UNITED STATES
                       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, 2003


[ ] 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 registrant 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)

<PAGE>



                         PART I - FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS



                           DAVIDSON GROWTH PLUS, L.P.

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

                                  June 30, 2003

<TABLE>
<CAPTION>

Assets
<S>                                                                          <C>
   Cash and cash equivalents                                                 $  392
   Receivables and deposits                                                     210
   Restricted escrows                                                           134
   Other assets                                                                 849
   Investment properties:
       Land                                                  $ 4,650
       Buildings and related personal property                 22,171
                                                               26,821
       Less accumulated depreciation                          (14,320)       12,501
                                                                           $ 14,086
Liabilities and Partners' Deficit
Liabilities
   Accounts payable                                                          $ 116
   Tenant security deposit liabilities                                           98
   Accrued property taxes                                                       297
   Other liabilities                                                            265
   Mortgage notes payable                                                    20,013

Partners' Deficit
   General partners                                          $ (1,018)
   Limited partners (28,371.75 units issued and
      outstanding)                                             (5,685)       (6,703)
                                                                           $ 14,086


            See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>

                           DAVIDSON GROWTH PLUS, L.P.

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

                                           Three Months               Six Months
                                          Ended June 30,            Ended June 30,
                                        2003         2002          2003        2002

 Revenues:
<S>                                   <C>           <C>          <C>          <C>
   Rental income                      $ 1,227       $ 1,356      $ 2,513      $ 2,746
   Other income                           129           107          259          206
       Total revenues                   1,356         1,463        2,772        2,952

 Expenses:
   Operating                              501           479        1,000          931
   General and administrative              56            66          117          147
   Depreciation                           268           259          531          513
   Interest                               372           378          749          757
   Property taxes                         148           139          296          277
   Loss on early extinguishment
     of debt (Note C)                      --            --           --          398
       Total expenses                   1,345         1,321        2,693        3,023

 Operating income (loss)                   11           142           79          (71)
 Distributions to minority
   interest partner in excess
   of investment (Note D)                 (24)         (799)         (24)        (799)
 Minority interest in net
   (income) loss of joint venture
    (Note D)                               --            (8)          --           26

 Net (loss) income                     $ (13)       $ (665)        $ 55       $ (844)

 Net (loss) income allocated to
   general partners (3%)                $ --         $ (20)        $ 2         $ (25)
 Net (loss) income allocated to
   limited partners (97%)                 (13)         (645)          53         (819)

                                       $ (13)       $ (665)        $ 55       $ (844)
 Net (loss) income per limited
   partnership unit                   $ (0.46)      $(22.73)      $ 1.87      $(28.87)

 Distributions per limited
   partnership unit                    $ 2.68       $182.96       $ 2.68      $182.96

            See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>

                           DAVIDSON GROWTH PLUS, L.P.

               CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' DEFICIT
                                   (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 at
   December 31, 2002                28,371.75     $(1,018)     $(5,662)     $(6,680)

Distributions to partners                  --          (2)         (76)         (78)

Net income for the six months
   ended June 30, 2003                     --           2           53           55

Partners' deficit at
   June 30, 2003                    28,371.75     $(1,018)     $(5,685)     $(6,703)

            See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>
                           DAVIDSON GROWTH PLUS, L.P.

                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>

                                                                    Six Months Ended
                                                                        June 30,
                                                                     2003        2002
Cash flows from operating activities:
<S>                                                                 <C>        <C>
  Net income (loss)                                                 $ 55       $ (844)
  Adjustments to reconcile net income (loss) to net cash
   provided by operating activities:
     Depreciation                                                     531          513
     Distributions to minority interest partner in excess of
      investment                                                       24          799
     Amortization of discounts and loan costs                          23           23
     Loss on early extinguishment of debt                              --          398
     Minority interest in net loss of joint venture                    --          (26)
     Change in accounts:
      Receivables and deposits                                       (108)          97
      Other assets                                                    (87)         (34)
      Accounts payable                                                  7         (102)
      Tenant security deposit liabilities                               9            1
      Accrued property taxes                                           21            8
      Other liabilities                                                39          191
         Net cash provided by operating activities                    514        1,024

Cash flows from investing activities:
  Property improvements and replacements                             (198)        (227)
  Net withdrawals from restricted escrows                              68           50
         Net cash used in investing activities                       (130)        (177)

Cash flows from financing activities:
  Payments on mortgage notes payable                                 (259)        (188)
  Repayment of mortgage notes payable                                  --       (7,769)
  Proceeds from mortgage notes payable                                 --       14,273
  Loan costs refunded (paid)                                           10         (663)
  Prepayment penalty                                                   --         (293)
  Advances from affiliate                                             120          146
  Repayment of advances from affiliate                               (120)        (146)
  Distribution to partners                                            (78)      (5,352)
  Distributions to minority interest partner                          (24)        (799)
         Net cash used in financing activities                       (351)        (791)

Net increase in cash and cash equivalents                              33           56
Cash and cash equivalents at beginning of period                      359          431
Cash and cash equivalents at end of period                         $ 392        $ 487

Supplemental disclosure of cash flow information:
  Cash paid for interest                                           $ 727        $ 681
Supplemental disclosure of non-cash activity:
  Property improvements and replacements in accounts payable        $ 58        $ --

            See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>
                           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"),   an  affiliate  of  Apartment   Investment  and  Management  Company
("AIMCO"),  a publicly  traded real estate  investment  trust,  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, 2003, are not necessarily  indicative of the results that
may be expected  for the fiscal  year  ending  December  31,  2003.  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, 2002.

Effective  January 1, 2002,  the  Partnership  adopted  Statement  of  Financial
Accounting  Standards ("SFAS") No. 145, "Rescission of FASB Statements No. 4, 44
and 64". SFAS No. 4 "Reporting  Gains and Losses from  Extinguishment  of Debt,"
required  that all gains and losses from  extinguishment  of debt be  aggregated
and, if material,  classified as an  extraordinary  item.  SFAS No. 145 rescinds
SFAS No. 4, and accordingly, gains and losses from extinguishment of debt should
only be  classified  as  extraordinary  if they are  unusual in nature and occur
infrequently. Neither of these criteria applies to the Partnership. As a result,
the accompanying consolidated statements of operations for 2002 reflect the loss
on early extinguishment of debt at Brighton Crest and The Village (see "Note C")
in operations rather than as an extraordinary item.

Note B - 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.

During the six months ended June 30, 2003 and 2002,  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  $140,000 and
$154,000 for the six months ended June 30, 2003 and 2002, respectively, which is
included in operating expenses.

An  affiliate  of  the  Managing  General  Partner  received   reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $71,000 and
$94,000 for the six months ended June 30, 2003 and 2002, respectively,  which is
included in general and administrative expense.

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  or upon  the  refinance  or sale  of a  property  in the
Partnership.  Partnership management fees were approximately $13,000 and $21,000
for the six month periods ended June 30, 2003 and 2002,  respectively,  which is
included in general and administrative expenses. Unpaid subordinated Partnership
management fees at June 30, 2003, are approximately  $41,000 and are included in
other liabilities on the accompanying consolidated balance sheets.

In addition to reimbursement for services to affiliates, the Partnership paid an
affiliate of the Managing  General Partner  approximately  $8,000 for loan costs
related to the refinancing of The Village Apartments during the six months ended
June 30, 2002.  These costs were capitalized and are included in other assets on
the consolidated balance sheet.

During the six months ended June 30, 2003, the Managing General Partner advanced
the  Partnership  funds to cover  operational  expenses  totaling  approximately
$120,000, which was repaid by the Partnership prior to June 30, 2003. During the
six months  ended June 30,  2002,  the  Managing  General  Partner  advanced the
Partnership funds to cover operational expenses totaling approximately $146,000,
which was repaid by the Partnership  prior to June 30, 2002. As of June 30, 2003
and  2002,  there  were no  outstanding  advances  due to the  Managing  General
Partner.  Interest  is  charged  at prime  plus 1%.  Interest  expense  on these
advances was  approximately  $1,000 for both of the six month periods ended June
30, 2003 and 2002.

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 six months ended June 30, 2003 and 2002,
the  Partnership was charged by AIMCO and its affiliates  approximately  $73,000
and $88,000,  respectively,  for  insurance  coverage and fees  associated  with
policy claims administration.

Note C - Refinancing of Mortgage Notes Payable

On January 8, 2002,  the  Partnership  refinanced the mortgage  encumbering  The
Village Apartments. The refinancing replaced the first mortgage of approximately
$1,766,000 and the second mortgage of approximately  $61,000 with a new mortgage
in the amount of $3,633,000.  The new mortgage carries a stated interest rate of
7.22% as compared to the 7.83% interest rate on the old  mortgages.  Payments on
the mortgage loan are due monthly until the loan matures on February 1, 2022, at
which time it is scheduled to be fully amortized.  Total  capitalized loan costs
were  approximately  $228,000  during the six months  ended June 30,  2002.  The
Partnership   recognized  a  loss  on  the  early   extinguishment  of  debt  of
approximately $89,000 during the six months ended June 30, 2002 due to the write
off of unamortized loan costs and debt discounts and prepayment  penalties paid.
In addition,  the Partnership was required to deposit approximately $82,000 in a
repair escrow account with the lender in order to complete  required  repairs at
the property.

On January  14,  2002,  the  Partnership  refinanced  the  mortgage  encumbering
Brighton  Crest  Apartments.  The  refinancing  replaced  the first  mortgage of
approximately  $5,743,000 and the second mortgage of approximately $199,000 with
a new mortgage in the amount of $10,640,000.  The new mortgage  carries a stated
interest  rate of  7.16%  as  compared  to the  7.83%  interest  rate on the old
mortgages.  Payments on the mortgage loan are due monthly until the loan matures
on February 1, 2022, at which time it is scheduled to be fully amortized.  Total
capitalized loan costs were  approximately  $435,000 during the six months ended
June 30, 2002.  During the six months ended June 30, 2003,  underwriting fees of
approximately $10,000 were returned to the Partnership,  which reduced the total
capitalized  loan  costs on the  accompanying  balance  sheet.  The  Partnership
recognized a loss on early extinguishment of debt of approximately  $309,000 due
to the write-off of  unamortized  loan costs and debt  discounts and  prepayment
penalties paid.

Note D - Minority Interest in Joint Venture

The  Partnership  owns an 82.5% general  partner  interest in the Sterling Crest
Joint Venture ("Joint Venture") which operates  Brighton Crest  Apartments.  The
Partnership  exercises  control  over the  activities  of the Joint  Venture  in
accordance  with  the  Joint  Venture  Agreement.  The  minority  partner  is an
affiliated  public  partnership.  As a result of the use of the equity method of
accounting  for the  minority  owner's  investment  in the joint  venture,  that
minority  interest  has been  reduced  to zero.  When the  Joint  Venture  makes
distributions  in excess  of the  minority  partner's  investment  balance,  the
Partnership  as the  majority  partner,  records a charge  equal to the minority
partner's  excess  distribution  over the  investment  balance.  The  charge  is
classified as distributions to minority interest partner in excess of investment
on the accompanying consolidated statements of operations.  Losses are allocated
to the  minority  interest  partner to the extent  they do not create a minority
deficit,  in which  case,  the  Partnership  recognizes  100% of the  losses  in
operating  income.  The Partnership  will recognize 100% of future net income of
the Joint Venture to the extent of previously unallocated losses.  Distributions
to the minority partners have reduced the investment  balance to zero. The Joint
Venture had net income of approximately $14,000 during the six months ended June
30, 2003. The Joint Venture incurred a net loss of approximately $149,000 during
the six  months  ended  June  30,  2002  due  primarily  to the  loss  on  early
extinguishment  of debt  related to the  refinancing  of the property in January
2002 (see  "Note C").  The  minority  partner's  share of net losses for the six
months ended June 30, 2002 was approximately $26,000. The Partnership recognized
100% of the net  income  as of June 30,  2003 to offset  previously  unallocated
losses.  The  remaining  unallocated  losses at June 30, 2003 are  approximately
$118,000.  The Joint Venture distributed  approximately  $24,000 to the minority
partner during the six months ended June 30, 2003.

Note E - 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.
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  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 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 and an  appeal  was  taken  from the order on
October 5, 2000. On December 4, 2000, the Court  appointed the law firm of Lieff
Cabraser  Heimann & Bernstein  LLP as new lead  counsel for  plaintiffs  and the
putative class.  Plaintiffs filed a third amended complaint on January 19, 2001.
On March 2, 2001,  the  Managing  General  Partner  and its  affiliates  filed a
demurrer to the third amended  complaint.  On May 14, 2001,  the Court heard the
demurrer to the third amended  complaint.  On July 10, 2001, the Court issued an
order  sustaining  defendants'  demurrer on certain  grounds.  On July 20, 2001,
Plaintiffs filed a motion for reconsideration of the Court's July 10, 2001 order
granting in part and denying in part defendants' demurrer. On September 7, 2001,
Plaintiffs  filed a fourth amended class and  derivative  action  complaint.  On
September 12, 2001, the Court denied Plaintiffs' motion for reconsideration.  On
October 5, 2001, the Managing General Partner and affiliated  defendants filed a
demurrer to the fourth amended complaint,  which was heard on December 11, 2001.
On February 2, 2002,  the Court served its order  granting in part the demurrer.
The Court dismissed without leave to amend certain of the plaintiffs' claims. On
February 11, 2002, plaintiffs filed a motion seeking to certify a putative class
comprised  of all  non-affiliated  persons  who own or have  owned  units in the
partnerships. The Managing General Partner and affiliated defendants opposed the
motion.  On April 29, 2002, the Court held a hearing on  plaintiffs'  motion for
class certification and took the matter under submission after further briefing,
as ordered by the court,  was  submitted by the parties.  On July 10, 2002,  the
Court  entered an order  vacating the trial date of January 13, 2003 (as well as
the pre-trial and discovery  cut-off  dates) and stayed the case in its entirety
through  November  7, 2002 so that the  parties  could  have an  opportunity  to
discuss  settlement.  On October 30, 2002, the court entered an order  extending
the stay in effect through January 10, 2003.

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.  Plaintiffs in the Nuanes action filed a motion to consolidate  the
Heller action with the Nuanes action and stated that the Heller action was filed
in order to preserve the derivative  claims that were dismissed without leave to
amend in the Nuanes action by the Court order dated July 10, 2001. On October 5,
2001, the Managing General Partner and affiliated defendants moved to strike the
first amended  complaint in its entirety for violating the Court's July 10, 2001
order  granting in part and denying in part  defendants'  demurrer in the Nuanes
action, or  alternatively,  to strike certain portions of the complaint based on
the  statute of  limitations.  Other  defendants  in the action  demurred to the
fourth amended complaint, and, alternatively,  moved to strike the complaint. On
December 11, 2001,  the court heard argument on the motions and took the matters
under  submission.  On February 4, 2002,  the Court  served  notice of its order
granting defendants' motion to strike the Heller complaint as a violation of its
July 10, 2001 order in the Nuanes  action.  On March 27,  2002,  the  plaintiffs
filed a notice  appealing the order  striking the complaint.  Before  completing
briefing on the appeal, the parties stayed further  proceedings in the appeal in
light of a settlement.

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

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
a tender offer 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.

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 that
is not of a routine nature arising in the ordinary course of business.

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

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.

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, 2003 and 2002:

                                                   Average Occupancy
      Property                                      2003       2002

      Brighton Crest Apartments                     91%        93%
         Marietta, Georgia
      The Fairway Apartments                        92%        95%
         Plano, Texas
      The Village Apartments                        96%        96%
         Brandon, Florida

The Managing General Partner attributes the decrease in occupancy at The Fairway
Apartments to a slow economy in the Plano, Texas area.

Results of Operations

The  Partnership's  net  income  for the six  months  ended  June  30,  2003 was
approximately  $55,000 compared to a net loss of approximately  $844,000 for the
six months ended June 30, 2002. The  Partnership's net loss for the three months
ended  June 30,  2003 was  approximately  $13,000 as  compared  to a net loss of
approximately $665,000 for the three months ended June 30, 2002. The increase in
net income for the three and six months ended June 30, 2003 was primarily due to
a  decrease  in  distributions  to the  minority  interest  partner in excess of
investment partially offset by a decrease in total revenues. The increase in net
income for the six  months  ended  June 30,  2003 was also due to a decrease  in
total expenses.  Total expenses increased during the three months ended June 30,
2003.

Total revenues decreased for the three and six months ended June 30, 2003 due to
a decrease in rental  income  partially  offset by an increase in other  income.
Rental  income  decreased  primarily  due to decreases in occupancy  and average
rental rates at The Fairway and Brighton Crest Apartments and an increase in bad
debt at all of the  Partnership's  properties.  Other income  increased  for the
three and six months ended June 30, 2003 primarily due to increased late charges
at all of the  Partnership's  properties  and  lease  cancellation  fees  at The
Fairway Apartments.

Total expenses decreased for the six months ended June 30, 2003 due to decreases
in loss on early extinguishment of debt and general and administrative  expenses
partially  offset by  increases  in  operating,  depreciation  and  property tax
expenses.  Total expenses increased for the three months ended June 30, 2003 due
to  increases in  operating,  depreciation  and property tax expenses  partially
offset by a decrease in general and administrative  expenses.  The loss on early
extinguishment  of  debt  during  2002 is  related  to the  refinancings  of the
mortgages  encumbering The Village and Brighton Crest Apartments in January 2002
as discussed in "Liquidity and Capital Resources".

Effective  January 1, 2002,  the  Partnership  adopted  Statement  of  Financial
Accounting  Standards ("SFAS") No. 145, "Rescission of FASB Statements No. 4, 44
and 64". SFAS No. 4 "Reporting  Gains and Losses from  Extinguishment  of Debt,"
required  that all gains and losses from  extinguishment  of debt be  aggregated
and, if material,  classified as an  extraordinary  item.  SFAS No. 145 rescinds
SFAS No. 4, and accordingly, gains and losses from extinguishment of debt should
only be  classified  as  extraordinary  if they are  unusual in nature and occur
infrequently. Neither of these criteria applies to the Partnership. As a result,
the accompanying consolidated statements of operations for 2002 reflect the loss
on early  extinguishment of debt at The Village and Brighton Crest Apartments in
operations rather than as an extraordinary item.

Operating  expenses  increased  for the three and six months ended June 30, 2003
due to increases in  advertising,  property and maintenance  expenses  partially
offset by a decrease in property management fees.  Advertising expense increased
primarily  due to  increases in leasing  promotions  at The Fairway and Brighton
Crest  Apartments and resident  relations  expenses  primarily at Brighton Crest
Apartments.  Property expenses  increased  primarily due to increases in utility
expenses at The Fairway and  Brighton  Crest  Apartments.  Maintenance  expenses
increased  primarily due to increases in contract services primarily at Brighton
Crest Apartments.  Property management fees decreased primarily due to decreases
in rental revenues at all of the Partnership's properties.  Depreciation expense
increased  due  to  property   improvements  and  replacements  at  all  of  the
Partnership's  properties  completed  during the past twelve months that are now
being  depreciated.  Property  tax expense  increased  due to  increases  in the
assessed values of The Fairway and Brighton Crest Apartments.

General and administrative expenses decreased for the three and six months ended
June 30,  2003  primarily  due to  reduced  costs of  services  included  in the
management  reimbursements  to the Managing General Partner as allowed under the
Partnership Agreement.  Also included in general and administrative  expenses at
both June 30, 2003 and 2002 are costs  associated  with the quarterly and annual
communications  with  investors  and  regulatory  agencies  and the annual audit
required by the Partnership Agreement.

The  Partnership  owns an 82.5% general  partner  interest in the Sterling Crest
Joint Venture ("Joint Venture") which operates  Brighton Crest  Apartments.  The
Partnership  exercises  control  over the  activities  of the Joint  Venture  in
accordance  with  the  Joint  Venture  Agreement.  The  minority  partner  is an
affiliated  public  partnership.  As a result of the use of the equity method of
accounting  for the  minority  owner's  investment  in the joint  venture,  that
minority  interest  has been  reduced  to zero.  When the  Joint  Venture  makes
distributions  in excess  of the  minority  partner's  investment  balance,  the
Partnership  as the  majority  partner,  records a charge  equal to the minority
partner's  excess  distribution  over the  investment  balance.  The  charge  is
classified as distributions to minority interest partner in excess of investment
on the accompanying consolidated statements of operations.  Losses are allocated
to the  minority  interest  partner to the extent  they do not create a minority
deficit,  in which  case,  the  Partnership  recognizes  100% of the  losses  in
operating  income.  The Partnership  will recognize 100% of future net income of
the Joint Venture to the extent of previously unallocated losses.  Distributions
to the minority partners have reduced the investment  balance to zero. The Joint
Venture had net income of approximately $14,000 during the six months ended June
30, 2003. The Joint Venture incurred a net loss of approximately $149,000 during
the six  months  ended  June  30,  2002  due  primarily  to the  loss  on  early
extinguishment  of debt related to the refinance of the property in January 2002
(see "Note C").  The minority  partner's  share of net losses for the six months
ended June 30, 2002 was approximately  $26,000. The Partnership  recognized 100%
of the net income as of June 30, 2003 to offset previously  unallocated  losses.
The remaining  unallocated  losses at June 30, 2003 are approximately  $118,000.
The Joint  Venture  distributed  approximately  $24,000 to the minority  partner
during the six months ended June 30, 2003.

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

At June 30, 2003, the Partnership had cash and cash equivalents of approximately
$392,000 as compared to  approximately  $487,000 at June 30, 2002. Cash and cash
equivalents  increased  approximately  $33,000 since December 31, 2002 primarily
due to approximately $514,000 of cash provided by operating activities which was
partially offset by approximately  $351,000 of cash used in financing activities
and approximately  $130,000 of cash used in investing  activities.  Cash used in
financing   activities   consisted  of  principal   payments  on  the  mortgages
encumbering the Partnership's properties,  payments on advances from affiliates,
distributions  to  partners,  and  distributions  to minority  interest  partner
partially  offset by advances from  affiliates and a refund of loan costs.  Cash
used in investing activities consisted of property improvements and replacements
partially  offset  by net  withdrawals  from  restricted  escrow  accounts.  The
Partnership invests its working capital reserves in interest bearing 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  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. 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.  Capital  improvements
planned for each of the Partnership's properties are detailed below.

Brighton Crest Apartments

During  the  six  months  ended  June  30,  2003,  the   Partnership   completed
approximately  $146,000 of budgeted and  non-budgeted  capital  improvements  at
Brighton Crest Apartments,  consisting primarily of floor covering and appliance
replacements,   interior  painting,   fitness  equipment  upgrades,   structural
improvements and wall covering improvements. These improvements were funded from
operating cash flow and  replacement  reserves.  The  Partnership  evaluates the
capital  improvement needs of the property during the year and currently expects
to complete an additional $34,000 in capital  improvements  during the remainder
of 2003. The additional  capital  improvements will consist primarily of cabinet
replacements and structural improvements. Additional capital 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 Fairway Apartments

During  the  six  months  ended  June  30,  2003,  the   Partnership   completed
approximately  $77,000  of  capital  improvements  at  The  Fairway  Apartments,
consisting primarily of floor covering replacements and plumbing and parking lot
upgrades.   These  improvements  were  funded  from  operating  cash  flow.  The
Partnership  evaluates the capital  improvement needs of the property during the
year and  currently  expects  to  complete  an  additional  $10,000  in  capital
improvements  during the remainder of 2003. The additional capital  improvements
will  consist  primarily  of floor  covering,  roofing  and  door  replacements.
Additional  capital  improvements  may be  considered  and  will  depend  on the
physical condition of the property as well as anticipated cash flow generated by
the property.

The Village Apartments

During  the  six  months  ended  June  30,  2003,  the   Partnership   completed
approximately  $33,000  of  capital  improvements  at  The  Village  Apartments,
consisting  primarily of floor  covering  replacements,  major  landscaping  and
structural  improvements.   These  improvements  were  funded  from  replacement
reserves.  The  Partnership  evaluates  the  capital  improvement  needs  of the
property during the year and currently expects to complete an additional $10,000
in capital  improvements  during the remainder of 2003. The  additional  capital
improvements will consist primarily of floor covering and roofing  replacements.
Additional  capital  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 for 2003 at the  Partnership's  properties
will  be  made  only  to the  extent  of  cash  available  from  operations  and
Partnership  reserves. To the extent that such budgeted capital improvements are
completed,  the Partnership's  distributable cash flow, if any, may be adversely
affected at least in the short term.

On January 8, 2002,  the  Partnership  refinanced the mortgage  encumbering  The
Village Apartments. The refinancing replaced the first mortgage of approximately
$1,766,000 and the second mortgage of approximately  $61,000 with a new mortgage
in the amount of $3,633,000.  The new mortgage carries a stated interest rate of
7.22% as compared to the 7.83% interest rate on the old  mortgages.  Payments on
the mortgage loan are due monthly until the loan matures on February 1, 2022, at
which time it is scheduled to be fully amortized.  Total  capitalized loan costs
were  approximately  $228,000  during the six months  ended June 30,  2002.  The
Partnership   recognized  a  loss  on  the  early   extinguishment  of  debt  of
approximately $89,000 during the six months ended June 30, 2002 due to the write
off of unamortized loan costs and debt discounts and prepayment  penalties paid.
In addition,  the Partnership was required to deposit approximately $82,000 in a
repair escrow account with the lender in order to complete  required  repairs at
the property.

On January  14,  2002,  the  Partnership  refinanced  the  mortgage  encumbering
Brighton  Crest  Apartments.  The  refinancing  replaced  the first  mortgage of
approximately  $5,743,000 and the second mortgage of approximately $199,000 with
a new mortgage in the amount of $10,640,000.  The new mortgage  carries a stated
interest  rate of  7.16%  as  compared  to the  7.83%  interest  rate on the old
mortgages.  Payments on the mortgage loan are due monthly until the loan matures
on February 1, 2022, at which time it is scheduled to be fully amortized.  Total
capitalized loan costs were  approximately  $435,000 during the six months ended
June 30, 2002.  During the six months ended June 30, 2003,  underwriting fees of
approximately $10,000 were returned to the Partnership,  which reduced the total
capitalized  loan  costs on the  accompanying  balance  sheet.  The  Partnership
recognized a loss on early extinguishment of debt of approximately  $309,000 due
to the write-off of  unamortized  loan costs and debt  discounts and  prepayment
penalties paid.

The  Partnership's  assets are thought to be sufficient for any near-term  needs
(exclusive  of  capital   improvements)   of  the   Partnership.   The  mortgage
indebtedness of approximately $20,013,000 is amortized over 20 years and matures
January 1, 2021 and February 1, 2022,  at which time the loans are  scheduled to
be fully amortized.

Pursuant to the Partnership Agreement,  the term of the Partnership is scheduled
to expire on December 31, 2011. Accordingly,  prior to such date the Partnership
will need to either  sell its  investment  properties  or extend the term of the
Partnership.

The Partnership  distributed  the following  amounts during the six months ended
June 30, 2003 and 2002 (in thousands, except per unit data):
<TABLE>
<CAPTION>

                      Six Months      Per Limited       Six Months      Per Limited
                        Ended         Partnership         Ended         Partnership
                    June 30, 2003         Unit        June 30, 2002         Unit

<S>                      <C>             <C>              <C>             <C>
Operations               $ 78            $ 2.68           $ 567           $ 19.38
Refinancing (1)            --                --           4,785            163.58
                         $ 78            $ 2.68           $5,352          $182.96

(1)   Distributions  from the  refinancing  of  Brighton  Crest and The  Village
      Apartments during 2002.
</TABLE>

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  cash  available for
distribution is reviewed on a monthly basis. There can be no assurance, however,
that the  Partnership  will generate  sufficient  funds from  operations,  after
required  capital  improvements,  to  permit  additional  distributions  to  its
partners during the remainder of 2003 or subsequent periods.

Other

In addition to its indirect  ownership of the managing  general partner interest
in the  Partnership,  AIMCO and its affiliates  currently own 16,296.25  limited
partnership  units (the "Units") in the Partnership  representing  57.44% of the
outstanding  Units at June 30,  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 the  operating  partnership  of AIMCO  either
through  private  purchases  or  tender  offers.  Pursuant  to  the  Partnership
Agreement,  unitholders  holding a majority  of the Units are  entitled  to take
action with  respect to a variety of matters that  include,  but are not limited
to,  voting on certain  amendments  to the  Partnership  Agreement and voting to
remove the Managing General  Partner.  As a result of its ownership of 57.44% of
the outstanding Units, AIMCO and its affiliates are in a position to control all
such voting  decisions  with respect to the  Partnership.  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

The consolidated financial statements are prepared in accordance with accounting
principles generally accepted in the United States which require the Partnership
to  make  estimates  and  assumptions.  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

Investment  properties  are  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  properties.  These  factors  include  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 assets.

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 and
the Partnership  fully reserves all balances  outstanding  over thirty days. 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.

ITEM 3.     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
fiscal quarter to which this report relates that have  materially  affected,  or
are reasonably likely to materially affect,  the Partnership's  internal control
over financial reporting.



<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. (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.
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  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 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 and an  appeal  was  taken  from the order on
October 5, 2000. On December 4, 2000, the Court  appointed the law firm of Lieff
Cabraser  Heimann & Bernstein  LLP as new lead  counsel for  plaintiffs  and the
putative class.  Plaintiffs filed a third amended complaint on January 19, 2001.
On March 2, 2001,  the  Managing  General  Partner  and its  affiliates  filed a
demurrer to the third amended  complaint.  On May 14, 2001,  the Court heard the
demurrer to the third amended  complaint.  On July 10, 2001, the Court issued an
order  sustaining  defendants'  demurrer on certain  grounds.  On July 20, 2001,
Plaintiffs filed a motion for reconsideration of the Court's July 10, 2001 order
granting in part and denying in part defendants' demurrer. On September 7, 2001,
Plaintiffs  filed a fourth amended class and  derivative  action  complaint.  On
September 12, 2001, the Court denied Plaintiffs' motion for reconsideration.  On
October 5, 2001, the Managing General Partner and affiliated  defendants filed a
demurrer to the fourth amended complaint,  which was heard on December 11, 2001.
On February 2, 2002,  the Court served its order  granting in part the demurrer.
The Court dismissed without leave to amend certain of the plaintiffs' claims. On
February 11, 2002, plaintiffs filed a motion seeking to certify a putative class
comprised  of all  non-affiliated  persons  who own or have  owned  units in the
partnerships. The Managing General Partner and affiliated defendants opposed the
motion.  On April 29, 2002, the Court held a hearing on  plaintiffs'  motion for
class certification and took the matter under submission after further briefing,
as ordered by the court,  was  submitted by the parties.  On July 10, 2002,  the
Court  entered an order  vacating the trial date of January 13, 2003 (as well as
the pre-trial and discovery  cut-off  dates) and stayed the case in its entirety
through  November  7, 2002 so that the  parties  could  have an  opportunity  to
discuss  settlement.  On October 30, 2002, the court entered an order  extending
the stay in effect through January 10, 2003.

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.  Plaintiffs in the Nuanes action filed a motion to consolidate  the
Heller action with the Nuanes action and stated that the Heller action was filed
in order to preserve the derivative  claims that were dismissed without leave to
amend in the Nuanes action by the Court order dated July 10, 2001. On October 5,
2001, the Managing General Partner and affiliated defendants moved to strike the
first amended  complaint in its entirety for violating the Court's July 10, 2001
order  granting in part and denying in part  defendants'  demurrer in the Nuanes
action, or  alternatively,  to strike certain portions of the complaint based on
the  statute of  limitations.  Other  defendants  in the action  demurred to the
fourth amended complaint, and, alternatively,  moved to strike the complaint. On
December 11, 2001,  the court heard argument on the motions and took the matters
under  submission.  On February 4, 2002,  the Court  served  notice of its order
granting defendants' motion to strike the Heller complaint as a violation of its
July 10, 2001 order in the Nuanes  action.  On March 27,  2002,  the  plaintiffs
filed a notice  appealing the order  striking the complaint.  Before  completing
briefing on the appeal, the parties stayed further  proceedings in the appeal in
light of a settlement.

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

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
a tender offer 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.

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 6.     EXHIBITS AND REPORTS ON FORM 8-K

            a) Exhibits:

                  3.1   Agreement  of Limited  Partnership  is  incorporated  by
                        reference  to  Exhibit  A  to  the   Prospectus  of  the
                        Registrant  dated  April  13,  1986 as  filed  with  the
                        Commission pursuant to Rule 424(b) under the Act.

                  3.2   Amendments to the Partnership Agreement dated August 20,
                        1986 and January 1, 1987 are  incorporated  by reference
                        to Exhibit 3A to the Registrant's  Annual Report on Form
                        10-K for the fiscal year ended December 31, 1987.

                  4.1   Certificate of Limited Partnership dated May 20, 1986 is
                        incorporated   by   reference   to   Exhibit  4  to  the
                        Registrant's  Registration  Statement on Form S-11 dated
                        June 23, 1986.

                  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.

            b) Reports on Form 8-K:

                  None filed during the quarter ended June 30, 2003.



<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
                                          Managing General Partner


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


                                    By:   /s/Thomas C. Novosel
                                          Thomas C. Novosel
                                          Senior Vice President
                                          and Chief Accounting Officer


                                    Date: August 13, 2003



<PAGE>



Exhibit 31.1


                                  CERTIFICATION


I, Patrick J. Foye, certify that:


1.    I have reviewed this  quarterly  report on Form 10-QSB of Davidson  Growth
      Plus, L.P.;

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:  August 13, 2003

                                    /s/Patrick J. Foye
                                    Patrick J. Foye
                                    Executive Vice President of Davidson  Growth
                                    Plus GP Corporation, equivalent of the chief
                                    executive officer of the Partnership


<PAGE>



Exhibit 31.2


                                  CERTIFICATION


I, Paul J. McAuliffe, certify that:


1.    I have reviewed this  quarterly  report on Form 10-QSB of Davidson  Growth
      Plus, L.P.;

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:  August 13, 2003

                                    /s/Paul J. McAuliffe
                                    Paul J. McAuliffe
                                    Executive Vice President and Chief Financial
                                    Officer   of   Davidson   Growth   Plus   GP
                                    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 Quarterly  Report on Form 10-QSB of Davidson Growth Plus,
L.P. (the "Partnership"),  for the quarterly period ended June 30, 2003 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
Patrick  J.  Foye,  as the  equivalent  of the chief  executive  officer  of the
Partnership,  and Paul J.  McAuliffe,  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/Patrick J. Foye
                                    Name:  Patrick J. Foye
                                    Date:  August 13, 2003


                                           /s/Paul J. McAuliffe
                                    Name:  Paul J. McAuliffe
                                    Date:  August 13, 2003


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.