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 March 31, 2002


[ ]   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)

                                 March 31, 2002

<TABLE>
<CAPTION>

Assets
<S>                                                                         <C>
   Cash and cash equivalents                                                $ 6,077
   Receivables and deposits                                                     188
   Restricted escrows                                                            94
   Other assets                                                                 942
   Investment properties:
       Land                                                  $ 4,650
       Buildings and related personal property                 21,635
                                                               26,285
       Less accumulated depreciation                          (13,019)       13,266
                                                                           $ 20,567
Liabilities and Partners' (Deficit) Capital
Liabilities
   Accounts payable                                                          $ 73
   Tenant security deposit liabilities                                           94
   Accrued property taxes                                                       138
   Other liabilities                                                            247
   Mortgage notes payable                                                    20,646

Partners' (Deficit) Capital
   General partners                                           $ (836)
   Limited partners (28,371.75 units issued and
      outstanding)                                                205          (631)
                                                                           $ 20,567


         See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>
b)

                          DAVIDSON GROWTH PLUS, L.P.

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                     (in thousands, except per unit data)

<TABLE>
<CAPTION>

                                                                 Three Months Ended
                                                                       March 31,
                                                                 2002           2001
Revenues:
<S>                                                             <C>            <C>
   Rental income                                                $ 1,390        $ 1,388
   Other income                                                      99            115
      Total revenues                                              1,489          1,503

Expenses:
   Operating                                                        453            506
   General and administrative                                        81             65
   Depreciation                                                     254            249
   Interest                                                         379            291
   Property taxes                                                   138            132
   Loss on early extinguishment of debt                             397             --
      Total expenses                                              1,702          1,243

Income before minority interest in net loss (income)
   of joint venture                                                (213)           260
Minority interest in net loss (income) of joint venture              34            (29)

Net (loss) income                                               $ (179)         $ 231

Net (loss) income allocated to general partners (3%)             $ (5)           $ 7

Net (loss) income allocated to limited partners (97%)              (174)           224
                                                                $ (179)         $ 231

Net (loss) income per limited partnership unit                  $ (6.13)       $ 7.90

Distributions per limited partnership unit                       $ --          $ 27.00

         See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<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, 2001                  28,371.75     $ (831)      $ 379       $ (452)

Net loss for the three
   months ended March 31, 2002               --          (5)       (174)       (179)

Partners' (deficit) capital
   at March 31, 2002                  28,371.75     $ (836)      $ 205       $ (631)

         See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<PAGE>
d)

                          DAVIDSON GROWTH PLUS, L.P.

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

<TABLE>
<CAPTION>

                                                                   Three Months Ended
                                                                       March 31,
                                                                    2002        2001
Cash flows from operating activities:
<S>                                                                <C>          <C>
  Net (loss) income                                                $ (179)      $ 231
  Adjustments to reconcile net (loss) income to net cash
   provided by operating activities:
     Depreciation                                                     254          249
     Amortization of discounts and loan costs                          16           16
     Loss on early extinguishment of debt                             397           --
     Minority interest in net (loss) income of joint venture          (34)          29
     Change in accounts:
      Receivables and deposits                                         81          380
      Other assets                                                    (75)         (73)
      Accounts payable                                                (72)         (59)
      Tenant security deposit liabilities                              (2)          (3)
      Accrued property taxes                                         (131)        (121)
      Other liabilities                                               (27)         (47)
         Net cash provided by operating activities                    228          602

Cash flows from investing activities:
  Property improvements and replacements                             (153)         (76)
  Net withdrawals from (deposits to) restricted escrows                85           (1)
         Net cash used in investing activities                        (68)         (77)

Cash flows from financing activities:
  Payments on mortgage notes payable                                  (66)         (59)
  Repayment of mortgage notes payable                              (7,769)          --
  Proceeds from mortgage note payable                              14,273           --
  Loan costs paid                                                    (659)          (5)
  Prepayment penalty                                                 (293)          --
  Advances from affiliate                                             146           --
  Repayment of advances from affiliate                               (146)          --
  Distribution to partners                                             --         (790)
  Distributions to minority partner                                    --          (62)
         Net cash provided by (used in) financing activities        5,486         (916)

Net increase (decrease) in cash and cash equivalents                5,646         (391)
Cash and cash equivalents at beginning of period                      431          761
Cash and cash equivalents at end of period                        $ 6,077       $ 370

Supplemental disclosure of cash flow information:
  Cash paid for interest                                           $ 310        $ 234

         See Accompanying Notes to Consolidated Financial Statements

</TABLE>

<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"),   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 month period
ended March 31, 2002, are not necessarily  indicative of the results that may be
expected for the fiscal year ending December 31, 2002. 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, 2001.

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 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 three  months  ended  March 31,  2002 and  2001,  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
$78,000  and  $76,000  during the three  months  ended  March 31, 2002 and 2001,
respectively, which is included in operating expenses.

An  affiliate  of  the  Managing  General  Partner  received   reimbursement  of
accountable  administrative  expenses  amounting  to  approximately  $49,000 and
$40,000 for the three months ended March 31, 2002 and 2001, respectively,  which
is included in general and administrative expenses.

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  $6,000 and $4,000
for the three  months  ended  March 31,  2002 and 2001,  respectively,  which is
included in general and administrative expenses. Unpaid subordinated Partnership
management fees at March 31, 2002, are approximately $35,000.

During the three  months  ended March 31, 2002,  the  Managing  General  Partner
advanced  the  Partnership   funds  to  cover   operational   expenses  totaling
approximately  $146,000  which were repaid by the  Partnership.  As of March 31,
2002,  there were no outstanding  advances due to the Managing  General Partner.
Interest  is charged  at prime plus 1%.  Interest  expense on this  advance  was
approximately $1,000 for the three months ended March 31, 2002.

Beginning in 2001, the  Partnership  began insuring 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 three months ended
March 31, 2002 and 2001, the Partnership was charged by AIMCO and its affiliates
approximately $66,000 and $56,000, respectively, for insurance coverage and fees
associated with policy claims administration.

Note C - Refinancing of Mortgage Note 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  mortgage.  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  $224,000  during the three months ended March 31, 2002. The
Partnership   recognized  a  loss  on  the  early   extinguishment  of  debt  of
approximately  $88,000  during the three  months ended March 31, 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
mortgage.  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 three months ended
March 31, 2002. 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.  Brighton Crest Apartments incurred a net loss of
approximately  $224,000  during  the  three  months  ended  March  31,  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
the net  losses  for the three  months  ended  March 31,  2002 is  approximately
$34,000, which brought the investment balance to zero.

Note E - Subsequent Distribution

Subsequent  to  March  31,  2002,  the  Partnership  declared  and  paid  a cash
distribution  of  approximately  $5,134,000  (approximately  $4,980,000  to  the
limited partners or $175.52 per limited  partnership unit) to its partners.  The
distribution consisted of approximately $349,000  (approximately $338,000 to the
limited  partners or $11.91 per limited  partnership  unit) from  operations and
approximately  $4,785,000  (approximately  $4,642,000 to the limited partners or
$163.61 per limited  partnership  unit) from the proceeds of the refinancings of
the mortgage loans  encumbering The Village and Brighton Crest Apartments during
January 2002.

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. (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
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,  among other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which 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  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  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 has  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 oppose the motion. On April 29, 2002, the Court heard argument on the
motion and ordered  further  briefing  after which time the matter will be taken
under submission. The Court has set the matter for trial in January 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 first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  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.

