,  appliances, interior decoration, grounds lighting upgrades, carpet
and vinyl replacements,  and plumbing upgrades.  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 or from Partnership  reserves.  To the extent that such budgeted
capital improvements are completed,  the Partnership's  distributable cash flow,
if any, may be adversely affected.

The Partnership's  current assets are thought to be sufficient for any near-term
needs  (exclusive  of capital  improvements)  of the  Partnership.  The mortgage
indebtedness of approximately  $11,425,000,  net of discounts, is amortized over
periods ranging from  approximately  21 to 29 years with balloon payments due in
2002 and 2003.  The Managing  General  Partner  will  attempt to refinance  such
indebtedness  and/or sell the properties  prior to such maturity  dates.  If the
properties cannot be refinanced or sold for a sufficient amount, the Partnership
may risk losing such properties through foreclosure.

Cash  distributions  from operations of  approximately  $695,000  (approximately
$674,000 to the limited  partners or $23.76 per limited  partnership  unit) were
paid to the partners during the nine months ended September 30, 2000. Subsequent
to September 30, 2000, a distribution from operations of approximately  $106,000
(approximately $103,000 to the limited partners or $3.63 per limited partnership
unit) was approved. Cash distributions from operations of approximately $921,000
(approximately   $893,000  to  the  limited   partners  or  $31.47  per  limited
partnership  unit)  were  paid to the  partners  during  the nine  months  ended
September 30, 1999. Subsequent to September 30, 1999 an additional  distribution
from operations of approximately $484,000 (approximately $470,000 to the limited
partners or $16.57 per limited  partnership unit) was paid to the partners which
was approved and accrued during the nine months ended September 30, 1999. Future
cash  distributions  will  depend  on the  levels  of net  cash  generated  from
operations, the availability of cash reserves and the timing of debt maturities,
refinancings,  and/or property sales. The Partnership's  distribution  policy is
reviewed on a quarterly  basis.  There can be no  assurance,  however,  that the
Partnership  will  generate  sufficient  funds from  operations  after  required
capital improvements to permit further  distributions to its partners during the
remainder of the year 2000 or subsequent periods.

<PAGE>

                           PART II - OTHER INFORMATION


ITEM 1.     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. 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  purports to assert claims on
behalf of a class of limited  partners and derivatively on behalf of a number of
limited  partnerships  (including  the  Partnership)  which are named as nominal
defendants,  challenging the acquisition of interests in certain general partner
entities by Insignia Financial Group, Inc. and entities which were, at one time,
affiliates of Insignia; past tender offers by the Insignia affiliates to acquire
limited  partnership  units;  the  management  of  partnerships  by the Insignia
affiliates;  and the Insignia  Merger.  The plaintiffs seek monetary damages and
equitable relief, including judicial dissolution of the Partnership. On June 25,
1998,  the Managing  General  Partner  filed a motion  seeking  dismissal of the
action.  In lieu of  responding  to the  motion,  the  plaintiffs  have filed an
amended  complaint.  The Managing General Partner filed demurrers to the amended
complaint which were heard February 1999.

Pending the ruling on such  demurrers,  settlement  negotiations  commenced.  On
November 2, 1999,  the parties  executed and filed a Stipulation  of Settlement,
settling claims,  subject to final court approval,  on behalf of the Partnership
and all limited  partners  who owned  units as of November 3, 1999.  Preliminary
approval of the settlement  was obtained on November 3, 1999 from the Court,  at
which time the Court set a final approval  hearing for December 10, 1999.  Prior
to the December 10, 1999 hearing,  the Court received various  objections to the
settlement, including a challenge to the Court's preliminary approval based upon
the alleged lack of authority of prior lead counsel to enter the settlement.  On
December 14, 1999, the Managing  General  Partner and its affiliates  terminated
the  proposed  settlement.  In  February  2000,  counsel  for some of the  named
plaintiffs filed a motion to disqualify plaintiff's lead and liaison counsel who
negotiated  the  settlement.  On June  27,  2000,  the  Court  entered  an order
disqualifying them from the case. The Court is considering applications for lead
counsel and has  currently  scheduled a hearing on the matter for  November  20,
2000. The Managing  General  Partner does not anticipate  that costs  associated
with this case will be material to the Partnership's overall operations.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a)    Exhibits:

                  Exhibit 27, Financial Data Schedule, is filed as an exhibit to
                  this report.

            b)    Reports on Form 8-K:

                  None filed during the quarter ended September 30, 2000.

<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.



                                    DAVIDSON GROWTH PLUS, L.P.


                                    By:   DAVIDSON GROWTH PLUS GP CORPORATION
                                          Its Managing General Partner


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


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


                                    Date: