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 June 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)

                                  June 30, 2000
<TABLE>
<CAPTION>

Assets

<S>                                                                          <C>
   Cash and cash equivalents                                                 $  508
   Receivables and deposits                                                     189
   Restricted escrows                                                           429
   Other assets                                                                 224
   Investment properties:
       Land                                                  $  4,650
       Buildings and related personal property                 20,602
                                                               25,252
       Less accumulated depreciation                          (11,310)       13,942
                                                                           $ 15,292

Liabilities and Partners' (Deficit) Capital
Liabilities

   Accounts payable                                                          $  109
   Tenant security deposit liabilities                                          112
   Accrued property taxes                                                       240
   Other liabilities                                                            303
   Mortgage notes payable                                                    11,480

Minority interest                                                                62

Partners' (Deficit) Capital

   General partners                                           $  (729)
   Limited partners (28,371.75 units issued and
      outstanding)                                              3,715         2,986
                                                                           $ 15,292
</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               Six Months
                                          Ended June 30,            Ended June 30,
                                        2000         1999          2000        1999

 Revenues:
<S>                                   <C>           <C>          <C>          <C>
    Rental income                     $ 1,345       $ 1,298      $ 2,637      $ 2,617
    Other income                          115            89          189          176
          Total revenues                1,460         1,387        2,826        2,793

 Expenses:
    Operating                             496           507          993          932
    General and administrative             72            70          128          138
    Depreciation                          244           211          481          407
    Interest                              250           258          502          517
    Property taxes                        120           118          237          237
          Total expenses                1,182         1,164        2,341        2,231

 Income before minority interest
    in net income of joint venture        278           223          485          562
 Minority interest in net income
    of joint venture                      (24)          (17)         (40)         (56)

 Net income                            $  254         $ 206        $ 445        $ 506

 Net income allocated to general
    partners (3%)                       $   8           $ 6         $ 13        $  15
 Net income allocated to limited
    partners (97%)                        246           200          432          491

                                       $  254         $ 206        $ 445        $ 506

 Net income per limited
    partnership unit                   $ 8.67       $  7.05       $15.23      $ 17.31

 Distributions per limited
    partnership unit                  $ 15.55       $ 31.47      $ 23.76      $ 31.47

</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 six
   months ended June 30, 2000              --          13          432          445

Partners' (deficit) capital
   at June 30, 2000                 28,371.75     $ (729)      $ 3,715      $ 2,986
</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>

                                                                  Six Months Ended
                                                                        June 30,

                                                                  2000        1999
Cash flows from operating activities:
<S>                                                              <C>           <C>
  Net income                                                     $  445        $ 506
  Adjustments to reconcile net income to net cash
   provided by operating activities:
      Depreciation                                                  481          407
      Amortization of discounts and loan costs                       50           52
      Minority interest in net income of joint venture               40           56
      Change in accounts:
         Receivables and deposits                                   177          (14)
         Other assets                                               (21)         (52)
         Accounts payable                                            29           (5)
         Tenant security deposit liabilities                         (8)         (16)
         Accrued property taxes                                      43           48
         Other liabilities                                          (14)          (8)
            Net cash provided by operating activities             1,222          974

Cash flows from investing activities:

  Property improvements and replacements                           (382)        (185)
  Net (deposits to) receipts from restricted escrows               (162)         107
            Net cash used in investing activities                  (544)         (78)

Cash flows from financing activities:

  Payments on mortgage notes payable                               (138)        (126)
  Distributions to partners                                        (695)        (921)
  Distributions to minority partner                                 (83)         (79)
            Net cash used in financing activities                  (916)      (1,126)

Net decrease in cash and cash equivalents                          (238)        (230)
Cash and cash equivalents at beginning of period                    746        1,186
Cash and cash equivalents at end of period                       $  508        $ 956

Supplemental disclosure of cash flow information:
  Cash paid for interest                                         $  453        $ 465
</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 six month periods ended June 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.

<PAGE>

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

                                                                  2000      1999
                                                                  (in thousands)

 Property management fees (included in operating expenses)        $144      $141
 Reimbursement for services of affiliates (included in
    general and administrative expense)                             55        50
 Subordinated management fee (included in general and
    administrative expense)                                         18        25

During the six months ended June 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  $144,000 and
$141,000 for the six months ended June 30, 2000 and 1999, respectively.

An  affiliate  of  the  Managing  General  Partner  received   reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $55,000 and
$50,000 for the six months ended June 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 June
30, 2000,  are  approximately  $151,000.  Included in the $151,000  subordinated
management fee payable at June 30, 2000,  were  Partnership  management  fees of
approximately  $18,000 and $25,000 for the six month periods ended June 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.

AIMCO and its affiliates  currently own 14,515 limited  partnership units in the
Partnership  representing  51.16% 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. As a result of its
ownership  of  51.16%  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.