The Managing  General Partner does not anticipate that any costs,  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.
<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
three months ended March 31, 2002 and 2001:

                                               Average Occupancy
      Property                                2002           2001

      Brighton Crest Apartments               93%            94%
         Marietta, Georgia
      The Fairway Apartments                  97%            96%
         Plano, Texas
      The Village Apartments                  96%            95%
         Brandon, Florida

Results of Operations

The  Partnership  realized a net loss of  approximately  $179,000  for the three
months ended March 31, 2002,  compared to net income of  approximately  $231,000
for the three months ended March 31, 2002. The decrease in net income was due to
an increase in total expenses and a decrease in total revenues  partially offset
by an increase in minority interest in loss from the joint venture. The increase
in total expenses is due to the loss on the early extinguishment of debt related
to the refinancings of Brighton Crest and The Village Apartments in January 2002
(see  "Liquidity and Capital  Resources")  and increases in interest and general
and  administrative  expenses  partially  offset  by  a  decrease  in  operating
expenses.  Interest  expense  increased due to the refinancing of Brighton Crest
and The Village  Apartments in January 2002, which increased the debt balance at
both  properties.  General  and  administrative  expenses  increased  due  to an
increase in the cost of services  included in the management  reimbursements  to
the Managing  General  Partner  allowed under the  Partnership  Agreement.  Also
included in general and administrative  expenses at both March 31, 2002 and 2001
are the costs  associated with the quarterly  communications  with investors and
regulatory  agencies required by the Partnership  Agreement.  Operating expenses
decreased  due  to  decreased  natural  gas  bills  at The  Fairway  Apartments,
decreased  sewer bills at Brighton Crest  Apartments  and decreased  maintenance
expenses at all of the Partnership's investment properties,  partially offset by
increased property insurance expenses at all of the Partnership's properties.

Total revenues decreased due to a decrease in other income partially offset by a
slight  increase  in rental  income for the three month  period  ended March 31,
2002.  Other income  decreased  due to decreased  laundry  income at The Fairway
Apartments and decreased  interest  income due to lower average cash balances in
interest bearing  accounts at all of the  Partnership's  investment  properties.
Rental income increased  slightly due to an increase in the average rental rates
at The Fairway and Brighton  Crest  Apartments  and  increased  occupancy at The
Fairway and The Village  Apartments  partially  offset by reduced  occupancy  at
Brighton Crest Apartments and increased bad debt expenses  primarily at Brighton
Crest Apartments.

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.  Brighton Crest Apartments incurred a net loss of
approximately  $224,000  during  the  three  months  ended  March  31,  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
the net  losses  for the three  months  ended  March 31,  2002 is  approximately
$34,000, which brought the investment balance to zero.

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  $6,077,000 at
March 31,  2002,  compared  to  approximately  $370,000 at March 31,  2001.  The
increase  in cash and cash  equivalents  of  approximately  $5,646,000  from the
Partnership's  cash  balance  at  December  31,  2001,  is due to  approximately
$5,486,000 of cash provided by financing  activities and approximately  $228,000
of cash  provided  by  operating  activities,  which  was  partially  offset  by
approximately  $68,000 of cash used in investing  activities.  Cash  provided by
financing  activities  consisted of the proceeds  from the debt  refinancing  of
Brighton Crest and The Village Apartments and advances from the Managing General
Partner  which were  partially  offset by the payoff of the  previous  mortgages
encumbering  Brighton Crest and The Village Apartments,  and to a lesser extent,
payments  of  principal  made on the  mortgages  encumbering  the  Partnership's
investment  properties,  loan costs paid,  payment of  prepayment  penalties for
Brighton  Crest and The Village  Apartments  and  repayment of advances from the
Managing  General  Partner.  Cash  used in  investing  activities  consisted  of
property improvements and replacements  partially offset by net withdrawals from
escrow accounts maintained by the mortgage lenders.  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 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  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately  $48,000  of  capital  improvements  at the  property,  consisting
primarily of floor covering replacements,  appliances and wall coverings.  These
improvements  were  funded  from  replacement  reserves.   The  Partnership  has
budgeted, but is not limited to, capital improvements of approximately $160,000,
consisting primarily of swimming pool upgrades, and appliance and floor covering
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  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately  $28,000  of  capital  improvements  at the  property,  consisting
primarily of floor covering  replacements,  structural  improvements,  and water
heater  replacements.  These  improvements were funded from operating cash flow.
The  Partnership  has budgeted,  but is not limited to, capital  improvements of
approximately   $89,000,   consisting   primarily  of  air   conditioning   unit
replacements,  floor covering  replacements,  interior decoration,  parking area
upgrades  and  water  heater  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.

The Village Apartments

During  the  three  months  ended  March 31,  2002,  the  Partnership  completed
approximately  $77,000  of  capital  improvements  at the  property,  consisting
primarily of carpet replacements and structural improvements. These improvements
were funded from replacement reserves.  The Partnership has budgeted, but is not
limited to, capital improvements of approximately $97,000,  consisting primarily
of  air  conditioning  unit  replacement,  floor  covering  replacements,   roof
replacement,  and  structural  improvements.   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.

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  mortgage.  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  $224,000  during the three months ended March 31, 2002. The
Partnership   recognized  a  loss  on  the  early   extinguishment  of  debt  of
approximately  $88,000  during the three  months ended March 31, 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
mortgage.  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 three months ended
March 31, 2002. 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  current assets are thought to be sufficient for any near-term
needs  (exclusive  of capital  improvements)  of the  Partnership.  The mortgage
indebtedness of approximately $20,646,000 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 three months ended
March 31, 2002 and 2001 (in thousands, except per unit data):

                  Three Months     Per Limited      Three Months     Per Limited
                     Ended         Partnership         Ended         Partnership
                 March 31, 2002        Unit        March 31, 2001        Unit

Operations            $ --             $ --            $ 524            $17.91
Refinancing (1)         --               --              266              9.09
                      $ --             $ --            $ 790            $27.00

(1)   From the refinancing of The Fairway Apartments during 2000.

Subsequent  to  March  31,  2002,  the  Partnership  declared  and  paid  a cash
distribution  of  approximately  $5,134,000  (approximately  $4,980,000  to  the
limited partners or $175.52 per limited  partnership unit) to its partners.  The
distribution consisted of approximately $349,000  (approximately $338,000 to the
limited  partners or $11.91 per limited  partnership  unit) from  operations and
approximately  $4,785,000  (approximately  $4,642,000 to the limited partners or
$163.61 per limited  partnership  unit) from the proceeds of the refinancings of
the mortgage loans  encumbering The Village and Brighton Crest Apartments during
January 2002.  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 further distributions
to its partners during the year 2002 or subsequent periods.

In addition to its indirect  ownership of the managing  general partner interest
in the  Partnership,  AIMCO and its affiliates  currently own 16,043.75  limited
partnership  units in the  Partnership  representing  56.55% of the  outstanding
units at March 31,  2002.  A number of these  units were  acquired  pursuant  to
tender offers made by AIMCO or its affiliates.  It is possible that AIMCO or its
affiliates will make one or more additional offers to acquire additional limited
partnership  interests in the  Partnership  for cash or in exchange for units in
the operating partnership of AIMCO. Under the Partnership Agreement, unitholders
holding a majority of the units are  entitled  to take action with  respect to a
variety of matters  which  would  include  voting on certain  amendments  to the
Partnership  Agreement and voting to remove the Managing General  Partner.  As a
result  of its  ownership  of  56.55% of the  outstanding  units,  AIMCO is in a
position to control 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 its
affiliation with the Managing General Partner.
<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
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,  among other
things,  the  acquisition  of  interests  in certain  Managing  General  Partner
entities by Insignia Financial Group, Inc. ("Insignia") and entities which 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  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  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 has  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 oppose the motion. On April 29, 2002, the Court heard argument on the
motion and ordered  further  briefing  after which time the matter will be taken
under submission. The Court has set the matter for trial in January 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 first amended complaint in the Heller action is
brought as a purported  derivative  action,  and asserts  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.

The Managing  General Partner does not anticipate that any costs,  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:

                  None.

            b)    Reports on Form 8-K:

                  None filed during the quarter ended March 31, 2002.
<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: