UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   Form 10-QSB

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

              For the quarterly period ended September 30, 2005


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


           For the transition period from __________ to __________

                         Commission file number 0-10884


                              SHELTER PROPERTIES IV
      (Exact name of small business issuer as specified in its charter)



         South Carolina                                      57-0721760
(State or other jurisdiction of                            (I.R.S. Employer
 incorporation or organization)                           Identification No.)

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

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


Check  whether the issuer (i) 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 ___

Indicate by check mark whether the  registrant  is a shell company (as defined
in rule 12b-2 of Exchange Act).  Yes ___  No _X_


<PAGE>



                         PART I - FINANCIAL INFORMATION



ITEM 1.     FINANCIAL STATEMENTS



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

                               September 30, 2005
<TABLE>
<CAPTION>

Assets
<S>                                                                         <C>
   Cash and cash equivalents                                                $ 11,980
   Receivables and deposits                                                      310
   Other assets                                                                1,298
   Investment properties:
      Land                                                    $ 2,759
      Buildings and related personal property                   61,789
                                                                64,548
      Less accumulated depreciation                            (39,680)       24,868
                                                                            $ 38,456

Liabilities and Partners' Capital (Deficiency)
Liabilities
   Accounts payable                                                          $ 606
   Tenant security deposit liabilities                                           142
   Accrued property taxes                                                        624
   Other liabilities                                                             584
   Mortgage notes payable                                                     47,758

Partners' Capital (Deficiency)
   General partners                                             $ 95
   Limited partners (49,995 units issued and
      outstanding)                                             (11,353)      (11,258)
                                                                            $ 38,456

</TABLE>

         See Accompanying Notes to Consolidated Financial Statements


<PAGE>






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

<TABLE>
<CAPTION>

                                          Three Months Ended          Nine Months Ended
                                            September 30,               September 30,
                                          2005          2004         2005          2004
Revenues:
<S>                                      <C>          <C>           <C>           <C>
  Rental income                          $ 2,157      $ 2,369       $ 6,677       $ 6,966
  Other income                               218          258           616           711
      Total revenues                       2,375        2,627         7,293         7,677

Expenses:
  Operating                                1,249        1,219         3,384         3,249
  General and administrative                  68           56           220           195
  Depreciation                               564          568         1,729         1,732
  Interest                                   497          317         1,272           907
  Property taxes                             189          198           571           594
  Loss on early extinguishment of
   debt (Note E)                             304           --           304            --
      Total expenses                       2,871        2,358         7,480         6,677

Net (loss) income                        $ (496)       $ 269        $ (187)       $ 1,000

Net (loss) income allocated to
  general partners (1%)                   $ (5)         $ 3          $ (2)         $ 10
Net (loss) income allocated to
  limited partners (99%)                    (491)         266         (185)           990

                                         $ (496)       $ 269        $ (187)       $ 1,000

Net (loss) income per limited
  Partnership unit                       $ (9.82)      $ 5.32      $ (3.70)       $ 19.80

Distributions per limited
  Partnership unit                        $ --         $ 6.92       $ 2.96        $ 34.94

</TABLE>

         See Accompanying Notes to Consolidated Financial Statements


<PAGE>




                              SHELTER PROPERTIES IV
     CONSOLIDATED STATEMENT OF CHANGES IN PARTNERS' CAPITAL (DEFICIENCY)
                                   (Unaudited)
                        (in thousands, except unit data)

<TABLE>
<CAPTION>


                                       Limited
                                     Partnership     General      Limited
                                        Units        Partners    Partners      Total

<S>                                    <C>              <C>       <C>        <C>
Original capital contributions         50,000           $ 2       $ 50,000   $ 50,002

Partners' capital (deficiency)
   at December 31, 2004                49,995          $ 99     $ (11,020)   $(10,921)

Distributions to partners                  --             (2)        (148)       (150)

Net income for the nine months
   ended September 30, 2005                --             (2)        (185)       (187)

Partners' capital (deficiency)
   at September 30, 2005               49,995          $ 95      $(11,353)   $(11,258)

</TABLE>

         See Accompanying Notes to Consolidated Financial Statements


<PAGE>




                              SHELTER PROPERTIES IV
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (in thousands)
<TABLE>
<CAPTION>

                                                                 Nine Months Ended
                                                                   September 30,
                                                                  2005         2004
Cash flows from operating activities:
<S>                                                             <C>          <C>
  Net (loss) income                                             $ (187)      $ 1,000
  Adjustments to reconcile net (loss) income to net cash
   provided by operating activities:
     Depreciation                                                 1,729        1,732
     Bad debt expense                                               140          183
     Casualty loss                                                    1           --
     Loss on early extinguishment of debt                           304           --
     Amortization of loan costs                                     111          110
     Change in accounts:
      Receivables and deposits                                       12         (677)
      Other assets                                                    7         (170)
      Accounts payable                                              340          (87)
      Tenant security deposit liabilities                           (35)         (51)
      Accrued property taxes                                        624          353
      Other liabilities                                              92           (8)
         Net cash provided by operating activities                3,138        2,385

Cash flows from investing activities:
  Property improvements and replacements                         (6,237)        (643)
  Net withdrawals from restricted escrows                           230            5
         Net cash used in investing activities                   (6,007)        (638)

Cash flows from financing activities:
  Proceeds from mortgage note payable                            40,000           --
  Repayment of mortgage note payable                            (24,083)          --
  Debt extinguishment costs                                         (23)          --
  Distributions to partners                                        (150)      (1,765)
  Payments on mortgage notes payable                               (552)        (637)
  Advances from affiliates                                        2,413           --
  Repayment of advances from affiliates                          (2,413)          --
  Loan costs paid                                                  (848)          --
         Net cash provided by (used in) financing
          activities                                             14,344       (2,402)

Net increase (decrease) in cash and cash equivalents             11,475         (655)
Cash and cash equivalents at beginning of period                    505        1,159
Cash and cash equivalents at end of period                      $11,980       $ 504

Supplemental disclosure of cash flow information:
  Cash paid for interest                                        $ 1,024       $ 854

Supplemental disclosure of non-cash activity:
  Property improvements and replacements in accounts
    payable                                                      $ 192        $ 174
</TABLE>

Included in property  improvements  and  replacements  for the nine months ended
September 30, 2005 is approximately $29,000 of improvements, which were included
in accounts payable at December 31, 2004.

         See Accompanying Notes to Consolidated Financial Statements


<PAGE>



                              SHELTER PROPERTIES IV
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note A - Basis of Presentation

The  accompanying   unaudited   consolidated  financial  statements  of  Shelter
Properties  IV  (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 Shelter  Realty IV  Corporation  (the
"Corporate  General Partner"),  all adjustments  (consisting of normal recurring
accruals)  considered  necessary  for a fair  presentation  have been  included.
Operating results for the three and nine month periods ended September 30, 2005,
are not necessarily  indicative of the results that may be expected for the year
ending  December 31, 2005. 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, 2004. The Corporate
General Partner is a subsidiary of Apartment  Investment and Management  Company
("AIMCO"), a publicly traded real estate investment trust.

Certain  2004  balances  have  been   reclassified  to  conform  with  the  2005
presentation.

Note B - Reconciliation of Cash Flows

As required by the Partnership  Agreement,  the following is a reconciliation of
"net cash provided by operating  activities"  in the  accompanying  consolidated
statements  of cash  flows to "net  cash from  operations",  as  defined  in the
Partnership  Agreement.  However,  "net  cash  from  operations"  should  not be
considered  an  alternative  to net income as an indicator of the  Partnership's
operating performance or to cash flows as a measure of liquidity.
<TABLE>
<CAPTION>

                                                        For the Nine Months Ended
                                                               September 30,
                                                           2005              2004
                                                               (in thousands)

<S>                                                      <C>              <C>
     Net cash provided by operating activities           $ 3,138          $ 2,385
        Payments on mortgage notes payable                  (552)            (637)
        Property improvements and replacements            (6,237)            (643)
        Change in restricted escrows, net                    230                5
        Changes in reserves for net operating
          liabilities                                     (1,180)             457
        Additional reserves                                   --           (1,567)
           Net cash used in operations                   $(4,601)          $ --
</TABLE>

For the nine months ended  September  30, 2004,  the Corporate  General  Partner
reserved  approximately  $1,567,000 to fund capital  improvements and repairs at
the Partnership's properties.

Distributions made from reserves no longer considered necessary by the Corporate
General  Partner are  considered to be additional  net cash from  operations for
allocation purposes.

Note C - Transactions with Affiliated Parties

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

Affiliates of the Corporate  General  Partner  receive 5% of gross receipts from
both of the  Partnership's  properties as  compensation  for providing  property
management  services.  During the nine months ended September 30, 2005 and 2004,
the  Partnership  paid to such affiliates  approximately  $366,000 and $374,000,
respectively, which is included in operating expense.

An  affiliate  of  the  Corporate  General  Partner  received  reimbursement  of
accountable  administrative  expenses  amounting to  approximately  $332,000 and
$197,000 for the nine months ended  September  30, 2005 and 2004,  respectively,
which  is  included  in  general  and  administrative  expenses  and  investment
properties.   The  portion  of  these  reimbursements   included  in  investment
properties  for the  nine  months  ended  September  30,  2005 and 2004 are fees
related to  construction  management  services  provided by an  affiliate of the
Corporate General Partner of approximately  $158,000 and $36,000,  respectively.
The construction management service fees are calculated based on a percentage of
additions to the investment properties.

Pursuant  to the  Partnership  Agreement  and in  connection  with  the  sale of
Countrywood Village in August of 2000, the Corporate General Partner is entitled
to a  commission  of up to 1% for its  assistance  in the sale.  Payment of such
commission  is  subordinate  to the limited  partners  receiving a cumulative 7%
return on their  investment.  This return has not yet been met, and accordingly,
the commission of $178,000 was accrued and is included in other liabilities.

Pursuant to the  Partnership  Agreement and in connection  with the refinance of
Baymeadows  Apartments in August 2005, the Corporate  General Partner was paid a
refinance fee of 1% of the new mortgage amount or $400,000 for its assistance in
arranging the new loan. This cost was capitalized and included in other assets.

Pursuant to the  Partnership  Agreement,  during the nine months ended September
30, 2005, an affiliate of the Corporate General Partner advanced the Partnership
approximately $2,413,000 to fund the redevelopment at Baymeadows Apartments (see
"Note G") and to pay mortgage refinance fees at Baymeadows Apartments.  Interest
is charged at the prime rate plus 2%, or 8.75% at September  30,  2005,  and was
approximately  $27,000 for the nine months ended September 30, 2005.  There were
no such  advances  made during the nine months ended  September  30,  2004.  The
Partnership repaid approximately  $2,440,000 of advances and associated interest
during the nine months ended  September  30, 2005 out of the  proceeds  from the
refinance of Baymeadows Apartments (see "Note D").

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,  general
liability and vehicle  liability.  The Partnership  insures its properties above
the AIMCO limits  through  insurance  policies  obtained by AIMCO from  insurers
unaffiliated  with the Corporate  General Partner.  During the nine months ended
September  30,  2005 and 2004,  the  Partnership  was  charged  by AIMCO and its
affiliates  approximately  $166,000 and  $159,000,  respectively,  for insurance
coverage and fees associated with policy claims administration.

Note D - Redevelopment of Property

One  of the  Partnership's  investment  properties,  Baymeadows  Apartments,  is
currently  under  redevelopment.  Based  on  current  redevelopment  plans,  the
Corporate  General Partner  anticipates the redevelopment to be completed in the
second quarter of 2006 at a total estimated cost of approximately $29,175,000 of
which approximately  $6,205,000 was completed as of September 30, 2005. Included
in these  construction  costs are  capitalized  interest costs of  approximately
$132,000,  capitalized tax and insurance  expenses of approximately  $53,000 and
other construction period operating costs of approximately  $32,000 for the nine
months ended September 30, 2005.

In addition,  a project was approved during the three months ended September 30,
2005 to add 288 new  apartment  units at the  property.  The  Corporate  General
Partner  anticipates the  construction to begin during the first quarter of 2006
and to be  completed  during  2007 at a total  estimated  cost of  approximately
$26,953,000.

Note E - Refinance of Mortgage Note Payable

On August 22, 2005, the Partnership  obtained an additional  mortgage from a new
lender  in the  principal  amount  of  approximately  $15,917,000  on one of its
investment  properties,  Baymeadows  Apartments.  The  additional  mortgage loan
agreement  requires  monthly  payments of interest only  beginning on October 5,
2005 until September 5, 2007,  with the interest rate being 4.87%.  From October
5, 2007 through September 5, 2012, the Loan Agreement  requires monthly payments
of principal and interest calculated using a 300 month loan amortization period.
If the Property completes the required  rehabilitation  work within 36 months of
the date of the loan agreement and the property  achieves gross rental income of
at least  $8,724,000 from not more than 95% of the units within 36 months,  then
the installments for the remaining period of the loan will be calculated using a
360 month amortization  period. If the above two requirements are not met within
36 months,  then the  installments  for the remaining period of the loan will be
calculated  using a 240 month  amortization  period.  The  mortgage  matures  on
September  5, 2012 at which time the unpaid  principal  amount and any  interest
accrued but remaining unpaid becomes due.

The  existing  lender  assigned  the  existing  mortgage  note of  approximately
$24,083,000  to the holder of the  additional  mortgage  note.  The terms of the
existing  mortgage  note were  modified  to match  the terms for the  additional
mortgage note and the two loans were then combined into one mortgage note issued
by the new lender for  $40,000,000.  During the nine months ended  September 30,
2005,  the  Partnership  recognized  a loss on early  extinguishment  of debt of
approximately  $304,000  due to the write off of  unamortized  loan costs on the
original  loan and a  prepayment  penalty  paid to the  original  lender.  Total
capitalized loan costs for the additional mortgage were approximately $848,000.

Note G - Casualty Event

In September  2004,  Baymeadows  Apartments  experienced  damage from Hurricanes
Frances and Jeanne.  At September  30, 2005,  the  Partnership  estimates  total
damage  costs  from the  hurricanes  of  approximately  $51,000,  which were not
covered by  insurance  proceeds.  During  2004,  the  Partnership  recognized  a
casualty loss of approximately $6,000 and during the nine months ended September
30,  2005,   the   Partnership   recognized  an  additional   casualty  loss  of
approximately  $1,000  as a result of the  write-off  of  undepreciated  damaged
assets.  This loss is included in operating expense. In addition to the damages,
the Partnership incurred clean up costs of approximately $46,000 during the nine
months ended  September 30, 2005 for Hurricanes  Frances and Jeanne,  which were
not covered by  insurance  proceeds,  and these costs are  included in operating
expenses.

Note H - Contingencies

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 Corporate  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  Corporate  General  Partner
entities by Insignia Financial Group, Inc.  ("Insignia") and entities that were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged into AIMCO.  The plaintiffs  sought  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
In addition,  during the third quarter of 2001, a complaint  captioned Heller v.
Insignia  Financial  Group (the  "Heller  action")  was filed  against  the same
defendants  that are named in the  Nuanes  action.  On or about  August 6, 2001,
plaintiffs filed a first amended  complaint.  The Heller action was brought as a
purported derivative action, and asserted claims for, among other things, breach
of fiduciary  duty,  unfair  competition,  conversion,  unjust  enrichment,  and
judicial  dissolution.  On January 28, 2002, the trial court granted  defendants
motion to strike the complaint. Plaintiffs took an appeal from this order.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes  action and the Heller  action.  On June 13, 2003,  the
court granted final approval of the settlement and entered  judgment in both the
Nuanes and Heller actions. On August 12, 2003, an objector ("Objector") filed an
appeal (the "Appeal")  seeking to vacate and/or reverse the order  approving the
settlement and entering judgment  thereto.  On May 4, 2004, the Objector filed a
second appeal  challenging  the court's use of a referee and its order requiring
Objector to pay those fees.

On March 21, 2005, the Court of Appeals issued opinions in both pending appeals.
With regard to the settlement and judgment entered thereto, the Court of Appeals
vacated  the trial  court's  order and  remanded  to the trial court for further
findings  on the basis that the "state of the record is  insufficient  to permit
meaningful  appellate  review".  With regard to the second appeal,  the Court of
Appeals  reversed the order requiring the Objector to pay referee fees. On April
26, 2005,  the Court of Appeals  lifted the stay of a pending  appeal related to
the Heller action and the trial court's order striking the  complaint.  On April
28, 2005, the Objector  filed a Petition for Review with the California  Supreme
Court in connection with the opinion vacating the order approving settlement and
remanding for further findings.  On June 10, 2005, the California  Supreme Court
denied  Objector's  Petition for Review and the Court of Appeals sent the matter
back to the trial court on June 21,  2005.  The parties  intend to ask the trial
court to make further findings in connection with settlement consistent with the
Court of Appeal's  remand order.  With respect to the related Heller appeal,  on
July 28, 2005,  the Court of Appeals  reversed the trial court's order  striking
the first amended complaint.

On August 18, 2005,  Objector and his counsel filed a motion to  disqualify  the
trial court based on a peremptory challenge and filed a motion to disqualify for
cause on October 17, 2005. On or about October 13, 2005 Objector  filed a motion
to  intervene  and on or about  October  19,  2005  filed  both a motion to take
discovery  relating to the adequacy of plaintiffs as derivative  representatives
and a motion to dissolve the anti-suit injunction in connection with settlement.
On October 27, 2005, the Court denied Objector's peremptory challenge and struck
Objector's motion to disqualify for cause. No hearing has been set on Objector's
remaining motions. On November 3, 2005, Objector and his counsel filed a writ of
mandate to the Court of Appeals challenging the court's October 27, 2005 order.

The  Corporate  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.

AIMCO  Properties  L.P.  and NHP  Management  Company,  both  affiliates  of the
Corporate  General  Partner,  are  defendants  in a lawsuit  alleging  that they
willfully  violated  the Fair Labor  Standards  Act  ("FLSA")  by failing to pay
maintenance  workers  overtime for all hours worked in excess of forty per week.
The  complaint,  filed in the United States  District  Court for the District of
Columbia,  attempts  to bring a  collective  action  under the FLSA and seeks to
certify state subclasses in California,  Maryland, and the District of Columbia.
Specifically,  the  plaintiffs  contend  that  AIMCO  Properties  L.P.  and  NHP
Management Company failed to compensate  maintenance  workers for time that they
were  required  to be  "on-call".  Additionally,  the  complaint  alleges  AIMCO
Properties  L.P. and NHP  Management  Company  failed to comply with the FLSA in
compensating maintenance workers for time that they worked in excess of 40 hours
in a week. In June 2005 the Court conditionally  certified the collective action
on both the on-call and overtime issues,  which allows the plaintiffs to provide
notice of the  collective  action to all  non-exempt  maintenance  workers  from
August 7, 2000 through the present. Those employees will have the opportunity to
opt-in to the collective action,  and AIMCO Properties,  L.P. and NHP Management
Company will have the  opportunity to move to decertify the  collective  action.
Because the court denied  plaintiffs'  motion to certify  state  subclasses,  on
September  26,  2005,  the  plaintiffs  filed  a  class  action  with  the  same
allegations in the Superior Court of California (Contra Costa County).  Although
the outcome of any  litigation is  uncertain,  AIMCO  Properties,  L.P. does not
believe that the ultimate  outcome  will have a material  adverse  effect on its
consolidated  financial  condition  or results  of  operations.  Similarly,  the
Corporate General Partner does not believe that the ultimate outcome will have a
material adverse effect on the Partnership's consolidated financial condition or
results of operations.

The  Partnership  has an  ongoing  dispute  with a general  contractor  formerly
involved in the redevelopment project at Baymeadows  Apartments.  The contractor
has filed a lien against the  property for amounts held back by the  Partnership
due to the contractor's deficient performance.  The Corporate General Partner is
investigating  a claim for  liquidated  damages  under the contract  against the
contractor due to its delayed  performance.  The Corporate  General Partner does
not believe that the ultimate outcome will have a material adverse effect on the
Partnership's consolidated financial condition or results of operations.

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

Environmental

Various  Federal,  state and local laws subject  property owners or operators to
liability for management,  and the costs of removal or  remediation,  of certain
hazardous  substances  present on a property.  Such laws often impose  liability
without regard to whether the owner or operator knew of, or was responsible for,
the release or presence of the  hazardous  substances.  The  presence of, or the
failure to manage or remedy properly,  hazardous substances may adversely affect
occupancy at affected  apartment  communities and the ability to sell or finance
affected properties.  In addition to the costs associated with investigation and
remediation  actions  brought by  government  agencies  and  potential  fines or
penalties  imposed by such  agencies in  connection  therewith,  the presence of
hazardous  substances on a property could result in claims by private plaintiffs
for personal injury, disease, disability or other infirmities. Various laws also
impose  liability for the cost of removal,  remediation or disposal of hazardous
substances  through a  licensed  disposal  or  treatment  facility.  Anyone  who
arranges for the disposal or treatment of hazardous  substances  is  potentially
liable  under such laws.  These laws often impose  liability  whether or not the
person arranging for the disposal ever owned or operated the disposal  facility.
In connection  with the ownership,  operation and management of its  properties,
the Partnership  could  potentially be liable for  environmental  liabilities or
costs associated with its properties.

Mold

The Partnership is aware of lawsuits  against owners and managers of multifamily
properties asserting claims of personal injury and property damage caused by the
presence of mold, some of which have resulted in substantial  monetary judgments
or settlements. The Partnership has only limited insurance coverage for property
damage loss claims  arising from the  presence of mold and for  personal  injury
claims related to mold  exposure.  Affiliates of the Corporate  General  Partner
have  implemented a national  policy and procedures to prevent or eliminate mold
from its  properties  and the  Corporate  General  Partner  believes  that these
measures will  minimize the effects that mold could have on residents.  To date,
the Partnership  has not incurred any material costs or liabilities  relating to
claims of mold exposure or to abate mold  conditions.  Because the law regarding
mold is unsettled and subject to change the Corporate  General  Partner can make
no assurance that liabilities resulting from the presence of or exposure to mold
will  not have a  material  adverse  effect  on the  Partnership's  consolidated
financial condition or results of operations.

SEC Investigation

The  Central  Regional  Office of the  United  States  Securities  and  Exchange
Commission (the "SEC")  continues its formal  investigation  relating to certain
matters.  Although  the staff of the SEC is not limited in the areas that it may
investigate,  AIMCO believes the areas of  investigation  have included  AIMCO's
miscalculated   monthly  net  rental  income  figures  in  third  quarter  2003,
forecasted  guidance,  accounts  payable,  rent  concessions,   vendor  rebates,
capitalization of payroll and certain other costs, tax credit transactions,  and
tender offers for limited  partnership  interests.  AIMCO is cooperating  fully.
AIMCO is not able to predict when the investigation will be resolved. AIMCO does
not believe that the ultimate outcome will have a material adverse effect on its
consolidated  financial  condition  or results  of  operations.  Similarly,  the
Corporate General Partner does not believe that the ultimate outcome will have a
material adverse effect on the Partnership's consolidated financial condition or
results of operations.

Note I - Subsequent Event

Subsequent to September 30, 2005, the  Partnership  entered into a sale contract
with a third  party  to sell  Quail  Run  Apartments  for a  purchase  price  of
approximately $14,592,000. The anticipated closing date is January 31, 2006. For
the nine months ended  September  30, 2005 the  property  had total  revenues of
approximately  $2,006,000 and net loss of  approximately  $64,000.  The net book
value of Quail Run  Apartments  assets at September  30, 2005 was  approximately
$5,026,000.


<PAGE>



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 two apartment complexes. The
following  table sets forth the average  occupancy of the properties for each of
the nine months ended September 30, 2005 and 2004:
<TABLE>
<CAPTION>

                                                            Average
                                                           Occupancy
       Property                                        2005          2004

       Baymeadows Apartments (1)
<S>                                                    <C>            <C>
         Jacksonville, Florida                         79%            94%

       Quail Run Apartments (2)
         Columbia, South Carolina                      95%            84%
</TABLE>

(1)   The  Corporate  General  Partner  attributes  the decrease in occupancy at
      Baymeadows  Apartments to current  redevelopment  of the property that has
      resulted in 95 units unavailable for rent at September 30, 2005.

(2)   The  Corporate  General  Partner  attributes  the increase in occupancy at
      Quail Run  Apartments  to a military  deployment  in the local market area
      during the first quarter of 2004. Occupancy has since recovered.

The  Partnership's  financial  results depend upon a number of factors including
the  ability to attract  and  maintain  tenants  at the  investment  properties,
interest  rates on mortgage  loans,  costs  incurred  to operate the  investment
properties,  general  economic  conditions  and weather.  As part of the ongoing
business plan of the  Partnership,  the Corporate  General Partner  monitors the
rental market environment of its investment properties to assess the feasibility
of increasing rents,  maintaining or increasing  occupancy levels and protecting
the Partnership from increases in expenses.  As part of this plan, the Corporate
General  Partner  attempts  to  protect  the  Partnership  from  the  burden  of
inflation-related  increases in expenses by increasing  rents and  maintaining a
high overall  occupancy level.  However,  the Corporate  General Partner may use
rental  concessions  and  rental  rate  reductions  to offset  softening  market
conditions,  accordingly,  there  is no  guarantee  that the  Corporate  General
Partner will be able to sustain such a plan.  Further,  a number of factors that
are outside the control of the  Partnership  such as the local economic  climate
and weather can  adversely  or  positively  affect the  Partnership's  financial
results.

Results of Operations

The  Partnership's  net loss for the three months ended  September  30, 2005 was
approximately  $496,000 compared to net income of approximately $269,000 for the
corresponding  period in 2004.  The  Partnership's  net loss for the nine months
ended September 30, 2005 was  approximately  $187,000  compared to net income of
approximately  $1,000,000 for the corresponding  period in 2004. The decrease in
net income for the three and nine  month  periods is due to a decrease  in total
revenues and an increase in total expenses.

Total  revenues  decreased for both periods due to decreases in rental and other
income.  Rental  income  decreased  due to a decrease in occupancy at Baymeadows
Apartments  partially offset by an increase in occupancy at Quail Run Apartments
and an increase in the average  rental  rates at  Baymeadows  Apartments.  Other
income decreased due to decreases in corporate unit rent and lease  cancellation
fees at Quail Run  Apartments  and a  decrease  in late  charges  at  Baymeadows
Apartments,  partially offset by an increase in utility  reimbursements at Quail
Run Apartments.

Total  expenses  increased  for  the  three-month  period  due to  increases  in
operating,  interest and general and administrative expenses and the recognition
on a loss on  early  extinguishment  of debt (as  discussed  in  "Liquidity  and
Capital  Resources").  Total expenses increased for the nine-month period due to
increases in operating, interest and general and administrative expenses and the
recognition  on a loss on early  extinguishment  of debt  partially  offset by a
decrease in property tax expense.  Operating  expense for the three month period
increased  due to increases in property and  administrative  expenses  partially
offset by decreases in advertising and insurance  expenses and management  fees.
Operating  expense  for the nine month  period  increased  due to  increases  in
property  and  administrative   expenses  partially  offset  by  a  decrease  in
maintenance expense. Administrative expense increased for both periods due to an
increase in professional fees at Baymeadows  Apartments and an increase in phone
sales  at both of the  Partnership's  investment  properties.  Property  expense
increased  for both periods due to an increase in model unit  expenses,  utility
expenses and referral fees at Baymeadows Apartments, partially offset by reduced
corporate units expenses at Quail Run Apartments.  Advertising expense decreased
for the three month period due to a decrease in resident relations at Baymeadows
Apartments.  Insurance  expense  decreased  for the three  month  period  due to
reduced hazard insurance at Baymeadows Apartments. Management fees decreased for
the three month period due to decreased rental income at Baymeadows  Apartments.
Maintenance  expense  decreased  for the nine month  period due to a decrease in
contract  labor  and an  increase  in  capitalized  costs  associated  with  the
redevelopment at Baymeadows  Apartments  partially offset by expenses associated
with  Hurricanes  Frances and  Jeanne,  as  discussed  below.  Interest  expense
increased  for both  periods  due to an  increase  in the  variable  rate on the
mortgage at Baymeadows  Apartments and due to the refinancing of the mortgage at
Baymeadows  Apartments,  which resulted in a higher principle  balance partially
offset by capitalized  interest associated with the redevelopment.  Property tax
expense  decreased for the nine month period primarily due to capitalized  taxes
associated with the redevelopment project.

In September  2004,  Baymeadows  Apartments  experienced  damage from Hurricanes
Frances and Jeanne.  At September  30, 2005,  the  Partnership  estimates  total
damage  costs  from the  hurricanes  of  approximately  $51,000,  which were not
covered by  insurance  proceeds.  During  2004,  the  Partnership  recognized  a
casualty loss of approximately $6,000 and during the nine months ended September
30,  2005,   the   Partnership   recognized  an  additional   casualty  loss  of
approximately  $1,000  as a result of the  write-off  of  undepreciated  damaged
assets.  This loss is included in operating expense. In addition to the damages,
the Partnership incurred clean up costs of approximately $46,000 during the nine
months ended  September 30, 2005 for Hurricanes  Frances and Jeanne,  which were
not covered by  insurance  proceeds,  and these costs are  included in operating
expenses.

General  and  administrative  expenses  increased  for the three and nine months
ended September 30, 2005 due to an increase in the cost of services  included in
the  management  reimbursements  charged  by the  Corporate  General  Partner as
allowed under the  Partnership  Agreement and an increase in  professional  fees
associated  with  managing  the  Partnership.   Also  included  in  general  and
administrative  expenses  are costs  associated  with the  quarterly  and annual
communications  with  investors  and  regulatory  agencies  and the annual audit
required by the Partnership Agreement.

Liquidity and Capital Resources

At  September  30,  2005,  the  Partnership  had cash and  cash  equivalents  of
approximately  $11,980,000  compared to approximately  $504,000 at September 30,
2004.  Cash and  cash  equivalents  increased  approximately  $11,475,000  since
December  31,  2004 due to  approximately  $3,138,000  and  $14,344,000  of cash
provided by operating and financing activities respectively, partially offset by
approximately $6,007,000 of cash used in investing activities.  Cash provided by
financing  activities  consisted of advances  received  from an  affiliate,  and
proceeds from mortgage  note payable  partially  offset by repayment of mortgage
note payable on Baymeadows  Apartments,  debt  extinguishment  costs, loan costs
paid,  principal  payments  on  the  mortgages   encumbering  the  Partnership's
properties,  repayment of advances from  affiliates,  and  distributions  to the
partners.  Cash used in investing activities consisted of property  improvements
and replacements  partially  offset by net withdrawals from restricted  escrows.
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 investment  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  Corporate
General  Partner  monitors  developments  in the  area of legal  and  regulatory
compliance.  For example,  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.  Capital  improvements  planned for
each of the Partnership's properties are detailed below.

Baymeadows  Apartments:  During the nine months ended  September  30, 2005,  the
Partnership  completed  approximately  $6,167,000  of  capital  improvements  at
Baymeadows Apartments arising from the redevelopment of the property. Additional
capital  improvements  of  approximately   $97,000  were  also  completed  which
consisted primarily of electrical upgrades, and water heater, floor covering and
air  conditioning  unit  replacements.   These  improvements  were  funded  from
operating cash flow, advances from an affiliate of the Corporate General Partner
and  refinancing  proceeds.  The  Partnership  regularly  evaluates  the capital
improvement  needs of the  property.  The  property is  currently  undergoing  a
redevelopment  project in order to become more competitive with other properties
in the area in an effort to increase occupancy at the property. Based on current
redevelopment plans, the Corporate General Partner anticipates the redevelopment
to be  completed  in the  second  quarter of 2006 at a total  estimated  cost of
approximately  $29,175,000 of which approximately $6,205,000 was completed as of
September  30,  2005.  Included  in these  construction  costs  are  capitalized
interest costs of approximately $132,000, capitalized tax and insurance expenses
of  approximately  $53,000  and other  construction  period  operating  costs of
approximately  $32,000 for the nine months ended September 30, 2005. The balance
of the costs  associated with the  redevelopment  are expected to be funded from
operating  cash  flow,  the  remaining  refinance  proceeds  and  advances  from
affiliates of the Corporate  General Partner.  In addition to the  redevelopment
project,  certain routine capital expenditures are anticipated during 2005. Such
capital  expenditures  will depend on the physical  condition of the property as
well  as  replacement  reserves  and  anticipated  cash  flow  generated  by the
property.

In addition,  a project was approved during the three months ended September 30,
2005 to add 288 new  apartment  units at the  property.  The  Corporate  General
Partner  anticipates the  construction to begin during the first quarter of 2006
and to be  completed  during  2007 at a total  estimated  cost of  approximately
$26,953,000.

Quail Run  Apartments:  During the nine months ended  September  30,  2005,  the
Partnership  completed  approximately  $136,000 of capital improvements at Quail
Run  Apartments,  consisting  primarily  of  structural  upgrades,  recreational
facility  upgrades,  and air conditioning  unit,  appliance,  and floor covering
replacements.  These  improvements  were funded from  operating  cash flow.  The
Partnership  regularly  evaluates the capital improvement needs of the property.
While the Partnership has no material commitments for property  improvements and
replacements,  certain routine capital expenditures are anticipated during 2005.
Such capital  expenditures will depend on the physical condition of the property
as well as anticipated cash flow generated by the property.

Capital expenditures will be incurred only if cash is available from operations,
from  Partnership  reserves or loans from an affiliate of the Corporate  General
Partner.   To  the  extent  that  capital   improvements   are  completed,   the
Partnership's  distributable  cash flow,  if any, may be  adversely  affected at
least in the short term.

The  Partnership's  assets are thought to be sufficient for any near-term  needs
(exclusive  of  capital  improvements  and the  redevelopment  projects)  of the
Partnership.  The mortgage indebtedness of Quail Run Apartments of approximately
$7,758,000 is being  amortized  over 240 months at which time it is scheduled to
be fully amortized.  On August 22, 2005, the Partnership  obtained an additional
mortgage from a new lender in the principal amount of approximately  $15,917,000
on one of its  investment  properties,  Baymeadows  Apartments.  The  additional
mortgage loan agreement  requires monthly payments of interest only beginning on
October 5, 2005 until  September 5, 2007,  with the  interest  rate being 4.87%.
From October 5, 2007  through  September 5, 2012,  the Loan  Agreement  requires
monthly  payments of principal  and interest  calculated  using a 300 month loan
amortization period. If the Property completes the rehabilitation work within 36
months of the date of the loan agreement and the property  achieves gross rental
income of at least  $8,724,000  from not more  than 95% of the  units  within 36
months,  then the  installments  for the  remaining  period  of the loan will be
calculated using a 360 month amortization  period. If the above two requirements
are not met within 36 months,  then the installments for the remaining period of
the loan will be calculated using a 240 month amortization  period. The mortgage
matures on September 5, 2012 at which time the unpaid  principal  amount and any
interest accrued but remaining unpaid becomes due.

The  existing  lender  assigned  the  existing  mortgage  note of  approximately
$24,083,000  to the holder of the  additional  mortgage  note.  The terms of the
existing  mortgage  note were  modified  to match  the terms for the  additional
mortgage note and the two loans were then combined into one mortgage note issued
by the new lender for  $40,000,000.  During the nine months ended  September 30,
2005,  the  Partnership  recognized  a loss on early  extinguishment  of debt of
approximately  $304,000  due to the write off of  unamortized  loan costs on the
original  loan and a  prepayment  penalty  paid to the  original  lender.  Total
capitalized loan costs for the additional mortgage were approximately $848,000.


<PAGE>



The Partnership  distributed the following  amounts during the nine months ended
September 30, 2005 and 2004 (in thousands except per unit data):
<TABLE>
<CAPTION>

                    Nine months                          Nine months
                       Ended          Per Limited           Ended          Per Limited
                   September 30,      Partnership       September 30,      Partnership
                       2005               Unit               2004              Unit

<S>                    <C>               <C>               <C>                <C>
Operations             $ 150             $ 2.96            $ 1,765            $34.94
</TABLE>

Future  cash  distributions  will  depend on the levels of cash  generated  from
operations  and the  timing  of the  debt  maturities,  property  sales,  and/or
refinancings. The Partnership's cash available for distribution is reviewed on a
monthly  basis.  Given  the  substantial   redevelopment   projects  ongoing  at
Baymeadows  Apartments,  it is not expected that the  Partnership  will generate
sufficient funds from operations, after required capital expenditures, to permit
additional distributions to its partners in the year 2005 or for the foreseeable
future.

Other

In addition to its  indirect  ownership of the general  partner  interest in the
Partnership,  AIMCO and its affiliates  owned 36,377 limited  partnership  units
(the "Units") in the Partnership representing 72.76% of the outstanding Units at
September  30,  2005. A number of these Units were  acquired  pursuant to tender
offers  made by  AIMCO  or its  affiliates.  It is  possible  that  AIMCO or its
affiliates will acquire  additional  Units in exchange for cash or a combination
of cash and units in AIMCO Properties, L.P., the operating partnership of AIMCO,
either through private  purchases or tender offers.  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 Corporate General Partner.  As a result of its ownership of 72.76% 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 Corporate
General  Partner  owes  fiduciary   duties  to  the  limited   partners  of  the
Partnership,  the Corporate  General Partner also owes fiduciary duties to AIMCO
as its sole  stockholder.  As a  result,  the  duties of the  Corporate  General
Partner,  as  corporate  general  partner,  to the  Partnership  and its limited
partners may come into conflict with the duties of the Corporate 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, but are not limited
to,  changes  in the  national,  regional  and  local  economic  climate;  local
conditions,  such as an oversupply of multifamily  properties;  competition from
other available  multifamily property owners and changes in market rental rates.
Any adverse changes in these factors could cause impairment of the Partnership's
assets.

Revenue Recognition

The Partnership generally leases apartment units for twelve-month terms or less.
The Partnership will offer rental concessions during particularly slow months or
in response  to heavy  competition  from other  similar  complexes  in the area.
Rental income attributable to leases, net of any concessions, is recognized on a
straight-line  basis over the term of the lease.  The Partnership  evaluates all
accounts  receivable  from  residents and  establishes  an allowance,  after the
application of security deposits,  for accounts greater than 30 days past due on
current tenants and all receivables due from former tenants.

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 Corporate  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  Corporate  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 Corporate  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  Corporate  General  Partner
entities by Insignia Financial Group, Inc.  ("Insignia") and entities that were,
at one  time,  affiliates  of  Insignia;  past  tender  offers  by the  Insignia
affiliates to acquire limited partnership units;  management of the partnerships
by the  Insignia  affiliates;  and the series of  transactions  which  closed on
October 1, 1998 and February 26, 1999 whereby  Insignia and Insignia  Properties
Trust,  respectively,  were merged into AIMCO.  The plaintiffs  sought  monetary
damages and equitable relief, including judicial dissolution of the Partnership.
In addition,  during the third quarter of 2001, a complaint  captioned Heller v.
Insignia  Financial  Group (the  "Heller  action")  was filed  against  the same
defendants  that are named in the  Nuanes  action.  On or about  August 6, 2001,
plaintiffs filed a first amended  complaint.  The Heller action was brought as a
purported derivative action, and asserted claims for, among other things, breach
of fiduciary  duty,  unfair  competition,  conversion,  unjust  enrichment,  and
judicial  dissolution.  On January 28, 2002, the trial court granted  defendants
motion to strike the complaint. Plaintiffs took an appeal from this order.

On January 8, 2003,  the parties filed a  Stipulation  of Settlement in proposed
settlement of the Nuanes  action and the Heller  action.  On June 13, 2003,  the
court granted final approval of the settlement and entered  judgment in both the
Nuanes and Heller actions. On August 12, 2003, an objector ("Objector") filed an
appeal (the "Appeal")  seeking to vacate and/or reverse the order  approving the
settlement and entering judgment  thereto.  On May 4, 2004, the Objector filed a
second appeal  challenging  the court's use of a referee and its order requiring
Objector to pay those fees.

On March 21, 2005, the Court of Appeals issued opinions in both pending appeals.
With regard to the settlement and judgment entered thereto, the Court of Appeals
vacated  the trial  court's  order and  remanded  to the trial court for further
findings  on the basis that the "state of the record is  insufficient  to permit
meaningful  appellate  review".  With regard to the second appeal,  the Court of
Appeals  reversed the order requiring the Objector to pay referee fees. On April
26, 2005,  the Court of Appeals  lifted the stay of a pending  appeal related to
the Heller action and the trial court's order striking the  complaint.  On April
28, 2005, the Objector  filed a Petition for Review with the California  Supreme
Court in connection with the opinion vacating the order approving settlement and
remanding for further findings.  On June 10, 2005, the California  Supreme Court
denied  Objector's  Petition for Review and the Court of Appeals sent the matter
back to the trial court on June 21,  2005.  The parties  intend to ask the trial
court to make further findings in connection with settlement consistent with the
Court of Appeal's  remand order.  With respect to the related Heller appeal,  on
July 28, 2005,  the Court of Appeals  reversed the trial court's order  striking
the first amended complaint.

On August 18, 2005,  Objector and his counsel filed a motion to  disqualify  the
trial court based on a peremptory challenge and filed a motion to disqualify for
cause on October 17, 2005. On or about October 13, 2005 Objector  filed a motion
to  intervene  and on or about  October  19,  2005  filed  both a motion to take
discovery  relating to the adequacy of plaintiffs as derivative  representatives
and a motion to dissolve the anti-suit injunction in connection with settlement.
On October 27, 2005, the Court denied Objector's peremptory challenge and struck
Objector's motion to disqualify for cause. No hearing has been set on Objector's
remaining motions. On November 3, 2005, Objector and his counsel filed a writ of
mandate to the Court of Appeals challenging the court's October 27, 2005 order.

The  Corporate  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.

AIMCO  Properties  L.P.  and NHP  Management  Company,  both  affiliates  of the
Corporate  General  Partner,  are  defendants  in a lawsuit  alleging  that they
willfully  violated  the Fair Labor  Standards  Act  ("FLSA")  by failing to pay
maintenance  workers  overtime for all hours worked in excess of forty per week.
The  complaint,  filed in the United States  District  Court for the District of
Columbia,  attempts  to bring a  collective  action  under the FLSA and seeks to
certify state subclasses in California,  Maryland, and the District of Columbia.
Specifically,  the  plaintiffs  contend  that  AIMCO  Properties  L.P.  and  NHP
Management Company failed to compensate  maintenance  workers for time that they
were  required  to be  "on-call".  Additionally,  the  complaint  alleges  AIMCO
Properties  L.P. and NHP  Management  Company  failed to comply with the FLSA in
compensating maintenance workers for time that they worked in excess of 40 hours
in a week. In June 2005 the Court conditionally  certified the collective action
on both the on-call and overtime issues,  which allows the plaintiffs to provide
notice of the  collective  action to all  non-exempt  maintenance  workers  from
August 7, 2000 through the present. Those employees will have the opportunity to
opt-in to the collective action,  and AIMCO Properties,  L.P. and NHP Management
Company will have the  opportunity to move to decertify the  collective  action.
Because the court denied  plaintiffs'  motion to certify  state  subclasses,  on
September  26,  2005,  the  plaintiffs  filed  a  class  action  with  the  same
allegations in the Superior Court of California (Contra Costa County).  Although
the outcome of any  litigation is  uncertain,  AIMCO  Properties,  L.P. does not
believe that the ultimate  outcome  will have a material  adverse  effect on its
consolidated  financial  condition  or results  of  operations.  Similarly,  the
Corporate General Partner does not believe that the ultimate outcome will have a
material adverse effect on the Partnership's consolidated financial condition or
results of operations.

The  Partnership  has an  ongoing  dispute  with a general  contractor  formerly
involved in the redevelopment project at Baymeadows  Apartments.  The contractor
has filed a lien against the  property for amounts held back by the  Partnership
due to the contractor's deficient performance.  The Corporate General Partner is
investigating  a claim for  liquidated  damages  under the contract  against the
contractor due to its delayed  performance.  The Corporate  General Partner does
not believe that the ultimate outcome will have a material adverse effect on the
Partnership's consolidate financial condition or results of operations.


ITEM 5.     OTHER INFORMATION

            None.

ITEM 6.     EXHIBITS

            See Exhibit Index.


<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.



                                    SHELTER PROPERTIES IV


                                    By:   Shelter Realty IV Corporation
                                          Corporate General Partner


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


                                    By:   /s/Stephen B. Waters
                                          Stephen B. Waters
                                          Vice President


                                    Date: November 14, 2005



<PAGE>


                              SHELTER PROPERTIES IV
                                  EXHIBIT INDEX


Exhibit     Description of Exhibit


   3        See Exhibit 4(a)

   4  (a)   Amended  and  Restated   Certificate   and  Agreement  of  Limited
            Partnership   (included  as  Exhibit  A  to  the   Prospectus   of
            Registrant  dated June 8, 1982  contained  in  Amendment  No. 1 to
            Registration  Statement No. 2-77217,  of Registrant  filed June 8,
            1982 (the "Prospectus") and incorporated herein by reference).

      (b)   Subscription  Agreement and Signature Page (included as Exhibit 8 to
            the Prospectus and incorporated herein by reference).

10    (i)   Contracts related to acquisition of properties:

      (a)   Real Estate Sales Agreement dated May 5, 1982, First  Modification
            to Real  Estate  Agreement  dated June 18,  1982 (filed as Exhibit
            12(b) to Amendment No. 1 to Registration  Statement No. 2-77217 of
            Registrant  filed  June  8,  1982  and   incorporated   herein  by
            reference) and Second  Modification to Real Estate Sales Agreement
            dated  September 30, 1982 between  Baymeadows  Associates and U.S.
            Shelter  Corporation to purchase  Baymeadows  Apartments (filed as
            Exhibit  10(a) to Form 10-K of  Registrant  dated January 26, 1983
            and incorporated herein by reference).

      (d)   Real Estate Purchase  Agreement dated December 3, 1982 between Quail
            Run Apartments,  a Limited Partnership and Percival  Partnership and
            U.S. Shelter Corporation to purchase Quail Run Apartments. (Filed as
            Exhibit 10(b) to Form 8-K of Registrant  dated December 15, 1982 and
            incorporated herein by reference.)

(iii) Contracts related to refinancing of debt:

      (g)   Multifamily Note dated June 14, 2002,  between Shelter Properties IV
            and  Keycorp  Real  Estate  Capital  Markets,  Inc.  for  Quail  Run
            Apartments. (Filed as Exhibit 10(iii)g to Form 10-QSB - Quarterly or
            Transitional  Report filed November 13, 2002 and incorporated herein
            by reference.)

      (j)   Consolidated,  Amended and Restated  Multifamily Note dated November
            1, 2002 between Shelter  Properties IV and GMAC Commercial  Mortgage
            Corporation.*

      (k)   Guaranty dated November 1, 2002 by AIMCO  Properties,  L.P., for the
            benefit of GMAC Commercial Mortgage Corporation.*

      (l)   Consolidated Amended and Restated Payment Guaranty dated November 1,
            2002 by Shelter  Properties  IV for the  benefit of GMAC  Commercial
            Mortgage Corporation.*

      (m)   Completion/Repair  and  Security  Agreement  dated  November 1, 2002
            between  Shelter   Properties  IV  and  GMAC   Commercial   Mortgage
            Corporation   for   the   benefit   of  GMAC   Commercial   Mortgage
            Corporation.*


<PAGE>



                              SHELTER PROPERTIES IV
                                  EXHIBIT INDEX

                                   (continued)


10(iii)(n)  Additional  Mortgage  Note,  dated August 22, 2005  between  Shelter
            Properties  IV,  L.P.,  a South  Carolina  limited  partnership  and
            Allstate  Life  Insurance  Company,  an  Illinois   corporation  for
            Baymeadows  Apartments  (Filed  as  Exhibit  10(n)  to  Form  8-K of
            Registrant  dated  August  22,  2005  and  incorporated   herein  by
            reference).

      (o)   Modification,  Restatement and  Consolidation  of Notes dated August
            22, 2005 between  Shelter  Properties  IV, L.P.  and  Allstate  Life
            Insurance  Company (Filed as Exhibit 10(o) to Form 8-K of Registrant
            dated August 22, 2005 and incorporated herein by reference).

      (p)   Second  Consolidated,  Amended and  Restated  Multifamily  Mortgage,
            Assignment of Rents and Security  Agreement,  dated August 22, 2005,
            between  Shelter  Properties  IV, L.P. and Allstate  Life  Insurance
            Company  (Filed as  Exhibit  10(p) to Form 8-K of  Registrant  dated
            August 22, 2005 and incorporated herein by reference).

      (q)   Nonrecourse  Exception  Indemnity Agreement dated August 22, 2005 by
            AIMCO  Properties,  L.P., for the benefit of Allstate Life Insurance
            Company  (Filed as  Exhibit  10(q) to Form 8-K of  Registrant  dated
            August 22, 2005 and incorporated herein by reference).

            *Filed as Exhibits 10(iii)j through 10(iii)m,  respectively, to Form
            8-K of Registrant dated November 15, 2002 and incorporated herein by
            reference.

   10(iv) Contracts related to Sale of properties

      (a)   Purchase and Sale Contract between Quail Run IV Limited Partnership,
            a South Carolina Limited  Partnership and The Bethany Group,  LLC, a
            California  limited  liability company dated November 2, 2005 (Filed
            as exhibit 10(iv)(a) to the Registrant's  Current Report on Form 8-K
            dated   November   2,  2005  and  filed  on  November  8,  2005  and
            incorporated herein by reference).

   28       (a)  Agreement  of  Limited  Partnership  for Quail  Run IV  Limited
            Partnership  between  Shelter IV GP Limited  Partnership and Shelter
            Properties  IV entered into on February 12, 1992.  (Filed as Exhibit
            28 to Form 10QSB - Quarterly or  Transitional  Report filed June 11,
            1993 and incorporated herein by reference.)

   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  of the equivalent of the Chief Executive  Officer and
            Chief  Financial  Officer  Pursuant to 18 U.S.C.  Section  1350,  as
            Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.



<PAGE>



Exhibit 31.1


                                  CERTIFICATION


I, Martha L. Long, certify that:


1.    I have reviewed this quarterly report on Form 10-QSB of Shelter Properties
      IV;

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 small  business  issuer as of, and for, the periods  presented in this
      report;

4.    The  small  business  issuer'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 small business issuer 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
            small business issuer, 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  small  business   issuer'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 small  business  issuer's
            internal  control over financial  reporting that occurred during the
            small  business  issuer's  most  recent  fiscal  quarter  (the small
            business  issuer's  fourth  fiscal  quarter in the case of an annual
            report) that has  materially  affected,  or is reasonably  likely to
            materially affect, the small business issuer's internal control over
            financial reporting; and

5.    The  small  business  issuer's  other  certifying  officer(s)  and I  have
      disclosed,  based on our most recent  evaluation of internal  control over
      financial reporting, to the small business issuer's auditors and the audit
      committee of the small  business  issuer'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 small business  issuer'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 small  business
            issuer's internal control over financial reporting.

Date:  November 14, 2005

                                    /s/Martha L. Long
                                    Martha L. Long
                                    Senior Vice  President of Shelter  Realty IV
                                    Corporation,   equivalent   of   the   chief
                                    executive officer of the Partnership


<PAGE>



Exhibit 31.2


                                  CERTIFICATION


I, Stephen B. Waters, certify that:


1.    I have reviewed this quarterly report on Form 10-QSB of Shelter Properties
      IV;

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 small  business  issuer as of, and for, the periods  presented in this
      report;

4.    The  small  business  issuer'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 small business issuer 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
            small business issuer, 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  small  business   issuer'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 small  business  issuer's
            internal  control over financial  reporting that occurred during the
            small  business  issuer's  most  recent  fiscal  quarter  (the small
            business  issuer's  fourth  fiscal  quarter in the case of an annual
            report) that has  materially  affected,  or is reasonably  likely to
            materially affect, the small business issuer's internal control over
            financial reporting; and

5.    The  small  business  issuer's  other  certifying  officer(s)  and I  have
      disclosed,  based on our most recent  evaluation of internal  control over
      financial reporting, to the small business issuer's auditors and the audit
      committee of the small  business  issuer'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 small business  issuer'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 small  business
            issuer's internal control over financial reporting.

Date:  November 14, 2005

                                    /s/Stephen B. Waters
                                    Stephen B. Waters
                                    Vice   President  of  Shelter   Realty  IV
                                    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 Shelter  Properties IV
(the "Partnership"),  for the quarterly period ended September 30, 2005 as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
Martha  L.  Long,  as the  equivalent  of the  chief  executive  officer  of the
Partnership,  and Stephen B. Waters,  as the  equivalent of the chief  financial
officer of the Partnership, each hereby certifies, pursuant to 18 U.S.C. Section
1350,  as adopted  pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002,
that, to the best of his knowledge:

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

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


                                           /s/Martha L. Long
                                    Name:  Martha L. Long
                                    Date:  November 14, 2005


                                           /s/Stephen B. Waters
                                    Name:  Stephen B. Waters
                                    Date:  November 14, 2005


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.