<PAGE>

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  six  months  ended  June  30,  2000.  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 six months ended June 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 six month periods ended June 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
            June 30, 2000              Residential    Other      Totals

Rental income                            $ 1,345       $  --     $ 1,345
Other income                                 103          12         115
Interest expense                             250          --         250
Depreciation                                 244          --         244
General and administrative expense            --          72          72
Minority interest in net income of
  joint venture                               --         (24)        (24)
Segment profit (loss)                        338         (84)        254

<PAGE>

       For the Six Months Ended
            June 30, 2000              Residential    Other      Totals

Rental income                            $ 2,637       $  --     $ 2,637
Other income                                 167          22         189
Interest expense                             502          --         502
Depreciation                                 481          --         481
General and administrative expense            --         128         128
Minority interest in net income of
  joint venture                               --         (40)        (40)
Segment profit (loss)                        591        (146)        445
Total assets                              15,149         143      15,292
Capital expenditures for investment
  properties                                 382          --         382


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

Rental income                            $ 1,298       $  --     $ 1,298
Other income                                  68          21          89
Interest expense                             258          --         258
Depreciation                                 211          --         211
General and administrative expense            --          70          70
Minority interest in net income of
  joint venture                               --         (17)        (17)
Segment profit (loss)                        272         (66)        206


       For the Six Months Ended
             June 30, 1999             Residential    Other      Totals

Rental income                            $ 2,617       $  --     $ 2,617
Other income                                 130          46         176
Interest expense                             517          --         517
Depreciation                                 407          --         407
General and administrative expense            --         138         138
Minority interest in net income of
  joint venture                               --         (56)        (56)
Segment profit (loss)                        654        (148)        506
Total assets                              15,599         302      15,901
Capital expenditures for investment
  properties                                 185          --         185

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 will entertain applications for lead
counsel which must be filed by August 4, 2000. The Court has scheduled a hearing
on August 21, 2000 to address the issue of appointing lead counsel. 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
six months ended June 30, 2000 and 1999:

                                                  Average Occupancy

      Property                                     2000       1999

      Brighton Crest Apartments                     93%        94%
         Marietta, Georgia
      The Fairway Apartments                        96%        93%
         Plano, Texas
      The Village Apartments                        96%        97%
         Brandon, Florida

The Managing General Partner attributes the increase in occupancy at The Fairway
Apartments  to  improved  market  conditions  in the  Plano,  Texas  area and an
increase in concessions offered to attract tenants.

Results of Operations

The Partnership realized net income of approximately $445,000 for the six months
ended June 30, 2000,  compared to net income of  approximately  $506,000 for the
six  months  ended June 30,  1999.  The  Partnership's  net income for the three
months ended June 30, 2000, was approximately $254,000 compared to net income of
approximately $206,000 for the three months ended June 30, 1999. The decrease in
net income for the six months ended June 30, 2000 is primarily  attributable  to
an increase in total expenses  partially offset by an increase in total revenues
and a decrease  in  minority  interest  in income  from the joint  venture.  The
increase in net income for the three month period ended June 30, 2000, is due to
an increase in total revenues which is partially  offset by a slight increase in
total  expenses.  Total  revenues  increased for the three and six month periods
ended June 30, 2000 primarily as a result of an increase in rental income and 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 Brighton Crest and 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.

The  increase  in total  expenses  for the six  months  ended  June 30,  2000 is
primarily  attributable  to  increases in  operating  expenses and  depreciation
expense,  partially  offset by a decrease  in  interest  expense and general and
administrative  expenses.  The  increase in total  expenses  for the three month
period  ended  June  30,  2000 is  primarily  attributable  to the  increase  in
depreciation expense,  partially offset by a decrease in operating expenses. The
increase in depreciation  expense for the three and six month periods ended June
30, 2000 is due to an increase in capital  improvements  put into service during
the past twelve months.  Operating  expenses  increased for the six months ended
June 30, 2000 due to  increased  advertising  and  utility  expenses at Brighton
Crest  Apartments and increased  maintenance and repairs expenses at The Fairway
Apartments.  Operating  expenses decreased for the three month period ended June
30, 2000 due to decreased  maintenance  and repairs  expenses at Brighton  Crest
Apartments  during the three month  period  ended June 30, 2000  compared to the
corresponding period in 1999. General and administrative  expenses decreased for
the six months ended June 30, 2000  primarily  due to decreased  legal  expenses
partially  offset by increased  professional  fees  associated with managing the
Partnership  and  increased  reimbursements  to the  Managing  General  Partner.
Included in general and administrative  expenses at both June 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 decrease in minority  interest in net income of the joint venture
for the six month period ended June 30, 2000 is due to decreased  occupancy  and
increased concession costs 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 $508,000 at June
30, 2000,  compared to approximately  $956,000 at June 30, 1999. The decrease in
cash and cash equivalents of approximately  $238,000 from the Partnership's cash
balance at December 31, 1999, is due primarily to approximately $544,000 of cash
used in  investing  activities  and to  approximately  $916,000  of cash used in
financing activities,  which was partially offset by approximately $1,222,000 of
cash  provided  by  operating  activities.  Cash  used in  investing  activities
consisted of property  improvements  and replacements and net deposits to escrow
accounts maintained by the mortgage lenders.  Cash used in financing  activities
consisted  primarily of distributions from operations 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  six  months  ended  June  30,  2000,  the   Partnership   completed
approximately  $167,000  of capital  improvements  at the  property,  consisting
primarily of roof replacement, carpet and vinyl replacements,  appliances, major
landscaping,  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
$265,000,  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  six  months  ended  June  30,  2000,  the   Partnership   completed
approximately  $40,000  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  six  months  ended  June  30,  2000,  the   Partnership   completed
approximately  $175,000 of budgeted and non-budgeted capital improvements at the
property,   consisting   primarily  of  plumbing  upgrades,   carpet  and  vinyl
replacements,  roof replacement,  appliances,  and building 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  $92,000,   consisting  primarily  of  air
conditioning unit replacement,  appliances,  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  $11,480,000,  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  six  months  ended  June  30,  2000.  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 six months ended June 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
semi-annual 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 will entertain applications for lead
counsel which must be filed by August 4, 2000. The Court has scheduled a hearing
on August 21, 2000 to address the issue of appointing lead counsel. 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 June 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: